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. 30 XX
AND/OR
REGISTRATION STATEMENT UNDER THE
INVESTMENT COMPANY ACT OF 1940
AMENDMENT NO. 30 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 JANUARY 31, 2000
PURSUANT TO PARAGRAPH (B) PURSUANT TO PARAGRAPH (B)
___60 DAYS AFTER FILING ___ON (DATE)
PURSUANT TO PARAGRAPH (A) PURSUANT TO PARAGRAPH (A)
<PAGE>
CALVERT
SOCIALLY RESPONSIBLE
PROSPECTUS
- -CALVERT SOCIAL INVESTMENT FUND
- -CALVERT CAPITAL ACCUMULATION FUND
- -CALVERT NEW VISION SMALL CAP FUND
- -CALVERT WORLD VALUES INTERNATIONAL EQUITY FUND
JANUARY 31, 2000
<PAGE>
PROSPECTUS
JANUARY 31, 2000
FUNDS IN THIS PROSPECTUS
EQUITY FUNDS
CALVERT SOCIAL INVESTMENT FUND (CSIF)
CSIF BALANCED
CSIF MANAGED INDEX
CSIF EQUITY
CALVERT CAPITAL ACCUMULATION
CALVERT WORLD VALUES
INTERNATIONAL EQUITY
CALVERT NEW VISION
SMALL CAP
BOND AND MONEY MARKET FUNDS
CALVERT SOCIAL INVESTMENT FUND (CSIF)
CSIF BOND
CSIF MONEY MARKET
ABOUT THE FUNDS
2 INVESTMENT OBJECTIVE, STRATEGY,
PAST PERFORMANCE
24 FEES AND EXPENSES
28 PRINCIPAL INVESTMENT PRACTICES
AND RISKS
ABOUT SOCIAL INVESTING
32 INVESTMENT SELECTION PROCESS
33 SOCIALLY RESPONSIBLE INVESTMENT
CRITERIA
37 HIGH SOCIAL IMPACT INVESTMENTS
37 SPECIAL EQUITIES
ABOUT YOUR INVESTMENT
38 SUBADVISORS AND PORTFOLIO
MANAGERS
40 ADVISORY FEES
41 HOW TO BUY SHARES
41 GETTING STARTED
41 CHOOSING A SHARE CLASS
43 CALCULATION OF CDSC/WAIVER
44 DISTRIBUTION AND SERVICE FEES
45 NEXT STEP - ACCOUNT APPLICATION
46 IMPORTANT - HOW SHARES ARE
PRICED
46 WHEN YOUR ACCOUNT WILL BE
CREDITED
47 OTHER CALVERT GROUP FEATURES
(EXCHANGES, MINIMUM ACCOUNT
BALANCE, ETC.)
50 DIVIDENDS, CAPITAL GAINS
AND TAXES
51 HOW TO SELL SHARES
53 FINANCIAL HIGHLIGHTS
66 EXHIBIT A- REDUCED SALES CHARGES
(CLASS A)
68 EXHIBIT B- SERVICE FEES AND
OTHER ARRANGEMENTS WITH DEALERS
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION (SEC) OR ANY STATE SECURITIES COMMISSION, NOR HAS THE SEC OR
ANY STATE SECURITIES COMMISSION PASSED ON THE ACCURACY OR ADEQUACY OF THIS
PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
<PAGE>
CSIF BALANCED
(NOTE: FORMERLY KNOWN AS CSIF MANAGED GROWTH)
ADVISOR CALVERT ASSET MANAGEMENT COMPANY, INC.
SUBADVISORS BROWN CAPITAL MANAGEMENT, INC.
NCM CAPITAL MANAGEMENT, INC.
OBJECTIVE
CSIF BALANCED SEEKS TO ACHIEVE A COMPETITIVE TOTAL RETURN THROUGH AN ACTIVELY
MANAGED PORTFOLIO OF STOCKS, BONDS AND MONEY MARKET INSTRUMENTS WHICH OFFER
INCOME AND CAPITAL GROWTH OPPORTUNITY AND WHICH SATISFY THE INVESTMENT AND
SOCIAL CRITERIA.
PRINCIPAL INVESTMENT STRATEGIES
THE FUND TYPICALLY INVESTS ABOUT 60% OF ITS ASSETS IN STOCKS AND 40% IN BONDS OR
OTHER FIXED-INCOME INVESTMENTS. STOCK INVESTMENTS ARE PRIMARILY COMMON STOCK IN
LARGE-CAP COMPANIES, WHILE THE FIXED-INCOME INVESTMENTS ARE PRIMARILY A WIDE
VARIETY OF INVESTMENT GRADE BONDS.
CSIF BALANCED INVESTS IN A COMBINATION OF STOCKS, BONDS AND MONEY MARKET
INSTRUMENTS IN AN ATTEMPT TO PROVIDE A COMPLETE INVESTMENT PORTFOLIO IN A SINGLE
PRODUCT. THE ADVISOR REBALANCES THE FUND QUARTERLY TO ADJUST FOR CHANGES IN
MARKET VALUE. THE FUND IS A LARGE-CAP, GROWTH-ORIENTED U.S. DOMESTIC PORTFOLIO,
ALTHOUGH IT MAY HAVE OTHER INVESTMENTS, INCLUDING SOME FOREIGN SECURITIES AND
SOME MID-CAP STOCKS. FOR THE EQUITY PORTION, THE FUND SEEKS COMPANIES WITH
BETTER THAN AVERAGE EXPECTED GROWTH RATES AT LOWER THAN AVERAGE VALUATIONS. THE
FIXED-INCOME PORTION REFLECTS AN ACTIVE TRADING STRATEGY, SEEKING TOTAL RETURN,
AND FOCUSES ON A DURATION TARGET APPROXIMATING THE LEHMAN AGGREGATE BOND INDEX.
EQUITY INVESTMENTS ARE SELECTED BY THE TWO SUBADVISORS, WHILE THE ADVISOR
MANAGES THE FIXED-INCOME ASSETS AND DETERMINES THE OVERALL MIX FOR THE FUND
DEPENDING UPON ITS VIEW OF MARKET CONDITIONS AND ECONOMIC OUTLOOK.
THE FUND INVESTS WITH THE 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. INVESTMENTS ARE SELECTED ON THE
BASIS OF THEIR ABILITY TO CONTRIBUTE TO THE DUAL OBJECTIVES OF FINANCIAL
SOUNDNESS AND SOCIAL CRITERIA. SEE "INVESTMENT SELECTION PROCESS."
<PAGE>
PRINCIPAL RISKS
YOU COULD LOSE MONEY ON YOUR INVESTMENT IN THE FUND, OR THE FUND COULD
UNDERPERFORM FOR ANY OF THE FOLLOWING REASONS:
- - THE STOCK OR BOND MARKET GOES DOWN
- - THE INDIVIDUAL STOCKS AND BONDS IN THE FUND DO NOT PERFORM AS WELL AS
EXPECTED
- - FOR THE FIXED-INCOME PORTION OF THE FUND, THE ADVISOR'S FORECAST AS TO
INTEREST RATES IS NOT CORRECT
- - FOR THE FOREIGN SECURITIES HELD IN THE FUND, IF FOREIGN CURRENCY VALUES GO
DOWN VERSUS THE U.S. DOLLAR
- - THE ADVISOR'S ALLOCATION AMONG DIFFERENT SECTORS OF THE STOCK AND BOND
MARKETS DOES NOT PERFORM AS WELL AS EXPECTED
THE ACTIVE TRADING STRATEGY FOR THE FIXED-INCOME PORTION OF THE FUND MAY CAUSE
THE FUND TO HAVE, RELATIVE TO OTHER BALANCED FUNDS, A HIGH AMOUNT OF SHORT-TERM
CAPITAL GAINS, WHICH ARE TAXABLE TO YOU AT THE ORDINARY INCOME TAX RATE.
AN INVESTMENT IN THE FUND IS NOT A BANK DEPOSIT AND IS NOT INSURED OR GUARANTEED
BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENT AGENCY.
CSIF BALANCED PERFORMANCE
THE BAR CHART AND TABLE BELOW SHOW THE FUND'S ANNUAL RETURNS AND ITS LONG-TERM
PERFORMANCE. THE CHART AND TABLE PROVIDE SOME INDICATION OF THE RISKS OF
INVESTING IN THE FUND. THE CHART SHOWS HOW THE PERFORMANCE OF THE CLASS A SHARES
HAS VARIED FROM YEAR TO YEAR. THE TABLE COMPARES THE FUND'S PERFORMANCE OVER
TIME TO THAT OF THE STANDARD & POOR'S 500 INDEX AND THE LEHMAN AGGREGATE BOND
INDEX, A WIDELY RECOGNIZED, UNMANAGED INDEX OF COMMON STOCK AND BONDS PRICES,
RESPECTIVELY. IT ALSO SHOWS THE FUND'S RETURNS COMPARED TO THE LIPPER BALANCED
FUND INDEX, A COMPOSITE INDEX OF THE ANNUAL RETURN OF MUTUAL FUNDS THAT HAVE AN
INVESTMENT GOAL SIMILAR TO THAT OF THE FUND. THE FUND'S PAST PERFORMANCE DOES
NOT NECESSARILY INDICATE HOW THE FUND WILL PERFORM IN THE FUTURE.
THE RETURN FOR THE FUND'S OTHER CLASSES OF SHARES OFFERED BY THIS PROSPECTUS
WILL DIFFER FROM THE CLASS A RETURNS SHOWN IN THE BAR CHART, DEPENDING UPON THE
EXPENSES OF THAT CLASS. THE BAR CHART DOES NOT REFLECT ANY SALES CHARGE THAT YOU
MAY BE REQUIRED TO PAY UPON PURCHASE OR REDEMPTION OF THE FUND'S SHARES. ANY
SALES CHARGE WILL REDUCE YOUR RETURN. THE AVERAGE TOTAL RETURN TABLE SHOWS
RETURNS WITH THE MAXIMUM SALES CHARGE DEDUCTED. NO SALES CHARGE HAS BEEN APPLIED
TO THE INDICES USED FOR COMPARISON IN THE TABLE.
<PAGE>
CSIF BALANCED
YEAR-BY-YEAR TOTAL RETURN
(CLASS A RETURN AT NAV)
[INSERT BAR CHART HERE]
BEST QUARTER (OF PERIODS SHOWN) Q4 '98 12.42%
WORST QUARTER (OF PERIODS SHOWN) Q3 '98 (6.47%)
AVERAGE ANNUAL TOTAL RETURNS (AS OF 12-31-99)
(WITH MAXIMUM SALES CHARGE DEDUCTED)
1 YEAR 5 YEAR 10 YEAR
CSIF BALANCED: CLASS A 1.73% 14.29% 9.75%
CSIF BALANCED: CLASS B 0.54% N/A N/A
CSIF BALANCED: CLASS C 4.76% 14.12% N/A
S&P 500 INDEX MONTHLY REINVESTED
21.03% 28.54% 18.19%
LEHMAN AGGREGATE BOND INDEX TR
(0.82%) 7.73% 7.70%
LIPPER BALANCED FUND INDEX
8.98% 16.33% 12.26%
<PAGE>
CSIF MANAGED INDEX
ADVISOR CALVERT ASSET MANAGEMENT COMPANY, INC.
SUBADVISOR STATE STREET GLOBAL ADVISORS
OBJECTIVE
CSIF MANAGED INDEX SEEKS A TOTAL RETURN AFTER EXPENSES WHICH EXCEEDS OVER TIME
THE TOTAL RETURN OF THE RUSSELL 1000 INDEX. IT SEEKS TO OBTAIN THIS OBJECTIVE
WHILE MAINTAINING RISK CHARACTERISTICS SIMILAR TO THOSE OF THE RUSSELL 1000
INDEX AND THROUGH INVESTMENTS IN STOCKS THAT MEET THE FUND'S INVESTMENT AND
SOCIAL CRITERIA. THIS OBJECTIVE MAY BE CHANGED BY THE FUND'S BOARD OF
TRUSTEES/DIRECTORS WITHOUT SHAREHOLDER APPROVAL.
PRINCIPAL INVESTMENT STRATEGIES
THE FUND INVESTS IN STOCKS THAT MEET THE SOCIAL CRITERIA AND CREATES A PORTFOLIO
WHOSE CHARACTERISTICS CLOSELY RESEMBLE THE CHARACTERISTICS OF THE RUSSELL 1000
INDEX, WHILE EMPHASIZING THE STOCKS WHICH IT BELIEVES OFFER THE GREATEST
POTENTIAL OF RETURN.
CSIF MANAGED INDEX FOLLOWS AN ENHANCED INDEX MANAGEMENT STRATEGY. INSTEAD OF
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 FUND'S PERFORMANCE, RELATIVE TO THE INDEX. THE FUND
MAY PURCHASE STOCKS NOT IN THE RUSSELL 1000 INDEX, BUT AT LEAST 65% OF THE
FUND'S TOTAL ASSETS WILL BE INVESTED IN STOCKS THAT ARE IN THE INDEX. ANY
INVESTMENTS NOT IN THE INDEX WILL MEET THE FUND'S SOCIAL SCREENING CRITERIA AND
BE SELECTED TO CLOSELY MIRROR THE INDEX'S RISK/RETURN CHARACTERISTICS. THE
SUBADVISOR REBALANCES THE FUND QUARTERLY TO MAINTAIN ITS RELATIVE EXPOSURE TO
THE INDEX.
THE FIRST STEP OF THE INVESTMENT STRATEGY IS TO IDENTIFY THOSE STOCKS IN THE
RUSSELL 1000 INDEX WHICH MEET THE FUND'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.
EVEN THOUGH CERTAIN INDUSTRIES MAY BE ELIMINATED FROM THE FUND 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 MEASURES: VALUE AND MOMENTUM OF MARKET
SENTIMENT. THESE TWO MEASURES COMBINE TO CREATE A SINGLE COMPOSITE SCORE OF
EACH STOCK'S ATTRACTIVENESS. THE FUND IS CONSTRUCTED FROM SECURITIES THAT MEET
ITS SOCIAL CRITERIA, WEIGHTED THROUGH A MATHEMATICAL PROCESS THAT SEEKS TO
REDUCE RISK VIS- -VIS THE RUSSELL 1000 INDEX.
