SEC Registration Nos.
2-75106 and 811-3334
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE
SECURITIES ACT OF 1933
Post-Effective Amendment No. 26 XX
and/or
REGISTRATION STATEMENT UNDER THE
INVESTMENT COMPANY ACT OF 1940
Amendment No. 26 XX
Calvert Social Investment Fund
(Exact Name of Registrant as Specified in Charter)
4550 Montgomery Avenue
Suite 1000N
Bethesda, Maryland 20814
(Address of Principal Executive Offices)
Registrant's Telephone Number: (301) 951-4800
William M. Tartikoff, Esq.
4550 Montgomery Avenue
Suite 1000N
Bethesda, Maryland 20814
(Name and Address of Agent for Service)
It is proposed that this filing will become effective
___ Immediately upon filing XX on March 3, 1998
pursuant to paragraph (b) pursuant to paragraph (b)
___ 60 days after filing on date
pursuant to paragraph (a) pursuant to paragraph (a)
of Rule 485.
<PAGE>
Calvert Social Investment Fund
Form N-1A Cross Reference Sheet
Item number Prospectus Caption
1. Cover Page
2. Portfolio Expenses
3. Total Return
4. Investment Objectives and Policies
Investment Strategy & Related Risks
Management of the Portfolio
5. Management of the Portfolio
6. Alternative Sales Options
Management of the Portfolio
Dividends and Taxes
7. How to Buy Shares Alternative Sales Options
Management of the Portfolio
Net Asset Value
Exhibit A - Reduced Sales Charges
8. How to Sell Your Shares
9. *
Statement of Additional Information Caption
10. Cover Page
11. Table of Contents
12. General Information
13 Investment Objectives and Policies
Investment Restrictions
Investment Selection Screening Process
14. Trustees, Officers and Advisory Council
15. Trustees, Officers and Advisory Council
16. Investment Advisor
Transfer and Shareholder Servicing Agent
Independent Auditors and Custodians
17. Portfolio Transactions
18. General Information
19. Purchase and Redemption of Shares
Net Asset Value
20. Dividends and Taxes
21. Method of Distribution
22. Calculation of Total Return
23. *
* Inapplicable or negative answer
<PAGE>
PROSPECTUS
March 3, 1998
CALVERT SOCIAL INVESTMENT FUND
MANAGED INDEX PORTFOLIO
4550 Montgomery Avenue, Bethesda, Maryland 20814
INVESTMENT OBJECTIVE
The Managed Index Portfolio (the "Portfolio") seeks to provide a total return
after expenses which exceeds over time the total return of the Russell 1000
Index. The Portfolio seeks to obtain this objective while maintaining risk
characteristics similar to those of the Russell 1000 Index and through
investment in equity securities that satisfy the Portfolio's investment and
social criteria.
WHETHER THE PORTFOLIO IS FOR YOU
The Portfolio is designed for investors who are seeking returns which exceed
the Russell 1000 Index with similar risk characteristics and who want to
invest in socially responsible companies.
PURCHASE INFORMATION
The Portfolio offers four classes of shares, each with different expense
levels and sales charges. You may choose to purchase (i) Class A shares, with
a sales charge imposed at the time you purchase the shares ("front-end sales
charge"), (ii) Class B shares, which impose no front-end sales charge, but may
impose a deferred sales charge at the time of redemption, depending on how
long you have owned the shares ("contingent deferred sales charge," or
"CDSC"); (iii) Class C shares which impose no front-end sales charge but may
impose a CDSC if shares are sold within one year, or (iv) Class I, for
institutional or other investors able to maintain a $1,000,000 minimum account
balance. Class C shares are not available through all brokers. Class B and C
shares have a higher level of expenses than Class A shares, including higher
Rule 12b-1 fees. Class I has the lowest level of expenses. These
alternatives permit you to choose the method of purchasing shares that is most
beneficial to you, depending on the amount of the purchase, the length of time
you expect to hold the shares, and other circumstances. See "Alternative
Sales Options" for further details. To open an account, call your broker, or
complete and return the enclosed Account Application.
Some classes of shares may not be available at this time. Call Calvert at
1-800-368-2745 regarding class availability.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION, NOR HAS THE COMMISSION
OR ANY STATE SECURITIES COMMISSION PASSED ON THE ACCURACY OR ADEQUACY OF THIS
PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
THE PORTFOLIO'S SHARES ARE NOT GUARANTEED OR INSURED BY THE FDIC OR ANY OTHER
AGENCY OF THE U.S. GOVERNMENT, NOR ARE THE SHARES DEPOSITS OR OBLIGATIONS OF,
OR GUARANTEED OR ENDORSED BY, STATE STREET BANK AND TRUST COMPANY, OR ANY
OTHER BANK. AS WITH ANY INVESTMENT IN COMMON STOCKS, WHICH ARE SUBJECT TO
WIDE FLUCTUATIONS IN MARKET VALUE, YOU COULD LOSE MONEY BY INVESTING IN THE
PORTFOLIO.
ABOUT THIS PROSPECTUS
Please read this Prospectus for information you should know before investing,
and keep it for future reference. A Statement of Additional Information for
the Portfolio dated the date of this Prospectus, has been filed with the
Securities and Exchange Commission and is incorporated by reference. This free
Statement is available upon request from the Portfolio: 800-368-2748.
The SEC maintains a Web site at http://www.sec.gov that contains the Statement
of Additional Information, material incorporated by reference, and other
information regarding the Portfolio.
PORTFOLIO EXPENSES
A. Shareholder Transaction Costs Class A Class B Class C Class I
Front-End Sales Charge on Purchases 4.75% None None None
(as a percentage of
offering price)
Maximum Contingent Deferred Sales None 5.00%* 1.00%** None
Charge (as a percentage of original
purchase price or redemption proceeds,
as applicable)
*A contingent deferred sales charge is imposed on the proceeds of Class
B shares redeemed within 6 years, subject to certain exceptions. That charge
is imposed as a percentage of net asset value at the time of purchase or
redemption, whichever is less, and declines from 5% in the first year that
shares are held, to 4% in the second and third years, 3% in the fourth year,
2% in the fifth year, and 1% in the sixth year. There is no charge on
redemptions of Class B shares held for more than six years. See "Calculation
of Contingent Deferred Sales Charge" below.
**A contingent deferred sales charge is imposed on the proceeds of Class C
shares redeemed within one year, subject to certain exceptions. That charge
is imposed as a percentage of net asset value at the time of purchase or
redemption, whichever is less. See "Calculation of Contingent Deferred Sales
Charge".
For each Class A, Class B, and Class C account with a balance of less
than $5,000, (less than $1,000 for individual retirement plan accounts) a
monthly account maintenance fee of $1.00 is charged.
B. Annual Portfolio Operating Class A Class B Class C Class I
Expenses
(as a percentage of average
net assets)
Management Fees (includes 0.75% 0.75% 0.75% 0.70%
administrative fees)
Rule 12b-1 Service and
Distribution Fees 0.25% 1.00% 1.00% None
Other Expenses (Estimated 0.25% 0.75% 0.75% 0.05%
after fee waiver/expense
reimbursement by Advisor)
Total Portfolio Operating 1.25% 2.50% 2.50% 0.75%
Expenses (after fee
waiver/expense
reimbursement by Advisor)
C. Example: You would pay the following expenses on a $1,000
investment, assuming: (1) 5% annual return; (2)
redemption at the end of each period, (3) for Class A
shares, payment of the maximum front-end sales charge at
the time of purchase and (4) for Class B shares, payment
of maximum applicable contingent deferred sales charge.
1 Year 3 years
Class A $60 $85
Class B
Assuming a complete
redemption at end of period $77 $121
Assuming no redemption $25 $78
Class C
Assuming a complete
redemption at end of period $36 $78
Assuming no redemption $25 $78
Class I $8 $24
The example, which is hypothetical, should not be considered a representation
of past or future expenses. Actual expenses and return may be higher or lower
than those shown.
Explanation of Table: The purpose of the table is to assist you in
understanding the various costs and expenses (other than account maintenance
fees) that an investor in the Portfolio would bear directly (shareholder
transaction costs) or indirectly (annual portfolio operating expenses).
A. Shareholder Transaction Costs are charges you pay when you buy or
sell shares of the Portfolio. See "Reduced Sales Charges" at Exhibit A to see
if you qualify for possible reductions in the sales charge applicable to Class
A shares. If you request a wire redemption of less than $1,000, you will be
charged a $5 wire fee.
B. Annual Portfolio Operating Expenses. Management Fees are paid by the
Portfolio to the Advisor for managing its investments and business affairs.
Management fees include the subadvisory fee paid by Calvert Asset Management
Company, Inc. (the "Advisor") to State Street Global Advisors (the
"Subadvisor"), and the administrative service fee paid by the Portfolio to
Calvert Administrative Services Company. The Portfolio incurs Other Expenses
for maintaining shareholder records, furnishing shareholder statements and
reports, and other services. Other expenses are based on estimates for the
current fiscal year. Management Fees and Other Expenses are reflected in the
Portfolio's daily share price and are not charged directly to individual
shareholder accounts. Please refer to "Management of the Portfolio" for
further information. The Advisor may voluntarily reimburse expenses of the
Portfolio or waive its fees. The Advisor may recapture from the Fund any fees
it waives or expenses it assumes, subject to certain limitations. Through
March 31, 1999, the Advisor has agreed to cap the Portfolios' expenses at
1.25% for Class A, 2.50% for Class B, 2.50% for Class C and 0.75% for Class I.
Gross Total Portfolio Operating Expenses during this period are expected to be
1.79% for Class A, 2.82% for Class B, 2.82% for Class C, and 0.83% for Class I.
The Class A, Class B and Class C Rule 12b-1 fees include an asset-based sales
charge. Thus, long-term Class A, Class B or Class C shareholders in the
Portfolio may pay more in total sales charges than the economic equivalent of
the maximum front-end sales charge permitted by rules of the National
Association of Securities Dealers, Inc. (the "NASD"). In addition to the
compensation itemized above (sales charge and Rule 12b-1 service and
distribution fees), certain broker/dealers and/or their salespersons may
receive other compensation for the distribution of the securities or for
services to the Portfolio. See the Statement of Additional Information,
"Method of Distribution."
INVESTMENT OBJECTIVE AND POLICIES
Investment Objective
The Managed Index Portfolio (the "Portfolio") seeks to provide a total return
after expenses which exceeds over time the total return of the Russell 1000
Index. The Portfolio seeks to obtain this objective while maintaining risk
characteristics similar to those of the Russell 1000 Index and through
investment in equity securities that satisfy the Portfolio's investment and
social criteria. There can be no assurance that the Portfolio will be
successful in meeting its objective. Long-term capital growth may be achieved
as the Portfolio attempts to track its index. The Portfolio's investment
objective is not fundamental and, unless otherwise specified, its policies and
strategies are not fundamental. The investment objective and each
non-fundamental policy and strategy may be changed by the Fund's Board of
Trustees without shareholder approval.
INVESTMENT STRATEGY AND RELATED RISKS
Investment Strategy
The Portfolio follows an enhanced index management strategy. This means that,
rather than passively holding a representative basket of securities designed
to match the Russell 1000 Index, the Subadvisor actively uses a proprietary
analytical model to attempt to enhance the Portfolio's performance, relative
to that index.
The first step of the investment strategy is to identify those stocks in the
Russell 1000 Index which meet the Portfolio's social screening criteria. From
this list of stocks, the Subadvisor chooses stocks that closely mirror the
index in terms of various factors such as industry weightings, capitalization,
and yield. By providing exposure to these various factors which affect
returns to match the factor exposure of the index, the Subadvisor seeks to
provide a return for the Portfolio that differs only minimally from the Index.
Even though certain industries are eliminated from the Portfolio by the
screens, the factor model permits mathematical substitutes which the
Subadvisor expects to mimic the return characteristics of the missing
industries and stocks. The final step in the process is to apply the
Subadvisor's proprietary valuation method which attempts to identify the
stocks which have the greatest potential for superior performance.
Each security identified for potential investment is ranked according to two
separate and relatively uncorrelated measures: value and momentum of market
sentiment. The value measure compares a company's assets, projected earnings
growth and cash flow growth with its stock price within the context of its
historical valuation. The momentum measure of market sentiment examines
changes in market analysts' earnings estimates and ranks stocks by the
strength and consistency of those changes. These two measures combine to
create a single composite score of each stock's attractiveness. The Portfolio
is constructed from securities that meet its social criteria, weighted through
a quadratic optimization1 process that seeks to reduce risk vis-a-vis the
Russell 1000 Index.
The Portfolio will generally have at least 65% of its total assets invested in
securities represented in the Russell 1000 Index. Any investments not in the
Index will meet the Portfolio's social screening criteria and be selected to
closely mirror the Index's risk/return characteristics. The Subadviser
expects to hold between 100 and 150 stocks.
The Russell 1000 index measures the performance of the 1,000 largest companies
in the Russell 3000 Index. The Russell 3000 Index measures the performance of
the 3,000 largest US companies based on total market capitalization. The
Index is adjusted, or reconstituted, annually. As of the latest
reconstitution, the average market capitalization of the Russell 1000 was
approximately $7.6 billion; the median market capitalization was approximately
$3.0 billion. The smallest company in the Russell 1000 Index had an
approximate market capitalization of $1.1 billion.
Tracking the Index
The Subadvisor expects a tracking error over time of no more than 2.5%,
although there can be no guarantee such results will be achieved. The process
used by the Portfolio to attempt to track the Index within this limit relies
on assessing the difference between the Portfolio's exposure to factors which
influence returns and the Index's exposure to those same factors. The combined
variability of these factors and the correlation between factors are used to
estimate the risk in the Portfolio. The extent to which the total risk
characteristics of the Portfolio varies from that of the Index is active risk
or tracking error.
The Portfolio's ability to track the index will be monitored by
analyzing returns to ensure that the returns are reasonably consistent with
Index returns. By regressing Portfolio returns against Index returns the
Advisor can calculate the goodness of fit, as measured by the Coefficient of
Determination or R -squared. Values in excess of 90% indicate a very high
degree of correlation between the Portfolio and the Index. The Portfolio will
also be monitored to ensure that general characteristics, such as sector
exposures, capitalization and valuation criteria, are relatively consistent
over time.
Any deviations of realized returns from the Index which are in excess
of those expected will be analyzed for sources of variance. Where variations
are deemed to be systematic or associated with a particular feature of the
investment process, the constraints on the Portfolio associated with that
factor may be adjusted to ensure a higher degree of correlation to the Index.
Risks
An index fund has operating expenses; a market index does not. The Portfolio
- - while expected to track its target index as closely as possible while
satisfying its investment and social criteria - will not be able to match the
performance of the index exactly. The Portfolio is not sponsored, sold,
promoted, or endorsed by the Frank Russell Company.
1 An optimizer is a mathematical algorithm for maximizing or minimizing an
objective function relative to some set of constraints - here, to minimize
tracking error (active risk) while using only those stocks which pass the
Portfolio's social screens and limiting transaction costs.
<PAGE>
The Portfolio is subject to market risk, which is the possibility that stock
prices overall will decline over short or even extended periods. Stock
markets tend to move in cycles, with periods of rising stock prices and
periods of falling stock prices. The Portfolio's total return and share price
will fluctuate within a wide range, so an investor could lose money over short
or even extended periods.
In seeking returns consistent with the Russell 1000 Index universe of stocks,
the Portfolio will normally be as fully invested as practicable in stocks or
their equivalents. The Portfolio does not currently anticipate holding more
than 5% of its net assets in cash or cash equivalents.
The Portfolio may use stock futures and options as part of its investment
strategy
Besides investing in the stocks found in the Russell 1000 Index, the Portfolio
may also follow a number of other investment policies to achieve its
objective. These techniques may involve derivative transactions such as buying
and selling futures contracts and options on futures. The Portfolio can use
these practices for liquidity and to seek to hedge cash exposure in the
Portfolio. The decision to invest in these instruments will be based on market
conditions, regulatory limits and tax considerations. There can be no
assurance that engaging in options, futures, or any other investment strategy
will be successful. If market values or other economic factors are misgauged,
the Portfolio may be worse off than had it not employed the strategy. If
market conditions are judged incorrectly, if a strategy does not correlate
well with the Portfolio's investments, or if the counterparty to the
transaction does not perform as promised, these techniques could result in a
loss. These techniques may increase the volatility of the Portfolio and may
involve a small investment of cash relative to the magnitude of the risk
assumed. The use of these strategies may result in a disadvantage to the
Portfolio if it is not able to purchase or sell a portfolio holding at an
optimal time due to the need to cover its transaction in its segregated
account, or due to the inability of the Portfolio to liquidate its position
because of its relative illiquidity. See the Statement of Additional
Information for more details about these strategies and limitations on
illiquid securities.
Borrowing/Repurchase Agreements/Securities Lending
The Portfolio may borrow money from banks (and pledge its assets to secure
such borrowing) for temporary or emergency purposes, but not for leverage.
Such borrowing may not exceed one third of the value of the Portfolio's total
assets. The Portfolio may also invest in repurchase agreements with
recognized securities dealers and banks determined to present minimal credit
risk by the Advisor. The Portfolio may lend its securities. The Portfolio has
no current intention to use borrowing, repurchase agreements or securities
lending with respect to more than 5%, respectively, of the Portfolio's net
assets.
Additional policies and restrictions
The Portfolio's Statement of Additional Information describes additional
policies and restrictions concerning the investments of the Portfolio.
SOCIALLY RESPONSIBLE INVESTMENT CRITERIA
EACH INVESTMENT IS SELECTED WITH A CONCERN FOR ITS SOCIAL IMPACT
The Portfolio invests in accordance with its philosophy that
long-term rewards to investors will come from those organizations whose
products, services, and methods enhance the human condition and the
traditional American values of individual initiative, equality of opportunity
and cooperative effort.
The Portfolio applies the following criteria for the selection of
organizations in which it invests. The Portfolio recognizes, however, that
these criteria represent standards of behavior which few, if any,
organizations totally satisfy and that, as a matter of practice, evaluation of
a particular organization in the context of these criteria will involve
subjective judgment by the Advisor.
Given these considerations, the Portfolio seeks to invest in a
producer or service provider which:
1. Delivers safe products and services in ways which sustain our
natural environment. For example, the Portfolio looks for
companies that produce energy from renewable resources, while
avoiding consistent polluters.
2. Is managed with participation throughout the organization in
defining and achieving objectives. For example, the Portfolio
looks for companies that offer employee stock ownership or
profit-sharing plans.
3. Negotiates fairly with its workers, provides an environment
supportive of their wellness, does not discriminate on the basis
of race, gender, religion, age, disability, ethnic origin, or
sexual orientation, does not consistently violate regulations of
the Equal Employment Opportunity Commission, and provides
opportunities for women, disadvantaged minorities, and others
for whom equal opportunities have often been denied. For
example, the Portfolio considers both unionized and non-union
firms with good labor relations.
4. Fosters awareness of a commitment to human goals, such as
creativity, productivity, self-respect and responsibility,
within the organization and the world, and continually recreates
a context within which these goals can be realized. For example,
the Portfolio looks for companies with an above average
commitment to community affairs and charitable giving.
The Portfolio will not invest in an issuer which the Advisor
determines to be significantly engaged in:
1. The production of nuclear energy or the manufacture of equipment
to produce nuclear energy.
2. Business activities in support of repressive regimes.
3. The manufacture of weapon systems.
4. The manufacture of alcoholic beverages or tobacco products.
5. The operation of gambling casinos.
The Portfolio believes that social and technological change will continue to
transform America and the world into the next century. Those enterprises which
exhibit a social awareness measured in terms of the above attributes and
considerations should be better prepared to meet future societal needs for
goods and services. By responding to social concerns, these enterprises should
maintain flexibility and further social goals. In so doing they should not
only avoid the liability that may be incurred when a product or service is
determined to have a negative social impact or has outlived its usefulness,
but also be better positioned to develop opportunities to make a profitable
contribution to society. These enterprises should be ready to respond to
external demands and ensure that over the longer term they will be viable to
provide a positive return to both investors and society as a whole.
With respect to U.S. government securities, the Portfolio invests primarily in
debt obligations issued or guaranteed by agencies or instrumentalities of the
U.S. Government whose purposes further or are compatible with the Portfolio's
social criteria, such as obligations of the Student Loan Marketing
Association, rather than general obligations of the U.S. Government, such as
Treasury securities.
The above social screening criteria may be changed by the Board of Trustees
without shareholder approval.
TOTAL RETURN
The Portfolio may advertise total return for each class. Total return is based
on historical results and is not intended to indicate future performance.
Total return includes not only the effect of income dividends but also any
change in net asset value, or principal amount, during the stated period. A
cumulative total return reflects the performance of the class over a stated
period of time. An average annual total return reflects the hypothetical
annual compounded return that would have produced the same cumulative total
return if the performance had been constant over the entire period. Because
average annual returns tend to smooth out variations in the returns, you
should recognize that they are not the same as actual year-by-year results.
Both types of total returns for Class A shares usually will include the effect
of paying the front-end sales charge, or CDSC in the case of Class B and C
shares. Of course, total returns will be higher if sales charges are not
taken into account. Quotations of "return without maximum sales charge" do
not reflect deduction of the sales charge. You should consider these figures
only if you qualify for a reduced sales charge, or for purposes of comparison
with comparable figures which also do not reflect sales charges, such as
mutual fund averages compiled by Lipper Analytical Services, Inc. Further
information about the Portfolio's performance is contained in its Annual
Report to Shareholders, which may be obtained without charge.
MANAGEMENT OF THE PORTFOLIO
The Board of Trustees supervises the Portfolio's activities and reviews its
contracts with companies that provide services to the Portfolio.
The Portfolio is a diversified series of Calvert Social Investment Fund (the
"Trust"), an open-end management investment company organized as a
Massachusetts business trust on December 14, 1981. The other series of the
Trust are the Managed Growth, Bond, Equity and Money Market Portfolios.
The Trust is not required to hold annual shareholder meetings, but special
meetings may be called for purposes such as electing Trustees, changing
fundamental policies, or approving a management contract. As a shareholder, you
receive one vote for each share of the Portfolio you own. Matters affecting
classes differently, such as Distribution Plans, will be voted on separately
by the affected class.
<PAGE>
Board of Trustees
REBECCA ADAMSON
President, First Nations Development Institute
RICHARD L. BAIRD, JR.
Executive Vice President, Family Health Council, Inc.
JOHN G. GUFFEY, JR.
Co-Chair, Calvert Social Investment Foundation
Treasurer and Director, Silby, Guffey & Co., Inc.
JOY V. JONES, Esq.
Attorney and Entertainment Manager
BARBARA J. KRUMSIEK
President, Chief Executive Officer and Vice Chair, Calvert Group, Ltd. and
subsidiaries
TERRENCE J. MOLLNER, Ed.D.
Founder and Chair, Trusteeship Institute, Inc.
Co-Chair, Calvert Social Investment Foundation
(Ms.) SYDNEY AMARA MORRIS
Unitarian Church of Vancouver, Canada
CHARLES T. NASON
Chairman, President, and Chief Executive Officer, The Acacia Group
D. WAYNE SILBY
President, Secretary, and Director, Silby, Guffey & Co., Inc.
Chair, CSIF Board of Trustees
Advisory Council
The Advisory Council is a resource to the Fund's Board of Trustees regarding
communication networks for the Fund and the application and refinement of the
Fund's social criteria.
TIMOTHY SMITH
(Chair) Executive Director, Interfaith Center on Corporate Responsibility
ROBERT BROWNE
President, Twenty-First Century Foundation
WILLIAM J. BYNUM
President and CEO, Enterprise Corporation for the Delta
JACK CHIN
Coordinator, Funder's Forum on Environmental Education
FRED DAVIE
Program Officer, Community and Resource Development, Ford Foundation
MARIAN WRIGHT EDELMAN
President & Founder, Children's Defense Fund
MICHAEL FISCHER
Program Officer, William and Flora Hewlett Foundation
ELIZABETH HARRIS
Vice President, UNC Partners, Inc.
SOPHIA BRACEY HARRIS
Founder and Executive Director, The Federation of Childcare Centers of
Alabama, Inc.
JAMES E. HEARD
President, Breakwater Holdings
HAZEL HENDERSON
Independent Futurist and Author
ERICA HUNT
Executive Director, Twenty-First Century Foundation
GRACE LECLAIR
Writer, Consultant and Theorist Concerning the Impacts of Economics on Family
and Community Life
KAI LEE
Professor of Environmental Studies and Director of the Center for
Environmental Studies, Williams College
JESSICA LIPNACK
President, The Networking Institute, Inc.
ROBERT CARTER RANDOLPH
Attorney and Mediator/Arbitrator Washington Arbitration and Mediaton Services
RUSTUM ROY
Professor of Geochemistry, Pennsylvania State University
BYRON RUSHING
State Representative, Massachusetts
MARC DAVID SARKADY
Leadership Consultant and International Facilitator
GAIL SNOWDEN
Group Executive, Community Banking Group, Bank of Boston
JEFFREY STAMPS
Chairman, The Networking Institute, Inc.
THOMAS STONEBACK
Vice President and Chief Administrative Officer, Rodale Press, Inc.
DARRELD RAY TURNER, II
Policy Advisor, Cherokee Nation of Oklahoma
DIANE WHITE
Owner, Blackberry
D. Wayne Silby, Chair of the Fund's Board of Trustees, serves as an ex officio
member of the Advisory Council.
Calvert Asset Management Company, Inc. serves as Advisor to the Portfolio.
Calvert Asset Management Company, Inc. ("CAMCO" or the "Advisor") is the
Portfolio's investment advisor. Founded in 1976, CAMCO serves as investment
advisor to over 30 mutual funds, including the first and largest family of
socially screened funds. CAMCO assets under management as of December 31,
1997 exceeded $5 billion. The Advisor provides the Portfolio with investment
supervision and management, certain administrative services and office space;
furnishes executive and other personnel to the Portfolio; and pays the
salaries and fees of all Trustees who are employees of the Advisor or its
affiliates. The Advisor may also assume and pay certain advertising and
promotional expenses of the Portfolio and reserves the right to compensate
broker-dealers in return for their promotional or administrative services. The
Portfolio pays all other operating expenses as noted in the Statement of
Additional Information.
Calvert Group is One of the Largest Investment Management Firms in the
Washington, D.C. Area.
Calvert Group, Ltd., parent of the Portfolio's investment advisor, shareholder
servicing agent, and distributor, is a subsidiary of Acacia Mutual Life
Insurance Company of Washington, D.C. Calvert Group is one of the largest
investment management firms in the Washington, D.C. area. Calvert Group, Ltd.
and its subsidiaries are located at 4550 Montgomery Avenue, Suite 1000N,
Bethesda, Maryland 20814.
State Street Global Advisors is the Portfolio's Subadvisor.
State Street Global Advisors ("Subadvisor" or "SSGA"), a division of State
Street Bank & Trust Company ("State Street"), is the Subadvisor to the
Portfolio. Its principal business office is located at 225 Franklin Street,
Boston, Massachusetts, USA. With over $400 billion under management SSGA
provides complete global investment management services from offices in the
United States, London, Sydney, Hong Kong, Tokyo, Toronto, Montreal, and Paris.
The Subadvisor's Global Enhanced Index Products Group manages the investment
and reinvestment of the assets of the Portfolio, although the Advisor screens
potential investments for compatibility with the Portfolio's social criteria.
State Street is one of the largest providers of securities processing and
record keeping services for U.S. mutual funds and pension funds and a pioneer
in the development of U.S. and international index funds. State Street is a
wholly owned subsidiary of State Street Corporation, a publicly held bank
holding company.
The Trust has obtained an exemptive order from the Securities and Exchange
Commission to permit the Portfolio, pursuant to approval by the Board of
Trustees, to enter into and materially amend contracts with the Portfolio's
Subadvisor (including replacing the Subadvisor) without shareholder approval.
See "Investment Advisor and Subadvisor" in the Statement of Additional
Information for further details.
The Advisor receives a fee based on a percentage of the Portfolio's assets.
Pursuant to the Investment Advisory Agreement, the Portfolio pays the Advisor
an annual fee, payable monthly, of 0.60% of the Portfolio's average daily net
assets. From this, the Advisor pays the Subadvisor an annual fee, payable
monthly of 0.35% of the Portfolio's average daily net assets, subject to a
minimum annual fee of $150,000.
The Advisor may, in its discretion, defer its fees or assume certain of the
Portfolio's operating expenses. The Investment Advisory Agreement provides
that the Advisor may later, to the extent permitted by law, recapture any fees
it deferred, or expenses it assumed during the two prior years.
Calvert Administrative Services Company provides administrative services for
the Portfolio.
Calvert Administrative Services Company ("CASC"), an affiliate of the Advisor,
provides certain administrative services for the Portfolio, including the
preparation of regulatory filings and shareholder reports, the determination
of periodic distributions per share, and the maintenance of certain portfolio
and general accounting records. For providing such services, CASC receives an
annual fee from the Portfolio, payable monthly, of 0.15% of the Portfolio's
average daily net assets for each of Class A, Class B and Class C Shares, and
0.10% for Class I Shares.
Calvert Distributors, Inc. serves as underwriter to market the Portfolio's
shares.
Calvert Distributors, Inc. ("CDI") is the Portfolio's principal underwriter
and distributor. Under the terms of its underwriting agreement with the
Portfolio, CDI markets and distributes the Portfolio's shares and is
responsible for payment of commissions and remitting distribution and/or
service fees to broker-dealers, banks, and financial services firms,
preparation of advertising and sales literature, and printing and mailing of
prospectuses to prospective investors.
The transfer agent keeps your account records.
Calvert Shareholder Services, Inc. is the Portfolio's shareholder servicing
agent. National Financial Data Services, Inc. 1004 Baltimore, Kansas City,
Missouri, 64105, is the transfer and dividend disbursing agent.
SHAREHOLDER GUIDE
Opening An Account
You can buy shares of the Portfolio in several ways.
An account application accompanies this prospectus. A completed and signed
application is required for each new account you open, regardless of the
method you choose for making your initial investment. Additional forms may be
required from corporations, associations, and certain fiduciaries. If you have
any questions or need extra applications, call your broker, or Calvert Group
at 800-368-2748. Be sure to specify which class you wish to purchase.
To invest through any of Calvert's tax-deferred retirement plans, please call
Calvert Group at 800-368-2748 to receive information and the required separate
application.
<PAGE>
Alternative Sales Options
The Portfolio offers four classes of shares:
Class A Shares - Front-End Load Option
Class A shares are sold with a front-end sales charge at the time of
purchase. Class A shares are not subject to a sales charge when they are
redeemed.
Class B Shares - Back-End Load Option
Class B shares are sold without a sales charge at the time of purchase, but
are subject to a deferred sales charge if they are redeemed within six
calendar years after purchase. Class B shares will automatically convert to
Class A shares at the end of eight calendar years after purchase.
Class C Shares - Level Load Option
Class C shares are sold without a front-end sales charge at the time of
purchase. They are subject to a deferred sales charge if they are redeemed
within one year after purchase.
Class I Shares - Institutional Option
Class I shares require a minimum account balance of $1,000,000. They have no
sales charge or Distribution Plan.
Class B and C shares have higher expenses.
The Portfolio bears some of the costs of selling its shares under Distribution
Plans with respect to its Class A, B and C shares pursuant to Rule 12b-1 under
the Investment Company Act of 1940. Payments under the Class A Distribution
Plan are limited to 0.25% annually of the average daily net asset value of
Class A shares, while payments under the Class B and C Distribution Plan are
1.00% annually of the average daily net asset attributable to their respective
classes.
Considerations for deciding which class of shares to buy.
Income distributions for Class A shares will probably be higher than those for
Class B and C shares, as a result of the distribution expenses described
above. (See also "Total Returns.") You should consider Class A shares if you
qualify for a reduced sales charge under Class A or if you plan to hold the
shares for several years. The Portfolio will not normally accept any purchase
of Class B shares in the amount of $500,000 or more. Class C shares are not
available for investments of $1 million or more, and are not available through
all brokers. Brokers or others may receive different levels of compensation
depending on which class of shares they sell. You should consider Class I
shares if you are able to maintain a minimum account balance of $1,000,000.
<PAGE>
Class A Shares
Class A shares are offered at net asset value plus a front-end sales charge as
follows:
Amount of As a % of As a % of Allowed to Dealers
Investment net amount net amount as a % of offering
price offering Invested price
Less than $50,000 4.75% 4.99% 4.00%
$50,000 but less
than $100,000 3.75% 3.90% 3.00%
$100,000 but less
than $250,000 2.75% 2.83% 2.25%
$250,000 but less
than $500,000 1.75% 1.78% 1.25%
$500,000 but less
than $1,000,000 1.00% 1.01% 0.80%
$1,000,000 and over 0.00% 0.00% 0.00%*
Front-end sales charges on shares may be reduced or eliminated in certain
cases. See Exhibit A to this prospectus.
The sales charge is paid to CDI, which in turn normally reallows a portion to
your broker-dealer. Upon written notice to dealers with whom it has dealer
agreements, CDI may reallow up to the full applicable sales charge. Dealers to
whom 90% or more of the entire sales charge is reallowed may be deemed to be
underwriters under the Securities Act of 1933.
Class A Distribution Plan
The Portfolio has adopted a Distribution Plan with respect to its Class A
shares (the "Class A Distribution Plan"), which provides for payments at a
maximum annual rate of 0.25% of the average daily net asset value of Class A
shares, to pay expenses associated with the distribution and servicing of
Class A shares. Amounts paid by the Portfolio to CDI under the Class A
Distribution Plan are used to pay to dealers and others, including CDI
salespersons who service accounts, service fees at an annual rate of up to
0.25% of the average daily net asset value of Class A shares, and to pay CDI
for its marketing and distribution expenses, including, but not limited to,
preparation of advertising and sales literature and the printing and mailing
of prospectuses to prospective investors.
*CDI may pay the dealer a finder's fee of up to 0.50% of the amount of
purchase on purchases of over $1 million. If paid, CDI reserves the right to
recoup any portion of the amount paid to the dealer if the investor redeems
some or all shares within twelve months of the time of purchase.
<PAGE>
Class B Shares
Class B shares are offered at net asset value, without a front-end sales
charge. With certain exceptions, the Portfolio may impose a deferred sales
charge at the time of redemption as follows:
Contingent Deferred Sales
Charge As A Percentage Of
Redemption During Net Asset Value At Redemption
1st Year Since Purchase 5%
2nd Year Since Purchase 4%
3rd Year Since Purchase 4%
4th Year Since Purchase 3%
5th Year Since Purchase 2%
6th Year Since Purchase 1%
7th Year Since Purchase and None
Thereafter
No deferred sales charge is imposed on amounts redeemed after six years from
purchase. If imposed, the deferred sales charge is deducted from the
redemption proceeds otherwise payable to you. The deferred sales charge is
retained by CDI. See "Calculation of Contingent Deferred Sales Charges and
Waiver of Sales Charges" below.
Class B shares that have been outstanding for eight calendar years will
automatically convert to Class A shares, which are subject to a lower
Distribution Plan charge, without imposition of a front-end sales charge or
exchange fee. The Class B shares so converted will no longer be subject to
the higher expenses borne by Class B shares. Because the net asset value per
share of the Class A shares may be higher or lower than that of the Class B
shares at the time of conversion, although the dollar value will be the same,
a shareholder may receive more or less Class A shares than the number of Class
B shares converted. Under current law, it is the Advisor's opinion that such
a conversion will not constitute a taxable event under federal income tax
law. In the event that this ceases to be the case, the Board of Trustees will
consider what action, if any, is appropriate and in the best interests of the
Class B shareholders.
Class B Distribution Plan
The Portfolio has adopted a Distribution Plan with respect to its Class B
shares (the "Class B Distribution Plan"), which provides for payments at an
annual rate of up to 1.00% of the average daily net asset value of Class B
shares, to pay expenses of the distribution of Class B shares. Amounts paid
by the Portfolio under the Class B Distribution Plan are currently used by CDI
to pay others (1) a commission at the time of purchase of 4% of the value of
each share sold; and/or (2) service fees at an annual rate of 0.25% of the
average daily net asset value of shares sold by such others, beginning in the
13th month after purchase.
Class C Shares
Class C shares are offered at net asset value, without a front-end sales
charge. With certain exceptions, the Portfolio may impose a deferred sales
charge of 1.00% on shares redeemed during the first year after purchase. If
imposed, the deferred sales charge is deducted from the redemption proceeds
otherwise payable to you. The deferred sales charge is retained by CDI. See
"Calculation of Contingent Deferred Sales Charges and Waiver of Sales Charges"
below.
<PAGE>
Class C Distribution Plan
The Portfolio has adopted a Distribution Plan with respect to its Class C
shares (the "Class C Distribution Plan"), which provides for payments at an
annual rate of up to 1.00% of the average daily net asset value of Class C
shares, to pay expenses of the distribution and servicing of Class C shares.
Amounts paid by the Portfolio under the Class C Distribution Plan are
currently used by CDI to pay dealers and other selling firms (1) a commission
at the time of purchase of 1.00% of the value of each share sold, and (2)
beginning in the 13th month after purchase, quarterly compensation at an
annual rate of up to 0.75%, plus a service fee as described above under "Class
A Distribution Plan," of up to 0.25%.
Calculation of Contingent Deferred Sales Charge and Waiver of Sales Charges
Class B and Class C shares that are redeemed will not be subject to a
contingent deferred charge to the extent that the value of such shares
represents (1) reinvestment of dividends or capital gains distributions, (2)
shares held more than six years (more than one year for Class C) or (3)
capital appreciation of shares redeemed. Any contingent deferred sales
charge is imposed on the net asset value of the shares at the time of
redemption or purchase, whichever is lower. Upon request for redemption,
shares not subject to the contingent deferred sales charge will be redeemed
first. Thereafter, shares held the longest will be the first to be redeemed.
The contingent deferred sales charge on Class B Shares will be waived in the
following circumstances: (1) redemption upon the death or disability of the
shareholder, plan participant, or beneficiary ("disability" shall mean a total
disability as evidenced by a determination by the federal Social Security
Administration); (2) minimum required distributions from retirement plan
accounts for shareholders 70 (OMEGA) and older (with the maximum amount
subject to this waiver being based only upon the shareholder's Calvert
retirement accounts); (3) return of an excess contribution or deferral
amounts, pursuant to sections 408(d)(4) or (4), 401(k)(8), or 402)(g)(2), or
401(m)(6) of the Internal Revenue Code; (4) involuntary redemptions of
accounts under procedures set forth by the Fund's Board of Trustees; (5) a
single annual withdrawal under a systematic withdrawal plan of up to 10% per
year of the shareholder's account balance (minimum account balance $50,000 to
establish).
Arrangements with Broker-Dealers and Others
CDI may also pay additional concessions, including non-cash promotional
incentives, such as merchandise or trips, to dealers employing registered
representatives who have sold or are expected to sell a minimum dollar amount
of shares of the Portfolio and/or shares of other Portfolios underwritten by
CDI. CDI may make expense reimbursements for special training of a
broker-dealer's registered representatives, advertising or equipment, or to
defray the expenses of sales contests. Eligible marketing and distribution
expenses may be paid pursuant to the Portfolio's Rule 12b-1 Distribution Plan
and in compliance with the rules of the NASD.
<PAGE>
HOW TO BUY SHARES
(Be sure to specify which Class you are buying)
(For Class A, Class B and Class C Accounts:)
Method New Accounts Additional
Investments
By Mail $5,000 minimum $250 minimum
Please make your check payable to Please make your check
the Portfolio and mail it with payable to the Portfolio
your application to: and mail it with your
investment slip to:
Calvert Group Calvert Group
P.O. Box 419544 P.O. Box 419739
Kansas City, MO 64141-654 Kansas City, MO 64141-6739
By Registered, Certified, or Overnight Mail:
Calvert Group Calvert Group
c/o NFDS, 6th Floor c/o NFDS, 6th Floor
1004 Baltimore 1004 Baltimore
Kansas City, MO 64105-1807 Kansas City, MO 64105-1807
Through
Your Financial
Professional $5,000 minimum $250 minimum
At the Calvert Visit the Calvert Branch Office to make investments
by
Office check. See the back cover page for the address.
FOR ALL OPTIONS BELOW, PLEASE CALL YOUR FINANCIAL PROFESSIONAL OR CALVERT
GROUP AT 800-368-2745
By Exchange $5,000 minimum $250 minimum
(From your account in another Calvert Group Portfolio)
When opening an account by exchange, your new account must be established with
the same name(s), address and taxpayer identification number as your existing
Calvert account.
By Bank Wire $5,000 minimum $250 minimum
By Calvert Money Not Available $250 minimum
Controller* for Initial Investment
*Please allow sufficient time for Calvert Group to process your initial
request for this service, normally 10 business days. The maximum transaction
amount is $300,000, and your purchase request must be received by 4:00 p.m.
Eastern time.
(For Class I Accounts: Purchases must be by bank wire. Minimum initial Class
I investment is $1 million; minimum subsequent Class I investment is $25,000--
Call Calvert at 800-368-2745 for details.
NET ASSET VALUE
Net asset value, or "NAV," refers to the worth of one share. NAV is computed
per class by adding the value of all portfolio holdings, plus other assets,
deducting liabilities, and then dividing the result by the number of shares
outstanding. This value is calculated at the close of the Portfolio's business
day, which coincides with the closing of the regular session of the New York
Stock Exchange (normally 4:00 p.m. Eastern time). The Portfolio is open for
business each day the New York Stock Exchange is open. All purchases of
Portfolio shares will be confirmed and credited to your account in full and
fractional shares (rounded to the nearest 1/1000th of a share).
Portfolio securities and other assets are valued based on market quotations,
except that securities maturing within 60 days are valued at amortized cost.
If quotations are not available, securities are valued by a method that the
Board of Trustees believes accurately reflects fair value. Financial futures
are valued at the settlement price established each day by the board of trade
or exchange on which they are traded.
WHEN YOUR ACCOUNT WILL BE CREDITED
Before you buy shares, please read the following information to make sure your
investment is accepted and credited properly.
Your purchase will be processed at the next offering price based on the next
net asset value calculated after your order is received and accepted. All your
purchases must be made in U.S. dollars and checks must be drawn on U.S. banks.
No cash will be accepted. The Portfolio reserves the right to suspend the
offering of shares for a period of time or to reject any specific purchase
order. If your check does not clear, your purchase will be canceled and you
will be charged a $10 fee plus costs incurred by the Portfolio. When you
purchase by check or with Calvert Money Controller, the Portfolio may hold
payment on redemptions until it is reasonably satisfied that the investment is
collected (normally up to 10 business days from purchase date). To avoid this
collection period, you can wire federal Portfolios from your bank, which may
charge you a fee. As a convenience, check purchases can be received at
Calvert's offices for overnight mail delivery to the transfer agent and will
be credited the next business day or upon receipt. Any check purchase
received without an investment slip may cause delayed crediting.
Certain financial institutions or broker-dealers which have entered into a
sales agreement with the Distributor may enter confirmed purchase orders on
behalf of customers by phone, with payment to follow within a number of days
of the order as specified by the program. If payment is not received in the
time specified, the financial institution could be held liable for resulting
fees or losses.
EXCHANGES
Each exchange represents the sale of shares of one Portfolio and the purchase
of shares of another. Therefore, you could realize a taxable gain or loss on
the transaction.
If your investment goals change, the Calvert Group of Funds has a variety of
investment alternatives that includes common stock funds, tax-exempt and
corporate bond funds, and money market funds. The exchange privilege is a
convenient way to buy shares in other Calvert Group funds in order to respond
to changes in your goals or in market conditions. However, the Portfolio is
intended as a long-term investment and not for frequent short-term trades.
Before you make an exchange from the Portfolio, please note the following:
Call your broker or a Calvert representative for information and a
prospectus for any of Calvert's other Funds registered in your state.
Read the prospectus of the Fund into which you want to exchange for
relevant information, including class offerings. The exchange privilege
is only available in states where shares of the Fund into which you want
to exchange are registered for sale.
Complete and sign an application for an account in the Fund into which
you want to exchange, taking care to register your new account in the
same name and taxpayer identification number as your existing Calvert
account(s). Exchange instructions may then be given by telephone if you
have not declined telephone transaction privileges and the shares are not
in certificate form. See "Selling Your Shares" and "How to Sell Your
Shares-- By Telephone and-- Exchange to Another Calvert Group Fund."
You may exchange shares on which you have already paid a sales charge at
Calvert Group and shares acquired by reinvestment of dividends or
distributions into another Fund at no additional charge. Except for Class
I, shares may only be exchanged for shares of the same Class of another
Calvert Group Fund, except Class C shares may also be exchanged for Class
B shares of Calvert First Government Money Market Fund. Class I shares
may be exchanged for any Class.
No CDSC is imposed on exchanges of shares subject to a CDSC at the time
of the exchange. The applicable CDSC is imposed at the time the shares
acquired by the exchange are redeemed.
Shareholders (and those managing multiple accounts) who make two
purchases and two exchange redemptions of shares of the Portfolio during
any 6-month period will be given written notice that they may be
prohibited from making additional investments. This policy does not
prohibit a shareholder from redeeming shares of the Portfolio.
For purposes of the exchange privilege, the Portfolio is related to
Summit Cash Reserves Portfolio by investment and investor services.
The Portfolio reserves the right to terminate or modify the exchange
privilege in the future upon 60 days' written notice.
OTHER CALVERT GROUP SERVICES
Calvert Information Network
24 hour performance and price information
Calvert Group has a round-the-clock telephone service for most classes and a
website at http://www.calvertgroup.com that lets existing customers obtain
prices, yields, performance information, account balances, and, by telephone
only, authorize certain transactions.
Calvert Money Controller
Calvert Money Controller eliminates the delay of mailing a check or the
expense of wiring funds. You can request this free service on your application.
This service allows you to authorize electronic transfers of money to purchase
or sell shares. You use Calvert Money Controller like an "electronic check" to
move money ($250 to $300,000) between your bank account and your account in
the Portfolio with one phone call. Allow two business days after the call for
the transfer to take place; for money recently invested, allow normal check
clearing time (up to 10 business days) before redemption proceeds are sent to
your bank. All Calvert Money Controller transaction requests must be received
by 4:00 p.m. Eastern time in order to be processed on that business day.
You may also arrange systematic monthly or quarterly investments (minimum
$250) into your Portfolio account. After you give us proper authorization, your
bank account will be debited to purchase Portfolio shares. A debit entry will
appear on your bank statement. Share purchases made through Calvert Money
Controller will be subject to the applicable sales charge. If you would like
to make arrangements for systematic monthly or quarterly redemptions from your
Calvert account, call your broker or Calvert for a Money Controller
Application.
Telephone Transactions
Calvert may record all telephone calls.
If you have telephone transaction privileges, you may purchase, redeem, or
exchange shares, wire funds and use Calvert Money Controller by telephone. You
automatically have telephone privileges unless you elect otherwise. The Trust,
the transfer agent, the shareholder servicing agent, and their affiliates are
not liable for acting in good faith on telephone instructions relating to your
account, so long as they follow reasonable procedures to determine that the
telephone instructions are genuine. Such procedures may include recording the
telephone calls and requiring some form of personal identification. You should
verify the accuracy of telephone transactions immediately upon receipt of your
confirmation statement.
Optional Services
The easiest way to establish optional services on your Calvert Group account
is to select the options you desire when you complete your account
application. If you wish to add other options later, you may have to provide
us with additional information and a signature guarantee. Please call your
broker or Calvert Investor Relations at 800-368-2745 for further assistance.
For our mutual protection, we may require a signature guarantee on certain
written transaction requests. A signature guarantee verifies the authenticity
of your signature, and may be obtained from any bank, savings and loan
association, credit union, trust company, broker-dealer firm or member of a
domestic stock exchange. A signature guarantee cannot be provided by a notary
public.
Householding of General Mailings
Householding reduces Portfolio expenses and saves paper and trees for the
environment.
If you have multiple accounts with Calvert, you may receive combined mailings
of some shareholder information, such as statements, confirmations,
prospectuses, semi-annual and annual reports. Please contact Calvert Investor
Relations at 800-368-2745 to receive additional copies of information.
Special Services and Charges
The Portfolio pays for shareholder services but not for special services that
are required by a few shareholders, such as a request for a historical
transcript of an account. You may be required to pay a research fee for these
special services.
If you are purchasing shares of the Portfolio through a program of services
offered by a broker-dealer or financial institution, you should read the
program materials in conjunction with this Prospectus. Certain features of the
Portfolio may be modified in these programs, and administrative charges may be
imposed by the broker-dealer or financial institution for the services
rendered.
Tax-Saving Retirement Plans
Contact Calvert Group for complete information kits discussing the plans and
their benefits, provisions and fees.
Calvert Group can set up your new account in the Portfolio under one of
several tax-deferred plans. These plans let you invest for retirement and
shelter your investment income from current taxes. Minimums may differ from
those listed in the "How to Buy Shares" chart. Also, reduced sales charges may
apply. See "Exhibit A-Reduced Sales Charges."
Traditional and Roth individual retirement accounts (IRAs): available to
anyone who has earned income. You may also be able to make investments in
the name of your spouse, if your spouse has no earned income.
Qualified Profit-Sharing and Money Purchase Plans (including 401(k)
Plans): available to self-employed people and their partners,
corporations and their employees, and certain tax-exempt organizations.
Simple IRA and Simplified Employee Pension Plan (SEP-IRA): available to
self-employed people and their partners, or to corporations.
403(b)(7) Custodial Accounts: available to employees of most non-profit
organizations and public schools and universities.
HOW TO SELL YOUR SHARES
You may redeem all or a portion of your shares on any business day. Your
shares will be redeemed at the next net asset value calculated after your
redemption request is received (less any CDSC). See below for specific
requirements necessary to make sure your redemption request is accepted.
Remember that the Portfolio may hold payment on the redemption of your shares
until it is reasonably satisfied that investments made by check or by Calvert
Money Controller have been collected (normally up to 10 business days).
Redemptions may be made in kind if, in the sole opinion of the Advisor, it is
in the best interest of the Portfolio to do so.
Redemption Requirements To Remember
To ensure acceptance of your redemption request, please follow the procedures
described here and below.
Once your shares are redeemed, the proceeds will normally be sent to you on
the next business day, but if making immediate payment could adversely affect
the Portfolio, it may take up to 7 days. Calvert Money Controller redemptions
generally will be credited to your bank account on the second business day
after your phone call. When the New York Stock Exchange is closed (or when
trading is restricted) for any reason other than its customary weekend or
holiday closings, or under any emergency circumstances as determined by the
Securities and Exchange Commission, redemptions may be suspended or payment
dates postponed.
Minimum account balance is $5,000, for Class A, B and C;$1,000,000 for Class I.
Please maintain the minimum balance in your account . Otherwise, a monthly
$1.00 account maintenance fee will be charged (fee not applicable to Class I).
Mail Redemption Requests To:
Calvert Group
P.O. Box 419544
Kansas City, MO.
You may redeem available funds from your account at any time by sending a
letter of instruction, including your name, account and Portfolio number, the
number of shares or dollar amount, and where you want the money to be sent.
Additional requirements, below, may apply to your account. The letter of
instruction must be signed by all required authorized signers. If you want the
money to be wired to a bank not previously authorized, then a voided bank
check must be enclosed with your letter. To add instructions to wire to a
destination not previously established, or if you would like funds sent to a
different address or another person, your letter must be signature guaranteed.
Type of Registration Requirements
Corporations, Associations Letter of instruction and
corporate resolution,
signed by person(s)
authorized to act on the
account, accompanied by
signature guarantee(s).
Trusts Letter of instruction
signed by the Trustee(s)
(as Trustees), with a
signature guarantee. (If
the Trustee's name is not
registered on your
account, provide a copy
of the trust document,
certified within the last
60 days.)
By Telephone
Please call 800-368-2745. You may redeem shares from your account by telephone
and have your money mailed to your address of record or wired to an address or
bank you have previously authorized. A charge of $5 is imposed on wire
transfers of less than $1,000. See "Telephone Transactions." Class I
redemptions must be made by wire.
Calvert Money Controller
Please allow sufficient time for Calvert Group to process your initial request
for this service (normally 10 business days). Your request for a redemption by
this service must be received by 4:00 p.m. Eastern time. Accounts cannot be
closed by this service. Unless they otherwise qualify for a waiver, Class B
or Class C shares redeemed by Calvert Money Controller will be subject to the
Contingent Deferred Sales Charge.
Exchange to Another Calvert Group Fund
You must meet the minimum investment requirement of the other Calvert Group
Fund. You can only exchange between accounts with identical names, addresses
and taxpayer identification number, unless previously authorized with a
signature-guaranteed letter. See "Exchanges."
Systematic Check Redemptions
If you have an account with a balance of $10,000 or more, you may have up to
two (2) redemption checks for a fixed amount sent to you on the 15th of each
month, simply by sending a letter with all information, including your account
number, and the dollar amount ($100 minimum). If you would like a regular
check mailed to another person or place, your letter must be signature
guaranteed. Unless they otherwise qualify for a waiver, Class B or Class C
shares redeemed by Systematic Check Redemption will be subject to the
Contingent Deferred Sales Charge.
Through your Broker
If your account is held in your broker's name ("street name"), you should
contact your broker directly to transfer, exchange or redeem shares.
DIVIDENDS, DISTRIBUTIONS AND TAXES
Each year, the Portfolio distributes substantially all of its net investment
income and capital gains to shareholders.
Dividends from the Portfolio's net investment income are declared and paid
annually. Net investment income generally consists of the interest income,
profits from securities loans, net short-term capital gains, if any, and
dividends, less expenses. Distributions of net long-term capital gains, if
any, are normally declared and paid by the Portfolio once a year; however, the
Portfolio does not anticipate making any such distributions unless available
capital loss carryovers have been used or have expired. Dividend and
distribution payments will vary among classes because of different fees.
Distribution Payment Options
Dividends and distributions are automatically reinvested in additional shares,
unless on the account application you request to have them paid to you in cash
(by check or by Calvert Money Controller). You may also request to have your
dividends and distributions from the Portfolio invested at net asset value
("NAV") in shares of any other Calvert Group Portfolio. If you choose to have
them reinvested in the same Portfolio, the new shares will be purchased at the
NAV (no sales charge) on the reinvest date, which is generally 1 to 3 days
prior to the payment date. You must be a shareholder on the record date to
receive dividends. You must notify the Portfolio in writing prior to the
record date if you want to change your payment options. If you elect to have
dividends and/or distributions paid in cash, and the U.S. Postal Service
cannot deliver the check, or if it remains uncashed for six months, it, as
well as future dividends and distributions, will be reinvested in additional
shares. No dividends will accrue on amounts represented by uncashed
distribution or redemption checks.
"Buying a Dividend"
At the time of purchase, the share price of each class of the Portfolio may
reflect undistributed income, capital gains or unrealized appreciation of
securities. Any income or capital gains from these amounts which are later
distributed to you are fully taxable as dividends or capital gains
distributions. On the record date for a distribution, the Portfolio's per
share value is reduced by the amount of the distribution. If you buy shares
just before the record date ("buying a dividend") you will pay the full price
for the shares and then receive a portion of the price back as a taxable
distribution.
Federal Taxes
The Portfolio normally distributes all net income and capital gain to
shareholders. These distributions are taxable to you regardless of whether
they are taken in cash or reinvested. Distributions of net investment income
are taxable as ordinary income; distributions of net long-term capital gains
are taxable as long-term capital gains regardless of how long you have held
the shares. Dividends and distributions declared during October, November or
December and paid in January of the following year are taxable in the year
they are declared. The Portfolio will mail you Form 1099-DIV in January
indicating the federal tax status of your dividends and any capital gain
distribution paid to you during the year. If distributions exceed the
Portfolio's net investment income and capital gain for the year, the excess
will reduce your tax basis for your shares in the Portfolio.
You may realize a capital gain or loss when you sell or exchange shares.
If you sell or exchange your Portfolio shares you will have a short or
long-term capital gain or loss, depending on how long you owned the shares
which were sold. In January, the Portfolio will mail you Form 1099-B
indicating the proceeds from all sales, including exchanges. You should keep
your annual year-end account statements to determine the cost (basis) of the
shares to report on your tax returns.
Taxpayer Identification Number, Back-up Withholding
If we do not have your correct Social Security or Taxpayer Identification
Number ("TIN") and a signed certified application or Form W-9, federal law
requires the Portfolio to withhold 31% of your dividends, capital gain
distributions, and redemptions. In addition, you may be subject to a fine. You
will also be prohibited from opening another account by exchange. If this TIN
information is not received within 60 days after your account is established,
your account may be redeemed at the current NAV on the date of redemption. The
Portfolio reserves the right to reject any new account or any purchase order
for failure to supply a certified TIN.
EXHIBIT A
REDUCED SALES CHARGES (CLASS A ONLY)
You may qualify for a reduced sales charge through several purchase plans
available. You must notify the Portfolio at the time of purchase to take
advantage of the reduced sales charge.
Right of Accumulation
The sales charge breakpoints are calculated by taking into account not only
the dollar amount of a new purchase of shares, but also the higher of cost or
current value of shares previously purchased in Calvert Group Funds that
impose sales charges. This automatically applies to your account for each new
purchase.
Letter of Intent
If you plan to purchase $50,000 or more of the Portfolio ("Fund") shares over
the next 13 months, your sales charge may be reduced through a "Letter of
Intent." You pay the lower sales charge applicable to the total amount you
plan to invest over the 13-month period, excluding any money market fund
purchases. Part of your shares will be held in escrow, so that if you do not
invest the amount indicated, you will have to pay the sales charge applicable
to the smaller investment actually made. For more information, see the SAI.
Group Purchases
If you are a member of a qualified group, you may purchase shares of the Fund
at the reduced sales charge applicable to the group taken as a whole. The
sales charge is calculated by taking into account not only the dollar amount
of the shares you purchase, but also the higher of cost or current value of
shares previously purchased and currently held by other members of your group.
A "qualified group" is one which:
(1) has been in existence for more than six months,
(2) has a purpose other than acquiring Fund shares at a discount, and
(3) satisfies uniform criteria which enable CDI and dealers offering
Fund shares to realize economies of scale in distributing such shares.
A qualified group must have more than 10 members, must be available to arrange
for group meetings between representatives of CDI or dealers distributing the
Fund's shares, must agree to include sales and other materials related to the
Fund in its publications and mailings to members at reduced or no cost to CDI
or dealers.
Pension plans may not qualify participants for group purchases; however, such
plans may qualify for reduced sales charges under a separate provision (see
below). Members of a group are not eligible for a Letter of Intent.
Retirement Plans Under Section 457, Section 403(b)(7), or Section 401(k)
There is no sales charge on A shares of the Fund if they are for the benefit
of a retirement plan under section 457 of the I.R.C. of 1986, as amended, or
for a plan qualifying under section 403(b)(7) and 401(k) of the Code if, at
the time of purchase a) Calvert Group has been notified in writing that the
403(b)(7), or 401(k) plan has at least 200 eligible employees and is not
sponsored by a K-12 school district: or b) in the case of a 401(k) plan, the
cost or current value of shares the plan has in Calvert Group of Funds (except
money market funds) is at least $1 million.
Neither the Fund, nor CDI, nor any affiliate thereof will reimburse a plan or
participant for any sales charges paid prior to receipt of such written
communication and confirmation by Calvert Group. Plan administrators should
send requests for the waiver of sales charges based on the above conditions
to: Calvert Group Retirement Plans, 4550 Montgomery Avenue, Suite 1000N,
Bethesda, Maryland 20814.
Other Circumstances
There is no sales charge on shares of any fund (portfolio or series) of the
Calvert Group of Funds sold to:
(1) current and retired members of the Board of Trustees/Directors of the
Calvert Group of Funds, (and the Advisory Council of the Calvert Social
Investment Fund);
(2) directors, officers and employees of the Advisor, Distributor, and their
affiliated companies, and directors, officers and employees of the Subadvisor.