<PAGE>
THE RUSSELL 1000 INDEX MEASURES THE PERFORMANCE OF THE 1,000 LARGEST U.S.
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 $91.485 BILLION.
PRINCIPAL RISKS
YOU COULD LOSE MONEY ON YOUR INVESTMENT IN THE FUND, OR THE FUND COULD
UNDERPERFORM THE STOCK MARKET FOR ANY OF THE FOLLOWING REASONS:
- - THE STOCK MARKET OR THE RUSSELL 1000 INDEX GOES DOWN
- - THE INDIVIDUAL STOCKS IN THE FUND OR THE INDEX MODELING PORTFOLIO DO NOT
PERFORM AS WELL AS EXPECTED
- - AN INDEX FUND HAS OPERATING EXPENSES; A MARKET INDEX DOES NOT. THE FUND
- - WHILE EXPECTED TO TRACK ITS TARGET INDEX AS CLOSELY AS POSSIBLE
WHILE SATISFYING ITS OWN INVESTMENT AND SOCIAL CRITERIA - WILL NOT BE
ABLE TO MATCH THE PERFORMANCE OF THE INDEX EXACTLY
AN INVESTMENT IN THE FUND IS NOT A BANK DEPOSIT AND IS NOT INSURED OR GUARANTEED
BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENT AGENCY.
THE FUND IS NOT SPONSORED, SOLD, PROMOTED OR ENDORSED BY THE FRANK RUSSELL
COMPANY.
TRACKING THE INDEX
THE SUBADVISOR EXPECTS THE ANNUAL TRACKING ERROR, RELATIVE TO THE RETURN OF THE
INDEX BEFORE DEDUCTING EXPENSES, TO BE WITHIN CERTAIN LIMITS ESTABLISHED BY THE
ADVISOR AND SUBADVISOR. THE FUND'S ABILITY TO TRACK THE INDEX WILL BE MONITORED
BY ANALYZING RETURNS TO ENSURE THAT THE RETURNS ARE REASONABLY CONSISTENT WITH
INDEX RETURNS. ANY DEVIATIONS OF REALIZED RETURNS FROM THE INDEX WHICH ARE IN
EXCESS OF THOSE EXPECTED WILL BE ANALYZED FOR SOURCES OF VARIANCE.
THE FUND INVESTS WITH THE 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. INVESTMENTS ARE SELECTED ON THE
BASIS OF THEIR ABILITY TO CONTRIBUTE TO THE DUAL OBJECTIVES OF FINANCIAL
SOUNDNESS AND SOCIAL CRITERIA. SEE "INVESTMENT SELECTION PROCESS."
<PAGE>
CSIF MANAGED INDEX PERFORMANCE
THE BAR CHART AND TABLE BELOW SHOW THE FUND'S ANNUAL RETURNS AND ITS LONG-TERM
PERFORMANCE. THE CHART AND TABLE PROVIDE SOME INDICATION OF THE RISKS OF
INVESTING IN THE FUND. THE CHART SHOWS THE PERFORMANCE OF THE CLASS A SHARES FOR
EACH CALENDAR YEAR. THE TABLE COMPARES THE FUND'S PERFORMANCE OVER TIME TO THAT
OF THE RUSSELL 1000 INDEX, A WIDELY RECOGNIZED, UNMANAGED INDEX OF COMMON STOCK
PRICES. IT ALSO SHOWS THE FUND'S RETURNS COMPARED TO THE LIPPER LARGE-CAP CORE
INDEX, A COMPOSITE INDEX OF THE ANNUAL RETURN OF MUTUAL FUNDS THAT HAVE AN
INVESTMENT GOAL SIMILAR TO THAT OF THE FUND. THE FUND'S PAST PERFORMANCE DOES
NOT NECESSARILY INDICATE HOW THE FUND WILL PERFORM IN THE FUTURE.
THE RETURN FOR THE FUND'S OTHER CLASSES OF SHARES OFFERED BY THIS PROSPECTUS
WILL DIFFER FROM THE CLASS A RETURNS SHOWN IN THE BAR CHART, DEPENDING UPON THE
EXPENSES OF THAT CLASS. THE BAR CHART DOES NOT REFLECT ANY SALES CHARGE THAT YOU
MAY BE REQUIRED TO PAY UPON PURCHASE OR REDEMPTION OF THE FUND'S SHARES. ANY
SALES CHARGE WILL REDUCE YOUR RETURN. THE AVERAGE TOTAL RETURN TABLE SHOWS
RETURNS WITH THE MAXIMUM SALES CHARGE DEDUCTED. NO SALES CHARGE HAS BEEN APPLIED
TO THE INDICES USED FOR COMPARISON IN THE TABLE.
<PAGE>
CSIF MANAGED INDEX
YEAR-BY-YEAR TOTAL RETURN
(CLASS A RETURN AT NAV)
[INSERT BAR CHART HERE]
BEST QUARTER (OF PERIODS SHOWN) Q4 '99 14.59%
WORST QUARTER (OF PERIODS SHOWN) Q3 '99 (6.45%)
AVERAGE ANNUAL TOTAL RETURNS (AS OF 12-31-99)
(WITH MAXIMUM SALES CHARGE DEDUCTED)
1 YEAR 5 YEAR 10 YEAR
CSIF MANAGED INDEX: CLASS A1 11.60% N/A N/A
CSIF MANAGED INDEX: CLASS B 10.69% N/A N/A
CSIF MANAGED INDEX: CLASS C 14.71% N/A N/A
RUSSELL 1000 INDEX 20.91% N/A N/A
LIPPER LARGE-CAP CORE INDEX 19.35% N/A N/A
1SINCE INCEPTION "A" (4/30/98) 13.69%; RUSSELL 1000 19.20%; AND LIPPER LARGE-CAP
CORE INDEX 18.16%. THE MONTH END DATE OF 4/30/98 IS USED FOR COMPARISON PURPOSES
ONLY, ACTUAL FUND INCEPTION IS 4/15/98.
<PAGE>
CSIF EQUITY
ADVISOR CALVERT ASSET MANAGEMENT COMPANY, INC.
SUBADVISOR ATLANTA CAPITAL MANAGEMENT COMPANY, L.L.C.
OBJECTIVE
CSIF EQUITY SEEKS GROWTH OF CAPITAL THROUGH INVESTMENT IN STOCKS OF ISSUERS IN
INDUSTRIES BELIEVED TO OFFER OPPORTUNITIES FOR POTENTIAL CAPITAL APPRECIATION
AND WHICH MEET THE FUND'S INVESTMENT AND SOCIAL CRITERIA.
PRINCIPAL INVESTMENT STRATEGIES
THE FUND INVESTS PRIMARILY IN THE COMMON STOCKS OF LARGE-CAP COMPANIES HAVING,
ON AVERAGE, MARKET CAPITALIZATION OF AT LEAST $1 BILLION. INVESTMENT RETURNS
WILL BE MOSTLY FROM CHANGES IN THE PRICE OF THE FUND'S HOLDINGS (CAPITAL
APPRECIATION).
THE SUBADVISOR LOOKS FOR GROWING COMPANIES WITH A HISTORY OF STEADY EARNINGS
GROWTH. COMPANIES ARE SELECTED BASED ON THE SUBADVISOR'S OPINION THAT THE
COMPANY HAS THE ABILITY TO SUSTAIN GROWTH THROUGH GROWING PROFITABILITY AND THAT
THE STOCK IS FAVORABLY PRICED WITH RESPECT TO THOSE GROWTH EXPECTATIONS.
THE FUND INVESTS WITH THE 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. INVESTMENTS ARE SELECTED ON THE
BASIS OF THEIR ABILITY TO CONTRIBUTE TO THE DUAL OBJECTIVES OF FINANCIAL
SOUNDNESS AND SOCIAL CRITERIA. SEE "INVESTMENT SELECTION PROCESS."
PRINCIPAL RISKS
YOU COULD LOSE MONEY ON YOUR INVESTMENT IN THE FUND, OR THE FUND COULD
UNDERPERFORM FOR ANY OF THE FOLLOWING REASONS:
- - THE STOCK MARKET GOES DOWN
- - THE INDIVIDUAL STOCKS IN THE FUND DO NOT PERFORM AS WELL AS EXPECTED
AN INVESTMENT IN THE FUND IS NOT A BANK DEPOSIT AND IS NOT INSURED OR GUARANTEED
BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENT AGENCY.
CSIF EQUITY PERFORMANCE
THE BAR CHART AND TABLE BELOW SHOW THE FUND'S ANNUAL RETURNS AND ITS LONG-TERM
PERFORMANCE. THE CHART AND TABLE PROVIDE SOME INDICATION OF THE RISKS OF
INVESTING IN THE FUND. THE CHART SHOWS HOW THE PERFORMANCE OF THE CLASS A SHARES
HAS VARIED FROM YEAR TO YEAR. THE TABLE COMPARES THE FUND'S PERFORMANCE OVER
TIME TO THAT OF THE STANDARD & POOR'S 500 INDEX. THIS IS A WIDELY RECOGNIZED,
UNMANAGED
<PAGE>
INDEX OF COMMON STOCK PRICES. IT ALSO SHOWS THE FUND'S RETURNS COMPARED TO THE
LIPPER MULTI-CAP CORE INDEX, A COMPOSITE INDEX OF THE ANNUAL RETURN OF MUTUAL
FUNDS THAT HAVE AN INVESTMENT GOAL SIMILAR TO THAT OF THE FUND. THE FUND'S PAST
PERFORMANCE DOES NOT NECESSARILY INDICATE HOW THE FUND WILL PERFORM IN THE
FUTURE.
THE RETURN FOR EACH OF THE FUND'S OTHER CLASSES OF SHARES OFFERED BY THIS
PROSPECTUS WILL DIFFER FROM THE CLASS A RETURNS SHOWN IN THE BAR CHART,
DEPENDING UPON THE EXPENSES OF THAT CLASS. THE BAR CHART DOES NOT REFLECT ANY
SALES CHARGE THAT YOU MAY BE REQUIRED TO PAY UPON PURCHASE OR REDEMPTION OF THE
FUND'S SHARES. ANY SALES CHARGE WILL REDUCE YOUR RETURN. THE AVERAGE TOTAL
RETURN TABLE SHOWS RETURNS WITH THE MAXIMUM SALES CHARGE DEDUCTED. NO SALES
CHARGE HAS BEEN APPLIED TO THE INDICES USED FOR COMPARISON IN THE TABLE.
CSIF EQUITY
YEAR-BY-YEAR TOTAL RETURN
(CLASS A RETURN AT NAV)
[INSERT BAR CHART HERE]
BEST QU ARTER (OF PERIODS SHOWN) Q4 '98 26.98%
WORST QUARTER (OF PERIODS SHOWN) Q3 '98 (17.56%)
AVERAGE ANNUAL TOTAL RETURNS (AS OF 12-31-99)
(WITH MAXIMUM SALES CHARGE DEDUCTED)
1 YEAR 5 YEAR 10 YEAR
CSIF EQUITY: CLASS A 17.31% 17.84% 9.88%
CSIF EQUITY: CLASS B 16.85% N/A N/A
CSIF EQUITY: CLASS C 21.13% 17.63% N/A
S&P 500 INDEX MONTHLY REINVESTED
21.03% 28.54% 18.19%
LIPPER MULTI-CAP CORE INDEX
20.79% 23.59% 16.05%
<PAGE>
CALVERT CAPITAL ACCUMULATION
ADVISOR CALVERT ASSET MANAGEMENT COMPANY, INC.
SUBADVISOR BROWN CAPITAL MANAGEMENT, INC.
OBJECTIVE
CAPITAL ACCUMULATION SEEKS TO PROVIDE LONG-TERM CAPITAL APPRECIATION BY
INVESTING PRIMARILY IN MID-CAP STOCKS THAT MEET THE FUND'S INVESTMENT AND SOCIAL
CRITERIA. THIS OBJECTIVE MAY BE CHANGED BY THE FUND'S BOARD OF
TRUSTEES/DIRECTORS WITHOUT SHAREHOLDER APPROVAL.
PRINCIPAL INVESTMENT STRATEGIES
INVESTMENTS ARE PRIMARILY IN THE COMMON STOCKS OF MID-SIZE COMPANIES. RETURNS IN
THE FUND WILL BE MOSTLY FROM THE CHANGES IN THE PRICE OF THE FUND'S HOLDINGS
(CAPITAL APPRECIATION.)
THE FUND CURRENTLY DEFINES MID-CAP COMPANIES AS THOSE WITHIN THE RANGE OF MARKET
CAPITALIZATIONS OF THE STANDARD & POOR'S MID-CAP 400 INDEX. MOST COMPANIES IN
THE INDEX HAVE A CAPITALIZATION OF $500 MILLION TO $10 BILLION. STOCKS CHOSEN
FOR THE FUND COMBINE GROWTH AND VALUE CHARACTERISTICS OR OFFER THE OPPORTUNITY
TO BUY GROWTH AT A REASONABLE PRICE.
THE SUBADVISOR FAVORS COMPANIES WHICH HAVE AN ABOVE MARKET AVERAGE PROSPECTIVE
GROWTH RATE, BUT SELL AT BELOW MARKET AVERAGE VALUATIONS. THE SUBADVISOR
EVALUATES EACH STOCK IN TERMS OF ITS GROWTH POTENTIAL, THE RETURN FOR RISK FREE
INVESTMENTS AND THE RISK AND REWARD POTENTIAL FOR THE COMPANY TO DETERMINE A
REASONABLE PRICE FOR THE STOCK.
THE FUND INVESTS WITH THE 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. INVESTMENTS ARE SELECTED ON THE
BASIS OF THEIR ABILITY TO CONTRIBUTE TO THE DUAL OBJECTIVES OF FINANCIAL
SOUNDNESS AND SOCIAL CRITERIA. SEE "INVESTMENT SELECTION PROCESS."
<PAGE>
PRINCIPAL RISKS
YOU COULD LOSE MONEY ON YOUR INVESTMENT IN THE FUND, OR THE FUND COULD
UNDERPERFORM FOR ANY OF THE FOLLOWING REASONS:
- - THE STOCK MARKET GOES DOWN
- - THE INDIVIDUAL STOCKS IN THE FUND DO NOT PERFORM AS WELL AS EXPECTED
- - THE POSSIBILITY OF GREATER RISK BY INVESTING IN MEDIUM-SIZED COMPANIES
RATHER THAN LARGER, MORE ESTABLISHED COMPANIES.
- - THE FUND IS NON-DIVERSIFIED. COMPARED TO OTHER FUNDS, THE FUND MAY INVEST
MORE OF ITS ASSETS IN A SMALLER NUMBER OF COMPANIES. GAINS OR LOSSES ON A SINGLE
STOCK MAY HAVE GREATER IMPACT ON THE FUND.
AN INVESTMENT IN THE FUND IS NOT A BANK DEPOSIT AND IS NOT INSURED OR GUARANTEED
BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENT AGENCY.
CAPITAL ACCUMULATION PERFORMANCE
THE BAR CHART AND TABLE BELOW SHOW THE FUND'S ANNUAL RETURNS AND ITS LONG-TERM
PERFORMANCE. THE CHART AND TABLE PROVIDE SOME INDICATION OF THE RISKS OF
INVESTING IN THE FUND. THE CHART SHOWS HOW THE PERFORMANCE OF THE FUND'S CLASS A
SHARES HAS VARIED FROM YEAR TO YEAR. THE TABLE COMPARES THE FUND'S PERFORMANCE
OVER TIME TO THAT OF THE STANDARD & POOR'S MID-CAP 400 INDEX. THIS IS A WIDELY
RECOGNIZED, UNMANAGED INDEX OF COMMON STOCK PRICES. IT ALSO SHOWS THE FUND'S
RETURNS COMPARED TO THE LIPPER MID-CAP GROWTH INDEX, A COMPOSITE INDEX OF THE
ANNUAL RETURN OF MUTUAL FUNDS THAT HAVE AN INVESTMENT GOAL SIMILAR TO THAT OF
THE FUND. THE FUND'S PAST PERFORMANCE DOES NOT NECESSARILY INDICATE HOW THE FUND
WILL PERFORM IN THE FUTURE.
THE RETURN FOR THE FUND'S OTHER CLASSES OF SHARES OFFERED BY THIS PROSPECTUS
WILL DIFFER FROM THE CLASS A RETURNS SHOWN IN THE BAR CHART, DEPENDING UPON THE
EXPENSES OF THAT CLASS. THE BAR CHART DOES NOT REFLECT ANY SALES CHARGE THAT YOU
MAY BE REQUIRED TO PAY UPON PURCHASE OR REDEMPTION OF THE FUND'S SHARES. ANY
SALES CHARGE WILL REDUCE YOUR RETURN. THE AVERAGE TOTAL RETURN TABLE SHOWS
RETURNS WITH THE MAXIMUM SALES CHARGE DEDUCTED. NO SALES CHARGE HAS BEEN APPLIED
TO THE INDICES USED FOR COMPARISON IN THE TABLE.
<PAGE>
CAPITAL ACCUMULATION
YEAR-BY-YEAR TOTAL RETURN
(CLASS A RETURN AT NAV)
[INSERT BAR CHART HERE]
BEST QUARTER (OF PERIODS SHOWN) Q4 '98 25.03%
WORST QUARTER (OF PERIODS SHOWN) Q3 '99 (14.82%)
AVERAGE ANNUAL TOTAL RETURNS (AS OF 12-31-99)
(WITH MAXIMUM SALES CHARGE DEDUCTED)
1 YEAR 5 YEAR 10 YEAR
CAPITAL ACCUMULATION: CLASS A1 1.12% 19.01% N/A
CAPITAL ACCUMULATION: CLASS B 0.28% N/A N/A
CAPITAL ACCUMULATION: CLASS C 4.36% 18.98% N/A
S&P MID-CAP 400 INDEX 14.72% 23.05% N/A
LIPPER MID-CAP GROWTH INDEX 73.72% 28.07% N/A
1 SINCE INCEPTION "A" (10/31/94) 18.83%; S&P MID CAP 400 INDEX 21.34%; AND
LIPPER MID-CAP GROWTH INDEX 26.73%.
<PAGE>
CALVERT WORLD VALUES
INTERNATIONAL EQUITY FUND
ADVISOR CALVERT ASSET MANAGEMENT COMPANY, INC.
SUBADVISOR MURRAY JOHNSTONE INTERNATIONAL, LTD.
OBJECTIVE
CWVF INTERNATIONAL EQUITY SEEKS TO PROVIDE A HIGH TOTAL RETURN CONSISTENT WITH
REASONABLE RISK BY INVESTING PRIMARILY IN A GLOBALLY DIVERSIFIED PORTFOLIO OF
STOCKS THAT MEET THE FUND'S INVESTMENT AND SOCIAL CRITERIA.
PRINCIPAL INVESTMENT STRATEGIES
THE FUND INVESTS PRIMARILY IN THE COMMON STOCKS OF MID- TO LARGE-CAP COMPANIES
USING A VALUE APPROACH. THE FUND IDENTIFIES THOSE COUNTRIES WITH MARKETS AND
ECONOMIES THAT IT BELIEVES CURRENTLY PROVIDE THE MOST FAVORABLE CLIMATE FOR
INVESTING. THE SUBADVISOR SELECTS COUNTRIES BASED ON A "20 QUESTIONS" MODEL
WHICH USES MACRO- AND MICRO-ECONOMIC INPUTS TO RANK THE ATTRACTIVENESS OF
MARKETS IN VARIOUS COUNTRIES. WITHIN EACH COUNTRY, THE SUBADVISOR USES
VALUATION TECHNIQUES THAT HAVE BEEN SHOWN TO BEST DETERMINE VALUE WITHIN THAT
MARKET. IN SOME COUNTRIES, THE VALUATION PROCESS MAY FAVOR THE COMPARISON OF
PRICE-TO-CASH-FLOW WHILE IN OTHER COUNTRIES, PRICE-TO-SALES OR PRICE-TO-BOOK MAY
BE MORE USEFUL IN DETERMINING WHICH STOCKS ARE UNDERVALUED.
THE FUND INVESTS PRIMARILY IN MORE DEVELOPED ECONOMIES AND MARKETS. NO MORE THAN
5% OF FUND ASSETS ARE INVESTED IN THE U.S. (EXCLUDING HIGH SOCIAL IMPACT AND
SPECIAL EQUITIES INVESTMENTS).
THE FUND INVESTS WITH THE 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. INVESTMENTS ARE SELECTED ON THE
BASIS OF THEIR ABILITY TO CONTRIBUTE TO THE DUAL OBJECTIVES OF FINANCIAL
SOUNDNESS AND SOCIAL CRITERIA. SEE "INVESTMENT SELECTION PROCESS."
PRINCIPAL RISKS
YOU COULD LOSE MONEY ON YOUR INVESTMENT IN THE FUND, OR THE FUND COULD
UNDERPERFORM FOR ANY OF THE FOLLOWING REASONS:
- - THE STOCK MARKETS GO DOWN (INCLUDING MARKETS OUTSIDE THE U.S.)
- - THE INDIVIDUAL STOCKS IN THE FUND DO NOT PERFORM AS WELL AS EXPECTED
- - FOREIGN CURRENCY VALUES GO DOWN VERSUS THE U.S. DOLLAR
AN INVESTMENT IN THE FUND IS NOT A BANK DEPOSIT AND IS NOT INSURED OR GUARANTEED
BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENT AGENCY.
<PAGE>
CWVF INTERNATIONAL EQUITY PERFORMANCE
THE BAR CHART AND TABLE BELOW SHOW THE FUND'S ANNUAL RETURNS AND ITS LONG-TERM
PERFORMANCE. THE CHART AND TABLE PROVIDE SOME INDICATION OF THE RISKS OF
INVESTING IN THE FUND. THE CHART SHOWS HOW THE PERFORMANCE OF THE CLASS A SHARES
HAS VARIED FROM YEAR TO YEAR. THE TABLE COMPARES THE FUND'S PERFORMANCE OVER
TIME TO THAT OF THE MORGAN STANLEY CAPITAL INTERNATIONAL EAFE INDEX. THIS IS A
WIDELY RECOGNIZED, UNMANAGED INDEX OF COMMON STOCK PRICES AROUND THE WORLD. IT
ALSO SHOWS THE FUND'S RETURNS COMPARED TO THE LIPPER INTERNATIONAL FUND INDEX, A
COMPOSITE INDEX OF THE ANNUAL RETURN OF MUTUAL FUNDS THAT HAVE AN INVESTMENT
GOAL SIMILAR TO THAT OF THE FUND. THE FUND'S PAST PERFORMANCE DOES NOT
NECESSARILY INDICATE HOW THE FUND WILL PERFORM IN THE FUTURE.
THE RETURN FOR THE FUND'S OTHER CLASSES OF SHARES OFFERED BY THIS PROSPECTUS
WILL DIFFER FROM THE CLASS A RETURNS SHOWN IN THE BAR CHART, DEPENDING UPON THE
EXPENSES OF THAT CLASS. THE BAR CHART DOES NOT REFLECT ANY SALES CHARGE THAT YOU
MAY BE REQUIRED TO PAY UPON PURCHASE OR REDEMPTION OF THE FUND'S SHARES. ANY
SALES CHARGE WILL REDUCE YOUR RETURN. THE AVERAGE TOTAL RETURN TABLE SHOWS
RETURNS WITH THE MAXIMUM SALES CHARGE DEDUCTED. NO SALES CHARGE HAS BEEN APPLIED
TO THE INDICES USED FOR COMPARISON IN THE TABLE.
<PAGE>
CWVF INTERNATIONAL EQUITY
YEAR-BY-YEAR TOTAL RETURN
(CLASS A RETURN AT NAV)
[INSERT BAR CHART HERE]
BEST QUARTER (OF PERIODS SHOWN) Q4 '99 20.38%
WORST QUARTER (OF PERIODS SHOWN) Q3 '98 (14.82%)
AVERAGE ANNUAL TOTAL RETURNS (AS OF 12-31-99)
(WITH MAXIMUM SALES CHARGE DEDUCTED)
1 YEAR 5 YEAR 10 YEAR
CWVF INTERNATIONAL EQUITY: CLASS A1 23.94% 13.95% N/A
CWVF INTERNATIONAL EQUITY: CLASS B 23.37% N/A N/A
CWVF INTERNATIONAL EQUITY: CLASS C 27.82% 13.86% N/A
MSCI EAFE INDEX GD 27.30% 13.15% N/A
LIPPER INTERNATIONAL FUND INDEX 37.83% 15.96% N/A
1 INCEPTION "A" (7/31/92) 11.85%; MSCI EAFE INDEX GD 14.17%; AND LIPPER
INTERNATIONAL FUND INDEX 14.96%. THE MONTH END DATE OF 7/31/92 IS USED FOR
COMPARISON PURPOSES ONLY, ACTUAL FUND INCEPTION IS 7/2/92.
<PAGE>
CALVERT NEW VISION SMALL CAP
ADVISOR CALVERT ASSET MANAGEMENT COMPANY, INC.
SUBADVISOR AWAD ASSET MANAGEMENT, INC.
OBJECTIVE
NEW VISION SMALL CAP SEEKS TO PROVIDE LONG-TERM CAPITAL APPRECIATION BY
INVESTING PRIMARILY IN SMALL-CAP STOCKS THAT MEET THE FUND'S INVESTMENT AND
SOCIAL CRITERIA. THIS OBJECTIVE MAY BE CHANGED BY THE FUND'S BOARD OF
TRUSTEES/DIRECTORS WITHOUT SHAREHOLDER APPROVAL.
PRINCIPAL INVESTMENT STRATEGIES
AT LEAST 65% OF THE FUND'S ASSETS WILL BE INVESTED IN THE COMMON STOCKS OF
SMALL-CAP COMPANIES. RETURNS IN THE FUND WILL BE MOSTLY FROM THE CHANGES IN THE
PRICE OF THE FUND'S HOLDINGS (CAPITAL APPRECIATION).
THE FUND CURRENTLY DEFINES SMALL-CAP COMPANIES AS THOSE WITH MARKET
CAPITALIZATION OF $1 BILLION OR LESS AT THE TIME THE FUND INITIALLY INVESTS.
THE FUND INVESTS WITH THE 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. INVESTMENTS ARE SELECTED ON THE
BASIS OF THEIR ABILITY TO CONTRIBUTE TO THE DUAL OBJECTIVES OF FINANCIAL
SOUNDNESS AND SOCIAL CRITERIA. SEE "INVESTMENT SELECTION PROCESS."
PRINCIPAL RISKS
YOU COULD LOSE MONEY ON YOUR INVESTMENT IN THE FUND, OR THE FUND COULD
UNDERPERFORM FOR ANY OF THE FOLLOWING REASONS:
- - THE STOCK MARKET GOES DOWN
- - THE INDIVIDUAL STOCKS IN THE FUND DO NOT PERFORM AS WELL AS EXPECTED
- - PRICES OF SMALL-CAP STOCKS MAY RESPOND TO MARKET ACTIVITY DIFFERENTLY THAN
LARGER MORE ESTABLISHED COMPANIES
AN INVESTMENT IN THE FUND IS NOT A BANK DEPOSIT AND IS NOT INSURED OR GUARANTEED
BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENT AGENCY.
NEW VISION SMALL CAP PERFORMANCE
THE BAR CHART AND TABLE BELOW SHOW THE FUND'S ANNUAL RETURNS AND ITS LONG-TERM
PERFORMANCE. THE CHART AND TABLE PROVIDE SOME INDICATION OF THE RISKS OF
INVESTING IN THE FUND. THE CHART SHOWS HOW THE PERFORMANCE OF THE CLASS A SHARES
HAS VARIED FROM YEAR TO YEAR. THE TABLE COMPARES THE FUND'S PERFORMANCE OVER
TIME TO THAT OF THE RUSSELL 2000 INDEX. THIS IS A WIDELY RECOGNIZED, UNMANAGED
INDEX OF COMMON STOCK PRICES. IT ALSO SHOWS THE FUND'S RETURNS COMPARED TO THE
<PAGE>
LIPPER SMALL-CAP CORE INDEX, A COMPOSITE INDEX OF THE ANNUAL RETURN OF MUTUAL
FUNDS THAT HAVE AN INVESTMENT GOAL SIMILAR TO THAT OF THE FUND. THE FUND'S PAST
PERFORMANCE DOES NOT NECESSARILY INDICATE HOW THE FUND WILL PERFORM IN THE
FUTURE.