(3) directors, officers and registered representatives of brokers distributing
the Fund's shares; and immediate family members of persons listed in (1), (2),
or (3) above;
(4) dealers, brokers, or registered investment advisors that have entered into
an agreement with CDI providing specifically for the use of shares of the Fund
(Portfolio or Series) in particular investment programs or products (where
such program or product already has a fee charged therein) made available to
the clients of such dealer, broker, or registered investment advisor;
(5) trust departments of banks or savings institutions for trust clients of
such bank or savings institution; and
(6) purchases placed through a broker maintaining an omnibus account with the
Fund (Portfolio or Series) and the purchases are made by (a) investment
advisors or financial planners placing trades for their own accounts (or the
accounts of their clients) and who charge a management, consulting, or other
fee for their services; or (b) clients of such investment advisors or
financial planners who place trades for their own accounts if such accounts
are linked to the master account of such investment advisor or financial
planner on the books and records of the broker or agent; or (c) retirement and
deferred compensation plans and trusts, including, but not limited to, those
defined in Section 401(a) or Section 403(b) of the I.R.C., and "rabbi trusts."
Dividends and Capital Gain Distributions from other Calvert Group Funds
You may prearrange to have your dividends and capital gain distributions from
another Calvert Group Fund automatically invested in another account with no
additional sales charge.
Purchases made at net asset value ("NAV")
Except for money market funds, if you make a purchase at NAV, you may exchange
that amount to another fund at no additional sales charge.
Reinstatement Privilege
If you redeem Fund shares and then within 30 days decide to reinvest in the
same Fund, you may do so at the net asset value next computed after the
reinvestment order is received, without a sales charge. You may use the
reinstatement privilege only once. The Fund reserves the right to modify or
eliminate this privilege.
<PAGE>
To Open an Account:
800-368-2748 Prospectus
March 3, 1998
Calvert Social Investment Fund
Managed Index Portfolio
Performance and Prices:
Calvert Information Network
24 hours, 7 days a week
800-368-2745
Service for Existing Accounts:
Shareholders 800-368-2745
Brokers 800-368-2746
TDD for Hearing Impaired:
800-541-1524
Branch Office:
4550 Montgomery Avenue
Suite 1000N
Bethesda, Maryland 20814
Registered, Certified
or Overnight Mail:
Calvert Group
c/o NFDS, 6th Floor
1004 Baltimore
Kansas City, MO 64105
Calvert Group Web-Site
Address: http://www.calvertgroup.com
PRINCIPAL UNDERWRITER
Calvert Distributors, Inc.
4550 Montgomery Avenue
Suite 1000N
Bethesda, Maryland 20814
Table of Contents
Portfolio Expenses 2
Investment Objective and Policies 4
Investment Techniques and Related Risks 4
Socially Responsible Investment Criteria 6
Total Return 8
Management of the Portfolio 8
SHAREHOLDER GUIDE: 12
Alternative Sales Options 13
How to Buy Shares 17
Net Asset Value 18
When Your Account Will Be Credited 18
Exchanges 18
Other Calvert Group Services 19
How to Sell Your Shares 21
Dividends, Distributions and Taxes 23
- --------
<PAGE>
CALVERT SOCIAL INVESTMENT FUND
Managed Index Portfolio
Statement of Additional Information
March 3, 1998
INVESTMENT ADVISOR
Calvert Asset Management Company, Inc.
4550 Montgomery Avenue
Suite 1000N
Bethesda, Maryland 20814
SHAREHOLDER SERVICE
Calvert Shareholder Services, Inc.
4550 Montgomery Avenue
Suite 1000N
Bethesda, Maryland 20814
PRINCIPAL UNDERWRITER
Calvert Distributors, Inc.
4550 Montgomery Avenue
Suite 1000N
Bethesda, Maryland 20814
TRANSFER AGENT
National Financial Data Services, Inc.
1004 Baltimore
6th Floor
Kansas City, Missouri 64105
INDEPENDENT ACCOUNTANTS
Coopers & Lybrand, L.L.P.
250 West Pratt Street
Baltimore, Maryland 21201
TABLE OF CONTENTS
Investment Objectives and Policies 1
Backtesting Methodology and Results 3
Investment Restrictions 4
Investment Selection and Screening Process 5
Dividends and Taxes 6
Net Asset Value 6
Calculation of Total Return 7
Purchase and Redemption of Shares 7
Reduced Sales Charges (Class A) 8
Advertising 8
Trustees, Officers and Advisory Council 9
Investment Advisor 11
Method of Distribution 12
Transfer and Shareholder Servicing Agent 12
Portfolio Transactions 13
Independent Accountants and Custodians 13
General Information 13
Letter of Intent 15
<PAGE>
STATEMENT OF ADDITIONAL INFORMATION- March 3, 1998
MANAGED INDEX PORTFOLIO
4550 Montgomery Avenue, Bethesda, Maryland 20814
New Account (800) 368-2748 Shareholder
Information: (301) 951-4820 Services:(800) 368-2745
Broker (800) 368-2746 TDD for the Hearing-
Services: (301) 951-4850 Impaired: (800) 541-1524
This Statement of Additional Information is not a prospectus.
Investors should read the Statement of Additional Information in conjunction
with the Portfolio's Prospectus, dated March 3, 1998 which may be obtained
free of charge by calling or writing the Portfolio at the above address.
INVESTMENT OBJECTIVES AND POLICIES
Calvert Social Investment Fund (the "Fund") is designed to provide
opportunities for individual and institutional investors, including ERISA
fiduciaries, through investment in enterprises that make a significant
contribution to society through their products and services and through the
way they do business. The Fund offers investors a choice of five separate
portfolios selected with a concern for the social impact of each investment:
the Managed Index Portfolio, the Money Market Portfolio, the Managed Growth
Portfolio, the Equity Portfolio and the Bond Portfolio. This Statement of
Additional Information applies only to the Managed Equity Index Portfolio
("Portfolio").
Repurchase Agreements
The Portfolio may purchase debt securities subject to repurchase
agreements which are arrangements under which the Portfolio buys a security
and the seller simultaneously agrees to repurchase the security at a specified
time and price reflecting a market rate of interest. The Portfolio engages in
repurchase agreements in order to earn a higher rate of return than it could
earn simply by investing in the obligation which is the subject of the
repurchase agreement. Repurchase agreements are not, however, without risk. In
the event of the bankruptcy of a seller during the term of a repurchase
agreement, a legal question exists as to whether the Portfolio would be deemed
the owner of the underlying security or would be deemed only to have a
security interest in and lien upon such security. The Portfolio will only
engage in repurchase agreements with recognized securities dealers and banks
determined to present minimal credit risk by the Advisor under the direction
and supervision of the Fund's Board of Trustees. In addition, the Portfolio
will only engage in repurchase agreements reasonably designed to secure fully
during the term of the agreement the seller's obligation to repurchase the
underlying security and will monitor the market value of the underlying
security during the term of the agreement. If the value of the underlying
security declines and is not at least equal to the repurchase price due the
Fund pursuant to the agreement, the Fund will require the seller to pledge
additional securities or cash to secure the seller's obligations pursuant to
the agreement. If the seller defaults on its obligation to repurchase and the
value of the underlying security declines, the Fund may incur a loss and may
incur expenses in selling the underlying security. Repurchase agreements are
always for periods of less than one year. Repurchase agreements not terminable
within seven days are considered illiquid.
Options and Futures Contracts
The Portfolio may, in pursuit of its investment objective, engage in
the purchase and sale of stock index futures contracts, and options on such
futures, as described more fully below.
The Portfolio may engage in such transactions only for liquidity or
to seek to hedge cash exposure. It will not engage in such transactions for
the purposes of speculation or leverage. The use of options and futures
contracts may involve a greater degree of risk than those inherent in more
conservative investment approaches.
Futures Transactions. The Portfolio may purchase and sell futures contracts,
but only when, in the judgment of the Advisor, or Subadvisor such a position
acts as a hedge against market changes which would adversely affect the
securities held by the Portfolio. These futures contracts may include, but are
not limited to, market index futures contracts and futures contracts based on
U.S. Government obligations.
A futures contract is an agreement between two parties to buy and
sell a security on a future date which has the effect of establishing the
current price for the security. Although futures contracts by their terms
require actual delivery and acceptance of securities, in most cases the
contracts are closed out before the settlement date without the making or
taking of delivery of securities. Upon buying or selling a futures contract,
the Portfolio deposits initial margin with its custodian, and thereafter daily
payments of maintenance margin are made to and from the executing broker.
Payments of maintenance margin reflect changes in the value of the futures
contract, with the Portfolio being obligated to make such payments if its
futures position becomes less valuable and entitled to receive such payments
if its positions become more valuable.
The Portfolio may only invest in futures contracts and options on
futures to hedge its cash and/or securities investment positions and not for
income enhancement, speculation or leverage purposes. Although some of the
securities underlying a futures contract may not necessarily meet the
Portfolio's social criteria, any such hedge position taken by the Portfolio
will not constitute a direct ownership interest in the underlying securities.
Futures contracts are designed by boards of trade which are
designated "contracts markets" by the Commodity Futures Trading Commission
("CFTC"). As series of a registered investment company, the Portfolio is
eligible for exclusion from the CFTC's definition of "commodity pool
operator," meaning that the Portfolio may invest in futures contracts under
specified conditions without registering with the CFTC.
Options on Futures Contracts. The Portfolio may purchase and write put or call
options and sell call options on futures contracts in which a Portfolio could
otherwise invest and which are traded on a U.S. exchange or board of trade.
The Portfolio may also enter into closing transactions with respect to such
options to terminate an existing position; that is, to sell a put option
already owned and to buy a call option to close a position where the Portfolio
has already sold a corresponding call option.
The Portfolio may only invest in options on futures contracts to
hedge its existing investment positions and not for income enhancement,
speculation or leverage purposes. Although some of the securities underlying
the futures contract underlying the option may not necessarily meet the
Portfolio's social criteria, any such hedge position taken by the Portfolio
will not constitute a direct ownership interest in the underlying securities.
An option on a futures contract gives the purchaser the right, in
return for the premium paid, to assume a position in a futures contract-a long
position if the option is a call and a short position if the option is a
put-at a specified exercise price at any time during the period of the option.
The Portfolio will pay a premium for such options purchased or sold. In
connection with such options bought or sold, the Portfolio will make initial
margin deposits and make or receive maintenance margin payments which reflect
changes in the market value of such options. This arrangement is similar to
the margin arrangements applicable to futures contracts described above.
Put Options on Futures Contracts. The purchase of put options on futures
contracts is analogous to the sale of futures contracts and is used to protect
the portfolio against the risk of declining prices. The Portfolio may purchase
put options and sell put options on futures contracts that are already owned
by the Portfolio. The Portfolio will only engage in the purchase of put
options and the sale of covered put options on market index futures for
hedging purposes.
Call Options on Futures Contracts. The Portfolio may only buy call options for
a cash hedge.
Risks of Options and Futures Contracts. If the Portfolio has sold futures or
takes options positions to hedge its portfolio against decline in the market
and the market later advances, the Portfolio may suffer a loss on the futures
contracts or options which it would not have experienced if it had not hedged.
Correlation is also imperfect between movements in the prices of futures
contracts and movements in prices of the securities which are the subject of
the hedge. Thus the price of the futures contract or option may move more than
or less than the price of the securities being hedged. Where a Portfolio has
sold futures or taken options positions to hedge against decline in the
market, the market may advance and the value of the securities held in the
Portfolio may decline. If this were to occur, the Portfolio might lose money
on the futures contracts or options and also experience a decline in the value
of its portfolio securities. However, although this might occur for a brief
period or to a slight degree, the value of a diversified portfolio will tend
to move in the direction of the market generally.
The Portfolio can close out futures positions only on an exchange or
board of trade which provides a secondary market in such futures. Although the
Portfolio intends to purchase or sell only such futures for which an active
secondary market appears to exist, there can be no assurance that such a
market will exist for any particular futures contract at any particular time.
This might prevent the Portfolio from closing a futures position, which could
require the Portfolio to make daily cash payments with respect to its position
in the event of adverse price movements.
Options on futures contracts bear several risks apart from those
inherent in options transactions generally. The Portfolio's ability to close
out its options positions in futures contracts will depend upon whether an
active secondary market for such options develops and is in existence at the
time the Portfolio seeks to close its positions. There can be no assurance
that such a market will develop or exist. Therefore, the Portfolio might be
required to exercise the options to realize any profit.
Temporary defensive positions
In seeking returns consistent with the Russell 1000 universe of stocks, the
Portfolio will normally be as fully invested as practicable in stocks.
However, for temporary defensive purposes - which may include a lack of
adequate purchase candidates or an unfavorable market environment - the
Portfolio may invest up to 35% of its assets in cash or cash equivalents. Cash
equivalents include instruments such as, but not limited to, U.S. government
and agency obligations, certificates of deposit, banker's acceptances, time
deposits commercial paper, short-term corporate debt securities and repurchase
agreements.
Lending portfolio securities.
The Portfolio may lend its portfolio securities to member firms of the New
York Stock Exchange and commercial banks with assets of one billion dollars or
more. Any such loans must be secured continuously in the form of cash or cash
equivalents such as U.S. Treasury bills; the amount of the collateral must on
a current basis equal or exceed the market value of the loaned securities, and
the Portfolio must be able to terminate such loans upon notice at any time.
The Portfolio will exercise its right to terminate a securities loan in order
to preserve its right to vote upon matters of importance affecting holders of
the securities.
The advantage of such loans is that the Portfolio continues to receive the
equivalent of the interest earned or dividends paid by the issuers on the
loaned securities while at the same time earning interest on the cash or
equivalent collateral.
Securities loans are usually made to broker-dealers and other financial
institutions to facilitate their delivery of such securities. As with any
extension of credit, there may be risks of delay in recovery and possibly loss
of rights in the loaned securities should the borrower of the loaned
securities fail financially. However, the Portfolio will make loans of its
portfolio securities only to those firms the Advisor or Subadvisor deems
creditworthy and only on such terms the Advisor or Subadvisor believes should
compensate for such risk. On termination of the loan the borrower is obligated
to return the securities to the Portfolio. The Portfolio will realize any gain
or loss in the market value of the securities during the loan period. The
Portfolio may pay reasonable custodial fees in connection with the loan.
<PAGE>
INVESTMENT RESTRICTIONS
Fundamental Investment Restrictions
The Portfolio has adopted the following fundamental investment
restrictions which, cannot be changed without the approval of the holders of a
majority of the Portfolio's outstanding shares, that term is as defined in the
Investment Company Act of 1940, as amended ("1940 Act").
The Portfolio may not:
1. With respect to 75% of its total assets, purchase
securities of any issuer (other than obligations of, or
guaranteed by, the United States Government, its agencies or
instrumentalities) if, as a result, more than 5% of the
value of the Portfolio's total assets would be invested in
securities of that issuer.
2. Concentrate 25% or more of the value of its total
assets in any one industry; provided, however, that there is
no limitation with respect to investments in obligations
issued or guaranteed by the United States Government or its
agencies and instrumentalities.
3. With respect to 75% of its total assets, purchase
more than 10% of the outstanding voting securities of any
issuer.
4. Make loans except that the Portfolio may engage in
securities lending (provided the value of the securities
loaned from the Portfolio will not exceed 33% of the value
of its total assets) and repurchase transactions, and may
purchase money market instruments.
5. Underwrite the securities of other issuers.
6. Borrow money, except from banks for temporary or
emergency purposes and then only in an amount up to 33 1/3%
of the value of that Portfolio's total assets. In order to
secure any permitted borrowings under this section, the
Portfolio may pledge, mortgage or hypothecate its assets.
7. Make short sales of securities or purchase any
securities on margin except with respect to options, futures
contracts and options on futures contracts.
8. Invest in commodities or real estate, although it may
invest in securities which are secured by real estate
and securities of issuers which invest or deal in
commodities or real estate, and provided that the
Portfolio may invest in financial futures and options
thereon.
9. Issue any senior securities.
Non-Fundamental Investment Restrictions
The Portfolio has adopted the following operating (i.e.,
non-fundamental) investment policies and restrictions which may be changed by
the Board of Trustees without shareholder approval. The Portfolio may not:
10. Purchase the obligations of foreign issuers.
11. Purchase illiquid securities if more than 15% of the value
of the Portfolio's net assets would be invested in such
securities.
12. Purchase debt securities (other than money market
instruments).
13. Purchase or retain securities issued by investment companies
except to the extent permitted by
the 1940 Act, and in connection with the trustees' deferred
compensation plan.
14. Enter into a futures contract or an option on a futures
contract if the aggregate initial margins and
premiums required to establish these positions would exceed 5% of the
Portfolio's net assets.
Any investment restriction (other than nos. 6 and 11) which involves
a maximum percentage of securities or assets shall not be considered to be
violated unless an excess over the applicable percentage occurs immediately
after an acquisition of securities or utilization of assets and results
therefrom.
INVESTMENT SELECTION AND SCREENING PROCESS
Investments in the Portfolio are selected on the basis of their
ability to contribute to the dual objective of the Portfolio, (i.e., those
that satisfy the Portfolio's investment and social criteria). The Advisor and
Subadvisor have developed a number of techniques for evaluating the
performance of issuers in each of these areas. The primary sources of
information are reports published by the issuers themselves, the reports of
public agencies, and the reports of groups which monitor performance in
particular areas. These sources of information are sometimes augmented with
direct interviews or written questionnaires addressed to the issuers. It
should be recognized, however, that there are few generally accepted measures
by which achievement in these areas can be readily distinguished; therefore,
the development of suitable measurement techniques is largely within the
discretion and judgment of the Advisor and Subadvisor.
Candidates for inclusion in any particular class of assets are then
examined according to the social criteria. Issuers are classified into three
categories of suitability under the social criteria. In the first category are
those issuers which exhibit unusual positive accomplishment with respect to
some of the criteria and do not fail to meet minimum standards with respect to
the remaining criteria. To the greatest extent possible, investment selections
are made from this group. In the second category are those issuers which meet
minimum standards with respect to all the criteria but do not exhibit
outstanding accomplishment with respect to any criterion. This category
includes issuers which may lack an affirmative record of accomplishment in
these areas but which are not known by Advisor to violate any of the social
criteria. The third category under the social criteria consists of issuers
which flagrantly violate, or have violated, one or more of those values, for
example, a company which repeatedly engages in unfair labor practices. The
Portfolio will not knowingly purchase the securities of issuers in this third
category.
It should be noted that the Portfolio's social criteria tend to limit
the availability of investment opportunities more than is customary with other
investment companies. The Advisor, however, believes that within the first and
second categories there are sufficient investment opportunities to permit full
investment among issuers which satisfy the Portfolio's social criteria.
DIVIDENDS AND TAXES
It is the policy of the Portfolio to declare and pay dividends from
net investment income on an annual basis. Dividends and distributions may
differ among the classes. Distributions of realized net capital gains, if any,
are normally paid once a year; however, the Portfolio does not intend to make
any such distributions unless available capital loss carryovers, if any, have
been used or have expired.
The Portfolio is required to withhold 31% of any dividends and
capital gain distributions paid and 31% of each redemption transaction if: (a)
the shareholder's social security number or other taxpayer identification
number ("TIN") is not provided or an obviously incorrect TIN is provided; (b)
the shareholder does not certify under penalties of perjury that the TIN
provided is the shareholder's correct TIN and that the shareholder is not
subject to backup withholding under section 3406(a)(1)(C) of the Internal
Revenue Code of 1986 as amended ("Code") because of underreporting (however,
failure to provide certification as to the application of section
3406(a)(1)(C) will result only in backup withholding on dividends, not on
redemptions); or (c) the Portfolio is notified by the Internal Revenue Service
that the TIN provided by the shareholder is incorrect or that there has been
underreporting of interest or dividends by the shareholder. Affected
shareholders will receive statements at least annually specifying the amount
withheld.
In addition, the Portfolio is required to report to the Internal
Revenue Service the following information with respect to each redemption
transaction occurring: (a) the shareholder's name, address, account number and
taxpayer identification number; (b) the total dollar value of the redemptions;
and (c) the Portfolio's identifying CUSIP number.
Certain shareholders are, however, exempt from the backup withholding
and broker reporting requirements. Exempt shareholders include: corporations;
financial institutions; tax-exempt organizations; individual retirement plans;
the U.S., a State, the District of Columbia, a U.S. possession, a foreign
government, an international organization, or any political subdivision,
agency or instrumentality of any of the foregoing; U.S. registered commodities
or securities dealers; real estate investment trusts; registered investment
companies; bank common trust funds; certain charitable trusts; foreign central
banks of issue. Non-resident aliens, certain foreign partnerships and foreign
corporations are generally not subject to either requirement but may instead
be subject to withholding under sections 1441 or 1442 of the Code.
Shareholders claiming exemption from backup withholding and broker reporting
should call or write the Portfolio for further information.
Dividends paid by the Portfolio may be eligible for the dividends
received deduction available to corporate taxpayers. Information concerning
the tax status of dividends and distributions and the amount of dividends
withheld, if any, is mailed annually to shareholders.
Investors should note that they may be required to exclude the
initial sales charge, if any, paid on the purchase of Class A shares from the
tax basis of those shares if the shares are exchanged for shares of another
Calvert Group Fund within 90 days of purchase. This requirement applies only
to the extent that the payment of the original sales charge on the Class A
shares of the Portfolio causes a reduction in the sales charge otherwise
payable on the shares of the Calvert Group Fund acquired in the exchange, and
investors may treat sales charges excluded from the basis of the original
shares as incurred to acquire the new shares.
NET ASSET VALUE
The public offering price of the shares of the Portfolio is the
respective net asset value per share (plus, for Class A shares, the applicable
sales charge). Shares are redeemed at their respective net asset values per
share, less any applicable contingent deferred sales charge ("CDSC"). The net
asset value of the Portfolio fluctuates based on the respective market value
of the Portfolio's investments. The net asset value per share of the Portfolio
is determined every business day at the close of the New York Stock Exchange
(normally 4:00 p.m. Eastern time) and at such other times as may be necessary
or appropriate. The Portfolio does not determine net asset value on certain
national holidays or other days on which the New York Stock Exchange is
closed: New Year's Day, Martin Luther King, Jr. Day, Presidents' Day, Good
Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving Day, and
Christmas Day. Net asset value per share is determined per class by dividing
its total net assets (the value of its assets net of liabilities, including
accrued expenses and fees) by the number of shares outstanding for that class.
The assets of the Portfolio are valued as follows: (a) securities for
which market quotations are readily available are valued at the most recent
closing price, mean between bid and asked price, or yield equivalent as
obtained from one or more market makers for such securities; (b) securities
maturing within 60 days may be valued at cost, plus or minus any amortized
discount or premium, unless the Board of Trustees determines such method not
to be appropriate under the circumstances; and (c) all other securities and
assets for which market quotations are not readily available will be valued at
their fair value as determined by the Advisor in good faith under the
supervision of the Board of Trustees.
CALCULATION OF TOTAL RETURN
The Portfolio may advertise "total return." Total return is
calculated separately for each class. It is computed by taking the total
number of shares purchased by a hypothetical $1,000 investment after deducting
any applicable sales charge, adding all additional shares purchased within the
period with reinvested dividends and distributions, calculating the value of
those shares at the end of the period, and dividing the result by the initial
$1,000 investment. For periods of more than one year, the cumulative total
return is then adjusted for the number of years, taking compounding into
account, to calculate average annual total return during that period.
Total return is computed according to the following formula:
P(1 + T)n = ERV
where P = a hypothetical initial payment of $1,000; T = total return; n =
number of years; and ERV = the ending redeemable value of a hypothetical
$1,000 payment made at the beginning of the period.
Total return is historical in nature and is not intended to indicate
future performance. All total return quotations reflect the deduction of the
Portfolio's maximum sales charge, except quotations of "return without maximum
load" (or "w/o max load") which do not deduct sales charge, and "actual
return," which reflect deduction of the sales charge only for those periods
when a sales charge was actually imposed. Return without maximum load, which
will be higher than total return, should be considered only by investors, such
as participants in certain pension plans, to whom the sales charge does not
apply, or for purposes of comparison only with comparable figures which also
do not reflect sales charges, such as Lipper averages.
Total return, like yield and net asset value per share, fluctuates in
response to changes in market conditions. Neither total return nor yield for
any particular time period should be considered an indication of future return.
PURCHASE AND REDEMPTION OF SHARES
Share certificates will not be issued unless requested in writing by
the investor. No charge will be made for share certificate requests. No
certificates will be issued for fractional shares. A service fee of $10, plus
any costs incurred by the Portfolio, will be charged investors whose purchase
checks are returned for insufficient funds.
Telephone redemption requests are processed upon the date of receipt,
if received prior to 4:00 p.m. Eastern Time. Redemption proceeds are normally
transmitted or mailed the next business day, although payment by check of
redemption proceeds may take up to five business days. Certain Class B and
Class C shares may be subject to a contingent deferred sales charge which is
subtracted from the redemption proceeds (see Prospectus, "Calculation of
Contingent Deferred Sales Charges and Waiver of Sales Charges"). Telephone
redemption requests which would require the redemption of shares purchased by
check or electronic funds transfer within the previous 10 business days may
not be honored. The Portfolio reserves the right to modify the telephone
redemption privilege.
Amounts redeemed by telephone may be mailed by check to the investor
to the address of record without charge. Amounts of more than $50 and less
than $300,000 may be transferred electronically at no charge to the investor.
Amounts of $l,000 or more will be transmitted by wire without charge by the
Portfolio to the investor's account at a domestic bank or savings association.
A charge of $5 is imposed on wire transfers of less than $1,000.
Existing shareholders who at any time desire to change instructions
already given must send a notice either to the broker through which shares
were purchased or to the Portfolio with a voided check from the bank account
to receive the redemption proceeds. New wiring instructions may be accompanied
by a voided check in lieu of a signature guarantee. Further documentation may
be required from corporations, fiduciaries, pension plans, and institutional
investors.
The Portfolio's redemption check normally will be mailed to the
investor on the next business day following the date of receipt by the
Portfolio of a written redemption request. If the investor so instructs in
such written redemption request, the check will be mailed or the redemption
proceeds wired or transferred electronically to a preauthorized account at the
investor's bank. Redemption proceeds are normally paid in cash. However, at
the sole discretion of the Portfolio, the Portfolio has the right to redeem
shares in assets other than cash for redemption amounts exceeding, in any
90-day period, $250,000 or 1% of the net asset value of the Portfolio,
whichever is less, or as allowed by law.
The right of redemption may be suspended or the date of payment
postponed for any period during which the New York Stock Exchange is closed
(other than customary weekend and holiday closings), when trading on the New
York Stock Exchange is restricted, or an emergency exists, as determined by
the Securities and Exchange Commission, or if the Commission has ordered such
a suspension for the protection of shareholders. Redemption proceeds are
normally mailed, wired or transferred electronically the next business day but
in no event later than seven days after a proper redemption request has been
received, unless redemptions have been suspended or postponed as described
above.
REDUCED SALES CHARGES (CLASS A)
The Portfolio imposes reduced sales charges for Class A shares in
certain situations in which the Principal Underwriter and the dealers selling
Portfolio shares may expect to realize significant economies of scale with
respect to such sales. Generally, sales costs do not increase in proportion to
the dollar amount of the shares sold; the per-dollar transaction cost for a
sale to an investor of shares worth, say, $5,000 is generally much higher than
the per-dollar cost for a sale of shares worth $1,000,000. Thus, the
applicable sales charge declines as a percentage of the dollar amount of
shares sold as the dollar amount increases.
When a shareholder agrees to make purchases of shares over a period
of time totaling a certain dollar amount pursuant to a Letter of Intent, the
Underwriter and selling dealers can expect to realize the economies of scale
applicable to that stated goal amount. Thus the Portfolio imposes the sales
charge applicable to the goal amount. Similarly, the Underwriter and selling
dealers also experience cost savings when dealing with existing Portfolio
shareholders, enabling the Portfolio to afford existing shareholders the Right
of Accumulation. The Underwriter and selling dealers can also expect to
realize economies of scale when making sales to the members of certain
qualified groups which agree to facilitate distribution of Portfolio shares to
their members. See "Exhibit A - Reduced Sales Charges" in the Prospectus.
ADVERTISING
The Fund or its affiliates may provide information such as, but not
limited to, the economy, investment climate, investment principles,
sociological conditions and political ambiance. Discussion may include
hypothetical scenarios or lists of relevant factors designed to aid the
investor in determining whether the Portfolio is compatible with the
investor's goals. The Portfolio may list portfolio holdings or give examples or
securities that may have been considered for inclusion in the Portfolio,
whether held or not.
The Fund or its affiliates may supply comparative performance data
and rankings from independent sources such as Donoghue's Money Fund Report,
Bank Rate Monitor, Money, Forbes, Lipper Analytical Services, Inc., CDA
Investment Technologies, Inc., Wiesenberger Investment Companies Service,
Russell 1000 Index, Mutual Fund Values Morningstar Ratings, Mutual Fund
Forecaster, Barron's, The Wall Street Journal, and Schabacker Investment
Management, Inc. Such averages generally do not reflect any front- or back-end
sales charges that may be charged by Funds in that grouping. The Portfolio may
also cite to any source, whether in print or on-line, such as Bloomberg, in
order to acknowledge origin of information. The Fund may compare itself or its
portfolio holdings to other investments, whether or not issued or regulated by
the securities industry, including, but not limited to, certificates of
deposit and Treasury notes. The Portfolio, its Advisor, and its affiliates
reserve the right to update performance rankings as new rankings become
available.
Calvert Group is the nation's leading family of socially responsible
mutual funds, both in terms of socially responsible mutual fund assets under
management, and number of socially responsible mutual fund portfolios offered
(source: Social Investment Forum, December 31, 1996). Calvert Group was also
the first to offer a family of socially responsible mutual fund portfolios.
TRUSTEES, OFFICERS, AND ADVISORY COUNCIL
REBECCA ADAMSON, Trustee. Since 1983, Ms. Adamson has served as
President of the national non-profit, First Nations Financial Project. Founded
by her in 1980, First Nations is the only American Indian alternative
development institute in the country. DOB: 9/10/47. Address: 69 Kelley Road,
Falmouth, Virginia 22405.
RICHARD L. BAIRD, JR., Trustee. Mr. Baird is Executive Vice President
of the Family Health Council, Inc. in Pittsburgh, Pennsylvania. The Family
Health Council is a non-profit corporation which provides family planning
services, nutrition, maternal/child health care, and various health screening
services. Mr. Baird is a trustee/director of each of the investment companies
in the Calvert Group of Funds, except for Calvert New World Fund, Inc., Acacia
Capital Corporation, and Calvert World Values Fund, Inc. DOB: 5/9/48. Address:
211 Overlook Drive, Pittsburgh, Pennsylvania 15216.
*JOHN G. GUFFEY, JR., Executive Vice President and Trustee. Mr.
Guffey is chairman of the Calvert Social Investment Foundation, organizing
director of the Community Capital Bank in Brooklyn, New York, and a financial
consultant to various organizations. In addition, he is a Director of the
Community Bankers Mutual Fund of Denver, Colorado, and the Treasurer and
Director of Silby, Guffey, and Co., Inc., a venture capital firm. Mr. Guffey
is a trustee/director of each of the other investment companies in the Calvert
Group of Funds, except for Calvert New World Fund, Inc. and Acacia Capital
Corporation. DOB: 5/15/48. Address: 7205 Pomander Lane, Chevy Chase, Maryland
20815.
JOY V. JONES, Esq., Trustee. Ms. Jones is an attorney and
entertainment manager in New York City, and was formerly a partner with the
firm Rogers & Wells in New York City, specializing in real estate law and
municipal finance. Ms. Jones is also Chairman of the Board of Ultrafem, Inc.,
a Trustee of Sarah Lawrence College, a member of the Association of Black
Women Attorneys, Inc., and a Trustee of the Community Service Society of
New York. DOB: 7/2/50. Address: 175 West 12th Street, New York,
New York 10011.
*BARBARA J. KRUMSIEK, President and Director. Ms. Krumsiek serves as
President, Chief Executive Officer and Vice Chairman of Calvert Group, Ltd.
and as an officer and director of each of its affiliated companies. She is a
director of Calvert-Sloan Advisers, L.L.C., co-chair of the Board of Directors
of Calvert World Values Fund, Inc., and a trustee/director of each of the
investment companies in the Calvert Group of Funds. Prior to joining Calvert
Group, Ms. Krumsiek served as Senior Vice President of Alliance Capital LP's
Mutual Fund Division. DOB: 08/09/52.
TERRENCE J. MOLLNER, Ed.D., Trustee. Dr. Mollner is Founder and
Chairperson of Trusteeship Institute, Inc., a diverse foundation known
principally for its consultation to corporations converting to cooperative
employee-ownership. He is also a director of Calvert World Values Fund, Inc.
He served as a Trustee of the Cooperative Fund of New England, Inc., and is
now a member of its Board of Advisors. In addition, Dr. Mollner is a founder
and member of the Board of Trustees of the Foundation for Soviet-American
Economic Cooperation. DOB: 12/13/44. Address: 15 Edwards Square, Northampton,
Massachusetts 01060.
SYDNEY AMARA MORRIS, Trustee. Rev. Morris is Senior Minister of the
Unitarian Church of Vancouver, Canada. She previously served as Minister of
the Unitarian-Universalist Fellowship in Ames, Iowa. Rev. Morris is a graduate
of the Harvard Divinity School. DOB: 9/7/49. Address: 1225 W. 26th Avenue,
Vancouver, British Columbia, Canada V6H2A8.
*CHARLES T. NASON, Trustee. Mr. Nason serves as Chairman, President
and Chief Executive Officer of The Acacia Group, a Washington, D.C.-based
financial services organization, including Acacia Mutual Life Insurance
Company and Calvert Group, Ltd. DOB: 4/22/46. Address: 7315 Wisconsin Avenue,
Bethesda, Maryland 20814.
*D. WAYNE SILBY, Esq., President and Trustee. Mr. Silby is a
trustee/director of each of the investment companies in the Calvert Group of
Funds, except for Calvert New World Fund, Inc. and Acacia Capital Corporation.
Mr. Silby is the Chief Executive Officer of Group Serve, a software company, and
an officer, director and shareholder of Silby, Guffey & Company, Inc.,
which serves as general partner of Calvert Social Venture Partners
("CSVP"). CSVP is a venture capital firm investing in socially responsible
small companies. DOB: 7/20/48. Address: 1715 18th Street, N.W., Washington,
D.C. 20009.
RENO J. MARTINI, Senior Vice President. Mr. Martini is Senior Vice
President of Calvert Group, Ltd., and Senior Vice President and Chief
Investment Officer of Calvert Asset Management Company, Inc. Mr. Martini is
also a director and President of Calvert-Sloan Advisers, L.L.C., and a
director and officer of Calvert New World Fund. DOB: 1/13/50.
RONALD M. WOLFSHEIMER, CPA, Treasurer. Mr. Wolfsheimer is Senior Vice
President and Controller of Calvert Group, Ltd. and its subsidiaries and an
officer of each of the other investment companies in the Calvert Group of
Funds. Mr. Wolfsheimer is Vice President and Treasurer of Calvert-Sloan
Advisers, L.L.C., and a director of Calvert Distributors, Inc. DOB: 7/24/52.
WILLIAM M. TARTIKOFF, Esq., Vice President and Assistant Secretary.
Mr. Tartikoff is an officer of each of the investment companies in the Calvert
Group of Funds, and is Senior Vice President, Secretary, and General Counsel
of Calvert Group, Ltd., and each of its subsidiaries. Mr. Tartikoff is also
Vice President and Secretary of Calvert-Sloan Advisers, L.L.C., a director of
Calvert Distributors, Inc., and is an officer of Acacia National Life
Insurance Company. DOB: 8/12/47.
CATHERINE S. BARDSLEY, Esq., Secretary. Ms. Bardsley is of counsel to
Kirkpatrick & Lockhart, LLP, the Fund's legal counsel. DOB: 10/4/49. Address:
1800 Massachusetts Avenue, N.W., Washington, D.C. 20036.
DANIEL K. HAYES, Vice President. Mr. Hayes is Vice President of
Calvert Asset Management Company, Inc., and is an officer of each of the other
investment companies in the Calvert Group of Funds, except for Calvert New
World Fund, Inc. DOB: 9/9/50.
SUSAN WALKER BENDER, Esq., Assistant Secretary. Ms. Bender is
Associate General Counsel of Calvert Group, and an officer of each of its
subsidiaries and Calvert-Sloan Advisers, L.L.C. She is also an officer of each
of the other investment companies in the Calvert Group of Funds. DOB: 1/29/59.
KATHERINE STONER, Esq., Assistant Secretary. Ms. Stoner is Associate
General Counsel of Calvert Group and an officer of each of its subsidiaries
and Calvert-Sloan Advisers, L.L.C. She is also an officer of each of the other
investment companies in the Calvert Group of Funds. DOB: 10/21/56.
LISA CROSSLEY NEWTON, Esq., Assistant Secretary and Compliance
Officer. Ms. Crossley Newton is Associate General Counsel of Calvert Group and
an officer of each of its subsidiaries and Calvert-Sloan Advisers, L.L.C. She
is also an officer of each of the other investment companies in the Calvert
Group of Funds. DOB: 12/31/61.
IVY WAFFORD DUKE, Esq., Assistant Secretary. Ms. Duke is Assistant
Counsel of Calvert Group and an officer of each of its subsidiaries and
Calvert-Sloan Advisers, L.L.C. She is also an officer of each of the other
investment companies in the Calvert Group of Funds. DOB: 9/7/68.
The address of directors and officers, unless otherwise noted, is
4550 Montgomery Avenue, Suite 1000N, Bethesda, Maryland 20814. Trustees and
officers of the Fund as a group own less than 1% of the Portfolio's
outstanding shares. Trustees marked with an *, above, are "interested persons"
of the Fund, under the Investment Company Act of 1940.
Mr. Baird and Ms. Adamson serve as the Fund's representatives to the
respective Audit Committees of the other investment companies in the Calvert
Group of Funds; and Rev. Morris, Dr. Mollner, and Ms. Jones serve as the
Portfolio's representatives to the respective Investment Policy Committees of
the other investment companies in the Calvert Group of Funds.
The Advisory Council has no power, authority or responsibility with
respect to the management of the Portfolio or the conduct of the affairs of
the Portfolio. Messrs. Silby, Guffey, Mollner and Baird, Ms. Adamson, Ms.
Jones, Rev. Morris, and Ms. Krumsiek and Mr. Bynum of the Advisory Council,
serve as directors of Calvert Social Investment Foundation, a non-profit
organization formed to increase awareness and educate the general public about
the benefits of socially conscious investing. The Foundation is not directly
affiliated with Calvert Group.
Trustees of the Fund not affiliated with the Advisor presently
receive an annual fee of $20,500 for service as a member of the Board of
Trustees of the Calvert Group of Funds, and a fee of $750 to $1500 for each
regular Board or Committee meeting attended; such fees are allocated among the
respective Portfolios based upon their relative net assets. Trustees who do
not serve on the Board of other Funds sponsored by the Advisor receive an
annual fee of $15,430, plus $600 for each Board and Committee meeting attended.
Trustees of the Fund not affiliated with the Portfolio's Advisor may
elect to defer receipt of all or a percentage of their fees and invest them in
any fund in the Calvert Family of Funds through the Trustees Deferred
Compensation Plan. Deferral of the fees is designed to maintain the parties in
the same position as if the fees were paid on a current basis. Management
believes this will have a negligible effect on the Portfolio's assets,
liabilities, net assets, and net income per share, and will ensure that there
is no duplication of advisory fees.
Trustee Compensation Table
Fiscal Year 1997 Aggregate
(unaudited numbers) Compensation Pension or Retirement Total Comp.
from Registrant Benefits Accrued from
for Service as part of Registrant
as Trustee Registrant Expenses* and Fund
Complex
paid
to Trustee**
Name of Trustee
Rebecca Adamson $22,430 $6,198 $24,230
Richard L. Baird, Jr. $918 $0 $34,450
John G. Guffey, Jr. $11,781 $0 $61,615
Joy V. Jones $30,932 $0 $29,730
Terrence J. Mollner $31,910 $0 $44,131
Sydney Amara Morris $22,532 $0 $22,630
D. Wayne Silby $21,277 $0 $62,830
*Ms. Adamson has chosen to defer a portion of her compensation. Her total
deferred compensation, including dividends and capital appreciation, was
$44,000.00 as of February 1, 1998. Rev. Morris also chose to defer a portion
of her compensation. Her total deferred compensation, including dividends and
capital appreciation, was $1,000.00 as of February 1, 1998. [Estimates]
**As of December 31, 1997. The Fund Complex consists of nine (9) registered
investment companies.
INVESTMENT ADVISOR
The Portfolio's Investment Advisor is Calvert Asset Management
Company, Inc., 4550 Montgomery Avenue, 1000N, Bethesda, Maryland 20814, a
subsidiary of Calvert Group Ltd., which is a subsidiary of Acacia Mutual Life
Insurance Company of Washington, D.C. ("Acacia Mutual").
The Advisory Contract between the Fund and the Advisor was entered
into February 24, 1998 for the Portfolio. The contract will remain in effect
indefinitely, provided continuance is approved at least annually by the vote
of the holders of a majority of the outstanding shares of the Fund or by the
Board of Trustees of the Fund; and further provided that such continuance is
also approved annually by the vote of a majority of the trustees of the Fund
who are not parties to the Contract or interested persons of parties to the
Contract or interested persons of such parties, cast in person at a meeting
called for the purpose of voting on such approval. The Contract may be
terminated without penalty by either party upon 60 days' prior written notice;
it automatically terminates in the event of its assignment.
Under the Contract, the Advisor provides investment advice to the
Portfolio and oversees its day-to-day operations, subject to direction and
control by the Fund's Board of Trustees. For its services, the Advisor
receives an annual fee, payable monthly, of 0.60% of the Portfolio's first
$500 million of average daily net assets, and 0.55% of any such assets over
$500 million. The Advisor reserves the right (i) to waive all or a part of
its fee and/or reimburse the Portfolio for expenses and (ii) to compensate
broker-dealers in consideration of their promotional or administrative
services.
The Advisor may, but is not required by this Agreement, to waive current
payment of its fees, or to reimburse expenses of the Fund. Any fees the current
payment of which is waived by the Advisor and any expenses paid on behalf of or
reimbursed to the Portfolio by the Advisor through February 29, 2000, may be
recaptured by the Advisor from the Portfolio during the two years beginning
March 1, 2000, and ending February 28, 2002. Such recapture shall only be made
to the extent that it does not result in the Portfolio's Class A aggregate
expenses exceeding on an annual basis 2.00% of Class A average daily net assets,
and 3.25%, 3.25%, and 1.25%, respectively, for Class B, Class C and Class I. The
Advisor may voluntarily make additional fee waivers or expense reimbursements
with respect to the Portfolio from March 1, 2000 through February 28, 2002,
("Additional Period"); provided, however, that (a) any fees the current payment
of which is waived by the Advisor and any expenses paid on behalf of or
reimbursed to the Portfolio by the Advisor during the Additional Period may be
recaptured by the Advisor from the Portfolio during the two years beginning on
March 1, 2002 and ending February 29, 2004 and (b) such recapture shall only be
made to the extent that it does not result in the Portfolio's Class A aggregate
expenses exceeding on an annual basis 2.00% of Class A average daily net assets,
and 3.25%, 3.25% and 1.25%,
respectively, for Class B, Class C and Class I.
CAMCO has retained State Street Global Advisors, a division of State
Street Bank and Trust Company. as Subadvisor for the Portfolio. CAMCO, not the
Portfolio, pays the Subadvisor. The Subadvisor's fee is 0.35% of the
Portfolio's first $100 million of average net assets and 0.25% of any such
assets over $100 million, subject to a minimum annual fee of $150,000.
The Fund has received an exemptive order to permit the Fund and the
Advisor to enter into and materially amend the Investment Subadvisory
Agreement without shareholder approval. Within 90 days of the hiring of any
Subadvisor or the implementation of any proposed material change in the
Investment Subadvisory Agreement, the Portfolio will furnish its shareholders
information about the new Subadvisor or Investment Subadvisory Agreement that
would be included in a proxy statement. Such information will include any
change in such disclosure caused by the addition of a new Subadvisor or any
proposed material change in the Investment Subadvisory Agreement of the
Portfolio. The Portfolio will meet this condition by providing shareholders,
within 90 days of the hiring of the Subadvisor or implementation of any
material change to the terms of an Investment Subadvisory Agreement, with an
information statement to this effect.
The Advisor provides the Fund with investment supervision and
management, social screening, office space, furnishes executive and other
personnel to the Fund, and may pay Fund advertising and promotional expenses.
The Fund pays all other administrative and operating expenses, including:
custodial, registrar, dividend disbursing and transfer agency fees; federal
and state securities registration fees; salaries, fees and expenses of
trustees, executive officers and employees of the Fund, and Advisory Council
members, who are not "affiliated persons" of the Advisor or the Subadvisors
within the meaning of the Investment Company Act of 1940; insurance premiums;
trade association dues; legal and audit fees; interest, taxes and other
business fees; expenses of printing and mailing reports, notices,
prospectuses, and proxy material to shareholders; annual shareholders' meeting
expenses; and brokerage commissions and other costs associated with the
purchase and sale of portfolio securities.
METHOD OF DISTRIBUTION
The Fund has entered into an agreement with Calvert Distributors,
Inc. ("CDI") whereby CDI, acting as principal underwriter for the Portfolio,
makes a continuous offering of the Portfolio's securities on a "best efforts"
basis. Under the terms of the agreement, CDI is entitled to receive, a
distribution fee from the Portfolio paid through the Distribution Plans of the
respective classes. For Class A shares, CDI also receives the portion of the
sales charge in excess of the dealer reallowance. For Class B and Class C
shares, CDI receives any CDSC paid.
Pursuant to Rule 12b-1 under the 1940 Act, Class A, Class B, and
Class C have adopted Distribution Plans (the "Plans") which permit them to pay
certain expenses associated with the distribution and servicing of its shares.
Such expenses may not exceed, on an annual basis, 0.25%, 1.00% and 1.00% of
the average daily net assets of Class A, Class B, and Class C, respectively.
The Distribution Plans were approved by the Board of Trustees,
including the Trustees who are not "interested persons" of the Fund (as that
term is defined in the 1940 Act) and who have no direct or indirect financial
interest in the operation of the Plans or in any agreements related to the
Plans. The selection and nomination of the Trustees who are not interested
persons of the Fund is committed to the discretion of such disinterested
Trustees. In establishing the Plans, the Trustees considered various factors
including the amount of the distribution expenses. The Trustees determined
that there is a reasonable likelihood that the Plans will benefit the affected
Class and its shareholders.
The Plans may be terminated by vote of a majority of the
non-interested Trustees who have no direct or indirect financial interest in
the Plans, or by vote of a majority of the outstanding shares of the affected
class or Portfolio. Any change in the Plans that would materially increase the
cost to the affected Class of Portfolio requires approval of the shareholders
of that class; otherwise, the Plans may be amended by the Trustees, including
a majority of the non-interested Trustees as described above. The Plans will
continue in effect for successive one-year terms provided that such
continuance is specifically approved by (i) the vote of a majority of the
Trustees who are not parties to the Plans or interested persons of any such
party and who have no direct or indirect financial interest in the Plans, and
(ii) the vote of a majority of the entire Board of Trustees.
Apart from the Plans, the Advisor and CDI, at their own expense, may
incur costs and pay expenses associated with the distribution of shares of the
Portfolio.
Certain broker-dealers, and/or other persons may receive compensation
from the investment advisor, underwriter, or their affiliates for the sale and
distribution of the securities or for services to the Portfolio. Such
compensation may include additional compensation based on assets held through
that firm beyond the regularly scheduled rates, and finder's fees payments to
firms whose representatives are responsible for soliciting a new account where
the accountholder does not choose to purchase through that firm.
TRANSFER AND SHAREHOLDER SERVICING AGENT
National Financial Data Services, Inc. ("NFDS"), a subsidiary of
State Street Bank & Trust, has been retained by the Fund to act as transfer
agent and dividend disbursing agent. These responsibilities include:
responding to certain shareholder inquiries and instructions, crediting and
debiting shareholder accounts for purchases and redemptions of Portfolio
shares and confirming such transactions, and daily updating of shareholder
accounts to reflect declaration and payment of dividends.
Calvert Shareholder Services, Inc., a subsidiary of Calvert Group,
Ltd., and Acacia Mutual, has been retained by the Fund to act as shareholder
servicing agent. Shareholder servicing responsibilities include responding to
shareholder inquiries and instructions concerning their accounts, entering any
telephoned purchases or redemptions into the NFDS system, maintenance of
broker-dealer data, and preparing and distributing statements to shareholders
regarding their accounts. Calvert Shareholder Services, Inc. was the sole
transfer agent prior to January 1, 1998.
For these services, NFDS and Calvert Shareholder Services, Inc. Each
receive a fee based on the number of shareholder accounts and shareholder
transactions.
PORTFOLIO TRANSACTIONS
Portfolio transactions are undertaken on the basis of their
desirability from an investment standpoint. Investment decisions and the
choice of brokers and dealers are made by the Portfolio's Advisor and
Subadvisor under the direction and supervision of the Fund's Board of Trustees.
Broker-dealers who execute portfolio transactions on behalf of the
Portfolio are selected on the basis of their professional capability and the
value and quality of their services. The Advisor and Subadvisor reserve the
right to place orders for the purchase or sale of portfolio securities with
broker-dealers who have sold shares of the Portfolio or who provide the
Portfolio with statistical, research, or other information and services.
Although any statistical research or other information and services provided
by broker-dealers may be useful to the Advisor and the Subadvisor, the dollar
value of such information and services is generally indeterminable, and its
availability or receipt does not serve to materially reduce the Advisor's or
Subadvisor's normal research activities or expenses.
The Advisor and Subadvisor may also execute portfolio transactions
with or through broker-dealers who have sold shares of the Portfolio. However,
such sales will not be a qualifying or disqualifying factor in a
broker-dealer's selection nor will the selection of any broker-dealer be based
on the volume of Portfolio shares sold. The Advisor or Subadvisor may
compensate, at its expense, such broker-dealers in consideration of their
promotional and administrative services.
Depending upon market conditions, portfolio turnover, generally
defined as the lesser of annual sales or purchases of portfolio securities
divided by the average monthly value of the Portfolio's portfolio securities
(excluding from both the numerator and the denominator all securities whose
maturities or expiration dates as of the date of acquisition are one year or
less), expressed as a percentage, is under normal circumstances expected to be
between 100% and 150%.
INDEPENDENT ACCOUNTANTS AND CUSTODIANS
Coopers & Lybrand, L.L.P., has been selected by the Board of Trustees
to serve as independent accountants for fiscal year 1998. State Street Bank &
Trust Company, N.A., 225 Franklin Street, Boston, MA 02110, serves as
custodian of the Portfolio's investments. First National Bank of Maryland, 25
South Charles Street, Baltimore, Maryland 21203 also serves as custodian of
certain of the Portfolio's cash assets. The custodians have no part in
deciding the Portfolio's investment policies or the choice of securities that
are to be purchased or sold for the Portfolio.
GENERAL INFORMATION
The Fund was approved as a Massachusetts business trust on December
14, 1981. The Fund's Declaration of Trust contains an express disclaimer of
shareholder liability for acts or obligations of the Fund. The shareholders of
a Massachusetts business trust might, however, under certain circumstances, be
held personally liable as partners for its obligations. The Declaration of
Trust provides for indemnification and reimbursement of expenses out of Fund
assets for any shareholder held personally liable for obligations of the Fund.
The Declaration of Trust also provides that the Fund shall, upon request,
assume the defense of any claim made against any shareholder for any act or
obligation of the Fund and satisfy any judgment thereon. The Declaration of
Trust further provides that the Fund may maintain appropriate insurance (for
example, fidelity bonding and errors and omissions insurance) for the
protection of the Fund, its shareholders, trustees, officers, employees and
agents to cover possible tort and other liabilities. Thus, the risk of a
shareholder incurring financial loss on account of shareholder liability is
limited to circumstances in which both inadequate insurance exists and the
Fund itself is unable to meet its obligations.
The Portfolio offers four separate classes of shares: Class A, Class
B, Class C, and Class I. Each class represents interests in the same portfolio
of investments but, as further described in the prospectus, each class is
subject to differing sales charges and expenses, which differences will result
in differing net asset values and distributions. Upon any liquidation of the
Portfolio, shareholders of each class are entitled to share pro rata in the
net assets belonging to that series available for distribution.
The Portfolio will send its shareholders confirmations of purchase
and redemption transactions, as well as periodic transaction statements and
unaudited semi-annual and audited annual financial statements of the
Portfolio's investment securities, assets and liabilities, income and expenses,
and changes in net assets.
The Prospectus and this Statement of Additional Information do not
contain all the information in the Portfolio's registration statement. The
registration statement is on file with the Securities and Exchange Commission
and is available to the public.
<PAGE>
LETTER OF INTENT
Date
Calvert Distributors, Inc.
4550 Montgomery Avenue
Bethesda, MD 20814
Ladies and Gentlemen:
By signing this Letter of Intent, or affirmatively marking the Letter
of Intent option on my Fund Account Application Form, I agree to be bound by
the terms and conditions applicable to Letters of Intent appearing in the
Prospectus and the Statement of Additional Information for the Fund and the
provisions described below as they may be amended from time to time by the
Fund. Such amendments will apply automatically to existing Letters of Intent.
I intend to invest in the shares of:_____________________ (Fund or
Portfolio name) during the thirteen (13) month period from the date of my
first purchase pursuant to this Letter (which cannot be more than ninety (90)
days prior to the date of this Letter or my Fund Account Application Form,
whichever is applicable), an aggregate amount (excluding any reinvestments of
distributions) of at least fifty thousand dollars ($50,000) which, together
with my current holdings of the Fund (at public offering price on date of this
Letter or my Fund Account Application Form, whichever is applicable), will
equal or exceed the amount checked below:
__ $50,000 __ $100,000 __ $250,000 __ $500,000 __ $1,000,000
Subject to the conditions specified below, including the terms of
escrow, to which I hereby agree, each purchase occurring after the date of
this Letter will be made at the public offering price applicable to a single
transaction of the dollar amount specified above, as described in the Fund's
prospectus. "Fund" in this Letter of Intent shall refer to the Fund or
Portfolio, as the case may be. No portion of the sales charge imposed on
purchases made prior to the date of this Letter will be refunded.
I am making no commitment to purchase shares, but if my purchases
within thirteen months from the date of my first purchase do not aggregate the
minimum amount specified above, I will pay the increased amount of sales
charges prescribed in the terms of escrow described below. I understand that
4.75% of the minimum dollar amount specified above will be held in escrow in
the form of shares (computed to the nearest full share). These shares will be
held subject to the terms of escrow described below.
From the initial purchase (or subsequent purchases if necessary),
4.75% of the dollar amount specified in this Letter shall be held in escrow in
shares of the Fund by the Fund's transfer agent. For example, if the minimum
amount specified under the Letter is $50,000, the escrow shall be shares
valued in the amount of $2,375 (computed at the public offering price adjusted
for a $50,000 purchase). All dividends and any capital gains distribution on
the escrowed shares will be credited to my account.
If the total minimum investment specified under the Letter is
completed within a thirteen month period, escrowed shares will be promptly
released to me. However, shares disposed of prior to completion of the
purchase requirement under the Letter will be deducted from the amount
required to complete the investment commitment.
Upon expiration of this Letter, the total purchases pursuant to the
Letter are less than the amount specified in the Letter as the intended
aggregate purchases, Calvert Distributors, Inc. ("CDI") will bill me for an
amount equal to the difference between the lower load I paid and the dollar
amount of sales charges which I would have paid if the total amount purchased
had been made at a single time. If not paid by the investor within 20 days,
CDI will debit the difference from my account. Full shares, if any, remaining
in escrow after the aforementioned adjustment will be released and, upon
request, remitted to me.
I irrevocably constitute and appoint CDI as my attorney-in-fact, with
full power of substitution, to surrender for redemption any or all escrowed
shares on the books of the Fund. This power of attorney is coupled with an
interest.
The commission allowed by CDI to the broker-dealer named herein shall
be at the rate applicable to the minimum amount of my specified intended
purchases.
The Letter may be revised upward by me at any time during the
thirteen-month period, and such a revision will be treated as a new Letter,
except that the thirteen-month period during which the purchase must be made
will remain unchanged and there will be no retroactive reduction of the sales
charges paid on prior purchases.
In determining the total amount of purchases made hereunder, shares
disposed of prior to termination of this Letter will be deducted. My
broker-dealer shall refer to this Letter of Intent in placing any future
purchase orders for me while this Letter is in effect.
Dealer Name of
Investor(s)
By
Authorized Signer Address
Date Signature of
Investor(s)
Date Signature of
Investor(s)
<PAGE>
PART C. OTHER INFORMATION
Item 24. Financial Statements and Exhibits
(a) Financial statements - not applicable
(b) Exhibits:
1. Declaration of Trust (incorporated by reference to
Registrant's Initial Registration Statement,
November 30, 1981).
2. By-Laws (incorporated by reference to Registrant's
Pre-Effective Amendment No. 2, September 3,
1982).
4. Specimen Stock Certificate (incorporated by reference
to Registrant's Pre-Effective Amendment No.
12, December 21, 1987).
5. Form of Advisory Contract and Subadvisory Contract with respect
to Registrant's Managed Index Portfolio (herewith).
6. Distribution Agreement, (herewith)
7. Trustees' Deferred Compensation Agreement,
(incorporated by reference to Registrant's
Post-Effective Amendment No. 17, December 20,
1991).
8. Custodial Contract (incorporated by reference to
Registrant's Pre-Effective Amendment No. 25,
January 23, 1998).
9. Transfer Agency Contract (incorporated by reference to
Registrant's Post-Effective Amendment No. 11,
August 25, 1987).
9A Form of Administrative Services Agreement with respect
to Registrant's Managed Index Portfolio (herewith)
10. Opinion and Consent of Counsel as to Legality
of Shares Being Registered (herewith).
14. Retirement Plans (incorporated by reference to
Registrant's Post-Effective Amendment No. 5,
December 23, 1985, and Registrant's Post-Effective
Amendment No. 17, December 20, 1991).
15. Rule 12b-1 Distribution Plan, Fee Schedule with respect
to Managed Index Portfolio (herewith)
16. Schedule for Computation of Performance
Quotation (incorporated by reference to Registrant's
Post-Effective Amendment No. 13, December 20, 1988).
18. Multiple-class plan pursuant to Investment
Company Act of 1940 Rule 18f-3 (herewith)
Exhibits 3, 11, 12, 13, and 17 are omitted because they are
inapplicable.
Item 25. Persons Controlled By or Under Common Control With Registrant
Registrant is controlled by its Board of Trustees, which is a
common Board with five other registered investment companies, First
Variable Rate Fund, Calvert Tax-Free Reserves, Calvert Cash Reserves,
The Calvert Fund, and Calvert Municipal Fund, Inc. In addition, several
members of Registrant's Board of Trustees also serve on the Boards of
Calvert Variable Series, Inc., and Calvert World Values Fund, Inc. Each
of the Registrant's Trustees, other than Mr. Nason, serves as a director
of Calvert Social Investment Foundation, Inc. (the "Foundation"), an
independent, non-profit educational foundation, organized as a Maryland
corporation. The Registrant's Trustees as a group may, under certain
circumstances, control both the Registrant and the Foundation.
Item 26. Number of Holders of Securities
As of March 1, 1998, there were 0 holders of record of
Registrant's Managed Index Portfolio.
Item 27. Indemnification
Registrant's Declaration of Trust, which Declaration is Exhibit
1 of this Registration Statement, provides, in summary, that officers,
trustees, employees, and agents shall be indemnified by Registrant
against liabilities and expenses incurred by such persons in connection
with actions, suits, or proceedings arising out of their offices or
duties of employment, except that no indemnification can be made to such
a person if he has been adjudged liable of willful misfeasance, bad
faith, gross negligence, or reckless disregard of his duties. In the
absence of such an adjudication, the determination of eligibility for
indemnification shall be made by independent counsel in a written
opinion or by the vote of a majority of a quorum of trustees who are
neither "interested persons" of Registrant, as that term is defined in
Section 2(a)(19) of the Investment Company Act of 1940, nor parties to
the proceeding.