THE RETURN FOR THE FUND'S OTHER CLASSES OF SHARES OFFERED BY THIS PROSPECTUS
WILL DIFFER FROM THE CLASS A RETURNS SHOWN IN THE BAR CHART, DEPENDING UPON THE
EXPENSES OF THAT CLASS. THE BAR CHART DOES NOT REFLECT ANY SALES CHARGE THAT YOU
MAY BE REQUIRED TO PAY UPON PURCHASE OR REDEMPTION OF THE FUND'S SHARES. ANY
SALES CHARGE WILL REDUCE YOUR RETURN. THE AVERAGE TOTAL RETURN TABLE SHOWS
RETURNS WITH THE MAXIMUM SALES CHARGE DEDUCTED. NO SALES CHARGE HAS BEEN APPLIED
TO THE INDICES USED FOR COMPARISON IN THE TABLE.
NEW VISION SMALL CAP
YEAR-BY-YEAR TOTAL RETURN
(CLASS A RETURN AT NAV)
[INSERT BAR CHART HERE]
BEST QUARTER (OF PERIODS SHOWN) Q4 '99 23.57%
WORST QUARTER (OF PERIODS SHOWN) Q3 '98 (21.82%)
AVERAGE ANNUAL TOTAL RETURNS (AS OF 12-31-99)
(WITH MAXIMUM SALES CHARGE DEDUCTED)
1 YEAR 5 YEAR 10 YEAR
NEW VISION SMALL CAP: CLASS A1 17.15% N/A N/A
NEW VISION SMALL CAP: CLASS B 16.53% N/A N/A
NEW VISION SMALL CAP: CLASS C 21.09% N/A N/A
RUSSELL 2000 INDEX TR 21.26% N/A N/A
LIPPER SMALL-CAP CORE INDEX 20.17% N/A N/A
1 FROM INCEPTION (1/31/97) 2.06%; RUSSELL 2000 INDEX TR 12.69%;
LIPPER SMALL-CAP CORE INDEX 11.79%.
<PAGE>
CSIF BOND
ADVISOR CALVERT ASSET MANAGEMENT COMPANY, INC.
OBJECTIVE
CSIF BOND SEEKS TO PROVIDE AS HIGH A LEVEL OF CURRENT INCOME AS IS CONSISTENT
WITH PRUDENT INVESTMENT RISK AND PRESERVATION OF CAPITAL THROUGH INVESTMENT IN
BONDS AND OTHER STRAIGHT DEBT SECURITIES MEETING THE FUND'S INVESTMENT AND
SOCIAL CRITERIA.
PRINCIPAL INVESTMENT STRATEGIES
THE FUND USES AN ACTIVE STRATEGY, SEEKING RELATIVE VALUE TO EARN INCREMENTAL
INCOME. THE FUND TYPICALLY INVESTS AT LEAST 65% OF ITS ASSETS IN INVESTMENT
GRADE DEBT SECURITIES.
THE FUND INVESTS WITH THE 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. INVESTMENTS ARE SELECTED ON THE
BASIS OF THEIR ABILITY TO CONTRIBUTE TO THE DUAL OBJECTIVES OF FINANCIAL
SOUNDNESS AND SOCIAL CRITERIA. SEE "INVESTMENT SELECTION PROCESS."
PRINCIPAL RISKS
YOU COULD LOSE MONEY ON YOUR INVESTMENT IN THE FUND, OR THE FUND COULD
UNDERPERFORM, FOR ANY OF THE FOLLOWING REASONS:
- - THE BOND MARKET GOES DOWN
- - THE INDIVIDUAL BONDS IN THE FUND DO NOT PERFORM AS WELL AS EXPECTED
- - THE ADVISOR'S FORECAST AS TO INTEREST RATES IS NOT CORRECT
- - THE ADVISOR'S ALLOCATION AMONG DIFFERENT SECTORS OF THE BOND MARKET DOES
NOT PERFORM AS WELL AS EXPECTED
- - THE FUND IS NON-DIVERSIFIED. COMPARED TO OTHER FUNDS, THE FUND MAY INVEST
MORE OF ITS ASSETS IN A SMALLER NUMBER OF COMPANIES. GAINS OR LOSSES ON A SINGLE
BOND MAY HAVE GREATER IMPACT ON THE FUND.
THE FUND'S ACTIVE TRADING STRATEGY MAY CAUSE THE FUND TO HAVE A RELATIVELY HIGH
AMOUNT OF SHORT TERM CAPITAL GAINS, WHICH ARE TAXABLE TO YOU AT THE ORDINARY
INCOME TAX RATE.
AN INVESTMENT IN THE FUND IS NOT A BANK DEPOSIT AND IS NOT INSURED OR GUARANTEED
BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENT AGENCY.
<PAGE>
CSIF BOND PERFORMANCE
THE BAR CHART AND TABLE BELOW SHOW THE FUND'S ANNUAL RETURNS AND ITS LONG-TERM
PERFORMANCE. THE CHART AND TABLE PROVIDE SOME INDICATION OF THE RISKS OF
INVESTING IN THE FUND. THE CHART SHOWS HOW THE PERFORMANCE OF THE CLASS A SHARES
HAS VARIED FROM YEAR TO YEAR. THE TABLE COMPARES THE FUND'S PERFORMANCE OVER
TIME TO THAT OF THE LEHMAN AGGREGATE BOND INDEX. THIS IS A WIDELY RECOGNIZED,
UNMANAGED INDEX OF BOND PRICES. IT ALSO SHOWS THE FUND'S RETURNS COMPARED TO THE
LIPPER A RATED BOND FUND INDEX, A COMPOSITE INDEX OF THE ANNUAL RETURN OF MUTUAL
FUNDS THAT HAVE AN INVESTMENT GOAL SIMILAR TO THAT OF THE FUND. THE FUND'S PAST
PERFORMANCE DOES NOT NECESSARILY INDICATE HOW THE FUND WILL PERFORM IN THE
FUTURE.
THE RETURN FOR THE FUND'S OTHER CLASSES OF SHARES OFFERED BY THIS PROSPECTUS
WILL DIFFER FROM THE CLASS A RETURNS SHOWN IN THE BAR CHART, DEPENDING UPON THE
EXPENSES OF THAT CLASS. THE BAR CHART DOES NOT REFLECT ANY SALES CHARGE THAT YOU
MAY BE REQUIRED TO PAY UPON PURCHASE OR REDEMPTION OF THE FUND'S SHARES. ANY
SALES CHARGE WILL REDUCE YOUR RETURN. THE AVERAGE TOTAL RETURN TABLE SHOWS
RETURNS WITH THE MAXIMUM SALES CHARGE DEDUCTED. NO SALES CHARGE HAS BEEN APPLIED
TO THE INDICES USED FOR COMPARISON IN THE TABLE.
<PAGE>
CSIF BOND
YEAR-BY-YEAR TOTAL RETURN
(CLASS A RETURN AT NAV)
[INSERT BAR CHART HERE]
BEST QUARTER (OF PERIODS SHOWN) Q3 '91 5.99%
WORST QUARTER (OF PERIODS SHOWN) Q1 '94 (3.57%)
AVERAGE ANNUAL TOTAL RETURNS (AS OF 12-31-99)
(WITH MAXIMUM SALES CHARGE DEDUCTED)
1 YEAR 5 YEAR 10 YEAR
CSIF BOND: CLASS A (3.09%) 6.43% 6.80%
CSIF BOND: CLASS B (4.60%) N/A N/A
CSIF BOND: CLASS C (1.71%) N/A N/A
LEHMAN AGGREGATE BOND INDEX TR
(0.82%) 7.73% 7.70%
LIPPER A RATED BOND FUND INDEX
(2.04%) 7.25% 7.36%
<PAGE>
CSIF MONEY MARKET
ADVISOR CALVERT ASSET MANAGEMENT COMPANY, INC.
OBJECTIVE
CSIF MONEY MARKET SEEKS TO PROVIDE THE HIGHEST LEVEL OF CURRENT INCOME,
CONSISTENT WITH LIQUIDITY, SAFETY AND SECURITY OF CAPITAL, THROUGH INVESTMENT IN
MONEY MARKET INSTRUMENTS MEETING THE FUND'S INVESTMENT AND SOCIAL CRITERIA.
PRINCIPAL INVESTMENT STRATEGIES
THE FUND INVESTS IN HIGH QUALITY, MONEY MARKET INSTRUMENTS, SUCH AS COMMERCIAL
PAPER, VARIABLE RATE DEMAND NOTES, CORPORATE, AGENCY AND TAXABLE MUNICIPAL
OBLIGATIONS. ALL INVESTMENTS MUST COMPLY WITH THE SEC MONEY MARKET FUND
REQUIREMENTS.
THE FUND INVESTS WITH THE 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. INVESTMENTS ARE SELECTED ON THE
BASIS OF THEIR ABILITY TO CONTRIBUTE TO THE DUAL OBJECTIVES OF FINANCIAL
SOUNDNESS AND SOCIAL CRITERIA. SEE "INVESTMENT SELECTION PROCESS."
PRINCIPAL RISKS
THE FUND'S YIELD WILL CHANGE IN RESPONSE TO MARKET INTEREST RATES. IN GENERAL,
AS MARKET RATES GO UP SO WILL THE FUND'S YIELD, AND VICE VERSA. ALTHOUGH THE
FUND TRIES TO KEEP THE VALUE OF ITS SHARES CONSTANT AT $1.00 PER SHARE, EXTREME
CHANGES IN MARKET RATES, AND OR SUDDEN CREDIT DETERIORATION OF A HOLDING COULD
CAUSE THE VALUE TO DECREASE. THE FUND LIMITS THE AMOUNT IT INVESTS IN ANY ONE
ISSUER TO TRY TO LESSEN ITS EXPOSURE.
AN INVESTMENT IN THE FUND IS NOT A BANK DEPOSIT AND IS NOT INSURED OR GUARANTEED
BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENT AGENCY.
ALTHOUGH THE FUND SEEKS TO PRESERVE THE VALUE OF YOUR INVESTMENT AT $1.00 PER
SHARE, IT IS POSSIBLE TO LOSE MONEY BY INVESTING IN THE FUND.
<PAGE>
CSIF MONEY MARKET PERFORMANCE
THE BAR CHART AND TABLE BELOW SHOW THE FUND'S ANNUAL RETURNS AND ITS LONG-TERM
PERFORMANCE. THE CHART AND TABLE PROVIDE SOME INDICATION OF THE RISKS OF
INVESTING IN THE FUND. THE CHART SHOWS HOW THE PERFORMANCE HAS VARIED FROM YEAR
TO YEAR. THE TABLE COMPARES THE FUND'S RETURNS OVER TIME TO THE LIPPER MONEY
MARKET FUND INDEX, A COMPOSITE INDEX OF THE ANNUAL RETURN OF MUTUAL FUNDS THAT
HAVE AN INVESTMENT GOAL SIMILAR TO THAT OF THE FUND. THE FUND'S PAST PERFORMANCE
DOES NOT NECESSARILY INDICATE HOW THE FUND WILL PERFORM IN THE FUTURE.
CSIF MONEY MARKET
YEAR-BY-YEAR TOTAL RETURN
[INSERT BAR CHART HERE]
BEST QUARTER (OF PERIODS SHOWN) Q1 '90 1.89%
WORST QUARTER (OF PERIODS SHOWN) Q2 '93 0.59%
AVERAGE ANNUAL TOTAL RETURNS (AS OF 12-31-99)
1 YEAR 5 YEAR 10 YEAR
CSIF MONEY MARKET 4.65% 4.92% 4.73%
LIPPER MONEY MARKET FUND INDEX 4.74% 5.10% 4.91%
FOR CURRENT YIELD INFORMATION, CALL 800-368-2745, OR VISIT CALVERT GROUP'S
WEBSITE AT WWW.CALVERT.COM.
<PAGE>
FEES AND EXPENSES
THIS TABLE DESCRIBES THE FEES AND EXPENSES THAT YOU MAY PAY IF YOU BUY AND HOLD
SHARES OF A FUND. SHAREHOLDER FEES ARE PAID DIRECTLY FROM YOUR ACCOUNT; ANNUAL
FUND OPERATING EXPENSES ARE DEDUCTED FROM FUND ASSETS.