Registrant's Declaration of Trust also provides that Registrant
may purchase and maintain liability insurance on behalf of any officer,
trustee, employee or agent against any liabilities arising from such
status. In this regard, Registrant maintains a Directors & Officers
(Partners) Liability Insurance Policy with Chubb Group of Insurance
Companies, 15 Mountain View Road, Warren, New Jersey 07061, providing
Registrant with $5 million in directors and officers liability coverage,
plus $3 million in excess directors and officers liability coverage for
the independent trustees/directors only. Registrant also maintains an
$8 million Investment Company Blanket Bond issued by ICI Mutual
Insurance Company, P.O. Box 730, Burlington, Vermont, 05402.
Item 28. Business and Other Connections of Investment Adviser
Name of Company, Principal
Name Business and Address Capacity
Barbara J. Krumsiek Acacia Capital Corporation Officer
Calvert Municipal Fund, Inc. and
Calvert World Values Fund, Inc. Director
Investment Companies
4550 Montgomery Avenue
Bethesda, Maryland 20814
----------------
First Variable Rate Fund for Officer
Government Income and
Calvert Tax-Free Reserves Trustee
Calvert Social Investment Fund
Calvert Cash Reserves
The Calvert Fund
Investment Companies
4550 Montgomery Avenue
Bethesda, Maryland 20814
----------------
Calvert Asset Management Co., Inc. Officer
Investment Advisor and
4550 Montgomery Avenue Director
Bethesda, Maryland 20814
----------------
Calvert Group, Ltd. Officer
Holding Company and
4550 Montgomery Avenue Director
Bethesda, Maryland 20814
----------------
Calvert Shareholder Services, Inc. Officer
Transfer Agent and
4550 Montgomery Avenue Director
Bethesda, Maryland 20814
---------------
Calvert Administrative Services Co. Officer
Service Company and
4550 Montgomery Avenue Director
Bethesda, Maryland 20814
---------------
Calvert Distributors, Inc. Officer
Broker-Dealer and
4550 Montgomery Avenue Director
Bethesda, Maryland 20814
---------------
Calvert-Sloan Advisers, LLC Director
Investment Advisor
4550 Montgomery Avenue
Bethesda, Md. 20814
---------------
Calvert New World Fund, Inc. Director
Investment Company
4550 Montgomery Avenue
Bethesda, Md. 20814
--------------
Ronald M. Wolfsheimer First Variable Rate Fund Officer
for Government Income
Calvert Tax-Free Reserves
Calvert Cash Reserves
Calvert Social Investment Fund
The Calvert Fund
Acacia Capital Corporation
Calvert Municipal Fund, Inc.
Calvert World Values Fund, Inc.
Calvert New World Fund, Inc.
Investment Companies
4550 Montgomery Avenue
Bethesda, Maryland 20814
--------------
Calvert Asset Management Co., Inc. Officer
Investment Advisor
4550 Montgomery Avenue
Bethesda, Maryland 20814
---------------
Calvert Group, Ltd. Officer
Holding Company
4550 Montgomery Avenue
Bethesda, Maryland 20814
---------------
Calvert Shareholder Services, Inc. Officer
Transfer Agent
4550 Montgomery Avenue
Bethesda, Maryland 20814
---------------
Calvert Administrative Services Co. Officer
Service Company and
4550 Montgomery Avenue Director
Bethesda, Maryland 20814
---------------
Calvert Distributors, Inc. Director
Broker-Dealer and
4550 Montgomery Avenue Officer
Bethesda, Maryland 20814
---------------
Calvert-Sloan Advisers, LLC Officer
Investment Advisor
4550 Montgomery Avenue
Bethesda, Md. 20814
---------------
David R. Rochat First Variable Rate Fund Officer
for Government Income and
Calvert Tax-Free Reserves Trustee
Calvert Cash Reserves
The Calvert Fund
Investment Companies
4550 Montgomery Avenue
Bethesda, Maryland 20814
---------------
Calvert Municipal Fund, Inc. Officer
Investment Company and
4550 Montgomery Avenue Director
Bethesda, Maryland 20814
---------------
Calvert Asset Management Co., Inc. Officer
Investment Advisor and
4550 Montgomery Avenue Director
Bethesda, Maryland 20814
---------------
Chelsea Securities, Inc. Officer
Securities Firm and
Post Office Box 93 Director
Chelsea, Vermont 05038
---------------
Grady, Berwald & Co. Officer
Holding Company and
43A South Finley Avenue Director
Basking Ridge, NJ 07920
---------------
Reno J. Martini Calvert Asset Management Co., Inc. Officer
Investment Advisor
4550 Montgomery Avenue
Bethesda, Maryland 20814
---------------
Calvert Group, Ltd. Officer
Holding Company
4550 Montgomery Avenue
Bethesda, Maryland 20814
---------------
First Variable Rate Fund Officer
for Government Income
Calvert Tax-Free Reserves
Calvert Cash Reserves
Calvert Social Investment Fund
The Calvert Fund
Acacia Capital Corporation
Calvert Municipal Fund, Inc.
Calvert World Values Fund, Inc.
Investment Companies
4550 Montgomery Avenue
Bethesda, Maryland 20814
---------------
Calvert New World Fund, Inc. Director
Investment Company and
4550 Montgomery Avenue Officer
Bethesda, Maryland 20814
---------------
Calvert-Sloan Advisers, LLC Director
Investment Advisor and
4550 Montgomery Avenue Officer
Bethesda, Md. 20814
---------------
Charles T. Nason Acacia Mutual Life Insurance Officer
Acacia National Life Insurance and Director
Insurance Companies
7315 Wisconsin Avenue
Bethesda, Maryland 20814
---------------
Acacia Financial Corporation Officer
Holding Company and
7315 Wisconsin Avenue Director
Bethesda, Maryland 20814
---------------
Gardner Montgomery Company Director
Tax Return Preparation Services
7315 Wisconsin Avenue
Bethesda, Maryland 20814
----------------
Acacia Federal Savings Bank Director
Savings Bank
7600-B Leesburg Pike
Falls Church, Virginia 22043
---------------
Enterprise Resources, Inc. Director
Business Support Services
7315 Wisconsin Avenue
Bethesda, Maryland 20814
---------------
Acacia Insurance Management Officer
Services Corporation and
Service Corporation Director
7315 Wisconsin Avenue
Bethesda, Maryland 20814
---------------
Calvert Group, Ltd. Director
Holding Company
4550 Montgomery Avenue
Bethesda, Maryland 20814
---------------
Calvert Administrative Services Co. Director
Service Company
4550 Montgomery Avenue
Bethesda, Maryland 20814
---------------
Calvert Asset Management Co., Inc. Director
Investment Advisor
4550 Montgomery Avenue
Bethesda, Maryland 20814
---------------
Calvert Shareholder Services, Inc. Director
Transfer Agent
4550 Montgomery Avenue
Bethesda, Maryland 20814
---------------
Calvert Social Investment Fund Trustee
Investment Company
4550 Montgomery Avenue
Bethesda, Maryland 20814
-----------------
The Advisors Group, Inc. Director
Broker-Dealer and
Investment Advisor
7315 Wisconsin Avenue
Bethesda, Maryland 20814
---------------
Robert-John H. Acacia National Life Insurance Officer
Sands Insurance Company and
7315 Wisconsin Avenue Director
Bethesda, Maryland 20814
----------------
Acacia Mutual Life Insurance Officer
Insurance Company
7315 Wisconsin Avenue
Bethesda, Maryland 20814
----------------
Acacia Financial Corporation Officer
Holding Company and
7315 Wisconsin Avenue Director
Bethesda, Maryland 20814
----------------
Acacia Federal Savings Bank Officer
Savings Bank
7600-B Leesburg Pike
Falls Church, Virginia 22043
---------------
Enterprise Resources, Inc. Director
Business Support Services
7315 Wisconsin Avenue
Bethesda, Maryland 20814
---------------
Acacia Realty Corporation Officer
Real Estate Investments
7315 Wisconsin Avenue
Bethesda, Maryland 20814
---------------
Acacia Insurance Management Officer
Services Corporation and
Service Corporation Director
7315 Wisconsin Avenue
Bethesda, Maryland 20814
---------------
Gardner Montgomery Company Officer
Tax Return and
Preparation Services Director
7315 Wisconsin Avenue
Bethesda, Maryland 20814
----------------
The Advisors Group, Inc. Director
Broker-Dealer and
Investment Advisor
7315 Wisconsin Avenue
Bethesda, Maryland 20814
---------------
Calvert Group, Ltd. Director
Holding Company
4550 Montgomery Avenue
Bethesda, Maryland 20814
---------------
Calvert Administrative Services Co. Director
Service Company
4550 Montgomery Avenue
Bethesda, Maryland 20814
---------------
Calvert Asset Management, Co., Inc. Director
Investment Advisor
4550 Montgomery Avenue
Bethesda, Maryland 20814
---------------
Calvert Shareholder Services, Inc. Director
Transfer Agent
4550 Montgomery Avenue
Bethesda, Maryland 20814
---------------
William M. Tartikoff Acacia National Life Insurance Officer
Insurance Company
7315 Wisconsin Avenue
Bethesda, Maryland 20814
----------------
First Variable Rate Fund for Officer
Government Income
Calvert Tax-Free Reserves
Calvert Cash Reserves
Calvert Social Investment Fund
The Calvert Fund
Acacia Capital Corporation
Calvert Municipal Fund, Inc.
Calvert World Values Fund, Inc.
Calvert New World Fund, Inc.
Investment Companies
4550 Montgomery Avenue
Bethesda, Maryland 20814
---------------
Calvert Group, Ltd. Officer
Holding Company
4550 Montgomery Avenue
Bethesda, Maryland 20814
---------------
Calvert Administrative Officer
Services Company
Service Company
4550 Montgomery Avenue
Bethesda, Maryland 20814
---------------
Calvert Asset Management Co. Inc. Officer
Investment Advisor
4550 Montgomery Avenue
Bethesda, Maryland 20814
----------------
Calvert Shareholder Services, Inc. Officer
Transfer Agent
4550 Montgomery Avenue
Bethesda, Maryland 20814
----------------
Calvert Distributors, Inc. Director
Broker-Dealer and
4550 Montgomery Avenue Officer
Bethesda, Maryland 20814
----------------
Calvert-Sloan Advisers, LLC Officer
Investment Advisor
4550 Montgomery Avenue
Bethesda, Maryland 20814
----------------
Susan Walker Bender Calvert Group, Ltd. Officer
Holding Company
4550 Montgomery Avenue
Bethesda, Maryland 20814
---------------
Calvert Administrative Services Co. Officer
Service Company
4550 Montgomery Avenue
Bethesda, Maryland 20814
---------------
Calvert Asset Management Co., Inc. Officer
Investment Advisor
4550 Montgomery Avenue
Bethesda, Maryland 20814
----------------
Calvert Shareholder Services, Inc. Officer
Transfer Agent
4550 Montgomery Avenue
Bethesda, Maryland 20814
----------------
Calvert Distributors, Inc. Officer
Broker-Dealer
4550 Montgomery Avenue
Bethesda, Maryland 20814
----------------
Calvert-Sloan Advisers, LLC Officer
Investment Advisor
4550 Montgomery Avenue
Bethesda, Maryland 20814
----------------
First Variable Rate Fund for Officer
Government Income
Calvert Tax-Free Reserves
Calvert Cash Reserves
Calvert Social Investment Fund
The Calvert Fund
Acacia Capital Corporation
Calvert Municipal Fund, Inc.
Calvert World Values Fund, Inc.
Calvert New World Fund, Inc.
Investment Companies
4550 Montgomery Avenue
Bethesda, Maryland 20814
---------------
Katherine Stoner Calvert Group, Ltd. Officer
Holding Company
4550 Montgomery Avenue
Bethesda, Maryland 20814
---------------
Calvert Administrative Services Co. Officer
Service Company
4550 Montgomery Avenue
Bethesda, Maryland 20814
---------------
Calvert Asset Management Co., Inc. Officer
Investment Advisor
4550 Montgomery Avenue
Bethesda, Maryland 20814
----------------
Calvert Shareholder Services, Inc. Officer
Transfer Agent
4550 Montgomery Avenue
Bethesda, Maryland 20814
----------------
Calvert Distributors, Inc. Officer
Broker-Dealer
4550 Montgomery Avenue
Bethesda, Maryland 20814
----------------
Calvert-Sloan Advisers, LLC Officer
Investment Advisor
4550 Montgomery Avenue
Bethesda, Maryland 20814
----------------
First Variable Rate Fund for Officer
Government Income
Calvert Tax-Free Reserves
Calvert Cash Reserves
Calvert Social Investment Fund
The Calvert Fund
Acacia Capital Corporation
Calvert Municipal Fund, Inc.
Calvert World Values Fund, Inc.
Calvert New World Fund, Inc.
Investment Companies
4550 Montgomery Avenue
Bethesda, Maryland 20814
---------------
Lisa Crossley Newton Calvert Group, Ltd. Officer
Holding Company
4550 Montgomery Avenue
Bethesda, Maryland 20814
---------------
Calvert Administrative Services Co. Officer
Service Company
4550 Montgomery Avenue
Bethesda, Maryland 20814
---------------
Calvert Asset Management Co., Inc. Officer
Investment Advisor
4550 Montgomery Avenue
Bethesda, Maryland 20814
----------------
Calvert Shareholder Services, Inc. Officer
Transfer Agent
4550 Montgomery Avenue
Bethesda, Maryland 20814
----------------
Calvert Distributors, Inc. Officer
Broker-Dealer
4550 Montgomery Avenue
Bethesda, Maryland 20814
----------------
Calvert-Sloan Advisers, LLC Officer
Investment Advisor
4550 Montgomery Avenue
Bethesda, Maryland 20814
----------------
First Variable Rate Fund for Officer
Government Income
Calvert Tax-Free Reserves
Calvert Cash Reserves
Calvert Social Investment Fund
The Calvert Fund
Acacia Capital Corporation
Calvert Municipal Fund, Inc.
Calvert World Values Fund, Inc.
Calvert New World Fund, Inc.
Investment Companies
4550 Montgomery Avenue
Bethesda, Maryland 20814
---------------
Ivy Wafford Duke Calvert Group, Ltd. Officer
Holding Company
4550 Montgomery Avenue
Bethesda, Maryland 20814
---------------
Calvert Administrative Services Co. Officer
Service Company
4550 Montgomery Avenue
Bethesda, Maryland 20814
---------------
Calvert Asset Management Co., Inc. Officer
Investment Advisor
4550 Montgomery Avenue
Bethesda, Maryland 20814
----------------
Calvert Shareholder Services, Inc. Officer
Transfer Agent
4550 Montgomery Avenue
Bethesda, Maryland 20814
----------------
Calvert Distributors, Inc. Officer
Broker-Dealer
4550 Montgomery Avenue
Bethesda, Maryland 20814
----------------
Calvert-Sloan Advisers, LLC Officer
Investment Advisor
4550 Montgomery Avenue
Bethesda, Maryland 20814
----------------
First Variable Rate Fund for Officer
Government Income
Calvert Tax-Free Reserves
Calvert Cash Reserves
Calvert Social Investment Fund
The Calvert Fund
Acacia Capital Corporation
Calvert Municipal Fund, Inc.
Calvert World Values Fund, Inc.
Calvert New World Fund, Inc.
Investment Companies
4550 Montgomery Avenue
Bethesda, Maryland 20814
---------------
Daniel K. Hayes Calvert Asset Management Co., Inc. Officer
Investment Advisor
4550 Montgomery Avenue
Bethesda, Maryland 20814
------------------
First Variable Rate Fund for Officer
Government Income
Calvert Tax-Free Reserves
Calvert Cash Reserves
Calvert Social Investment Fund
The Calvert Fund
Acacia Capital Corporation
Calvert Municipal Fund, Inc.
Calvert World Values Fund, Inc.
Investment Companies
4550 Montgomery Avenue
Bethesda, Maryland 20814
------------------
Steve Van Order Calvert Asset Management Officer
Company, Inc.
Investment Advisor
4550 Montgomery Avenue
Bethesda, Maryland 20814
------------------
Annette Krakovitz Calvert Asset Management Officer
Company, Inc.
Investment Advisor
4550 Montgomery Avenue
Bethesda, Maryland 20814
------------------
John Nichols Calvert Asset Management Officer
Company, Inc.
Investment Advisor
4550 Montgomery Avenue
Bethesda, Maryland 20814
------------------
David Leach Calvert Asset Management Officer
Company, Inc.
Investment Advisor
4550 Montgomery Avenue
Bethesda, Maryland 20814
------------------
Geoffrey Ashton Calvert Asset Management Officer
Company, Inc.
Investment Advisor
4550 Montgomery Avenue
Bethesda, Maryland 20814
------------------
Calvert Distributors, Inc. Officer
Broker-Dealer
4550 Montgomery Avenue
Bethesda, Maryland 20814
------------------
Item 29. Principal Underwriters
(a) Registrant's principal underwriter also underwrites
shares of First Variable Rate Fund for Government Income, Calvert
Tax-Free Reserves, Calvert Cash Reserves, The Calvert Fund, Calvert
Municipal Fund, Inc., Calvert World Values Fund, Inc., Calvert New
World Fund, Inc., and Calvert Variable Series, Inc.
(b) Positions of Underwriter's Officers and Directors
Name and Principal Position(s) with Position(s) with
Business Address Underwriter Registrant
Barbara J. Krumsiek Director and President Senior Vice President
and Trustee
Ronald M. Wolfsheimer Director, Senior Vice Treasurer
President and Chief
Financial Officer
William M. Tartikoff Director, Senior Vice Vice President and
President and Secretary Assistant Secretary
Karen Becker Vice President, Operations None
Steve Cohen Vice President None
Geoffrey Ashton Regional Vice President None
Susan Walker Bender Assistant Secretary Assistant Secretary
Katherine Stoner Assistant Secretary Assistant Secretary
Lisa Crossley Newton Assistant Secretary Assistant Secretary
and Compliance Officer
Ivy Wafford Duke Assistant Secretary Assistant Secretary
(c) Inapplicable.
Item 30. Location of Accounts and Records
Ronald M. Wolfsheimer, Treasurer
and
William M. Tartikoff, Assistant Secretary
4550 Montgomery Avenue, Suite 1000N
Bethesda, Maryland 20814
Item 31. Management Services
Not Applicable
Item 32. Undertakings
a) Not Applicable
b) The Registrant undertakes to file a post-effective
amendment, using financial statements which need not
be certified, within four to six months from the effective
date of the Registrant's 1933 Act registration statement.
(c) The Registrant undertakes to furnish to each person to
whom a Prospectus is delivered, a copy of the
Registrant's latest Annual Report to Shareholders, upon
request and without charge.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant certifies that it meets all of
the requirements for effectiveness of this Registration Statement pursuant to
Rule 485 (b) under the Securities Act of 1933 and has duly caused this
registration statement to be signed on its behalf by the undersigned, thereto
duly authorized in the City of Bethesda, and State of Maryland, on the 2 day of
March, 1998.
CALVERT SOCIAL INVESTMENT FUND
By: **
_________________________________
Barbara J. Krumsiek
Senior Vice President and Trustee
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933,
this Registration Statement has been signed below by the following
persons in the capacities indicated.
Signature Title Date
__________**____________ President and
D. Wayne Silby Trustee (Principal Executive Officer)
__________**____________ Executive Vice
John G. Guffey, Jr. President and Trustee
__________**_____________ Senior Vice President
Barbara J. Krumsiek and Trustee
________________________ Principal Accounting
Ronald M. Wolfsheimer Officer
__________**____________ Trustee
Rebecca L. Adamson
__________**____________ Trustee
Richard L. Baird, Jr.
_____________________ Trustee
Joy V. Jones
__________**____________ Trustee
Terrence J. Mollner
__________**____________ Trustee
Sydney Amara Morris
__________**____________ Trustee
Charles T. Nason
**By:____________________________
Name: Susan Walker Bender
as Attorney-in-fact
Executed on March 1, 1998,
by Susan Walker Bender on behalf
of those indicated pursuant
to a Power of Attorney,
filed here with.
<PAGE>
EXHIBIT INDEX
Form N-1A
Item No.
Ex-99.1
24(b)(5) Investment Advisory Agreement and Fee Schedule
Ex-99.2
24(b)(5) Subadvisory Agreement with State Street Global Advisor
Ex-99.6 Distribution Agreement
24 (b)(6)
Ex-99.3
24(b)(9A) Calvert Administrative Services Agreement
Ex-23
24(b)(10) Opinion and Consent of Counsel
Ex-99.4
24(b)(15) Rule 12b-1 Distribution Plan for Class A and
24(b)(15)(a) Class A Fee Schedule for the Managed Index Portfolio
24(b)(15)(b) Rule 12b-1 Distribution Plan for Class B and Class C
Ex-99.5
24(b)(18) Rule 18f-3 Plan
Ex-24 Power of Attorney
Exhibit 10
March 3, 1998
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Exhibit 10, Form N-1A
Calvert Social Investment Fund
2-75106 and 811-3334
Ladies and Gentlemen:
As counsel to Calvert Group, Ltd., it is my opinion that the
securities being registered by this Post-effective Amendment No. 26
will be legally issued, fully paid and non-assessable when sold. My
opinion is based on an examination of documents related to Calvert
Social Investment Fund (the "Trust"), including its Declaration of
Trust, its By-laws, other original or Photostat copies of Trust
records, certificates of public officials, documents, papers,
statutes, and authorities as deemed necessary to form the basis of
this opinion.
I, therefore consent to filing this opinion of counsel with
the Securities and Exchange Commission as an Exhibit to the Trust's
Post-Effective Amendment No. 26 to its Registration Statement.
Sincerely,
/s/ Susan Walker Bender
Susan Walker Bender
Associate General Counsel
POWER OF ATTORNEY
I, the undersigned Trustee/Director of Calvert Social Investment Fund
(the "Fund"), hereby constitute Ronald M. Wolfsheimer, William M. Tartikoff,
Susan Walker Bender, Katherine Stoner, Lisa Crossley, and Ivy Wafford Duke my
true and lawful attorneys, with full power to each of them, to sign for me and
in my name in the appropriate capacities, all registration statements and
amendments filed by the Fund with any federal or state agency, and to do all
such things in my name and behalf necessary for registering and maintaining
registration or exemptions from registration of the Fund with any government
agency in any jurisdiction, domestic or foreign.
The same persons are authorized generally to do all such things in my
name and behalf to comply with the provisions of all federal, state and
foreign laws, regulations, and policy pronouncements affecting the Fund,
including, but not limited to, the Securities Act of 1933, the Securities
Exchange Act of 1934, the Investment Company Act of 1940, the Investment
Advisers Act of 1940, and all state laws regulating the securities industry.
The same persons are further authorized to sign my name to any
document needed to maintain the lawful operation of the Fund in connection
with any transaction approved by the Board of Trustee/Directors.
When any of the above-referenced attorneys signs my name to any
document in connection with maintaining the lawful operation of the Fund, the
signing is automatically ratified and confirmed by me by virtue of this Power
of Attorney.
WITNESS my hand on the date set forth below.
December 2, 1997
Date /Signature/
Cathy Mulligan Barbara Krumsiek
Witness Name of Trustee/Director
<PAGE>
POWER OF ATTORNEY
I, the undersigned Trustee/Director of Calvert Social Investment Fund
(the "Fund"), hereby constitute Ronald M. Wolfsheimer, William M. Tartikoff,
Susan Walker Bender, Katherine Stoner, Lisa Crossley, and Ivy Wafford Duke my
true and lawful attorneys, with full power to each of them, to sign for me and
in my name in the appropriate capacities, all registration statements and
amendments filed by the Fund with any federal or state agency, and to do all
such things in my name and behalf necessary for registering and maintaining
registration or exemptions from registration of the Fund with any government
agency in any jurisdiction, domestic or foreign.
The same persons are authorized generally to do all such things in my
name and behalf to comply with the provisions of all federal, state and
foreign laws, regulations, and policy pronouncements affecting the Fund,
including, but not limited to, the Securities Act of 1933, the Securities
Exchange Act of 1934, the Investment Company Act of 1940, the Investment
Advisers Act of 1940, and all state laws regulating the securities industry.
The same persons are further authorized to sign my name to any
document needed to maintain the lawful operation of the Fund in connection
with any transaction approved by the Board of Trustee/Directors.
When any of the above-referenced attorneys signs my name to any
document in connection with maintaining the lawful operation of the Fund, the
signing is automatically ratified and confirmed by me by virtue of this Power
of Attorney.
WITNESS my hand on the date set forth below.
December 6, 1997
Date /Signature/
Ida Maupin Findlay Rebecca L. Adamson
Witness Name of Trustee/Director
<PAGE>
POWER OF ATTORNEY
I, the undersigned Trustee/Director of Calvert Social Investment Fund
(the "Fund"), hereby constitute Ronald M. Wolfsheimer, William M. Tartikoff,
Susan Walker Bender, Katherine Stoner, Lisa Crossley, and Ivy Wafford Duke my
true and lawful attorneys, with full power to each of them, to sign for me and
in my name in the appropriate capacities, all registration statements and
amendments filed by the Fund with any federal or state agency, and to do all
such things in my name and behalf necessary for registering and maintaining
registration or exemptions from registration of the Fund with any government
agency in any jurisdiction, domestic or foreign.
The same persons are authorized generally to do all such things in my
name and behalf to comply with the provisions of all federal, state and
foreign laws, regulations, and policy pronouncements affecting the Fund,
including, but not limited to, the Securities Act of 1933, the Securities
Exchange Act of 1934, the Investment Company Act of 1940, the Investment
Advisers Act of 1940, and all state laws regulating the securities industry.
The same persons are further authorized to sign my name to any
document needed to maintain the lawful operation of the Fund in connection
with any transaction approved by the Board of Trustee/Directors.
When any of the above-referenced attorneys signs my name to any
document in connection with maintaining the lawful operation of the Fund, the
signing is automatically ratified and confirmed by me by virtue of this Power
of Attorney.
WITNESS my hand on the date set forth below.
May 7, 1997
Date /Signature/
Charles T. Nason Richard L. Baird, Jr.
Witness Name of Trustee/Director
<PAGE>
POWER OF ATTORNEY
I, the undersigned Trustee/Director of Calvert Social Investment Fund
(the "Fund"), hereby constitute Ronald M. Wolfsheimer, William M. Tartikoff,
Susan Walker Bender, Katherine Stoner, Lisa Crossley, and Ivy Wafford Duke my
true and lawful attorneys, with full power to each of them, to sign for me and
in my name in the appropriate capacities, all registration statements and
amendments filed by the Fund with any federal or state agency, and to do all
such things in my name and behalf necessary for registering and maintaining
registration or exemptions from registration of the Fund with any government
agency in any jurisdiction, domestic or foreign.
The same persons are authorized generally to do all such things in my
name and behalf to comply with the provisions of all federal, state and
foreign laws, regulations, and policy pronouncements affecting the Fund,
including, but not limited to, the Securities Act of 1933, the Securities
Exchange Act of 1934, the Investment Company Act of 1940, the Investment
Advisers Act of 1940, and all state laws regulating the securities industry.
The same persons are further authorized to sign my name to any
document needed to maintain the lawful operation of the Fund in connection
with any transaction approved by the Board of Trustee/Directors.
When any of the above-referenced attorneys signs my name to any
document in connection with maintaining the lawful operation of the Fund, the
signing is automatically ratified and confirmed by me by virtue of this Power
of Attorney.
WITNESS my hand on the date set forth below.
May 7, 1997
Date /Signature/
M. Charito Kruvant John G. Guffey, Jr.
Witness Name of Trustee/Director
<PAGE>
POWER OF ATTORNEY
I, the undersigned Trustee/Director of Calvert Social Investment Fund
(the "Fund"), hereby constitute Ronald M. Wolfsheimer, William M. Tartikoff,
Susan Walker Bender, Katherine Stoner, Lisa Crossley, and Ivy Wafford Duke my
true and lawful attorneys, with full power to each of them, to sign for me and
in my name in the appropriate capacities, all registration statements and
amendments filed by the Fund with any federal or state agency, and to do all
such things in my name and behalf necessary for registering and maintaining
registration or exemptions from registration of the Fund with any government
agency in any jurisdiction, domestic or foreign.
The same persons are authorized generally to do all such things in my
name and behalf to comply with the provisions of all federal, state and
foreign laws, regulations, and policy pronouncements affecting the Fund,
including, but not limited to, the Securities Act of 1933, the Securities
Exchange Act of 1934, the Investment Company Act of 1940, the Investment
Advisers Act of 1940, and all state laws regulating the securities industry.
The same persons are further authorized to sign my name to any
document needed to maintain the lawful operation of the Fund in connection
with any transaction approved by the Board of Trustee/Directors.
When any of the above-referenced attorneys signs my name to any
document in connection with maintaining the lawful operation of the Fund, the
signing is automatically ratified and confirmed by me by virtue of this Power
of Attorney.
WITNESS my hand on the date set forth below.
November 29, 1997
Date /Signature/
Marybeth Home Terrence J. Mollner
Witness Name of Trustee/Director
<PAGE>
POWER OF ATTORNEY
I, the undersigned Trustee/Director of Calvert Social Investment Fund
(the "Fund"), hereby constitute Ronald M. Wolfsheimer, William M. Tartikoff,
Susan Walker Bender, Katherine Stoner, Lisa Crossley, and Ivy Wafford Duke my
true and lawful attorneys, with full power to each of them, to sign for me and
in my name in the appropriate capacities, all registration statements and
amendments filed by the Fund with any federal or state agency, and to do all
such things in my name and behalf necessary for registering and maintaining
registration or exemptions from registration of the Fund with any government
agency in any jurisdiction, domestic or foreign.
The same persons are authorized generally to do all such things in my
name and behalf to comply with the provisions of all federal, state and
foreign laws, regulations, and policy pronouncements affecting the Fund,
including, but not limited to, the Securities Act of 1933, the Securities
Exchange Act of 1934, the Investment Company Act of 1940, the Investment
Advisers Act of 1940, and all state laws regulating the securities industry.
The same persons are further authorized to sign my name to any
document needed to maintain the lawful operation of the Fund in connection
with any transaction approved by the Board of Trustee/Directors.
When any of the above-referenced attorneys signs my name to any
document in connection with maintaining the lawful operation of the Fund, the
signing is automatically ratified and confirmed by me by virtue of this Power
of Attorney.
WITNESS my hand on the date set forth below.
May 7, 1997
Date /Signature/
Edwidge Saint Felix Sydney Amara Morris
Witness Name of Trustee/Director
<PAGE>
POWER OF ATTORNEY
I, the undersigned Trustee/Director of Calvert Social Investment Fund
(the "Fund"), hereby constitute Ronald M. Wolfsheimer, William M. Tartikoff,
Susan Walker Bender, Katherine Stoner, Lisa Crossley, and Ivy Wafford Duke my
true and lawful attorneys, with full power to each of them, to sign for me and
in my name in the appropriate capacities, all registration statements and
amendments filed by the Fund with any federal or state agency, and to do all
such things in my name and behalf necessary for registering and maintaining
registration or exemptions from registration of the Fund with any government
agency in any jurisdiction, domestic or foreign.
The same persons are authorized generally to do all such things in my
name and behalf to comply with the provisions of all federal, state and
foreign laws, regulations, and policy pronouncements affecting the Fund,
including, but not limited to, the Securities Act of 1933, the Securities
Exchange Act of 1934, the Investment Company Act of 1940, the Investment
Advisers Act of 1940, and all state laws regulating the securities industry.
The same persons are further authorized to sign my name to any
document needed to maintain the lawful operation of the Fund in connection
with any transaction approved by the Board of Trustee/Directors.
When any of the above-referenced attorneys signs my name to any
document in connection with maintaining the lawful operation of the Fund, the
signing is automatically ratified and confirmed by me by virtue of this Power
of Attorney.
WITNESS my hand on the date set forth below.
December 2, 1997
Date /Signature/
Freda S. Amar Charles T. Nason
Witness Name of Trustee/Director
<PAGE>
POWER OF ATTORNEY
I, the undersigned Trustee/Director of Calvert Social Investment Fund
(the "Fund"), hereby constitute Ronald M. Wolfsheimer, William M. Tartikoff,
Susan Walker Bender, Katherine Stoner, Lisa Crossley, and Ivy Wafford Duke my
true and lawful attorneys, with full power to each of them, to sign for me and
in my name in the appropriate capacities, all registration statements and
amendments filed by the Fund with any federal or state agency, and to do all
such things in my name and behalf necessary for registering and maintaining
registration or exemptions from registration of the Fund with any government
agency in any jurisdiction, domestic or foreign.
The same persons are authorized generally to do all such things in my
name and behalf to comply with the provisions of all federal, state and
foreign laws, regulations, and policy pronouncements affecting the Fund,
including, but not limited to, the Securities Act of 1933, the Securities
Exchange Act of 1934, the Investment Company Act of 1940, the Investment
Advisers Act of 1940, and all state laws regulating the securities industry.
The same persons are further authorized to sign my name to any
document needed to maintain the lawful operation of the Fund in connection
with any transaction approved by the Board of Trustee/Directors.
When any of the above-referenced attorneys signs my name to any
document in connection with maintaining the lawful operation of the Fund, the
signing is automatically ratified and confirmed by me by virtue of this Power
of Attorney.
WITNESS my hand on the date set forth below.
December 8, 1997
Date /Signature/
Katherine Stoner D. Wayne Silby
Witness Name of Trustee/Director
<PAGE>
POWER OF ATTORNEY
I, the undersigned officer of Calvert Social Investment Fund, Calvert
World Values Fund, Acacia Capital Corporation, Calvert New World Fund, First
Variable Rate Fund, Calvert Tax-Free Reserves, Calvert Cash Reserves, The
Calvert Fund and Calvert Municipal Fund (each, respectively, the "Fund"),
hereby constitute William M. Tartikoff, Susan Walker Bender, Katherine Stoner,
Lisa Crossley, and Ivy Wafford Duke my true and lawful attorneys, with full
power to each of them, to sign for me and in my name in the appropriate
capacities, all registration statements and amendments filed by the Fund with
any federal or state agency, and to do all such things in my name and behalf
necessary for registering and maintaining registration or exemptions from
registration of the Fund with any government agency in any jurisdiction,
domestic or foreign.
The same persons are authorized generally to do all such things in my
name and behalf to comply with the provisions of all federal, state and
foreign laws, regulations, and policy pronouncements affecting the Fund,
including, but not limited to, the Securities Act of 1933, the Securities
Exchange Act of 1934, the Investment Company Act of 1940, the Investment
Advisers Act of 1940, and all state laws regulating the securities industry.
The same persons are further authorized to sign my name to any
document needed to maintain the lawful operation of the Fund in connection
with any transaction approved by the Board of Trustee/Directors.
When any of the above-referenced attorneys signs my name to any
document in connection with maintaining the lawful operation of the Fund, the
signing is automatically ratified and confirmed by me by virtue of this Power
of Attorney.
WITNESS my hand on the date set forth below.
December 16, 1997
Date /Signature/
William M. Tartikoff Ronald M. Wolfsheimer
Witness Name of Officer
INVESTMENT ADVISORY AGREEMENT
INVESTMENT ADVISORY AGREEMENT, made this 24 day of February 1998, by
and between CALVERT ASSET MANAGEMENT COMPANY, INC., a Delaware corporation
having its principal place of business in Bethesda, Maryland (the "Advisor"),
and CALVERT SOCIAL INVESTMENT FUND, a Massachusetts business trust created
pursuant to a Declaration of Trust filed with the Secretary of State of the
Commonwealth of Massachusetts (the "Trust").
WHEREAS, the Trust is registered as an open-end investment company
under the Investment Company Act of 1940, as amended (the "1940 Act"), for the
purpose of investing and reinvesting its assets in securities, as set forth in
its Declaration of Trust, its By-laws and its registration statements under
the 1940 Act and the Securities Act of 1933 as amended (the "1933 Act"), the
Trust has registered separate series of shares of beneficial interest for sale
to the public; and the Trust desires to avail itself of the services,
information, advice, assistance and facilities of an investment advisor and to
have an investment advisor perform for it various investment advisory and
research services, and other management services; and
WHEREAS, the Advisor is an investment advisor registered under the
Investment Advisers Act of 1940, as amended, and is engaged in the business of
rendering management and investment advisory services to investment companies
and desires to provide such services to the Trust;
NOW, THEREFORE in consideration of the terms and conditions
hereinafter set forth, it is agreed as follows:
1. Employment of the Advisor. The Trust hereby employs the
Advisor to manage the investment and reinvestment of the assets of those
separate series of the Trust specified in one or more Schedules attached
hereto and made a part of this Agreement (each a "Fund"), subject to the
control and direction of the Trust's Board of Trustees, for the period and on
the terms hereinafter set forth. The Advisor hereby accepts such employment
and agrees during such period to render the services and to assume the
obligations herein set forth for the compensation herein provided. The
Advisor shall for all purposes herein be deemed to be an independent
contractor and shall, except as expressly provided or authorized (whether
herein or otherwise), have no authority to act for or represent the Trust in
any way or otherwise be deemed an agent of the Trust.
2. Obligations of and Services to be Provided by the Advisor.
The Advisor undertakes to provide the following services and to assume the
following obligations:
a. The Advisor shall manage the investment and
reinvestment of each Fund's assets, subject to and
in accordance with the investment objectives and
policies of the Fund, and the social investment
criteria, as stated in the then current prospectus
and statement of additional information for the Fund
and any directions which the Trust's Board of
Trustees may issue from time to time. In pursuance
of the foregoing, the Advisor shall make all
determinations with respect to the investment of
each Fund's assets and the purchase and sale of
portfolio securities and shall take such steps as
may be necessary to implement the same. Such
determination and services shall also include
determining the manner in which voting rights,
rights to consent to corporate action, any other
rights pertaining to a Fund's portfolio securities
shall be exercised. The Advisor shall render
regular reports to the Trust's Board of Trustees
concerning each Fund's investment activities.
b. The Advisor shall, in the name of the Trust on
behalf of each Fund, place orders for the execution
of the Fund's portfolio transactions in accordance
with the policies with respect thereto set forth in
the Trust's registration statement under the 1940
Act and the 1933 Act, as applicable to the Fund as
such registration statement may be amended from time
to time. In connection with the placement of orders
for the execution of each Fund's portfolio
transactions, the Advisor shall create and maintain
all necessary brokerage records of the Fund in
accordance with all applicable laws, rules and
regulations, including but not limited to records
required by Section 31(a) of the 1940 Act. All
records shall be the property of the Trust and shall
be available for inspection and use by the
Securities and Exchange Commission (the "SEC"), the
Trust or any person retained by the Trust. Where
applicable, such records shall be maintained by the
Advisor for the periods and the places required by
Rule 31a-2 under the 1940 Act.
c. The Advisor shall bear its expenses of providing
services to the Trust and each Fund pursuant to this
Agreement except such expenses as are undertaken by
the Trust or the Fund. In addition, the Advisor
shall pay the salaries and fees of all Trustees, and
executive officers who are employees of the Advisor
or its affiliates ("Advisor Employees").
d. In providing the services and assuming the obligations
set forth herein, the Advisor may, at its expense,
employ one or more Subadvisors. References herein to the
Advisor shall include any Subadvisor employed by the
Advisor. Any agreement between the Advisor and a
Subadvisor shall be subject to the Renewal, Termination
and Amendment provisions of paragraph 10 hereof.
e. The Advisor is responsible for screening investments to
determine that they meet the Fund's social investment
criteria, as may be amended from time to time by the
Trustees.
3. Expenses of Each Fund. Each Fund shall pay all expenses
other than those expressly assumed by the Advisor. Expenses payable by the
Fund shall include, but are not limited to:
a. Fees to the Advisor as provided herein:
b. Legal and audit expenses;
c. Fees and expenses related to the registration and
qualification of the Fund and its shares for
distribution under federal and state securities
laws;
d. Expenses of the administrative service agent,
transfer agent, registrar, custodian, dividend
disbursing agent and shareholder servicing agent;
e. Salaries, fees and expenses of Trustees and
executive officers of the Trust, other than Advisor
Employees;
f. Taxes and corporate fees levied against the Fund;
g. Brokerage commissions and other expenses associated
with the purchase and sale of portfolio securities
for the Fund;
h. Expenses, including interest, of borrowing money;
i. Expenses incidental to meetings of the Fund's
shareholders and the Fund's allocable portion of
the expenses incidental to the maintenance of the
Trust's organizational existence;
j. Expenses of printing stock certificates
representing shares of the Fund and expenses of
preparing, printing and mailing notices, proxy
material, reports to regulatory bodies and reports
to shareholders of the Fund;
k. Expenses of preparing and typesetting of
prospectuses of the Fund;
l. Expenses of printing and distributing prospectuses
to shareholders of the Fund;
m. The Fund's allocable portion of association
membership dues of the Trust;
n. Insurance premiums for fidelity and other coverage;
and
o. Distribution Plan expenses, as permitted by Rule
12b-1 under the 1940 Act and as authorized by the
Trustees.
4. Compensation of Advisor
a. As compensation for the services rendered and
obligations assumed hereunder by the Advisor, the
Trust, on behalf of each Fund, shall pay to the
Advisor advisory fees as specified in one or more
Schedules attached hereto and made part of this
Agreement. Such fees shall be payable within ten
(10) days after the last day of each calendar
month. Upon termination of this Agreement before
the end of any calendar month, the fee for such
period shall be prorated in the manner set forth in
one or more attached Schedules. The Schedules may
be amended from time to time, provided that
amendments thereto are made in conformity with
applicable laws and regulations and the
Declaration of Trust and By-laws of the Trust. Any
amendment to a Schedule pertaining to any new or
existing Fund shall not be deemed to affect the
interest of any other Fund and shall not require
the approval of the shareholders of any other Fund.
b. The Advisor reserves the right (i) to waive all or
part of its fee and assume expenses of the Fund
and (ii) to make payments to brokers and dealers in
consideration of their promotional or
administrative services.
5. Activities of the Advisor. The services of the Advisor to
the Trust and each Fund hereunder are not to be deemed exclusive, and the
Advisor shall be free to render similar services to others. It is understood
that Trustees and officers of the Trust are or may become interested in the
Advisor as stockholders, officers, or otherwise , and that stockholders and
officers of the Advisor are or may become similarly interested in the Trust,
and that the Advisor may become interested in the Trust as shareholder or
otherwise.
6. Use of Names. The Trust or any Fund shall not use the name
of the Advisor in any prospectus, sales literature or other material relating
to the Trust in any manner not approved prior thereto by the Advisor;
provided, however, that the Advisor shall approve all uses of its name which
merely refer in accurate terms to its appointment hereunder or which are
required by the SEC or a State Securities Commission; and, provided, further,
that in no event shall such approval be unreasonably withheld. The Advisor
shall not use the name of the Trust or any Fund in any material relating to
the Advisor in any manner not approved prior thereto by the Trust; provided,
however, that the Trust shall approve all uses of its name which merely refer
in accurate terms to the appointment of the Advisor hereunder or which are
required by the SEC or a State Securities Commission; and, provide, further,
that in no event shall such approval be unreasonably withheld.
The Trustees of the Trust acknowledge that, in consideration of the
Advisor's assumption of certain expenses of formation of the Trust, the
Advisor has reserved for itself the rights to the name "Calvert Social
Investment Fund" (or any similar name) and that use by the Trust of such name
shall continue only with the continuing consent of the Advisor, which consent
may be withdrawn at any time, effective immediately, upon written notice
thereof to the Trust.
7. Liability of the Advisor. Absent willful misfeasance, bad
faith, gross negligence, or reckless disregard of obligations or duties
hereunder on the part of the Advisor, the Advisor shall not be subject to
liability to the Trust or to any shareholder of the Trust for any act or
omission in the course of, or connected with, rendering services hereunder or
for any losses that may be sustained in the purchase, holding or sale of any
security.
8. Limitation of Trust's Liability. The Advisor acknowledges
that it has received notice of and accepts the limitations upon the Trust's
liability set forth in Article XI of its Declaration of Trust. The Advisor
agrees that the Trust's obligations hereunder in any case shall be limited to
the Trust and to its assets and that the Advisor shall not seek satisfaction
of any such obligation from the shareholders of the Trust nor from any
Trustees, officer, employee or agent of the Trust.
9. Force Majeure. The Advisor shall not be liable for delays
or errors occurring by reason of circumstances beyond its control, including
but not limited to acts of civil or military authority, national emergencies,
work stoppages, fire, flood, catastrophe, acts of God, insurrection, war,
riot, or failure of communication or power supply. In the event of equipment
breakdowns beyond its control, the Advisor shall take reasonable steps to
minimize service interruptions but shall have no liability with respect
thereto.
10. Renewal, Termination and Amendment. This Agreement shall
continue in effect with respect to each Fund, unless sooner terminated as
hereinafter provided for two years from the effective date as to that Fund,
and indefinitely thereafter if its continuance after such one year period
shall be specifically approved at least annually by vote of the holders of a
majority of the outstanding voting securities of the Fund or by vote of a
majority of the Trust's Board of Trustees; and further provided that such
continuance is also approved annually by the vote of a majority of the
Trustees who are not parties to this Agreement or interested persons of the
Advisor, cast in person at a meeting called for the purpose of voting on such
approval. This Agreement may be terminated at any time with respect to a
Fund, without payment of any penalty, by the Trust's Board of Trustees or by
vote of the majority of the outstanding voting securities of the Fund upon 60
days' prior written notice to the Advisor and by the Advisor upon 60 days'
prior written notice to the Trust. This Agreement may be amended with respect
to a Fund at any time by the parties, subject to approval by the Trust's Board
of Trustees and, if required by applicable SEC rules and regulations, a vote
of a majority of the Fund's outstanding voting securities. This Agreement
shall terminate automatically in the event of its assignment. The terms
"assignment", "interested person", and "vote of a majority of the outstanding
voting securities" shall have the meaning set forth for such terms in the 1940
Act.
11. Severability. If any provision of this Agreement shall be
held or made invalid by a court decision, statute, rule or otherwise, the
remainder of this Agreement shall not be affected thereby.
12. Miscellaneous. Each party agrees to perform such further
actions and execute such further documents as are necessary to effectuate the
purposes hereof. This Agreement shall be construed and enforced in accordance
with and governed by the laws of the State of Maryland. The captions in this
Agreement are included for convenience only and in no way define or delimit
any of the provisions hereof or otherwise affect their construction or effect.
IN WITNESS WHEREOF, the parties have duly executed this Agreement as
of the date first written above.
CALVERT SOCIAL INVESTMENT FUND
By:
CALVERT ASSET MANAGEMENT COMPANY, INC.
By:
<PAGE>
Schedule dated February 24, 1998 to the
Investment Advisory Agreement
between
Calvert Asset Management Company, Inc.
and
Calvert Social Investment Fund
Managed Index Portfolio
1. Compensation. As compensation pursuant to Section 4 of the Investment
Advisory Agreement between Calvert Asset Management Company, Inc. ("Advisor")
and Calvert Social Investment Fund ("Trust") dated February 24, 1998, with
respect to the above-referenced Portfolio of the Trust ("Fund"), the Advisor is
entitled to receive from the Fund an advisory fee ("Fee").
The annual Fee shall be computed daily and payable monthly, at an annual
rate of
0.60% of the first $500 million of average daily net assets of the Fund, and
0.55% of any such assets over $500 million.
2. Recapture of Waived Fees and Reimbursed Expenses. a. The Advisor may,
but is not required by this Agreement, to waive current payment of its fees, or
to reimburse expenses of the Fund. Any fees the current payment of which is
waived by the Advisor and any expenses paid on behalf of or reimbursed to the
Portfolio by the Advisor through February 29, 2000, may be recaptured by the
Advisor from the Portfolio during the two years beginning March 1, 2000, and
ending February 28, 2002. Such recapture shall only be made to the extent that
it does not result in the Portfolio's Class A aggregate expenses exceeding on an
annual basis 2.00% of Class A average daily net assets, and 3.25%, 3.25% and
1.25%, respectively for Class B, Class C and Class I.
b. The Advisor may voluntarily make additional fee waivers or expense
reimbursements with respect to the Portfolio from March 1, 2000 through February
28, 2002, ("Additional Period"); provided, however, that (a) any fees the
current payment of which is waived by the Advisor and any expenses paid on
behalf of or reimbursed to the Portfolio by the Advisor during the Additional
Period may be recaptured by the Advisor from the Portfolio during the two years
beginning March 1, 2002 and ending February 29, 2004 and (b) such recapture
shall only be made to the extent that it does not result in the Portfolio's
Class A aggregate expenses exceeding on an annual basis 2.00% of Class A average
daily net assets, and 3.25%, 3.25% and 1.25%, respectively for Class B, Class C
and Class I.
INVESTMENT SUBADVISORY AGREEMENT
INVESTMENT SUBADVISORY AGREEMENT, effective February 24, 1998, by and
between Calvert Asset Management Company, Inc., a Delaware corporation
registered as an investment Advisor under the Investment Advisors Act of 1940
(the "Advisor"), and State Street Bank and Trust Company, a Massachusetts
corporation (the "Subadvisor").
WHEREAS, the Advisor is the investment advisor to the Calvert Social
Investment Fund (the "Trust"), an open-end, diversified management investment
company registered under the Investment Company Act of 1940, as amended (the
"1940 Act"); and
WHEREAS, the Advisor desires to retain the Subadvisor to furnish it
with certain investment advisory services in connection with the Advisor's
investment advisory activities on behalf of the Trust and any series of the
Trust, for which Schedules are attached hereto (each such series referred to
individually as the "Fund").
NOW, THEREFORE, in consideration of the terms and conditions
hereinafter set forth, it is hereby agreed as follows:
1. Services to be Rendered by the Subadvisor to the Fund.
(a) Investment Program. Subject to the control of the
Trust's Board of Trustees and the Advisor, the Subadvisor at its
expense continuously will furnish to the Fund an investment program
for such portion, if any, of Fund assets designated by the Advisor
from time to time. With respect to such assets, the Subadvisor will
make investment decisions, subject to Section 1(g) of this Agreement,
and will place all orders for the purchase and sale of portfolio
securities. The Subadvisor is deemed to be an independent contractor
and, except as expressly provided or authorized by this Agreement,
has no authority to act for or represent the Trust or the Advisor in
any way or otherwise be deemed an agent of the Trust or the Advisor.
In the performance of its duties, the Subadvisor will act in the best
interests of the Fund and will comply with (i) applicable laws and
regulations, including, but not limited to, the 1940 Act and
Subchapter M of the Internal Revenue Code of 1986, as amended, (ii)
the terms of this Agreement, (iii) the Trust 's Declaration of Trust,
Bylaws and Registration Statement as from time to time amended, (iv)
relevant undertakings provided to State securities regulators, (v)
the stated investment objective, policies and restrictions of the
Fund, and (vi) such other guidelines as the Board of Trustees or
Advisor may establish. The Advisor is responsible for providing the
Subadvisor with current copies of the materials specified in
Subsections (a)(iii), (iv), (v) and (vi) of this Section 1.
(b) Availability of Personnel.The Subadvisor at its
expense will make available to the Trustees and Advisor at reasonable
times its portfolio managers and other appropriate personnel, either
in person or, at the mutual convenience of the Advisor and the
Subadvisor, by telephone, in order to review the Fund's investment
policies and to consult with the Trustees and Advisor regarding the
Fund's investment affairs, including economic, statistical and
investment matters relevant to the Subadvisor's duties hereunder, and
will provide periodic reports to the Advisor relating to the
investment strategies it employs.
(c) Expenses, Salaries and Facilities. The Subadvisor
will pay all expenses incurred by it in connection with its
activities under this Agreement (other than the cost of securities
and other investments, including any brokerage commissions and all
taxes, including any interest and penalties with respect thereto)
including, but not limited to, all salaries of personnel and
facilities required for it to execute its duties under this Agreement.
(d) Compliance Reports. The Subadvisor at its expense
will provide the Advisor with such compliance reports relating to its
duties under this Agreement as may be agreed on by such parties from
time to time.
(e) Valuation. The Subadvisor will assist the Fund and
its agents in determining whether prices obtained for valuation
purposes accurately reflect market price information relating to the
assets of the Fund for which the Subadvisor has responsibility on a
daily basis (unless otherwise agreed on by the parties hereto) and at
such other times as the Advisor shall reasonably request.
(f) Executing Portfolio Transactions.
(i) Brokerage. In selecting brokers and dealers to
execute purchases and sales of investments for the
Fund, the Subadvisor will use its best efforts to
obtain the most favorable price and execution
available in accordance with this paragraph. The
Subadvisor agrees to provide the Advisor and the
Fund with copies of its policy with respect to
allocation of brokerage on trades for the Fund.
Subject to review by the Trustees of appropriate
policies and procedures, the Subadvisor may cause
the Fund to pay a broker a commission for effecting
a portfolio transaction, in excess of the
commission another broker would have charged for
effecting the same transaction. If the first
broker provided brokerage and/or research services,
including statistical data, to the Subadvisor, the
Subadvisor shall not be deemed to have acted
unlawfully, or to have breached any duty created by
this Agreement, or otherwise, solely by reason of
acting according to such authorization.
(ii) Aggregate Transactions. In executing
portfolio transactions for the Fund, the Subadvisor
may, but will not be obligated to, aggregate the
securities to be sold or purchased with those of
its other clients where such aggregation is not
inconsistent with the policies of the Fund, to the
extent permitted by applicable laws and
regulations. If the Subadvisor chooses to
aggregate sales or purchases, it will allocate the
securities as well as the expenses incurred in the
transaction in the manner it considers to be the
most equitable and consistent with its fiduciary
obligations to the Fund and its other clients
involved in the transaction..
(iii) Directed Brokerage. The Advisor may
direct the Subadvisor to use a particular broker or
dealer for one or more trades if, in the sole
opinion of the Advisor, it is in the best interest
of the Fund to do so.
(iv) Brokerage Accounts. The Advisor
authorizes and empowers the Subadvisor to direct
the Fund's custodian to open and maintain brokerage
accounts for securities and other property,
including financial and commodity futures and
commodities and options thereon (all such accounts
hereinafter called "brokerage accounts") for and in
the name of the Fund and to execute for the Fund as
its agent and attorney-in-fact standard customer
agreements with such broker or brokers as the
Subadvisor shall select as provided above. The
Subadvisor may, using such of the securities and
other property in the Fund as the Subadvisor deems
necessary or desirable, direct the Fund's custodian
to deposit for the Fund original and maintenance
brokerage and margin deposits and otherwise direct
payments of cash, cash equivalents and securities
and other property into such brokerage accounts and
to such brokers as the Subadvisor deems desirable
or appropriate.
(g) Social Screening. The Advisor is responsible for
screening those investments of the Fund subject to social screening
("Securities") to determine that the Securities investments meet the
Fund's social investment criteria, as may be amended from time to
time by the Trustees and for notifying the Subadvisor of its
determination. The Subadvisor will buy only those Securities
permitted by the Fund's investment program which the Advisor
determines pass the Fund's social screens and of which the Advisor
has notified the Subadvisor. In the event that the Advisor notifies
the Subadvisor that a security already in the Fund's portfolio no
longer passes the Fund's social screen, the Advisor shall instruct
the Subadvisor whether the Subadvisor should dispose of the security
immediately or at such time as the Subadvisor believes would be least
detrimental to the Fund. To the extent instructed by the Advisor,
the Subadvisor shall have no liability for the disposition of any
securities under this paragraph. With respect to this paragraph, the
form of notification shall be mutually agreed upon by the parties.
(h) Voting Proxies. The Subadvisor agrees to take
appropriate action (which includes voting) on all proxies for the
Fund's portfolio investments in a timely manner in accordance with the
Advisor's Proxy Voting Guidelines, a copy of which has been provided
to the Subadvisor.
(i) Furnishing Information for the Fund's Proxies and
Other Required Mailings. The Subadvisor agrees to provide the
Advisor in a timely manner with all information necessary, including
information concerning the Subadvisor's controlling persons, for
preparation of the Fund's proxy statements or other required
mailings, as may be needed from time to time.
2. Books and Records.
(a) In connection with the purchase and sale of the
Fund's portfolio securities, the Subadvisor shall arrange for the
transmission to the Fund's custodian, and/or the Advisor on a daily
basis, of such confirmations, trade tickets or other documentation as
may be necessary to enable the Advisor to perform its accounting and
administrative responsibilities with respect to the management of the
Fund.
(b) Pursuant to Rule 31a-3 under the 1940 Act, Rule
204-2 under the Investment Advisors Act of 1940, and any other
applicable laws, rules or regulations regarding recordkeeping, the
Subadvisor agrees that: (i) all records it maintains for the Fund
are the property of the Fund; (ii) it will surrender promptly to the
Fund or Advisor any such records upon the Fund's or Advisor's
request; (iii) it will maintain for the Fund the records that the
Fund is required to maintain under Rule 31a-1(b) or any other
applicable rule insofar as such records relate to the investment
affairs of the Fund for which the Subadvisor has responsibility under
this Agreement; and (iv) it will preserve for the periods prescribed
by Rule 31a-2 under the 1940 Act the records it maintains for the
Fund.
(c) The Subadvisor represents that it has adopted and
will maintain at all times a suitable Code of Ethics that covers its
activities with respect to its services to the Fund.
(d) The Subadvisor shall supply to the Trust's Board of
Trustees its policies on "soft dollars," trade allocations and
brokerage allocation procedures. The Subadvisor shall maintain
appropriate fidelity bond and errors and omission insurance policies.
3. Exclusivity. Each party and its affiliates may have
advisory, management service or other agreements with other organizations and
persons, and may have other interests and businesses; provided, however, that
during the term of the Agreement, the Subadvisor will not provide investment
advisory services ("Services") to any other investment company offered to the
public and registered under the 1940 Act which is "socially screened" and has
an investment objective, a Matrix and/or quantitative strategy and the same
asset class (large cap U.S. equity) as the Fund except to the extent that, as
of January 1, 1998 the Subadvisor has entered into a written agreement(s) to
provide such Services or to the extent mutually agreed upon in writing between
the parties.
4. Compensation. The Advisor will pay to the Subadvisor as
compensation for the Subadvisor's services rendered pursuant to this Agreement
an annual Subadvisory fee as specified in one or more Schedules attached
hereto and made part of this Agreement. Such fees shall be paid by the
Advisor (and not by the Fund). Such fees shall be payable for each month
within 15 business days after the end of such month. If the Subadvisor shall
serve for less than the whole of a month, the compensation as specified shall
be prorated based on the portion of the month for which services were
provided. The Schedules may be amended from time to time, in writing agreed to
by the Advisor and the Subadvisor, provided that amendments are made in
conformity with applicable laws and regulations and the Declaration of Trust
and Bylaws of the Trust. Any change in the Schedule pertaining to any new or
existing series of the Trust shall not be deemed to affect the interest of any
other series of the Trust and shall not require the approval of shareholders
of any other series of the Trust.
5. Assignment and Amendment of Agreement. This Agreement
automatically shall terminate without the payment of any penalty in the event
of its assignment (as defined under the 1940 Act) or if the Investment
Advisory Agreement between the Advisor and the Trust relating to the Fund shall
terminate for any reason. This Agreement constitutes the entire agreement
between the parties, and may not be amended except in a writing signed by both
parties. This Agreement shall not be materially amended unless, if required
by Securities and Exchange Commission rules and regulations, such amendment is
approved by the affirmative vote of a majority of the outstanding shares of
the Fund, and by the vote, cast in person at a meeting called for the purpose
of voting on such approval, of a majority of the Trustees of the Trust who are
not interested persons of the Trust, the Advisor or the Subadvisor.
6. Duration and Termination of the Agreement. This Agreement
shall become effective upon its execution; provided, however, that this
Agreement shall not become effective with respect to any Fund now existing or
hereafter created unless it has first been approved (a) by a vote of the
majority of those Trustees of the Trust who are not parties to this Agreement
or interested persons of such party, cast in person at a meeting called for
the purpose of voting on such approval, and (b) by a vote of a majority of
that Fund's outstanding voting securities. This Agreement shall remain in
full force and effect with respect to a Fund continuously thereafter (unless
terminated automatically as set forth in Section 5.) except as follows:
(a) The Trust may at any time terminate this Agreement
without penalty with respect to any or all Funds by providing not
less than 60 days written notice delivered or mailed by registered
mail, postage prepaid, to the Advisor and the Subadvisor. Such
termination can be authorized by the affirmative vote of a majority
of the (i) Trustees of the Trust or (ii) outstanding voting
securities of the applicable Fund.