Colunms
1 CSIF Balanced
2 CSIF Managed Indes
3 CSIF Equity
4.Capital Accumulation
5 CWVF International Equity
6 Calvert New Vision Small Cap
7 CSIF Money Market9
CLASS A
SHAREHOLDER FEES
MAXIMUM SALES CHARGE (LOAD) IMPOSED ON
PURCHASES (AS A PERCENTAGE OF OFFERING PRICE)
4.75 4.75 4.75 4.75 4.75 4.75 3.75 NONE
MAXIMUM DEFERRED SALES CHARGE (LOAD)
(AS A PERCENTAGE OF PURCHASE OR REDEMPTION
PROCEEDS, WHICHEVER IS LOWER)
MAXIMUM ACCOUNT FEE 3 4
NONE2 NONE2 NONE2 NONE2 NONE2 NONE2 NONE2 NONE
ANNUAL FUND OPERATING EXPENSES1
ANAGEMENT FEE
.70 .75 .70 .90 1.10 1.00 .55 .50
DISTRIBUTION AND SERVICE (12B-1) FEES
.24 .25 .23 .35 .25 .25 .20 .00
OTHER EXPENSES
.25 .59 .35 .48 .52 .71 .38 .40
TOTAL ANNUAL FUND OPERATING EXPENSES
1.19 1.59 1.28 1.73 1.87 1.96 1.13 .90
FEE WAIVER AND/OR EXPENSE REIMBURSEMENT5
(.34) (.03)
NET EXPENSES
1.25 .87
CLASS B
SHAREHOLDER FEES
MAXIMUM SALES CHARGE (LOAD) IMPOSED ON
PURCHASES (AS A PERCENTAGE OF OFFERING PRICE)
NONE NONE NONE NONE NONE NONE NONE N/A
MAXIMUM DEFERRED SALES CHARGE (LOAD)
(AS A PERCENTAGE OF PURCHASE OR REDEMPTION
PROCEEDS, WHICHEVER IS LOWER)
5%6 5%6 5%6 5%6 5%6 5%6 4%7 N/A
MAXIMUM ACCOUNT FEE
3
ANNUAL FUND OPERATING EXPENSES1
MANAGEMENT FEES
.70 .75 .70 .90 1.10 1.00 .55 N/A
DISTRIBUTION AND SERVICE (12B-1) FEES
1.00 1.00 1.00 1.00 1.00 1.00 1.00 N/A
OTHER EXPENSES
.72 .92 .79 .77 1.52 1.87 1.17
TOTAL ANNUAL FUND OPERATING EXPENSES
2.42 2.67 2.49 2.67 3.62 3.87 2.72
FEE WAIVER AND/OR EXPENSE REIMBURSEMENT5
(.17) (.46) (.86) (.22)
NET EXPENSES
2.50 3.16 3.01 2.50
<PAGE>
FEES AND EXPENSES (CONT'D)
CLASS C
SHAREHOLDER FEES
MAXIMUM SALES CHARGE (LOAD) IMPOSED
ON PURCHASES(AS A PERCENTAGE OF OFFERING PRICE)
NONE NONE NONE NONE NONE NONE NONE N/A
MAXIMUM DEFERRED SALES CHARGE (LOAD)
(AS A PERCENTAGE OF PURCHASE OR REDEMPTION
PROCEEDS, WHICHEVER IS LOWER)
1%8 1%8 1%8 1%8 1%8 1%8 1%8 N/A
MAXIMUM ACCOUNT FEE
3
ANNUAL FUND OPERATING EXPENSES 1
MANAGEMENT FEES
.70 .75 .70 .90 1.10 1.00 .55 N/A
DISTRIBUTION AND SERVICE (12B-1) FEES
1.00 1.00 1.00 1.00 1.00 1.00 1.00 N/A
OTHER EXPENSES
.51 .93 .58 .66 .73 .87 1.30
TOTAL ANNUAL FUND OPERATING EXPENSES
2.21 2.68 2.28 2.56 2.83 2.87 2.85
FEE WAIVER AND/OR EXPENSE REIMBURSEMENT5
(.18) (.35)
NET EXPENSES
2.50 2.50
EXPLANATION OF FEES AND EXPENSES TABLE
1 EXPENSES ARE BASED ON EXPENSES FOR THE FUND'S MOST RECENT FISCAL YEAR,
UNLESS OTHERWISE INDICATED. MANAGEMENT FEES INCLUDE THE SUBADVISORY FEES PAID BY
THE ADVISOR ("CAMCO") TO THE SUBADVISORS, AND THE ADMINISTRATIVE FEE PAID BY THE
FUND TO CALVERT ADMINISTRATIVE SERVICES COMPANY, AN AFFILIATE OF CAMCO.
2 PURCHASES OF CLASS A SHARES FOR ACCOUNTS WITH $1 MILLION OR MORE ARE NOT
SUBJECT TO FRONT-END SALES CHARGES, BUT MAY BE SUBJECT TO A 1% CONTINGENT
DEFERRED SALES CHARGE ON SHARES REDEEMED WITHIN 1 YEAR OF PURCHASE. (SEE "HOW TO
BUY SHARES" - CLASS A).
3 FOR EACH ACCOUNT WITH A BALANCE OF LESS THAN $5000 (LESS THAN $1000 FOR
IRAS), THE FUND CHARGES A MONTHLY ACCOUNT MAINTENANCE FEE OF $1.
4 FOR EACH ACCOUNT WITH A BALANCE OF LESS THAN $1000, THE FUND CHARGES A
MONTHLY ACCOUNT MAINTENANCE FEE OF $3.
5 CAMCO HAS AGREED TO WAIVE FEES AND OR REIMBURSE EXPENSES (NET OF ANY
EXPENSE OFFSET ARRANGEMENTS) FOR CERTAIN OF THE FUNDS THROUGH JANUARY 31, 2001:
CSIF MONEY MARKET, CSIF BOND (CLASS B AND C), CSIF MANAGED INDEX (CLASS A, B AND
C), CWVF INTERNATIONAL EQUITY (CLASS B), AND NEW VISION (CLASS B). "NET
EXPENSES" IS THE MAXIMUM AMOUNT THAT MAY BE CHARGED TO THESE FUNDS FOR THIS
PERIOD, EXCLUDING ANY EXPENSE OFFSET ARRANGEMENT.
6 A CONTINGENT DEFERRED SALES CHARGE IS IMPOSED ON THE PROCEEDS OF CLASS B
SHARES REDEEMED WITHIN 6 YEARS, SUBJECT TO CERTAIN EXCEPTIONS. THE CHARGE IS 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 YEAR, 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."
<PAGE>
EXPLANATION OF FEES AND EXPENSES TABLE (CONT'D)
7 A CONTINGENT DEFERRED SALES CHARGE IS IMPOSED ON THE PROCEEDS OF CLASS B
SHARES OF CSIF BOND REDEEMED WITHIN 4 YEARS, SUBJECT TO CERTAIN EXCEPTIONS. THE
CHARGE IS A PERCENTAGE OF NET ASSET VALUE AT THE TIME OF PURCHASE OR REDEMPTION,
WHICHEVER IS LESS, AND DECLINES FROM 4% IN THE FIRST YEAR THAT SHARES ARE HELD,
TO 3% IN THE SECOND, 2% IN THE THIRD YEAR, AND 1% IN THE FOURTH YEAR. THERE IS
NO CHARGE ON REDEMPTIONS OF CLASS B SHARES HELD FOR MORE THAN FOUR YEARS. SEE
"CALCULATION OF CONTINGENT DEFERRED SALES CHARGE."
8 A CONTINGENT DEFERRED SALES CHARGE OF 1% IS IMPOSED ON THE PROCEEDS OF
CLASS C SHARES REDEEMED WITHIN ONE YEAR. THE CHARGE IS A PERCENTAGE OF NET ASSET
VALUE AT THE TIME OF PURCHASE OR REDEMPTION, WHICHEVER IS LESS. SEE "CALCULATION
OF CONTINGENT DEFERRED SALES CHARGE."
9 FOR CSIF MONEY MARKET, CLASS A REFERS TO CLASS O.
10 THE MANAGEMENT FEES FOR CSIF BALANCED, CSIF EQUITY AND CAPITAL ACCUMULATION
HAVE BEEN RESTATED TO REFLECT CHANGES APPROVED BY SHAREHOLDERS IN EARLY 1999.
EXAMPLE
THIS EXAMPLE IS INTENDED TO HELP YOU COMPARE THE COST OF INVESTING IN A FUND
WITH THE COST OF INVESTING IN OTHER MUTUAL FUNDS. THE EXAMPLE ASSUMES THAT:
- - YOU INVEST $10,000 IN THE FUND FOR THE TIME PERIODS INDICATED;
- - YOUR INVESTMENT HAS A 5% RETURN EACH YEAR; AND
- - THE FUND'S OPERATING EXPENSES REMAIN THE SAME.
ALTHOUGH YOUR ACTUAL COSTS MAY BE HIGHER OR LOWER, UNDER THESE ASSUMPTIONS YOUR
COSTS WOULD BE:
NUMBER OF YEARS INVESTMENT IS HELD
CSIF BALANCED
1 591 745 245 324 224
3 835 1,115 755 691 691
5 1,098 1,491 1,291 1,185 1,185
10 1,850 2,451 2,451 2,544 2,544
CSIF MANAGED INDEX
1 596 753 253 353 253
3 921 1,213 813 815 815
5 1,269 1,600 1,400 1,404 1,404
10 2,247 2,728 2,728 2,999 2,999
<PAGE>
[INSERT HEADINGS]
NUMBER OF YEARS INVESTMENT IS HELD
CSIF EQUITY
1 599 752 252 331 231
3 862 1,176 776 712 712
5 1,144 1,526 1,326 1,220 1,220
10 1,947 2,527 2,527 2,615 2,615
CAPITAL ACCUMULATION
1 642 770 270 359 259
3 994 1,229 829 796 796
5 1,369 1,615 1,415 1,360 1,360
10 2,419 2,775 2,775 2,895 2,895
CWVF INTERNATIONAL EQUITY
1 656 819 319 386 286
3 1,035 1,466 1,066 877 877
5 1,438 2,035 1,835 1,494 1,494
10 2,561 3,460 3,460 3,157 3,157
CALVERT NEW VISION SMALL CAP
1 665 804 304 390 290
3 1,061 1,502 1,102 889 889
5 1,482 2,119 1,919 1,513 1,513
10 2,652 3,624 3,624 3,195 3,195
CSIF BOND
1 486 653 253 353 253
3 721 1,024 824 850 850
5 974 1,420 1,420 1,473 1,473
10 1,698 2,289 2,289 3,151 3,151
CSIF MONEY MARKET
(CLASS A REFERS TO CLASS O FOR CSIF MONEY MARKET)
1 89 N/A N/A N/A N/A
3 284 N/A N/A N/A N/A
5 496 N/A N/A N/A N/A
10 1,105 N/A N/A N/A N/A
<PAGE>
PRINCIPAL INVESTMENT PRACTICES AND RISKS
THE MOST CONCISE DESCRIPTION OF EACH FUND'S PRINCIPAL INVESTMENT STRATEGIES AND
ASSOCIATED RISKS IS UNDER THE EARLIER SUMMARY FOR EACH FUND. THE FUNDS ARE ALSO
PERMITTED TO INVEST IN CERTAIN OTHER INVESTMENTS AND TO USE CERTAIN INVESTMENT
TECHNIQUES THAT HAVE HIGHER RISKS ASSOCIATED WITH THEM. ON THE FOLLOWING PAGES
ARE BRIEF DESCRIPTIONS OF THE INVESTMENTS AND TECHNIQUES SUMMARIZED EARLIER
ALONG WITH CERTAIN ADDITIONAL INVESTMENT TECHNIQUES AND THEIR RISKS.
FOR EACH OF THE INVESTMENT PRACTICES LISTED, THE TABLE BELOW SHOWS EACH FUND'S
LIMITATIONS AS A PERCENTAGE OF ITS ASSETS AND THE PRINCIPAL TYPES OF RISK
INVOLVED. (SEE THE PAGES FOLLOWING THE TABLE FOR A DESCRIPTION OF THE TYPES OF
RISKS). NUMBERS IN THIS TABLE SHOW MAXIMUM ALLOWABLE AMOUNT ONLY; FOR ACTUAL
USAGE, CONSULT THE FUND'S ANNUAL/SEMI-ANNUAL REPORTS.
KEY TO TABLE
J FUND CURRENTLY USES
O PERMITTED, BUT NOT TYPICALLY USED
(% OF ASSETS ALLOWABLE, IF RESTRICTED)
X NOT PERMITTED
XN ALLOWED UP TO X% OF FUND'S NET ASSETS
XT ALLOWED UP TO X% OF FUND'S TOTAL ASSETS
N/A NOT APPLICABLE TO THIS TYPE OF FUND
Column 1 = Explanation of Practice
Column 2 = CSIF Balanced
Column 3 = CSIF Managed Index
Column 4 = CSIF Equity
Column 5 = Capital Accumulation
Column 2 = CWVF International Equity
Column 7 = Calvert New Vision Small Cap
Column 8 = CSIF Bond
Column 9 = CSIF Money Market
Investment Practices
- -------------------------------------------------------------------------------
Column 1 2 3 4 5 6 7 8 9
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Active Trading @ 0 0 0 0 0 @ NA
Strategy/Turnover
involves selling a
security soon after
purchase. An active
trading strategy
causes a fund to have
higher portfolio
turnover compared to
other funds and
higher transaction
costs, such as
commissions and
custodian and
settlement fees, and
may increase a Fund's
tax liability. Risks:
Opportunity, Market
and Transaction.
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Temporary Defensive
Positions. 0 0 0 0 0 0 0 NA
During adverse (35T) (35T)
market, economic or
political conditions,
the Fund may depart
from its principal
investment strategies
by increasing its
investment in U.S.
government securities
and other short-term
interest-bearing
securities. During
times of any
temporary defensive
positions, a Fund may
not be able to
achieve its
investment objective
Risks: Opportunity.
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Conventional
Securities 25N -- 25N @ 25N 15T1 25N NA
Foreign Securities.
Securities issued by
companies located
outside the U.S.
and/or traded
primarily on a
foreign exchange.
Risks: Market,
Currency,
Transaction,
Liquidity,
Information and
Political.
- -------------------------------------------------------------------------------
1 New Vision may invest only in American Depositary Receipts (ADRs) -
dollar-denominated receipts representing shares of a foreign issuer. ADRs are
traded on U.S. exchanges. See the SAI.
<PAGE>
- -------------------------------------------------------------------------------
Column 1 2 3 4 5 6 7 8 9
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Small Cap Stocks.
Investing in small 0 NA 0 0 0 @ NA NA
companies involves
greater risk than
with more established
companies. Small cap
stock prices are more
volatile and the
companies often have
limited product
lines, markets,
financial resources,
and management
experience. Risks:
Market, Liquidity and
Information.
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Investment grade
bonds. Bonds rated @ Na 0 0 0 0 @ NA
BBB/Baa or higher or
comparable unrated
bonds. Risks:
Interest Rate, Market
and Credit.
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Below-investment 20N3 NA 20N3 10N3 5N3 5N3 20N3 NA
grade bonds. Bonds
rated below BBB/Baa
or comparable unrated
bonds are considered
junk bonds. They are
subject to greater
credit risk than
investment grade
bonds. Risks: Credit,
Market, Interest
Rate, Liquidity and
Information.
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Unrated debt @ NA 0 0 0 0 @ @2
securities. Bonds
that have not been
rated by a recognized
rating agency; the
Advisor has
determined the credit
quality based on its
own research. Risks:
Credit, Market,
Interest Rate,
Liquidity and
Information.
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Illiquid securities.
Securities which 15N 15N 15N 15N 15N 15N 15N 10N
cannot be readily
sold because there is
no active market.
Risks: Liquidity,
Market and
Transaction.
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Unleveraged
derivative securities @ NA 0 0 0 0 @ @4
Asset-backed
securities.
Securities are backed
by unsecured debt,
such as credit card
debt. These
securities are often
guaranteed or
over-collateralized
to enhance their
credit quality.
Risks: Credit,
Interest Rate and
Liquidity.
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Mortgage-backed
securities. @ NA 0 0 0 0 @ 05
Securities are backed
by pools of
mortgages, including
passthrough
certificates, and
other senior classes
of collateralized
mortgage obligations
(CMOs). Risks:
Credit, Extension,
Prepayment, Liquidity
and Interest Rate.
- -------------------------------------------------------------------------------
2 Must be money-market eligible under SEC Rule 2a-7.
3 Excludes any high social impact investments.
4 Must be money-market eligible under SEC Rule 2a-7.
5 Must be money-market eligible under SEC Rule 2a-7.
<PAGE>
- -------------------------------------------------------------------------------
Column 1 2 3 4 5 6 7 8 9
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Unleveraged
derivative
securities, (con't.)
Participation 0 NA 0 0 0 0 0 06
interests. Securities
representing an
interest in another
security or in bank
loans. Risks: Credit,
Interest Rate and
Liquidity.
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Leveraged derivative
instruments Currency
contracts. Contracts 0 NA 0 5T 5T - - 0 NA
involving the right
or obligation to buy
or sell a given
amount of foreign
currency at a
specified price and
future date. Risks:
Currency, Leverage,
Correlation,
Liquidity and
Opportunity.
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Options on securities
and indices. 5T 5T 5T 5T 5T 5T 5T NA
Contracts giving the
holder the right but
not the obligation to
purchase or sell a
security (or the cash
value, in the case of
an option on an
index) at a specified
price within a
specified time. In
the case of selling
(writing) options,
the Funds will write
call options only if
they already own the
security (if it is
"covered"). Risks:
Interest Rate,
Currency, Market,
Leverage,
Correlation,
Liquidity, Credit and
Opportunity.
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Futures contract. 0 0 0 0 0 0 0 NA
Agreement to buy or 5N 5N 5N 5N 5N 5N 5N
sell a specific
amount of a commodity
or financial
instrument at a
particular price on a
specific future date.
Risks: Interest Rate,
Currency, Market,
Leverage,
Correlation,
Liquidity and
Opportunity.
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Structured securities
Indexed and/or
leveraged 0 NA NA NA 0 NA 0 NA
mortgage-backed and
other debt
securities, including
principal-only and
interest-only
securities, leveraged
floating rate
securities, and
others. These
securities tend to be
highly sensitive to
interest rate
movements and their
performance may not
correlate to these
movements in a
conventional fashion.
Risks: Credit,
Interest Rate,
Extension,
Prepayment, Market,
Leverage, Liquidity
and Correlation.
- -------------------------------------------------------------------------------
INVESTMENT PRACTICES
ACTIVE TRADING STRATEGY/TURNOVER INVOLVES
SELLING A SECURITY SOON AFTER PURCHASE. AN ACTIVE
TRADING STRATEGY CAUSES A FUND TO HAVE HIGHER
PORTFOLIO TURNOVER COMPARED TO OTHER FUNDS AND
J O O O O O J N/A
HIGHER TRANSACTION COSTS, SUCH AS COMMISSIONS AND
CUSTODIAN AND SETTLEMENT FEES, AND MAY INCREASE A
FUND'S TAX LIABILITY. RISKS: OPPORTUNITY, MARKET
AND TRANSACTION.
TEMPORARY DEFENSIVE POSITIONS. DURING
ADVERSE MARKET, ECONOMIC OR POLITICAL CONDITIONS,
MAY DEPART FROM ITS PRINCIPAL INVESTMENT
STRATEGIES BY INCREASING ITS INVESTMENT IN U.S.
O O O O O O O N/A
GOVERNMENT SECURITIES AND OTHER SHORT-TERM (35T)
INTEREST-BEARING SECURITIES. DURING TIMES OF ANY
TEMPORARY DEFENSIVE POSITIONS, A FUND MAY NOT
BE ABLE TO ACHIEVE ITS INVESTMENT OBJECTIVE.
RISKS: OPPORTUNITY.
CONVENTIONAL SECURITIES
FOREIGN SECURITIES. SECURITIES ISSUED BY
COMPANIES LOCATED OUTSIDE THE U.S. AND/OR
25N X 25N 25N J 15T1 25N N/A
TRADED PRIMARILY ON A FOREIGN EXCHANGE.
RISKS: MARKET, CURRENCY,TRANSACTION,
LIQUIDITY, INFORMATION AND POLITICAL.
1 NEW VISION MAY INVEST ONLY IN AMERICAN DEPOSITORY RECEIPTS (ADRS) -
DOLLAR-DENOMINATED RECEIPTS REPRESENTING SHARES OF A FOREIGN ISSUER. ADRS ARE
TRADED ON US EXCHANGES. SEE THE SAI.
<PAGE>
[INSERT HEADINGS]
PRACTICES/RISKS (CONT'D)
CONVENTIONAL SECURITIES (CONT'D)
SMALL CAP STOCKS. INVESTING IN SMALL
COMPANIES INVOLVES GREATER RISK THAN WITH MORE
ESTABLISHED COMPANIES. SMALL CAP STOCK PRICES
O N/A O O O J N/A N/A
ARE MORE VOLATILE AND THE COMPANIES OFTEN HAVE
LIMITED PRODUCT LINES,MARKETS, FINANCIAL RESOURCES,
AND MANAGEMENT EXPERIENCE. RISKS: MARKET,
LIQUIDITY AND INFORMATION.
INVESTMENT GRADE BONDS. BONDS RATED
BBB/BAA OR HIGHER OR COMPARABLE UNRATED
J N/A O O O O J N/A
BONDS. RISKS: INTEREST RATE, MARKET (35N) (35N)
AND CREDIT.
BELOW-INVESTMENT GRADE BONDS. BONDS
RATED BELOW BBB/BAA OR COMPARABLE UNRATED
BONDS ARE CONSIDERED JUNK BONDS. THEY ARE
20N3 N/A 20N3 10N3 5N3 5N3 20N3 N/A
SUBJECT TO GREATER CREDIT RISK THAN INVESTMENT
GRADE BONDS. RISKS: CREDIT, MARKET,
INTEREST RATE, LIQUIDITY AND INFORMATION.
UNRATED DEBT SECURITIES. BONDS THAT HAVE NOT
BEEN RATED BY A RECOGNIZED RATING AGENCY; THE
ADVISOR HAS DETERMINED THE CREDIT QUALITY BASED
J N/A O O O O J J2
ON ITS OWN RESEARCH. RISKS: CREDIT, MARKET,
INTEREST RATE,LIQUIDITY AND INFORMATION.
ILLIQUID SECURITIES. SECURITIES WHICH CANNOT BE
READILY SOLD BECAUSE THERE IS NO ACTIVE MARKET.
15N 15N 15N 15N 15N 15N 15N 10N
RISKS: LIQUIDITY, MARKET AND TRANSACTION.
UNLEVERAGED DERIVATIVE SECURITIES
ASSET-BACKED SECURITIES. SECURITIES ARE BACKED
BY UNSECURED DEBT, SUCH AS CREDIT CARD DEBT.
THESE SECURITIES ARE OFTEN GUARANTEED OR
J N/A O O O O J J4
OVER-COLLATERALIZED TO ENHANCE THEIR CREDIT
QUALITY. RISKS: CREDIT, INTEREST RATE AND
LIQUIDITY.
MORTGAGE-BACKED SECURITIES. SECURITIES ARE
BACKED BY POOLS OF MORTGAGES, INCLUDING
PASSTHROUGH CERTIFICATES, AND OTHER SENIOR CLASSES
J N/A O O O O J O5
OF COLLATERALIZED MORTGAGE OBLIGATIONS (CMOS).
RISKS: CREDIT, EXTENSION, PREPAYMENT,
LIQUIDITY AND INTEREST RATE.
2 MUST BE MONEY-MARKET ELIGIBLE UNDER SEC RULE 2A-7. 3 EXCLUDES ANY
HIGH SOCIAL IMPACT INVESTMENTS.
4 MUST BE MONEY-MARKET ELIGIBLE UNDER SEC RULE 2A-7. 5 MUST BE
MONEY-MARKET ELIGIBLE UNDER SEC RULE 2A-7.
<PAGE>
[INSERT HEADINGS]
PRACTICES/RISKS (CONT'D)
UNLEVERAGED DERIVATIVE SECURITIES (CONT'D.)
PARTICIPATION INTERESTS. SECURITIES
REPRESENTING AN INTEREST IN ANOTHER SECURITY OR IN
O N/A O O O O O O6
BANK LOANS. RISKS: CREDIT, INTEREST RATE
AND LIQUIDITY.
LEVERAGED DERIVATIVE INSTRUMENTS
CURRENCY CONTRACTS. CONTRACTS INVOLVING THE
RIGHT OR OBLIGATION TO BUY OR SELL A GIVEN AMOUNT
O N/A O 5T 5T X O N/A
OF FOREIGN CURRENCY AT A SPECIFIED PRICE AND
FUTURE DATE. RISKS: CURRENCY, LEVERAGE,
CORRELATION, LIQUIDITY AND OPPORTUNITY.
OPTIONS ON SECURITIES AND INDICES.
CONTRACTS GIVING THE HOLDER THE RIGHT BUT NOT THE
OBLIGATION TO PURCHASE OR SELL A SECURITY (OR THE
CASH VALUE, IN THE CASE OF AN OPTION ON AN INDEX)
AT A SPECIFIED PRICE WITHIN A SPECIFIED TIME. IN
5T7 5T7 5T7 5T7 5T7 5T7 5T7 N/A
THE CASE OF SELLING (WRITING) OPTIONS, THE FUNDS
WILL WRITE CALL OPTIONS ONLY IF THEY ALREADY OWN
THE SECURITY (IF IT IS "COVERED").
RISKS: INTEREST RATE, CURRENCY, MARKET,
LEVERAGE, CORRELATION,LIQUIDITY, CREDIT
AND OPPORTUNITY.
FUTURES CONTRACT. AGREEMENT TO BUY OR SELL A
SPECIFIC AMOUNT OF A COMMODITY OR FINANCIAL
INSTRUMENT AT A PARTICULAR PRICE ON A SPECIFIC
O O O O O O O N/A
FUTURE DATE. RISKS: INTEREST RATE, CURRENCY,
5N 5N 5N 5N 5N 5N 5N
MARKET, LEVERAGE, CORRELATION, LIQUIDITY
AND OPPORTUNITY.
STRUCTURED SECURITIES. INDEXED AND/OR
LEVERAGED MORTGAGE-BACKED AND OTHER DEBT
SECURITIES, INCLUDING PRINCIPAL-ONLY AND INTEREST-
ONLY SECURITIES, LEVERAGED FLOATING RATE
SECURITIES, AND OTHERS. THESE SECURITIES TEND TO BE
O N/A N/A O N/A N/A O N/A
HIGHLY SENSITIVE TO INTEREST RATE MOVEMENTS AND
THEIR PERFORMANCE MAY NOT CORRELATE TO THESE
MOVEMENTS IN A CONVENTIONAL FASHION. RISKS:
CREDIT, INTEREST RATE, EXTENSION,
PREPAYMENT, MARKET, LEVERAGE, LIQUIDITY
AND CORRELATION.
6 MUST BE MONEY-MARKET ELIGIBLE UNDER SEC RULE 2A-7.
7 BASED ON NET PREMIUM PAYMENTS.
<PAGE>
THE FUNDS HAVE ADDITIONAL INVESTMENT POLICIES AND RESTRICTIONS THAT ARE NOT
PRINCIPAL TO THEIR INVESTMENT STRATEGIES (FOR EXAMPLE, REPURCHASE AGREEMENTS,
BORROWING, PLEDGING, AND REVERSE REPURCHASE AGREEMENTS, SECURITIES LENDING,
WHEN-ISSUED SECURITIES AND SHORT SALES.) THESE POLICIES AND RESTRICTIONS ARE
DISCUSSED IN THE STATEMENT OF ADDITIONAL INFORMATION ("SAI").
TYPES OF INVESTMENT RISK
CORRELATION RISK
THIS OCCURS WHEN A FUND "HEDGES"- USES ONE INVESTMENT TO OFFSET THE FUND'S
POSITION IN ANOTHER. IF THE TWO INVESTMENTS DO NOT BEHAVE IN RELATION TO ONE
ANOTHER THE WAY FUND MANAGERS EXPECT THEM TO, THEN UNEXPECTED OR UNDESIRED
RESULTS MAY OCCUR. FOR EXAMPLE, A HEDGE MAY ELIMINATE OR REDUCE GAINS AS WELL AS
OFFSET LOSSES.
CREDIT RISK
THE RISK THAT THE ISSUER OF A SECURITY OR THE COUNTERPARTY TO AN INVESTMENT
CONTRACT MAY DEFAULT OR BECOME UNABLE TO PAY ITS OBLIGATIONS WHEN DUE.
CURRENCY RISK
CURRENCY RISK OCCURS WHEN A FUND BUYS, SELLS OR HOLDS A SECURITY DENOMINATED IN
FOREIGN CURRENCY. FOREIGN CURRENCIES "FLOAT" IN VALUE AGAINST THE U.S. DOLLAR.
ADVERSE CHANGES IN FOREIGN CURRENCY VALUES CAN CAUSE INVESTMENT LOSSES WHEN A
FUND'S INVESTMENTS ARE CONVERTED TO U.S. DOLLARS.
EXTENSION RISK
THE RISK THAT AN UNEXPECTED RISE IN INTEREST RATES WILL EXTEND THE LIFE OF A
MORTGAGE-BACKED SECURITY BEYOND THE EXPECTED PREPAYMENT TIME, TYPICALLY REDUCING
THE SECURITY'S VALUE.
INFORMATION RISK
THE RISK THAT INFORMATION ABOUT A SECURITY OR ISSUER OR THE MARKET MIGHT NOT BE
AVAILABLE, COMPLETE, ACCURATE OR COMPARABLE.