(b) This Agreement will terminate automatically with
respect to a Fund unless, within two years of the effective date of
that Fund, and at least annually thereafter, the continuance of the
Agreement is specifically approved by (i) the Trustees of the Trust
or the shareholders of such Fund by the affirmative vote of a
majority of the outstanding shares of such Fund, and (ii) a majority
of the Trustees of the Trust who are not interested persons of the
Trust, Advisor or Subadvisor, by vote cast in person at a meeting
called for the purpose of voting on such approval. If the
continuance of this Agreement is submitted to the shareholders of any
Fund for their approval and such shareholders fail to approve such
continuance as provided herein, the Subadvisor may continue to serve
hereunder in a manner consistent with the 1940 Act and the rules and
regulations thereunder.
(c) The Advisor may at any time terminate this
Agreement with respect to any or all Funds by not less than 60 days
written notice delivered or mailed by registered mail, postage
prepaid, to the Subadvisor, and the Subadvisor may at any time
terminate this Agreement with respect to any or all Funds by not less
than 90 days written notice delivered or mailed by registered mail,
postage prepaid, to the Advisor, unless otherwise mutually agreed in
writing.
(d) The Advisor may terminate this Agreement with
respect to any or all Funds immediately by written notice if the
Confidentiality and Non-Use Agreement referred to in Section 11 of
this Agreement is, in the sole opinion of the Advisor, violated.
Upon termination of this Agreement with respect to any Fund, the
duties of the Advisor delegated to the Subadvisor under this Agreement with
respect to such Fund automatically shall revert to the Advisor.
7. Notification to the Advisor. The Subadvisor promptly shall
notify the Advisor in writing of the occurrence of any of the following events:
(a) the Subadvisor shall fail to qualify as a "bank" under
the Investment Advisors Act of 1940, as amended;
(b) the Subadvisor shall have been served or otherwise have
notice of any action, suit, proceeding, inquiry or investigation, at
law or in equity, before or by any court, public board or body,
directly involving the affairs of the Fund;
(c) a material violation of the Subadvisor's Code of Ethics
is discovered and, again, when action has been taken to rectify such
violations; or
(d) any other event, including but not limited to, a change
in executive personnel or the addition or loss of major clients of
the Subadvisor that might affect the ability of the Subadvisor to
provide the Services provided for under this Agreement.
8. Definitions. For the purposes of this Agreement, the terms
"vote of a majority of the outstanding Shares," "affiliated person," "control,"
"interested person" and "assignment" shall have their respective meanings as
defined in the 1940 Act and the rules and regulations thereunder subject,
however, to such exemptions as may be granted by the Securities and Exchange
Commission under said Act; and the term "specifically approve at least
annually" shall be construed in a manner consistent with the 1940 Act and the
rules and regulations thereunder.
9. Indemnification. The Subadvisor shall indemnify and hold
harmless the Advisor, the Trust and their respective trustees, directors,
officers and shareholders from any and all claims, losses, expenses,
obligations and liabilities (including reasonable attorneys fees) arising or
resulting from the Subadvisor's willful misfeasance, bad faith, gross
negligence or reckless disregard of its duties hereunder.
The Advisor shall indemnify and hold harmless the Subadvisor, the
Trust and their respective Trustees, directors, officers, employees and agents
and shareholders from any and all claims, losses, expenses, obligations and
liabilities (including reasonable attorneys fees) arising or resulting from
the Advisor's willful misfeasance, bad faith, gross negligence or reckless
disregard of its duties hereunder or under its Investment Advisory Agreement
with the Trust.
10. Applicable Law and Jurisdiction. This Agreement shall be
governed by Maryland law, and any dispute arising from this Agreement or the
services rendered hereunder shall be resolved through legal proceedings,
whether state, federal, or otherwise, conducted in the state of Maryland or in
such other manner or jurisdiction as shall be mutually agreed upon by the
parties hereto.
11. Confidentiality. This Agreement is not binding on the
Advisor unless the Subadvisor has signed and is subject to a confidentiality
and non-use agreement ("Non-Use Agreement") not materially different than the
one attached hereto as Exhibit 1. For a period of two (2) years from the date
of termination of this Agreement, the Subadvisor shall not attempt to develop,
market or sell any product which uses or employs any Confidential Information,
as that term is defined in the Non-Use Agreement.
12. Miscellaneous. Notices of any kind to be given to a party
hereunder shall be in writing and shall be duly given if mailed, delivered or
communicated by answer back facsimile transmission to such party at the
address set forth below, attention President, or at such other address or to
such other person as a party may from time to time specify.
Subadvisor agrees that for a period of two (2) years from the date of
termination of this Agreement, it shall not directly or indirectly, hire,
employ or engage, or attempt to hire, employ or engage any employee of the
Advisor or any affiliate thereof without the prior written permission of the
Advisor.
Each party agrees to perform such further acts and execute such
further documents as are necessary to effectuate the purposes hereof. The
captions in this Agreement are included for convenience only and in no way
define or delimit any of the provisions hereof or otherwise affect their
construction or effect.
Each party represents and warrants that it has all requisite
authority to enter into and carry out its responsibilities under this
Agreement.
IN WITNESS WHEREOF, each of the parties has caused this instrument to
be signed in duplicate on its behalf by its duly authorized representative,
all as of the day and year first written above.
Witness: Calvert Asset Management Company, Inc.
4550 Montgomery Avenue, Suite 1000N
Bethesda, Maryland 20814
By:__________________ By:______________________________
Witness: State Street Bank and Trust Company
Two International Place
Boston, Massachusetts 02110
Attn.: Compliance Officer
By:__________________ By:_______________________________
<PAGE>
Fee Schedule to the Investment Subadvisory Agreement
between Calvert Asset Management Company, Inc.
and State Street Bank and Trust
As compensation pursuant to Section 4 of the Investment Subadvisory
Agreement between Calvert Asset Management Company, Inc. (the "Advisor") and
State Street Bank and Trust (the "Subadvisor"), the Advisor shall pay the
Subadvisor an annual Subadvisory fee computed daily and payable monthly, at an
annual rate equal to the greater of: (a) 0.35% of the first $100 million of
average daily net assets of Calvert Social Investment Fund, Managed Index
Portfolio ("MIP") and 0.25% on the average daily net assets of MIP in excess of
$100 million or (b) $150,000 annually ("Minimum"). Compensation shall commence
on the first day Subadvisor provides active investment Subadvisory services for
MIP (Compensation Date). The Minimum shall not apply to any annual period if
gross sales during such annual period are $55,000,000.00 or more. Annual
periods shall start on the Compensation Date and each anniversary thereof.
ADMINISTRATIVE SERVICES AGREEMENT
ADMINISTRATIVE SERVICES AGREEMENT, made this 24th day of February
1998, by and between CALVERT ADMINISTRATIVE SERVICES COMPANY, a Delaware
corporation having its principal place of business in Bethesda, Maryland
("CASC"), and CALVERT SOCIAL INVESTMENT FUND, a Massachusetts business trust
(the "Fund").
The parties to this Agreement, intending to be legally bound, agree
with each other as follows:
1. Provision of Services. CASC hereby undertakes to provide
each portfolio of the Fund set forth on the attached Schedule ("Portfolio")
with certain administrative services that will be required in the conduct of
business. Such services will include maintaining the Fund's organizational
existence, preparing the Portfolio's prospectuses, notices, proxy materials,
reports to regulatory bodies and reports to shareholders of the Portfolios,
determining the amount of periodic distributions per share, keeping certain
books and records, and such other incidental administrative services as are
necessary to the conduct of the Portfolio's affairs. Additionally, CASC will
provide oversight and compliance with respect to publications (such as
newsletters, prospectuses, shareholder reports, internet and website
materials), shareholder complaints, governmental inquiries, subpoenas, levies,
judicial proceedings, review of sales literature (in addition to the
above-referenced publications), federal and state registration requirements,
draft writing (if applicable) and check depositing procedures, Automatic
Clearing House procedures, shareholder service surveys and fraud oversight
procedures. The Fund hereby engages CASC to provide the Portfolio with such
services, or to cause such services to be provided to the Fund by third
parties.
2. Scope of Authority. CASC will be at all times, in the
performance of its functions under this Agreement, subject to any direction
and control of the Trustees of the Fund and of its officers, and to the terms
of the Fund's Declaration of Trust and Bylaws and of the then current
prospectus and statements of additional information applicable to the
Portfolios, except only that it will have no obligation to provide to the Fund
any services that are clearly outside the scope of those contemplated in this
Agreement. In the performance of its duties hereunder, CASC will be
authorized to take such action not inconsistent with the express provisions
hereof as it deems advisable. It may contract with other persons to provide
to the Portfolio any of the services contemplated herein under such terms as
it deems reasonable and will have the authority to direct the activities of
such other persons in the manner it deems appropriate.
3. Other Activities of CASC. CASC and any of its affiliates
will be free to engage in any other lawful activity, including the rendering
to others of services similar to those to be rendered to the Portfolios
hereunder; and CASC or any interested person thereof will be free to invest in
any Portfolio as shareholder, to become an officer or Trustee of the Fund if
properly elected, or to enter into any other relationship with the Fund
approved by the Trustees and in accordance with law.
CASC agrees that it will not deal with the Fund in any transaction in
which CASC acts as a principal, except to the extent as may be permitted by
the terms of this Agreement.
4. Recordkeeping and Other Information. CASC will, commencing
on the effective date of this Agreement, create and maintain all necessary
administrative records of the Portfolio in accordance with all applicable
laws, rules and regulations, including but not limited to records required by
Section 31(a) of the Investment Company Act of 1940, as amended (the "1940
Act"), and the Rules thereunder, as amended from time to time. All records
will be the property of the Fund and will be available for inspection and use
by the Fund.
5. Audit, Inspection and Visitation. CASC will make available
during regular business hours all records and other data created and
maintained pursuant to this Agreement for reasonable audit and inspection by
the Securities and Exchange Commission (the "SEC"), the Fund or any person
retained by the Fund.
6. Compensation to CASC. CASC will be compensated by the
Portfolios on a monthly basis for the services performed under this Agreement,
the rate of compensation being set forth in Schedule A. CASC will not be
responsible for any costs or expenses of the Portfolios other than those
specifically assumed in Paragraph 1. Expenses incurred by CASC will be
reimbursed to CASC by the Portfolio, as appropriate; such expenses may include
expenses incidental to meetings of shareholders, taxes and corporate fees
levied against the Fund or its Portfolios, expenses of printing stock
certificates representing shares of the Portfolios, expenses of printing,
mailing notices, proxy material, reports to regulatory bodies and reports to
shareholders of the Portfolio, expenses of typesetting prospectuses and
printing and mailing prospectuses to shareholders, and data processing
expenses incidental to maintenance of books and records. Such charges will be
payable in full upon receipt of a billing invoice; in lieu of reimbursing CASC
for expenses incurred the Portfolio may, in its discretion, directly pay any
expenses.
7. Use of Names. The Fund will not use the name of CASC in any
prospectus, sales literature or other material relating to the Fund or its
Portfolios in any manner without prior approval by CASC; provided, however,
that CASC will approve all uses of its name that merely refer in accurate
terms to its appointment or that are required by the SEC or a State Securities
Commission; and provided, further, that in no event will such approval be
unreasonably withheld. CASC will not use the name of the Fund or its
Portfolios in any material relating to CASC in any manner without prior
approval by the Fund; provided, however, that the Fund will approve all uses
of its name or the names of its Portfolios that merely refer in accurate terms
to the appointment of CASC or that are required by the SEC or a State
Securities Commission; and provided, further, that in no event will the
approval be unreasonably withheld.
8. Security. CASC represents and warrants that, to the best of
its knowledge, the various procedures and systems that CASC proposes to
implement with regard to safeguarding from loss or damage attributable to
fire, theft or any other cause (including provision for twenty-four hour a day
restricted access) the Fund's books and records administered pursuant to this
Agreement and CASC's records, data, equipment, facilities and other property
used in the performance of its obligations under this Agreement are adequate
and that it will implement them in a manner and make such changes therein from
time to time as in its judgment are required for the secure performance of its
obligations under this Agreement.
9. Limitation of Liability. The Fund will indemnify and hold
CASC harmless against any losses, claims, damages, liabilities or expenses
(including reasonable counsel fees and expenses) resulting from any claim,
demand, action or suit brought by any person (including a shareholder naming
the Fund or any of its Portfolios as a party) other than the Fund not
resulting from CASC's negligence, or caused by errors of judment or mistakes
of law committed by CASC in a good faith effort to carry out its duties under
this Agreement.
In no event will CASC be liable for indirect, special, or
consequential damages (even if CASC has been advised of the possibility of
such damages) arising from the obligations assumed hereunder and the services
provided for by this Agreement, including but not limited to lost profits,
loss of use of accounting systems, cost of capital, cost of substitute
facilities, programs or services, downtime costs, or claims of the Fund's
shareholders for such damage.
10. Limitation of Fund's Liability. CASC acknowledges that it
has received notice of and accepts the limitation upon the Fund's liability.
CASC agrees that the Fund's obligations in any case will be limited to the
Fund or its Portfolios and to the assets and that CASC will not seek
satisfaction of any such obligation from the shareholders nor from any
Director, officer, employee or agent of the Fund.
11. Force Majeure. CASC will not be liable for delays or errors
occurring by reason of circumstances beyond its control, including but not
limited to acts of civil or military authority, national emergencies, work
stoppages, fire, flood catastrophe, acts of God, insurrection, war, riot, or
failure of communication or power supply. In the event of equipment
breakdowns beyond its control, CASC will take reasonable steps to minimize
service interruptions but will have no liability with respect thereto.
12. Amendments. CASC and the Fund will regularly consult with
each other regarding CASC's performance of its obligations under this
Agreement. Any change in the Fund's registration statements under the
Securities Act of 1933, as amended, or the 1940 Act or in the forms relating
to any plan, program or service offered by the current prospectuses of the
Portfolios that would require a change in CASC's obligations hereunder will be
subject to CASC's approval, which will not be unreasonably withheld.
13. Duration, Termination, etc. Neither this Agreement nor any
of its provisions may be changed, waived, discharged, or terminated orally,
but only by written instrument which will make specific reference to this
Agreement and which will be signed by the party against which enforcement of
such change, waiver, discharge or termination is sought. This Agreement will
continue in effect until two years from the date hereof, and thereafter as the
parties may mutually agree; provided, however, that this Agreement may be
terminated as to any or all Portfolios at any time by sixty days' written
notice given by CASC to the Fund or sixty days' written notice given by the
Fund to CASC; and provided further that this Agreement may be terminated
immediately at any time for cause either by the Fund or CASC in the event that
such cause remains unremedied for no less than ninety days after receipt of
written specification of such cause. Any such termination will not affect the
rights and obligations of the parties under Paragraphs 9 and 10 hereof. In
the event that the Fund designates a successor to any of CASC's obligations
under this Agreement, CASC will, at the expense and direction of the Fund,
transfer to such successor all relevant books, records and other data
established or maintained by CASC.
14. Miscellaneous. Each party agrees to perform such further
acts and execute such further documents as are necessary to effectuate the
purposes of this Agreement. This Agreement will be construed and enforced in
accordance with and governed by the laws of Maryland. The captions in this
Agreement are included for convenience only and in no way define or delimit
any of the provisions hereof or otherwise affect their construction or effect.
IN WITNESS WHEREOF, the parties have duly executed this Agreement as
of the day and year first above written.
CALVERT ADMINISTRATIVE SERVICES COMPANY
BY ___________________________
CALVERT SOCIAL INVESTMENT FUND
BY ___________________________
<PAGE>
ADMINISTRATIVE SERVICES AGREEMENT
CSIF MANAGED INDEX PORTFOLIO
SCHEDULE A
For services under this Administrative Services Agreement, the
Managed Index Portfolio of Calvert Social Investment Fund shall pay to Calvert
Administrative Services Company a fee, computed daily and payable monthly at
the annual rate set forth below based on the average daily net assets of the
respective class.
Class A 0.15%
Class B 0.15%
Class C 0.15%
Class I 0.10%
CALVERT SOCIAL INVESTMENT FUND
PLAN OF DISTRIBUTION PURSUANT TO RULE 12b-1
UNDER THE INVESTMENT COMPANY ACT OF 1940
Class A
As permitted by Rule 12b-1 under the Investment company Act of 1940 and in
accordance with the terms and conditions of this Distribution Plan ("Plan"),
as hereinafter set forth, Calvert Social Investment Fund ("Fund") may incur
certain expenditures to promote the Fund and further the distribution of
shares of Fund.
1. Payment of Distribution Expenses. (a) The Fund may incur expenditures for
certain expenses associated with the distribution of its shares. Such
distribution expenses include, but need not be limited to: the cost of
printing and mailing prospectuses, sales literature and other relevant
material to other than current shareholders of the Fund; advertising and
public relations; and payments to sales personnel, broker-dealers and other
third parties in return for distribution assistance. Payments for distribution
expenses incurred by the Fund pursuant to this Plan may be made directly or
indirectly; however, all agreements with any person relating to the
implementation of this Plan shall be in writing, and such agreements shall be
subject to termination, without penalty, pursuant to the provisions of
paragraph 2(c) of this Plan.
(b) Distribution expenses incurred by the Fund pursuant to this Plan
may not exceed, on an annual basis, 0.35% of the Managed Growth, Equity and
Bond Portfolios' average daily net assets and 0.25% of the Money Market
Portfolio's average daily net assets.
(c) Nothing in this Plan shall operate or be construed to limit the
extent to which the Fund's investment Advisor or any other person, other than
the Fund, at its expense apart from this Plan, may incur costs and pay
expenses associated with the distribution of Fund shares.
2. Effective Date and Term. (a) This Plan shall become
effective upon approval by majority votes of (i) the Board of Trustees of the
Fund and the Trustees who are not interested persons within the meaning of
Section 2(a) (19) of the Investment Company Act of 1940 and have no direct or
indirect financial o interest in the operation of the Plan or in any
agreements related to the Plan (such trustees are hereinafter referred to as
"Qualified Trustees"), cast in person at a meeting called for the purpose of
voting on this Plan, and (ii) the outstanding voting securities of the Fund.
b) This Plan shall remain in effect for one year from its
adoption date and may continue in effect thereafter if this Plan is approved
at least annually by a majority vote of the trustees of the Fund, including a
majority of the Qualified Trustees, cast in person at a meeting called for the
purpose of voting on the Plan.
c). .This Plan may be terminated at any time by a majority vote
of the Qualified Trustees or by vote of a majority of the outstanding voting
securities of the Fund or, with respect to a Portfolio, by a vote of a
majority of the outstanding voting securities of that Portfolio.
3. Reports. The person authorized to direct the disposition of
monies paid or payable by the Fund pursuant to 'he Plan shall provide, on at
least a quarterly basis, a written report to The Fund's Board of Trustees of
the amounts expended pursuant to this Plan or any related agreement and the
purposes for which such expenditures were made.
4. Selection of Disinterested Trustees. While this Plan is in effect,
the selection and nomination ~f those trustees who are not interested persons
of the Fund within the meaning of Section 2(a)(19) of the Investment Company
Act of 1940 shall be committed to the discretion of the trustees then in
office who are not interested persons of the Fund.
5. Effect of Plan. This Plan shall not obligate the Fund or any other
person to enter into an agreement with any particular person.
6. Amendment. This Plan may not be amended to increase materially the
amount authorized in paragraph l(b) hereof to be spent for distribution
without approval by a vote of the majority of the outstanding securities of
the Fund or, with respect to a Portfolio, by a vote of a majority of the
outstanding voting securities of the Portfolio. All material amendments to
this Plan must be approved by a majority vote of the Board of Trustees of the
Fund, and of the Qualified Trustees, cast in person at a meeting called for
the purpose of voting thereon.
As amended by Shareholders
on September 28, 1990
<PAGE>
Calvert Social Investment Fund
Managed Index Portfolio
PLAN OF DISTRIBUTION PURSUANT TO RULE 12B-1
UNDER THE INVESTMENT COMPANY ACT OF 1940
Class A Distribution Plan expenses incurred by the Portfolio, pursuant to this
Plan may not exceed, on an annual basis, 0.25%, of the Portfolio's Class A
average daily net assets.
<PAGE>
THE CALVERT GROUP OF FUNDS
CLASS B and CLASS C
DISTRIBUTION PLAN
as approved by the Boards
in November 1993 and as amended and restated
February 1998 Pursuant to Rule 12b-1
Under the Investment Company Act of 1940
This Distribution Plan applies to Class B and Class C in each
portfolio of the Calvert Funds listed in Schedule A (each a "Fund" and
together, the "Funds") and to any future class for which this Distribution
Plan has been approved in accordance with paragraph 2(a) below. For purposes
of this Distribution Plan each series portfolio of a Fund is referred to
herein as a "Series" and together, as the "Series".
As permitted by Rule 12b-1 under the Investment Company Act of 1940
and in accordance with the terms and conditions of this Plan, as hereinafter
set forth, a Fund may incur certain expenditures to promote itself and further
the distribution of its shares.
1. Payment of Fee
(a) As compensation for certain services performed and expenses
assumed by each Fund's distributor and principal underwriter ("Distributor")
each Fund may pay the Distributor a distribution fee (the "Distribution
Fee"). The Distribution Fee is intended to compensate the Distributor for its
marketing efforts, which include, but are not limited to the following costs:
commissions and other payments advanced to sales personnel and third parties
and related interest costs as permitted by the rules of the National
Association of Securities Dealers, Inc. ("NASD"), printing and mailing
prospectuses, sales literature and other relevant material to other than
current shareholders, advertising and public relations, telemarketing,
marketing-related overhead expenses and other distribution costs. Such
Distribution Fee is in addition to any NASD service fee that may be paid
hereunder and as described at Section 3(b) of the Distribution Agreement
between the respective Funds and the Distributor, or any front-end or deferred
sales charges the Distributor receives from a Fund with respect to sales or
redemption of Fund shares. Total fees paid pursuant to this Plan, including
the Distribution Fee described above, and the NASD service fee, shall not
exceed the rate set forth in the attached Schedule B to this Plan. All
agreements with any person relating to the implementation of this Plan shall
be in writing, and such agreements shall be subject to termination, without
penalty, pursuant to the provisions of paragraph 2(c) of this Plan.
<PAGE>
-6-
(b) A Fund will pay each person which has acted as principal
underwriter of its Class B shares its Allocable Portion (as such term is
defined in the Distribution Agreement pursuant to which such person acts or
acted as principal underwriter of the Class B Shares (the "Applicable
Distribution Agreement")) of the Distribution Fee in respect of Class B Shares
of the Fund. Such person shall be paid its Allocable Portion of such
Distribution Fees notwithstanding such person's termination as Distributor of
the Class B Shares of the Fund, such payments to be changed or terminated
only: (i) as required by a change in applicable law or a change in accounting
policy adopted by the Investment Companies Committee of the AICPA and approved
by FASB that results in a determination by the Fund's independent accountants
that any asset based sales charges (as that term is defined by the NASD) in
respect of such Fund, and which are not yet due and payable, must be accounted
for by such Fund as a liability in accordance with GAAP, each after the
effective date of this restated Distribution Plan; (ii) if in the sole
discretion of the Board of Trustees/Directors, after due consideration of the
relevant factors considered when adopting and/or amending this Distribution
Plan including the transactions contemplated in that certain Purchase and Sale
Agreement entered into between a Fund's Distributor and the commission
financing entity, the Board of Trustees/Directors determines, subject to its
fiduciary duty, that this Distribution Plan and the payments thereunder must
be changed or terminated, notwithstanding the effect this action might have on
the Fund's ability to offer and sell Class B shares; or (iii) in connection
with a Complete Termination of this Distribution Plan, it being understood
that for this purpose a Complete Termination of this Distribution Plan occurs
only if, as to a Fund or Series, this Distribution Plan is terminated and the
Fund has not adopted any other distribution plan with respect to its Class B
or other substantially similar class of shares. The services rendered by a
Distributor for which that Distributor is entitled to receive its Allocable
Portion of the Distribution Fee shall be deemed to have been completed at the
time of the initial purchase of the Commission Shares (as defined in the
Distribution Agreement) taken into account in computing that Distributor's
Allocable Portion of the Distribution Fee.
The obligation of a Fund to pay the Distribution Fee shall terminate
upon the termination of this Distribution Plan as to such Fund in accordance
with the terms hereof. Except as provided in the preceding paragraph, a
Fund's obligation to pay the Distribution Fee to a Distributor of the Class B
Shares of the Fund shall be absolute and unconditional and shall not be
subject to any dispute, offset, counterclaim or defense whatsoever (it being
understood that nothing in this sentence shall be deemed a waiver by a Fund of
its right separately to pursue any claims it may have against such Distributor
and enforce such claims against any assets (other than its right to be paid
its Allocable Portion of the Distribution Fee and to be paid the contingent
deferred sales charges) of such Distributor).
The right of a Distributor to receive the Distribution Fee, but not
the relevant Distribution Agreement or that Distributor's obligations
thereunder, may be transferred by that Distributor in order to raise funds
which may be useful or necessary to perform its duties as principal
underwriter, and any such transfer shall be effective upon written notice from
that Distributor to the Fund. In connection with the foregoing, each Fund is
authorized to pay all or part of the Distribution Fee directly to such
transferee as directed by that Distributor.
(c) Nothing in this Distribution Plan shall operate or be
construed to limit the extent to which the Fund's Investment Advisor or any
other person, other than the Fund, at its expense apart from the Distribution
Plan, may incur costs and pay expenses associated with the distribution of
Fund shares.
2. Effective Date and Term
(a) This Distribution Plan shall become effective as to any
Class of any Series upon approval by majority votes of (i) the Board of the
Fund and the members thereof who are not interested persons within the meaning
of Section 2(a)(19) of the Investment Company Act of 1940 and have no direct
or indirect financial interest in the operation of the Distribution Plan or in
any agreements related to the Distribution Plan ("Qualified
Trustees/Directors"), cast in person at a meeting called for the purpose of
voting on this Distribution Plan, and (ii) the outstanding voting securities
of the Fund.
(b) This Distribution Plan shall remain in effect for one year
from its adoption date and may continue in effect thereafter if this
Distribution Plan is approved at least annually by a majority vote of the
Board of the Fund, including a majority of the Qualified Trustees/Directors,
cast in person at a meeting called for the purpose of voting on the
Distribution Plan.
(c) Subject to paragraph 1(b) above, this Distribution Plan may
be terminated at any time without payment of any penalty by a majority vote of
the Qualified Trustees/Directors or by vote of a majority of the outstanding
voting securities of the Fund, or, with respect to the termination of this
Distribution Plan as to a particular Class of a Portfolio, by a vote of a
majority of the outstanding voting securities of that Class.
(d) The provisions of this Distribution Plan are severable for
each Series or Class, and whenever action is to be taken with respect to this
Distribution Plan, that action must be taken separately for each Series or
Class affected by the matter.
3. Reports
The person authorized to direct the disposition of monies
paid or payable by the Fund pursuant to the Distribution Plan shall provide,
on at least a quarterly basis, a written report to each Fund's Board of the
amounts expended pursuant to this Distribution Plan or any related agreements
and the purposes for which such expenditures were made.
4. Selection of Disinterested Trustees/Directors
While this Distribution Plan is in effect, the selection and
nomination of those Trustees/Directors who are not interested persons of a
Fund within the meaning of Section 2(a)(19) of the Investment Company Act of
1940 shall be committed to the discretion of the Trustees/Directors then in
office who are not interested persons of the Fund.
5. Effect of Plan
This Distribution Plan shall not obligate the Fund or any
other party to enter into an agreement with any particular person.
6. Amendment
This Distribution Plan may not be amended to increase
materially the amount authorized in paragraph 1 hereof to be spent by a Fund
for distribution without approval by a vote of the majority of the outstanding
shares of such Fund, except that if the amendment relates only to a particular
Class of a Fund, such approval need only be by a vote of the majority of the
outstanding shares of that Class. All material amendments to this
Distribution Plan must be approved by a majority vote of the Board of the
Fund, and of the Qualified Trustees/Directors, cast in person at a meeting
called for the purpose of voting thereon.
<PAGE>
SCHEDULE A
The Calvert Fund
Calvert Tax-Free Reserves
Calvert Municipal Fund
Calvert Social Investment Fund
Calvert World Values Fund
Calvert New World Fund
First Variable Rate Fund
<PAGE>
SCHEDULE B
The total fees paid by the respective Class of each Series
of a Fund pursuant to this Distribution Plan shall not exceed the
rate, as a percentage of that Class' average annual net assets, set
forth below:
Fund/Series Class B Class C
Distribution Service Distribution Service
Fee Fee Fee Fee
The Calvert Fund
Calvert New Vision
Small Cap Fund 0.75 0.25 0.75 0.25
Calvert Income Fund 0.75 0.25 0.75 0.25
Calvert Tax-Free Reserves
Long-Term 0.75 0.25 0.75 0.25
Vermont Municipal 0.75 0.25 0.75 0.25
Calvert Municipal Fund
National 0.75 0.25 N/A N/A
California 0.75 0.25 N/A N/A
Maryland 0.75 0.25 N/A N/A
Virginia 0.75 0.25 N/A N/A
Calvert Social Investment Fund
Managed Growth 0.75 0.25 0.75 0.25
Equity 0.75 0.25 0.75 0.25
Bond 0.75 0.25 0.75 0.25
Managed Index 0.75 0.25 0.75 0.25
Calvert World Values Fund
International Equity 0.75 0.25 0.75 0.25
Capital Accumulation 0.75 0.25 0.75 0.25
Calvert World Values Fund
Calvert New Africa 0.75 0.25 0.75 0.25
First Variable Rate Fund
Calvert First Gov.
Money Market 0.75 0.25 N/A N/A
Restated Feb. 1998
-1-
THE CALVERT GROUP OF FUNDS
Rule 18f-3 Multiple Class Plan
as approved by the Boards
in January 1996 and as amended and restated
February 1998 Pursuant to Rule 18f-3
Under the Investment Company Act of 1940
Rule 18f-3 under the Investment Company Act of 1940, as amended (the
"1940 Act"), requires that an investment company desiring to offer multiple
classes of shares pursuant to the Rule adopt a plan setting forth the
differences among the classes with respect to shareholder services,
distribution arrangements, expense allocations and any related conversion
features or exchange privileges. Any material amendment to the plan must be
approved by the investment company's Board of Trustees/Directors, including a
majority of the disinterested Board members, who must find that the plan is in
the best interests of each class individually and the investment company as a
whole.