INTEREST RATE RISK
THE RISK THAT CHANGES IN INTEREST RATES WILL ADVERSELY AFFECT THE VALUE OF AN
INVESTOR'S SECURITIES. WHEN INTEREST RATES RISE, THE VALUE OF FIXED-INCOME
SECURITIES WILL GENERALLY FALL. CONVERSELY, A DROP IN INTEREST RATES WILL
GENERALLY CAUSE AN INCREASE IN THE VALUE OF FIXED-INCOME SECURITIES. LONGER-TERM
SECURITIES AND ZERO COUPON/"STRIPPED" COUPON SECURITIES ("STRIPS") ARE SUBJECT
TO GREATER INTEREST RATE RISK.
<PAGE>
LEVERAGE RISK
THE RISK THAT OCCURS IN SOME SECURITIES OR TECHNIQUES WHICH TEND TO MAGNIFY THE
EFFECT OF SMALL CHANGES IN AN INDEX OR A MARKET. THIS CAN RESULT IN A LOSS THAT
EXCEEDS THE AMOUNT ACTUALLY INVESTED.
LIQUIDITY RISK
THE RISK THAT OCCURS WHEN INVESTMENTS CANNOT BE READILY SOLD. A FUND MAY HAVE TO
ACCEPT A LESS-THAN-DESIRABLE PRICE TO COMPLETE THE SALE OF AN ILLIQUID SECURITY
OR MAY NOT BE ABLE TO SELL IT AT ALL.
MANAGEMENT RISK
THE RISK THAT A FUND'S PORTFOLIO MANAGEMENT PRACTICES MIGHT NOT WORK TO ACHIEVE
THEIR DESIRED RESULT.
MARKET RISK
THE RISK THAT SECURITIES PRICES IN A MARKET, A SECTOR OR AN INDUSTRY WILL
FLUCTUATE, AND THAT SUCH MOVEMENTS MIGHT REDUCE AN INVESTMENT'S VALUE.
OPPORTUNITY RISK
THE RISK OF MISSING OUT ON AN INVESTMENT OPPORTUNITY BECAUSE THE ASSETS NEEDED
TO TAKE ADVANTAGE OF IT ARE COMMITTED TO LESS ADVANTAGEOUS INVESTMENTS OR
STRATEGIES.
POLITICAL RISK
THE RISK THAT MAY OCCUR WITH FOREIGN INVESTMENTS, AND MEANS THAT THE VALUE OF AN
INVESTMENT MAY BE ADVERSELY AFFECTED BY NATIONALIZATION, TAXATION, WAR,
GOVERNMENT INSTABILITY OR OTHER ECONOMIC OR POLITICAL ACTIONS OR FACTORS.
PREPAYMENT RISK
THE RISK THAT UNANTICIPATED PREPAYMENTS MAY OCCUR, REDUCING THE VALUE OF A
MORTGAGE-BACKED SECURITY. THE FUND MUST THEN REINVEST THOSE ASSETS AT THE
CURRENT, MARKET RATE WHICH MAY BE LOWER.
TRANSACTION RISK
THE RISK THAT A FUND MAY BE DELAYED OR UNABLE TO SETTLE A TRANSACTION OR THAT
COMMISSIONS AND SETTLEMENT EXPENSES MAY BE HIGHER THAN USUAL.
INVESTMENT SELECTION PROCESS
INVESTMENTS ARE SELECTED ON THE BASIS OF THEIR ABILITY TO CONTRIBUTE TO THE DUAL
OBJECTIVES OF FINANCIAL SOUNDNESS AND SOCIAL CRITERIA.
POTENTIAL INVESTMENTS FOR A FUND ARE FIRST SELECTED FOR FINANCIAL SOUNDNESS AND
THEN EVALUATED ACCORDING TO THAT FUND'S SOCIAL CRITERIA. TO THE GREATEST EXTENT
POSSIBLE, CALVERT SOCIAL INVESTMENT FUND (CSIF) AND CALVERT WORLD VALUES
<PAGE>
INTERNATIONAL EQUITY FUND (CWVF) SEEK TO INVEST IN COMPANIES THAT EXHIBIT
POSITIVE ACCOMPLISHMENTS WITH RESPECT TO ONE OR MORE OF THE SOCIAL CRITERIA.
INVESTMENTS FOR ALL FUNDS MUST MEET THE MINIMUM STANDARDS FOR ALL ITS FINANCIAL
AND SOCIAL CRITERIA.
ALTHOUGH EACH FUND'S SOCIAL CRITERIA TEND TO LIMIT THE AVAILABILITY OF
INVESTMENT OPPORTUNITIES MORE THAN IS CUSTOMARY WITH OTHER INVESTMENT COMPANIES,
CAMCO AND THE SUBADVISORS OF THE FUNDS BELIEVE THERE ARE SUFFICIENT INVESTMENT
OPPORTUNITIES TO PERMIT FULL INVESTMENT AMONG ISSUERS WHICH SATISFY EACH FUND'S
INVESTMENT AND SOCIAL OBJECTIVES.
THE SELECTION OF AN INVESTMENT BY A FUND DOES NOT CONSTITUTE ENDORSEMENT OR
VALIDATION BY THAT FUND, NOR DOES THE EXCLUSION OF AN INVESTMENT NECESSARILY
REFLECT FAILURE TO SATISFY THE FUND'S SOCIAL CRITERIA. INVESTORS ARE INVITED TO
SEND A BRIEF DESCRIPTION OF COMPANIES THEY BELIEVE MIGHT BE SUITABLE FOR
INVESTMENT.
SOCIALLY RESPONSIBLE INVESTMENT CRITERIA
THE FUNDS INVEST IN ACCORDANCE WITH THE 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. IN
ADDITION, WE BELIEVE THAT THERE ARE LONG-TERM BENEFITS IN AN INVESTMENT
PHILOSOPHY THAT DEMONSTRATES CONCERN FOR THE ENVIRONMENT, LABOR RELATIONS, HUMAN
RIGHTS AND COMMUNITY RELATIONS. THOSE ENTERPRISES THAT EXHIBIT A SOCIAL
AWARENESS IN THESE ISSUES SHOULD BE BETTER PREPARED TO MEET FUTURE SOCIETAL
NEEDS. BY RESPONDING TO SOCIAL CONCERNS, THESE ENTERPRISES 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 SEEK TO PROVIDE A
POSITIVE RETURN TO BOTH INVESTORS AND SOCIETY AS A WHOLE.
EACH FUND HAS DEVELOPED SOCIAL INVESTMENT CRITERIA, DETAILED BELOW. THESE
CRITERIA REPRESENT STANDARDS OF BEHAVIOR WHICH FEW, IF ANY, ORGANIZATIONS
TOTALLY SATISFY. AS A MATTER OF PRACTICE, EVALUATION OF A PARTICULAR
ORGANIZATION IN THE CONTEXT OF THESE CRITERIA WILL INVOLVE SUBJECTIVE JUDGMENT
BY CAMCO AND THE SUBADVISORS. ALL SOCIAL CRITERIA MAY BE CHANGED BY THE BOARD OF
TRUSTEES/DIRECTORS WITHOUT SHAREHOLDER APPROVAL.
<PAGE>
CALVERT SOCIAL INVESTMENT FUND
CSIF SEEKS TO INVEST IN COMPANIES THAT:
- - DELIVER SAFE PRODUCTS AND SERVICES IN WAYS THAT SUSTAIN OUR NATURAL
ENVIRONMENT. FOR EXAMPLE, CSIF LOOKS FOR COMPANIES THAT PRODUCE ENERGY FROM
RENEWABLE RESOURCES, WHILE AVOIDING CONSISTENT POLLUTERS.
- - MANAGE WITH PARTICIPATION THROUGHOUT THE ORGANIZATION IN DEFINING AND
ACHIEVING OBJECTIVES. FOR EXAMPLE, CSIF LOOKS FOR COMPANIES THAT OFFER EMPLOYEE
STOCK OWNERSHIP OR PROFIT-SHARING PLANS.
- - NEGOTIATE FAIRLY WITH THEIR WORKERS, PROVIDE AN ENVIRONMENT SUPPORTIVE OF
THEIR WELLNESS, DO NOT DISCRIMINATE ON THE BASIS OF RACE, GENDER, RELIGION, AGE,
DISABILITY, ETHNIC ORIGIN, OR SEXUAL ORIENTATION, DO NOT CONSISTENTLY VIOLATE
REGULATIONS OF THE EEOC, AND PROVIDE OPPORTUNITIES FOR WOMEN, DISADVANTAGED
MINORITIES, AND OTHERS FOR WHOM EQUAL OPPORTUNITIES HAVE OFTEN BEEN DENIED. FOR
EXAMPLE, CSIF CONSIDERS BOTH UNIONIZED AND NON-UNION FIRMS WITH GOOD LABOR
RELATIONS.
- - FOSTER 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, CSIF LOOKS FOR COMPANIES WITH AN ABOVE AVERAGE
COMMITMENT TO COMMUNITY AFFAIRS AND CHARITABLE GIVING.
CSIF WILL NOT INVEST IN COMPANIES THAT THE ADVISOR DETERMINES TO BE
SIGNIFICANTLY ENGAGED IN:
- - BUSINESS ACTIVITIES IN SUPPORT OF REPRESSIVE REGIMES
- - PRODUCTION, OR THE MANUFACTURE OF EQUIPMENT, TO PRODUCE NUCLEAR ENERGY
- - MANUFACTURE OF WEAPON SYSTEMS
- - MANUFACTURE OF ALCOHOLIC BEVERAGES OR TOBACCO PRODUCTS
- - OPERATION OF GAMBLING CASINOS
- - A PATTERN AND PRACTICE OF VIOLATING THE RIGHTS OF INDIGENOUS PEOPLE. WE
URGE COMPANIES TO END NEGATIVE STEREOTYPES OF NATIVE AMERICANS AND OTHER
INDIGENOUS PEOPLES. FOR EXAMPLE, CSIF OBJECTS TO THE UNAUTHORIZED USE OF NAMES
AND IMAGES THAT PORTRAY NATIVE AMERICANS IN A NEGATIVE LIGHT, AND
SUPPORTS THE PROMOTION OF POSITIVE PORTRAYALS OF ALL INDIVIDUALS AND ETHNIC
GROUPS.
WITH RESPECT TO U.S. GOVERNMENT SECURITIES, CSIF INVESTS PRIMARILY IN DEBT
OBLIGATIONS ISSUED OR GUARANTEED BY AGENCIES OR INSTRUMENTALITIES OF THE U.S.
GOVERNMENT WHOSE PURPOSES FURTHER OR ARE COMPATIBLE WITH CSIF'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.
<PAGE>
CALVERT WORLD VALUES INTERNATIONAL EQUITY FUND
THE SPIRIT OF CALVERT WORLD VALUES INTERNATIONAL EQUITY FUND'S SOCIAL CRITERIA
IS SIMILAR TO CSIF, BUT THE APPLICATION OF THE SOCIAL ANALYSIS IS SIGNIFICANTLY
DIFFERENT. INTERNATIONAL INVESTING BRINGS UNIQUE CHALLENGES IN TERMS OF
CORPORATE DISCLOSURE, REGULATORY STRUCTURES, ENVIRONMENTAL STANDARDS, AND
DIFFERING NATIONAL AND CULTURAL PRIORITIES. DUE TO THESE FACTORS, THE CWVF
SOCIAL INVESTMENT STANDARDS ARE LESS STRINGENT THAN THOSE OF CSIF.
CWVF SEEKS TO INVEST IN COMPANIES THAT:
- - ACHIEVE EXCELLENCE IN ENVIRONMENTAL MANAGEMENT. WE SELECT INVESTMENTS
THAT TAKE POSITIVE STEPS TOWARD PRESERVING AND ENHANCING OUR NATURAL ENVIRONMENT
THROUGH THEIR OPERATIONS AND PRODUCTS. WE AVOID COMPANIES WITH POOR
ENVIRONMENTAL RECORDS.
- - HAVE POSITIVE LABOR PRACTICES. WE CONSIDER THE INTERNATIONAL LABOR
ORGANIZATION'S BASIC CONVENTIONS ON WORKER RIGHTS AS A GUIDELINE FOR OUR LABOR
CRITERIA. WE SEEK TO INVEST IN COMPANIES THAT HIRE AND PROMOTE WOMEN AND ETHNIC
MINORITIES; RESPECT THE RIGHT TO FORM UNIONS; COMPLY, AT A MINIMUM, WITH
DOMESTIC HOUR AND WAGE LAWS; AND PROVIDE GOOD HEALTH AND SAFETY STANDARDS. WE
AVOID COMPANIES THAT DEMONSTRATE A PATTERN OF ENGAGING IN FORCED, COMPULSORY, OR
CHILD LABOR.
CWVF AVOIDS INVESTING IN COMPANIES THAT:
- - CONTRIBUTE TO HUMAN RIGHTS ABUSES IN OTHER COUNTRIES1
- - PRODUCE NUCLEAR POWER OR NUCLEAR WEAPONS, OR HAVE MORE THAN 10% OF REVENUES
DERIVED FROM THE PRODUCTION OR SALE OF WEAPONS SYSTEMS
- - DERIVE MORE THAN 10% OF REVENUES FROM THE PRODUCTION OF ALCOHOL OR TOBACCO
PRODUCTS, BUT ACTIVELY SEEKS TO INVEST IN COMPANIES WHOSE PRODUCTS OR SERVICES
IMPROVE THE QUALITY OF OR ACCESS TO HEALTH CARE, INCLUDING PUBLIC HEALTH AND
PREVENTATIVE MEDICINE
1 CWVF MAY INVEST IN COMPANIES THAT OPERATE IN COUNTRIES WITH POOR HUMAN
RIGHTS RECORDS IF WE BELIEVE THE COMPANIES ARE MAKING A POSITIVE
CONTRIBUTION.