This Rule 18f-3 Multiple Class Plan ("Plan") shall apply to those
funds in the Calvert Group of Funds listed in Exhibit I (each a "Fund" and
collectively, "Funds") and to any future fund for which this Plan has been
approved in accordance with the above paragraph.
The provisions of this Plan are severable for each Fund or Series
thereof ("Series") or Class, and whenever action is to be taken with respect
to this Plan, that action must be taken separately for each Fund, or Series
Class affected by the matter.
1. Class Designation. A Fund may offer shares designated Class
A, Class B, Class C , Class I, and for certain money market portfolios, Class
O.
2. Differences in Availability. Class A, Class B, Class C, and
Class O shares shall each be available through the same distribution channels,
except that (a) Class B shares may not be available through some dealers and
are not available for purchases of $500,000 or more, (b) Class B shares of
Calvert First Government Money Market Fund are available only through exchange
from Class B or Class C shares of another Calvert Fund, and (c) Class C shares
may not be available through some dealers and are not available for purchases
of $1 million or more. Class I shares are generally available only directly
from Calvert Group and not through dealers, and each Class I shareholder must
maintain a $1 million minimum account balance.
3. Differences in Services. The services offered to
shareholders of each Class shall be substantially the same, except that the
Rights of Accumulation, Letters of Intent and Reinvestment Privileges shall be
available only to holders of Class A shares. Class I purchases and
redemptions may only be made by bankwire.
4. Differences in Distribution Arrangements. Class A shares
shall be offered with a front-end sales charge, as such term is defined in
Rule 2830 of the Conduct Rules of the National Association of Securities
Dealers, Inc. The amount of the sales charge on Class A shares is set forth
at Exhibit II. Class A shares shall be subject to a Distribution Plan
adopted pursuant to Rule 12b-1 under the 1940 Act. The amount of the
Distribution Plan expenses for Class A shares, as set forth at Exhibit II,
are used to pay the Fund's principal underwriter for distributing and or
providing services to the Fund's Class A shares. This amount includes a
service fee at the annual rate of .25 of 1% of the value of the average daily
net assets of Class A.
Class B shares shall be offered with a contingent deferred sales
charge ("CDSC") and no front-end sales charge. The amount of the CDSC on
Class B shares is set forth at Exhibit II. Class B shares shall be subject to
a Distribution Plan adopted pursuant to Rule 12b-1 under the 1940 Act. The
amount of the Distribution Plan expenses for Class B shares, as set forth at
Exhibit II, are used to pay each Fund's principal underwriter for distributing
and or providing services to the Fund's Class B shares. This amount includes
a service fee at the annual rate of .25 of 1% of the value of the average
daily net assets of Class B.
Class C shares shall not be subject to a front-end sales charge, but
shall be subject to a 1.00% CDSC if the shares are redeemed within one year of
purchase. Class C shares shall be subject to a Distribution Plan adopted
pursuant to Rule 12b-1 under the 1940 Act. The amount of the Distribution
Plan expenses for Class C shares are set forth at Exhibit II. The Class C
Distribution Plan pays each applicable Fund's principal underwriter for
distributing and or providing services to such Fund's Class C shares. This
amount includes a service fee at the annual rate of .25 of 1% of the value of
the average daily net assets of Class C.
Class I and Class O shares shall be subject to neither a front-end
sales charge, nor a CDSC, nor are they subject to a Distribution Plan adopted
pursuant to Rule 12b-1 under the 1940 Act.
5. Expense Allocation. The following expenses shall be
allocated, to the extent practicable, on a Class-by-Class basis: (a)
Distribution Plan fees; (b) transfer agent fees; (c) administrative service
fees; (d) printing and postage expenses payable by a Fund relating to
preparing and distributing materials, such as proxies, reports and
prospectuses to current shareholders of a specific class; (e) class specific
state notification fees; (f) class specific litigation or other legal
expenses; (g) certain class specific reimbursement from the Advisor; and (h)
certain class specific contract services (e.g., proxy solicitation).
6. Conversion Features. Class B shares shall be subject to an
automatic conversion feature into Class A shares after they have been held for
that number of years set forth in Exhibit II. Class A, Class C ,Class I, and
Class O are not subject to automatic conversion.
7. Exchange Privileges. Class A shares shall be exchangeable
only for: (a) Class A shares of other funds managed or administered by the
Calvert Group; (b) shares of funds managed or administered by the Calvert
Group which do not have separate share classes; and (c) shares of certain
other funds specified from time to time.
Class B shares shall be exchangeable only for: (a) Class B shares of
other funds managed or administered by the Calvert Group; (b) Class A shares
of other funds managed or administered by the Calvert Group, if the front-end
load on the Class A shares is paid at the time of the exchange; and (c) shares
of certain other funds specified from time to time.
Class C shares shall be exchangeable only for: (a) Class C shares of
other funds managed or administered by the Calvert Group and Class B shares of
Calvert First Government Money Market Fund; (b) Class A shares of other funds
managed or administered by the Calvert Group, if the front-end load on the
Class A shares is paid at the time of the exchange; and (c) shares of certain
other funds specified from time to time.
Class I shares shall be exchangeable only for: (a) Class I shares of
other funds managed or administered by the Calvert Group; (b) Class A shares
of other funds managed or administered by the Calvert Group, if the front-end
load on the Class A shares is paid at the time of the exchange; and (c) shares
of certain other funds specified from time to time.
February 1998
<PAGE>
Exhibit I
The Calvert Fund
Calvert Tax-Free Reserves
Calvert Municipal Fund
Calvert Social Investment Fund
Calvert World Values Fund
Calvert New World Fund
First Variable Rate Fund
<PAGE>
Exhibit II
Calvert Social Investment Fund (CSIF)
Maximum Class A Maximum Class A Maximum Class C
Front-End Sales 12b-1 Fee 12b-1Fee
Charge
CSIF Managed Growth
4.75% 0.35% 1.00%
CSIF Equity 4.75% 0.35% 1.00%
CSIF Managed Index 4.75% 0.25% 1.00%
CSIF Bond 3.75% 0.35% 1.00%
Class B
Managed. Growth,
Equity, and
Maximum
Contingent Deferred Sales Charge Managed Index Bond
12b-1 Fee
Shares held less than
one year after purchase 5% 4%
1.00%
More than one year
but less than two 4% 3%
More than two years
but less than three 4% 2%
More than three years
but less than four 3% 1%
More than four years
but less than five 2%
More than five years
but less than six 1%
Converts to Class A after 8 yrs. 6yrs.
February 1998
<PAGE>
Exhibit II
Calvert Tax-Free Reserves (CTFR)
Maximum Maximum Maximum
Class A Class A Class C
Front-End Sales 12b-1 Fee 12b-1Fee
Charge
CTFR Long-Term 3.75% 0.35% 1.00%
CTFR Vermont 3.75% N/A 1.00%
Class B
Long Term Maximum
and Class B
Contingent Deferred Sales Charge Vermont 12b-1 Fee
Shares held less than one year
after purchase 4% 1.00%
More than one year
but less than two 3%
More than two years
but less than three 2%
More than three years
but less than four 1%
Converts to Class A after 6yrs.
February 1998
<PAGE>
Exhibit II
Calvert Municipal Fund
Maximum Maximum Maximum
Class A Class A Class B
Front-End Sales 12b-1 Fee 12b-1Fee
Charge
National Intermediate 2.75% .25% N/A
California Intermediate .75% .25% N/A
Maryland Intermediate 2.75% 0.25% N/A
Virginia Intermediate 2.75% 0.25% N/A
Class B Maximum Class B
Contingent Deferred Sales Charge 12b-1 Fee
Shares held less than one year
after purchase 3% 1.00%
More than one year
but less than two 2%
More than two years
but less than three 2%
More than three years
but less than four 1%
Converts to Class A after 4 yrs.
February 1998
<PAGE>
Exhibit II
The Calvert Fund
Maximum Maximum Maximum
Class A Class A Class C
Front-End Sales 12b-1 Fee 12b-1Fee
Charge
New Vision Small Cap 4.75% 0.25% 1.00%
Calvert Income Fund 3.75% 0.50% 1.00%
Class B
Maximum Class B
Contingent Deferred
Sales Charge New Vision Income 12b-1 Fee
Shares held less than
one year 5% 4% 1.00%
More than one year
but less than two 4% 3%
More than two years
but less than three 4% 2%
More than three years
but less than four 3% 1%
More than four years
but less than five 2%
More than five years
but less than six 1%
Converts to Class A after 8 yrs 6yrs.
February 1998
<PAGE>
Exhibit II
Calvert World Values Fund
Maximum Maximum Maximum
Class A Class A Class C
Front-End Sales 12b-1 Fee 12b-1Fee
Charge
International Equity 4.75% 0.35% 1.00%
Capital Accumulation 4.75% 0.35% 1.00%
Class B Maximum Class B
Contingent Deferred Sales Charge 12b-1 Fee
Shares held less than
one year after purchase 5% 1.00%
More than one year
but less than two 4%
More than two years
but less than three 4%
More than three years
but less than four 3%
More than four years
but less than five 2%
More than five years
but less than six 1%
Converts to Class A after 8 yrs.
February 1998
<PAGE>
Exhibit II
Calvert New World Fund
Maximum Maximum Maximum
Class A Class A Class C
Front-End Sales 12b-1 Fee 12b-1Fee
Charge
Calvert New Africa 4.75% 0.25% 1.00%
Class B Maximum
Class B
Contingent Deferred Sales Charge 12b-1 Fee
Shares held less than one year after purchase 5% 1.00%
More than one year but less than two 4%
More than two years but less than three 4%
More than three years but less than four 3%
More than four years but less than five 2%
More than five years but less than six 1%
Converts to Class A after 8 yrs.
February 1998
<PAGE>
Exhibit II
First Variable Rate Fund
Maximum Maximum Maximum
Class A Class A Class C
Front-End Sales 12b-1 Fee 12b-1Fee
Charge
First Gov. Money Market N/A N/A N/A
Class B Maximum Class B
Contingent Deferred Sales Charge 12b-1 Fee
CDSC of original Class B
Fund purchased is applied upon redemption from 1.00%
Class B of First Government Money Market
Conversion period of original Class B Fund
purchased is applied
February 1998
DISTRIBUTION AGREEMENT
This DISTRIBUTION AGREEMENT, dated as of February __, 1998 by and
between EACH CALVERT FUND LISTED IN THE SCHEDULE OF FUNDS ATTACHED HERETO AS
SCHEDULE I (each a "Fund" and together the "Funds"), as such schedule may,
from time to time be amended, and CALVERT DISTRIBUTORS, INC., a Delaware
corporation (the "Distributor").
WHEREAS, each Fund is registered as an open-end investment company
under the Investment Company Act of 1940 (the "1940 Act") and has registered
its shares, including shares of its series portfolios (the "Series"), for sale
to the public under the Securities Act of 1933 (the "1933 Act") and various
state securities laws;
WHEREAS, each Fund wishes to retain the Distributor as the principal
underwriter in connection with the offer and sale of shares of the Series (the
"Shares") and to furnish certain other services to the Series as specified in
this Agreement;
WHEREAS, this contract has been approved by the Trustees/Directors of
each Fund in anticipation of the Distributor's transfer of its rights to
receive the Class B Distribution Fees ( as defined in the Distribution Plan
for Class B and C Shares (the "Distribution Plan")) and/or Class B contingent
deferred sales charges to a financing party in order to raise funds to cover
distribution expenditures; and
WHEREAS, the Distributor is willing to act as principal underwriter
and to furnish such services on the terms and conditions hereinafter set forth;
NOW, THEREFORE, in consideration of the promises and mutual covenants
herein contained, it is agreed as follows:
<PAGE>
-9-
1. Each Fund hereby appoints the Distributor as principal
underwriter in connection with the offer and sale of its Shares. The
Distributor shall, as agent for each Fund, subject to applicable federal and
state law and the Declaration of Trust or Articles of Incorporation, and
By-laws of the applicable Fund and in accordance with the representations in
the applicable Fund's Registration Statement and Prospectus, as such documents
may be amended from time to time: (a) promote the Series; (b) enter into
appropriate dealer agreements with other registered broker-dealers to further
distribution of the Shares; (c) solicit orders for the purchase of the Shares
subject to such terms and conditions as the applicable Fund may specify; (d)
transmit promptly orders and payments for the purchase of Shares and orders
for redemption of Shares to the applicable Fund's transfer agent; and (e)
provide services agreed upon by the applicable Fund to Series shareholders;
provided, however, that the Distributor may sell no Shares pursuant to this
Agreement until the Distributor is notified that a Fund's Registration
Statement under the 1933 Act, authorizing the sale of such Shares through the
Distributor, has become effective. The Distributor shall comply with all
applicable federal and state laws and offer the Shares on an agency or "best
efforts" basis under which a Fund shall only issue such Shares as are actually
sold.
2. The public offering price of the Shares shall be the net
asset value ("NAV") per share (as determined by the applicable Fund) of the
outstanding Shares of the Series, plus the applicable sales charge, if any, as
set forth in the Fund's then current Prospectus. Each Fund shall furnish the
Distributor with a statement of each computation of NAV and of the details
entering into such computation.
3. Compensation.
a. Distribution Fee.
i. Class A. In consideration of the Distributor's services as
distributor for the Class A Shares of a Fund, each Fund may pay to the
Distributor the Distribution Fee as set forth in Schedule II to this Agreement
that is payable pursuant to the Fund's Distribution Plan.
ii. Class B. In consideration of the Distributor's services as
distributor for the Class B Shares of a Fund, each Fund shall pay to the
Distributor (or its designee or transferee) the Distributor's Allocable
Portion of the Distribution Fee; (as set forth in Schedule II to this
Agreement) that is payable pursuant to the Fund's Distribution Plan in respect
of the Class B Shares of a Fund. For purposes of this Agreement, the
Distributor's "Allocable Portion" of the Distribution Fee shall be 100% of
such Distribution Fee unless or until the Fund uses a principal underwriter
other than the Distributor and thereafter the Allocable Portion shall be the
portion of the Distribution Fee attributable to (i) Class B Shares of a Fund
sold by the Distributor ("Commission Shares"), (ii) Class B Shares of the Fund
issued in connection with the exchange of Commission Shares of another Fund,
and (iii) Class B Shares of the Fund issued in connection with the
reinvestment of dividends and capital gains.
The Distributor's Allocable Portion of the Distribution Fee and the
contingent deferred sales charges arising in respect of Class B Shares taken
into account in computing the Distributor's Allocable Portion shall be limited
under Rule 2830 of the Conduct Rules or other applicable regulations of the
NASD as if the Class B Shares taken into account in computing the
Distributor's Allocable Portion themselves constituted a separate class of
shares of a Fund.
The services rendered by the Distributor for which the Distributor is
entitled to receive the Distributor's Allocable Portion of the Distribution
Fee shall be deemed to have been completed at the time of the initial purchase
of the Commission Shares (whether of the Fund or another Fund in the Calvert
Group of Funds) taken into account in computing the Distributor's Allocable
Portion. Notwithstanding anything to the contrary in this Agreement, the
Distributor shall be paid its Allocable Portion of the Distribution Fee
notwithstanding the Distributor's termination as principal underwriter of the
Class B Shares of a Fund, or any termination of this Agreement other than in
connection with a Complete Termination (as defined in the Distribution Plan)
of the Class B Distribution Plan as in effect on the date of this Agreement.
Except as provided in the preceding sentence, a Fund's obligation to pay the
Distribution Fee to the Distributor shall be absolute and unconditional and
shall not be subject to any dispute, offset, counterclaim or defense
whatsoever, (it being understood that nothing in this sentence shall be deemed
a waiver by a Fund of its right separately to pursue any claims it may have
against the Distributor and to enforce such claims against any assets (other
than its rights to be paid its Allocable Portion of the Distribution Fee and
to be paid the contingent deferred sales charges) of the Distributor.
iii. Class C. In consideration of the Distributor's services as
distributor for the Class C Shares of a Fund, each Fund shall pay to the
Distributor the Distribution Fee as set forth in Schedule II to this Agreement
that is payable pursuant to the Fund's Distribution Plan.
b. Service Fee. As additional compensation, for Class A, Class
B and Class C Shares of each Series, applicable Funds shall pay the
Distributor a service fee (as that term is defined by the National Association
of Securities Dealers, Inc. ("NASD")) as set forth in Schedule III to this
Agreement that is payable pursuant to the Fund's Distribution Plan.
c. Front-end Sales Charges. As additional compensation for the
services performed and the expenses assumed by the Distributor under this
Agreement, the Distributor may, in conformity with the terms and conditions
set forth in the then current Prospectus of each Fund, impose and retain for
its own account the amount of the front-end sales charge, if any, and may
reallow a portion of any front-end sales charge to other broker-dealers, all
in accordance with NASD rules.
d. Contingent Deferred Sales Charge. Each Fund will pay to the
Distributor (or its designee or transferee) in addition to the fees set forth
in Section 3 hereof any contingent deferred sales charge imposed on
redemptions of that Fund's Class B and Class C Shares upon the terms and
conditions set forth in the then current Prospectus of that Fund.
Notwithstanding anything to the contrary in this Agreement, the Distributor
shall be paid such contingent deferred sales charges in respect of Class B
Shares taken into account in computing the Distributor's Allocable Portion of
the Distribution Fee notwithstanding the Distributor's termination as
principal underwriter of the Class B shares of a Fund or any termination of
this Agreement other than in connection with a Complete Termination of the
Class B Distribution Plan as in effect on the date of this Agreement. Except
as provided in the preceding sentence, a Fund's obligation to remit such
contingent deferred sales charges to the Distributor shall not be subject to
any dispute, offset, counterclaim or defense whatsoever, it being understood
that nothing in this sentence shall be deemed a waiver by a Fund of its right
separately to pursue any claims it may have against the Distributor and to
enforce such claims against any assets (other than the Distributor's right to
be paid its Allocable Portion of the Distribution Fee and to be paid the
contingent deferred sales charges) of the Distributor. No Fund will waive any
contingent deferred sales charge except under the circumstances set forth in
the Fund's current Prospectus without the consent of the Distributor (or, if
rights to payment have been transferred, the transferee), which consent shall
not be unreasonably withheld.
4. Payments to Distributor's Transferees. The Distributor may
transfer the right to payments hereunder (but not its obligations hereunder)
in order to raise funds to cover distribution expenditures, and any such
transfer shall be effective upon written notice from the Distributor to the
Fund. In connection with the foregoing, the Fund is authorized to pay all or
a part of the Distribution Fee and/or contingent deferred sales charges in
respect of Class B Shares directly to such transferee as directed by the
Distributor.
5. Changes in Computation of Fee, etc. As long as the Class B
Distribution Plan is in effect, a Fund shall not change the manner in which
the Class B Distribution Fee is computed (except as may be required by a
change in applicable law or a change in accounting policy adopted by the
Investment Companies Committee of the AICPA and approved by FASB that results
in a determination by a Fund's independent accountants that any of the sales
charges in respect of such Fund, which are not contingent deferred sales
charges and which are not yet due and payable, must be accounted for by such
Fund as a liability in accordance with GAAP).
6. As used in this Agreement, the term "Registration Statement"
shall mean the registration statement most recently filed by a Fund with the
Securities and Exchange Commission and effective under the 1933 Act, as such
Registration Statement is amended by any amendments thereto at the time in
effect, and the term "Prospectus" shall mean the form of prospectus filed by a
Fund as part of the Registration Statement.
7. The Distributor shall print and distribute to prospective
investors Prospectuses, and may print and distribute such other sales
literature, reports, forms, and advertisements in connection with the sale of
the Shares as comply with the applicable provisions of federal and state law.
In connection with such sales and offers of sale, the Distributor shall give
only such information and make only such statements or representations, and
require broker-dealers with whom it enters into dealer agreements to give only
such information and make only such statements or representations, as are
contained in the Prospectus or in information furnished in writing to the
Distributor by a Fund. The Funds shall not be responsible in any way for any
other information, statements or representations given or made by the
Distributor, other broker-dealers, or the representatives or agents of the
Distributor or such broker-dealers. Except as specifically permitted under
the Distribution Plan under Rule 12b-1 under the 1940 Act, as provided in
paragraph 3 of this Agreement, the Funds shall bear none of the expenses of
the Distributor in connection with its offer and sale of the Shares.
8. Each Fund agrees at its own expense to register the Shares
with the Securities and Exchange Commission, state and other regulatory
bodies, and to prepare and file from time to time such Prospectuses,
amendments, reports and other documents as may be necessary to maintain the
Registration Statement. Each Fund shall bear all expenses related to
preparing and typesetting its Prospectus(es) and other materials required by
law and such other expenses, including printing and mailing expenses related
to the Fund's communications with persons who are shareholders of such Fund.
9. Each Fund agrees to indemnify, defend and hold the
Distributor, its several officers and directors, and any person who controls
the Distributor within the meaning of Section 15 of the 1933 Act, free and
harmless from and against any and all claims, demands, liabilities and
expenses (including the cost of investigating or defending such claims,
demands or liabilities and any counsel fees incurred in connection therewith)
which the Distributor, its officers or directors, or any such controlling
person may incur, under the 1933 Act or under common law or otherwise, arising
out of or based upon any alleged untrue statement of a material fact contained
in its Registration Statement or Prospectus or arising out of or based upon
any alleged omission to state a material fact required to be stated in either
thereof or necessary to make the statements in either thereof not misleading,
provided that in no event shall anything contained in this Agreement be
construed so as to protect the Distributor against any liability to a Fund or
its shareholders to which the Distributor would otherwise be subject by reason
of willful misfeasance, bad faith, or gross negligence, in the performance of
its duties, or by reason of its reckless disregard of its obligations and
duties under this Agreement.
10. The Distributor agrees to indemnify, defend and hold each
Fund, their several officers and directors, and any person who controls a Fund
within the meaning of Section 15 of the 1933 Act, free and harmless from and
against any and all claims, demands, liabilities and expenses (including the
cost of investigating or defending such claims, demands or liabilities and any
counsel fees incurred in connection therewith) which a Fund, its officers or
directors, or any such controlling person may incur, under the 1933 Act or
under common law or otherwise, arising out of or based upon any alleged untrue
statement or a material fact contained in information furnished in writing by
the Distributor to the Funds for use in the Registration Statement or
Prospectus(es) or arising out of or based upon any alleged omission to state a
material fact in connection with such information required to be stated in the
Registration Statement or Prospectus(es) or necessary to make such information
not misleading.
11. Each Fund reserves the right at any time to withdraw all
offerings of the Shares by written notice to the Distributor at its principal
office.
12. The Distributor is an independent contractor and shall be
agent for a Fund only in respect to the offer, sale and redemption of that
Fund's Shares.
13. The services of the Distributor to a Fund under this
Agreement are not to be deemed exclusive, and the Distributor shall be free to
render similar services or other services to others so long as its services
hereunder are not impaired thereby.
14. The Distributor acknowledges that it has received notice of
and accepts the limitations upon the liability of any Fund organized as a
business trust set forth in such Fund's Declaration of Trust. The Distributor
agrees that the obligations of such Funds hereunder in any case shall be
limited to such Funds and to their assets and that the Distributor shall not
seek satisfaction of any such obligation from the shareholders of such a Fund
nor from any Trustee, officer, employee or agent of such Fund.
15. The Funds shall not use the name of the Distributor in any
Prospectus, sales literature or other material relating to the Funds in any
manner not approved prior thereto by the Distributor; provided, however, that
the Distributor shall approve all uses of its name which merely refer in
accurate terms to its appointment hereunder or which are required by the
Securities and Exchange Commission or a State Securities Commission; and,
provided further, that in no event shall such approval be unreasonably
withheld. The Distributor shall not use the name of any Fund in any material
relating to the Distributor in any manner not approved prior thereto by the
Fund; provided, however that the Funds shall approve all uses of their names
which merely refer in accurate terms to the appointment of the Distributor
hereunder or which are required by the Securities and Exchange Commission or
a State Securities Commission; and, provided further, that in no event shall
such approval be unreasonably withheld.
16. The Distributor shall prepare written reports for the Board
of Trustees/Directors of each Fund on a quarterly basis showing information
concerning services provided and expenses incurred which are related to this
Agreement and such other information as from time to time shall be reasonably
requested by a Fund's Board of Trustees/Directors.
17. As used in this Agreement, the terms "assignment,"
"interested person," and "majority of the outstanding voting securities" shall
have the meaning given to them by Section 2(a) of the 1940 Act, subject to
such exemptions as may be granted by the Securities and Exchange Commission by
any rule, regulation or order; provided, however that, in order to obtain
financing, the Distributor may assign to a lending institution the payments
due to the Distributor under this Agreement without it constituting an
assignment of the Agreement.
18. Subject to the provisions of sections 19 and 20 below, this
Agreement will remain in effect for two years from the date of is execution
and from year to year thereafter, provided that the Distributor does not
notify a Fund in writing at least sixty (60) days prior to the expiration date
in any year that it does not wish continuance of the Agreement as to such Fund
for an additional year.
19. Termination. As to any particular Fund (or Series thereof),
this Agreement shall automatically terminate in the event of its assignment
and may be terminated at any time without the payment of any penalty by a Fund
or by the Distributor on sixty (60) days' written notice to the other party.
A Fund may effect such termination by a vote of (i) a majority of the Board of
Trustees/Directors of the Fund, (ii) a majority of the Trustees/Directors who
are not interested persons of the Fund, who are not parties to this Agreement
or interested persons of such parties, and who have no direct or indirect
financial interest in the operation of the Distribution Plan, in this
Agreement or in any agreement related to such Fund's Distribution Plan (the
"Rule 12b-1 Trustees/Directors"), or (iii) a majority of the outstanding
voting securities of the relevant Series.
20. This Agreement shall be submitted for renewal to the Board
of Trustees/Directors of each Fund at least annually and shall continue in
effect only so long as specifically approved at least annually (i) by a
majority vote of the Fund's Board of Trustees/Directors, and (ii) by the vote
of the majority of the Rule 12b-1 Trustees/Directors of the Fund, cast in
person at a meeting called for the purpose of voting on such approval.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to
be executed on the date first above written by their officers thereunto duly
authorized.
Attest: EACH FUND LISTED IN THE
ATTACHED SCHEDULE I
By:_________________________ By:__________________________
Attest: CALVERT DISTRIBUTORS, INC.
By:__________________________By:__________________________
<PAGE>
SCHEDULE I
The Calvert Fund
Calvert Tax-Free Reserves
Calvert Municipal Fund
Calvert Social Investment Fund
Calvert World Values Fund
Calvert New World Fund
First Variable Rate Fund
<PAGE>
SCHEDULE II
Fees are expressed as a percentage of average annual daily net assets, and are
payable monthly.
Distribution Fee
Class A* Class B Class C Class I
The Calvert Fund
New Vision Small Cap Fund N/A 0.75 0.75 N/A
Calvert Income Fund 0.25 0.75 0.75 N/A
Calvert Tax-Free Reserves
Money Market Portfolio N/A N/A N/A N/A
Limited-Term Portfolio N/A N/A N/A N/A
Long-Term Portfolio 0.10 0.75 0.75 N/A
California Money Market Port. N/A N/A N/A N/A
Vermont Municipal N/A 0.75 0.75 N/A
Calvert Municipal Fund
National Intermediate Fund N/A 0.75 N/A N/A
California Intermediate Fund N/A 0.75 N/A N/A
Maryland Intermediate Fund N/A 0.75 N/A N/A
Virginia Intermediate Fund N/A 0.75 N/A N/A
Calvert Social Investment Fund
Managed Growth Portfolio 0.10 0.75 0.75 N/A
Equity Portfolio 0.10 0.75 0.75 N/A
Bond Portfolio 0.10 0.75 0.75 N/A
Managed Index Portfolio N/A 0.75 0.75 N/A
Money Market Portfolio N/A N/A N/A N/A
Calvert World Values Fund
Capital Accumulation Fund 0.10 0.75 0.75 N/A
International Equity Fund N/A 0.75 0.75 N/A
Calvert New World Fund
Calvert New Africa Fund N/A 0.75 0.75 N/A
First Variable Rate Fund
Calvert First Government
Money Market N/A 0.75 N/A N/A
* Distribution reserves the right to waive all or a portion of the
distribution fee from time to time.
DATED: February 1998
<PAGE>
SCHEDULE III
Fees are expressed as a percentage of average annual daily net assets and are
payable monthly.
Service Fee
Class A* Class B Class C Class I
The Calvert Fund
New Vision Small Cap Fund 0.25 0.25 0.25 N/A
Calvert Income Fund 0.25 0.25 0.25 N/A
Calvert Tax-Free Reserves
Money Market Portfolio N/A N/A N/A N/A
Limited-Term Portfolio N/A N/A N/A N/A
Long-Term Portfolio 0.25 0.25 0.25 N/A
California Money Market Port. N/A N/A N/A N/A
Vermont Municipal N/A 0.25 0.25 N/A
Calvert Municipal Fund
National Intermediate Fund 0.25 0.25 N/A N/A
California Intermediate Fund 0.25 0.25 N/A N/A
Maryland Intermediate Fund 0.25 0.25 N/A N/A
Virginia Intermediate Fund 0.25 0.25 N/A N/A
Calvert Social Investment Fund
Managed Growth Portfolio 0.25 0.25 0.25 N/A
Equity Portfolio 0.25 0.25 0.25 N/A
Bond Portfolio 0.25 0.25 0.25 N/A
Managed Index Portfolio 0.25 0.25 0.25 N/A
Money Market Portfolio 0.25 N/A N/A N/A
Calvert World Values Fund
Capital Accumulation Fund 0.25 0.25 0.25 N/A
International Equity Fund 0.25 0.25 0.25 N/A
Calvert New World Fund
Calvert New Africa Fund 0.25 0.25 0.25 N/A
First Variable Rate Fund
Calvert First Government
Money Market N/A 0.25 N/A N/A
DATED: February 1998
- --------
* Distributor reserves the right to waive all or a portion of the service
fees from time to time. For money market portfolios, Class A shall refer to
Class O, or if the portfolio does not have multiple classes, then to the
portfolio itself.