<PAGE>
CALVERT CAPITAL ACCUMULATION FUND
CALVERT NEW VISION SMALL CAP FUND
THE FUNDS CAREFULLY REVIEW COMPANY POLICIES AND BEHAVIOR REGARDING SOCIAL ISSUES
IMPORTANT TO QUALITY OF LIFE SUCH AS:
- - ENVIRONMENT
- - EMPLOYEE RELATIONS
- - PRODUCT CRITERIA
- - WEAPONS SYSTEMS
- - NUCLEAR ENERGY
- - HUMAN RIGHTS
BOTH FUNDS WILL AVOID INVESTING IN COMPANIES THAT HAVE:
- - SIGNIFICANT OR HISTORICAL PATTERNS OF VIOLATING ENVIRONMENTAL REGULATIONS,
OR OTHERWISE HAVE AN EGREGIOUS ENVIRONMENTAL RECORD
- - SIGNIFICANT OR HISTORICAL PATTERNS OF DISCRIMINATION AGAINST EMPLOYEES ON
THE BASIS OF RACE, GENDER, RELIGION, AGE, DISABILITY OR SEXUAL ORIENTATION, OR
THAT HAVE MAJOR LABOR-MANAGEMENT DISPUTES
- - NUCLEAR POWER PLANT OPERATORS AND OWNERS, OR MANUFACTURERS OF KEY
COMPONENTS IN THE NUCLEAR POWER PROCESS
- - SIGNIFICANTLY ENGAGED IN WEAPONS PRODUCTION( INCLUDING WEAPONS SYSTEMS
CONTRACTORS AND MAJOR NUCLEAR WEAPONS SYSTEMS CONTRACTORS)
- - SIGNIFICANTLY INVOLVED IN THE MANUFACTURE OF TOBACCO OR ALCOHOL PRODUCTS
- - PRODUCTS OR OFFER SERVICES THAT, UNDER PROPER USE, ARE CONSIDERED HARMFUL
CAPITAL ACCUMULATION WILL AVOID COMPANIES THAT THE ADVISOR DETERMINES TO BE
SIGNIFICANTLY ENGAGED IN:
- - A PATTERN AND PRACTICE OF VIOLATING THE RIGHTS OF INDIGENOUS PEOPLE. WE
URGE COMPANIES TO END NEGATIVE STEREOTYPES OF NATIVE AMERICANS AND OTHER
INDIGENOUS PEOPLES. FOR EXAMPLE, CAPITAL ACCUMULATION OBJECTS TO THE
UNAUTHORIZED USE OF NAMES AND IMAGES THAT PORTRAY NATIVE AMERICANS IN A NEGATIVE
LIGHT, AND SUPPORTS THE PROMOTION OF POSITIVE PORTRAYALS OF ALL INDIVIDUALS AND
ETHNIC GROUPS.
THE ADVISOR WILL SEEK TO REVIEW COMPANIES' OVERSEAS OPERATIONS CONSISTENT WITH
THE SOCIAL CRITERIA STATED ABOVE.
WHILE CAPITAL ACCUMULATION AND NEW VISION MAY INVEST IN COMPANIES THAT EXHIBIT
POSITIVE SOCIAL CHARACTERISTICS, THEY MAKE NO EXPLICIT CLAIMS TO SEEK OUT
COMPANIES WITH SUCH PRACTICES.
<PAGE>
HIGH SOCIAL IMPACT INVESTMENTS
CSIF BALANCED, BOND AND EQUITY, CALVERT WORLD VALUES INTERNATIONAL
EQUITY, CAPITAL ACCUMULATION AND NEW VISION SMALL CAP
HIGH SOCIAL IMPACT INVESTMENTS IS A PROGRAM THAT TARGETS A PERCENTAGE OF THE
FUND'S ASSETS (UP TO 1% FOR EACH OF CSIF BALANCED, CSIF EQUITY AND CSIF BOND AND
NEW VISION AND UP TO 3% FOR EACH OF CWVF INTERNATIONAL EQUITY AND CAPITAL
ACCUMULATION) TO DIRECTLY SUPPORT THE GROWTH OF COMMUNITY-BASED ORGANIZATIONS
FOR THE PURPOSES OF PROMOTING BUSINESS CREATION, HOUSING DEVELOPMENT, AND
ECONOMIC AND SOCIAL DEVELOPMENT OF URBAN AND RURAL COMMUNITIES. THESE TYPES OF
INVESTMENTS OFFER A RATE OF RETURN BELOW THE THEN-PREVAILING MARKET RATE, AND
ARE CONSIDERED ILLIQUID, UNRATED AND BELOW-INVESTMENT GRADE. THEY ALSO INVOLVE A
GREATER RISK OF DEFAULT OR PRICE DECLINE THAN INVESTMENT GRADE SECURITIES.
HOWEVER, THEY HAVE A SIGNIFICANT SOCIAL RETURN BY MAKING A TREMENDOUS DIFFERENCE
IN OUR LOCAL COMMUNITIES. HIGH SOCIAL IMPACT INVESTMENTS ARE VALUED UNDER THE
DIRECTION AND CONTROL OF THE FUNDS' BOARDS. THE PROGRAM IS ADMINISTERED BY THE
CALVERT SOCIAL INVESTMENT FOUNDATION, WHICH MAY RECEIVE A FEE FROM THE FUNDS.
THE FUNDS HAVE RECEIVED AN EXEMPTIVE ORDER TO PERMIT THEM TO INVEST THOSE ASSETS
ALLOCATED FOR INVESTMENT IN HIGH SOCIAL IMPACT INVESTMENTS THROUGH THE PURCHASE
OF COMMUNITY INVESTMENT NOTES FROM THE CALVERT SOCIAL INVESTMENT FOUNDATION. THE
CALVERT SOCIAL INVESTMENT FOUNDATION IS A NON-PROFIT ORGANIZATION, LEGALLY
DISTINCT FROM CALVERT GROUP, ORGANIZED AS A CHARITABLE AND EDUCATIONAL
FOUNDATION FOR THE PURPOSE OF INCREASING PUBLIC AWARENESS AND KNOWLEDGE OF THE
CONCEPT OF SOCIALLY RESPONSIBLE INVESTING. IT HAS INSTITUTED THE CALVERT
COMMUNITY INVESTMENTS PROGRAM TO RAISE ASSETS FROM INDIVIDUAL AND INSTITUTIONAL
INVESTORS AND THEN INVEST THESE ASSETS DIRECTLY IN NON-PROFIT OR NOT-FOR-PROFIT
COMMUNITY DEVELOPMENT ORGANIZATIONS AND COMMUNITY DEVELOPMENT BANKS THAT FOCUS
ON LOW INCOME HOUSING, ECONOMIC DEVELOPMENT AND BUSINESS DEVELOPMENT IN URBAN
AND RURAL COMMUNITIES.
SPECIAL EQUITIES
CSIF BALANCED AND CALVERT WORLD VALUES INTERNATIONAL EQUITY
CSIF BALANCED AND CWVF INTERNATIONAL EQUITY EACH HAVE A SPECIAL EQUITIES
INVESTMENT PROGRAM THAT ALLOWS THE FUND TO PROMOTE ESPECIALLY PROMISING
APPROACHES TO SOCIAL GOALS THROUGH PRIVATELY PLACED INVESTMENTS. THE INVESTMENTS
ARE GENERALLY VENTURE CAPITAL INVESTMENTS IN SMALL, UNTRIED ENTERPRISES. THE
SPECIAL EQUITIES COMMITTEE OF EACH FUND IDENTIFIES, EVALUATES, AND SELECTS THE
SPECIAL EQUITIES INVESTMENTS. SPECIAL EQUITIES INVOLVE A HIGH DEGREE OF RISK--
THEY ARE SUBJECT TO LIQUIDITY, INFORMATION, AND IF A DEBT INVESTMENT, CREDIT
RISK. SPECIAL EQUITIES ARE VALUED UNDER THE DIRECTION AND CONTROL OF THE FUNDS'
BOARDS.
<PAGE>
ABOUT CALVERT GROUP
CALVERT ASSET MANAGEMENT COMPANY, INC.(4550 MONTGOMERY AVENUE, SUITE 1000N,
BETHESDA, MD 20814) ("CAMCO") IS THE FUNDS' INVESTMENT ADVISOR. CAMCO PROVIDES
THE FUNDS WITH INVESTMENT SUPERVISION AND MANAGEMENT AND OFFICE SPACE; FURNISHES
EXECUTIVE AND OTHER PERSONNEL TO THE FUNDS, AND PAYS THE SALARIES AND FEES OF
ALL TRUSTEES/DIRECTORS WHO ARE AFFILIATED PERSONS OF THE ADVISOR. IT HAS BEEN
MANAGING MUTUAL FUNDS SINCE 1976. CALVERT IS THE INVESTMENT ADVISOR FOR OVER 25
MUTUAL FUND PORTFOLIOS, INCLUDING THE FIRST AND LARGEST FAMILY OF SOCIALLY
SCREENED FUNDS. AS OF DECEMBER 31, 1999, CALVERT HAD OVER $6 BILLION IN ASSETS
UNDER MANAGEMENT.
CAMCO USES A TEAM APPROACH TO ITS MANAGEMENT OF CSIF BOND (SINCE FEBRUARY 1997)
AND THE FIXED-INCOME ASSETS OF CSIF BALANCED (JUNE 1995). RENO J. MARTINI,
SENIOR VICE PRESIDENT AND CHIEF INVESTMENT OFFICER, HEADS THIS TEAM AND OVERSEES
THE INVESTMENT STRATEGY AND MANAGEMENT OF ALL CALVERT FUNDS FOR CAMCO WHILE
GREGORY HABEEB MANAGES THE DAY-TO-DAY INVESTMENTS OF CAMCO'S TAXABLE
FIXED-INCOME PORTFOLIOS. MR. HABEEB HAS OVER 19 YEARS OF EXPERIENCE AS AN
ANALYST, TRADER, AND PORTFOLIO MANAGER.
SUBADVISORS AND PORTFOLIO MANAGERS
BROWN CAPITAL MANAGEMENT, INC., 1201 NORTH CALVERT STREET, BALTIMORE, MARYLAND
21202 HAS MANAGED PART OF THE EQUITY INVESTMENTS OF CSIF BALANCED SINCE 1996,
AND CAPITAL ACCUMULATION SINCE 1994. IN 1997, BROWN CAPITAL BECAME THE SOLE
SUBADVISOR FOR CAPITAL ACCUMULATION. IT USES A BOTTOM-UP APPROACH THAT
INCORPORATES GROWTH-ADJUSTED PRICE EARNINGS, CONCENTRATING ON MID-/LARGE-CAP
GROWTH STOCKS.
EDDIE C. BROWN, FOUNDER AND PRESIDENT OF BROWN CAPITAL MANAGEMENT, INC., HEADS
THE PORTFOLIO MANAGEMENT TEAM FOR CAPITAL ACCUMULATION AND BROWN CAPITAL'S
PORTION OF CSIF BALANCED. HE BRINGS OVER 24 YEARS OF MANAGEMENT EXPERIENCE TO
THE FUNDS, AND HAS HELD POSITIONS WITH T. ROWE PRICE ASSOCIATES AND IRWING
MANAGEMENT COMPANY. MR. BROWN IS A FREQUENT PANELIST ON "WALL STREET WEEK WITH
LOUIS RUKEYSER" AND IS A MEMBER OF THE WALL STREET WEEK HALL OF FAME.
NCM CAPITAL MANAGEMENT GROUP, INC., 103 WEST MAIN STREET, DURHAM, NC 27701, HAS
MANAGED PART OF THE EQUITY INVESTMENTS OF CSIF BALANCED SINCE 1995. NCM IS ONE
OF THE LARGEST MINORITY-OWNED INVESTMENT MANAGEMENT FIRMS IN THE COUNTRY AND
PROVIDES PRODUCTS IN EQUITY FIXED INCOME AND BALANCED PORTFOLIO MANAGEMENT. IT
IS ALSO ONE OF THE INDUSTRY LEADERS IN THE EMPLOYMENT AND TRAINING OF MINORITY
AND WOMEN INVESTMENT PROFESSIONALS.
<PAGE>
NCM'S PORTFOLIO MANAGEMENT TEAM CONSISTS OF SEVERAL MEMBERS, HEADED BY MACEO K.
SLOAN. MR. SLOAN HAS MORE THAN 12 YEARS OF EXPERIENCE IN THE INVESTMENT
INDUSTRY, AND IS A FREQUENT PANELIST ON WALL STREET WEEK WITH LOUIS RUKEYSER.
STATE STREET GLOBAL ADVISORS (SSGA); 225 FRANKLIN ST., BOSTON, MA 02110, WAS
ESTABLISHED IN 1978 AS AN INVESTMENT MANAGEMENT DIVISION OF THE STATE STREET
BANK AND TRUST COMPANY. SSGA IS A PIONEER IN THE DEVELOPMENT OF DOMESTIC AND
INTERNATIONAL INDEX FUNDS, AND HAS MANAGED CSIF MANAGED INDEX SINCE ITS
INCEPTION.
SSGA'S PORTFOLIO MANAGEMENT TEAM CONSISTS OF SEVERAL MEMBERS, HEADED BY ARLENE
ROCKEFELLER. SHE JOINED SSGA IN 1982, WITH 10 YEARS EXPERIENCE IN INVESTMENT
COMPUTER SYSTEMS. MS. ROCKEFELLER IS CURRENTLY DIRECTOR OF SSGA'S GLOBAL EQUITY
GROUP. SHE MANAGES A VARIETY OF SSGA'S EQUITY AND TAX-FREE FUNDS.
ATLANTA CAPITAL MANAGEMENT COMPANY, L.L.C.; TWO MIDTOWN PLAZA, SUITE 1600, 1349
WEST PEACHTREE STREET, ATLANTA, GA 30309 HAS MANAGED CSIF EQUITY SINCE SEPTEMBER
1998.
DANIEL W. BOONE, III, C.F.A. HEADS THE ATLANTA PORTFOLIO MANAGEMENT TEAM FOR
CSIF EQUITY. HE IS A SENIOR PARTNER AND SENIOR INVESTMENT PROFESSIONAL FOR
ATLANTA CAPITAL. HE HAS BEEN WITH THE FIRM SINCE 1976. HE SPECIALIZES IN EQUITY
PORTFOLIO MANAGEMENT AND RESEARCH. BEFORE JOINING THE FIRM, HE HELD POSITIONS
WITH THE INTERNATIONAL FIRM OF LAZARD, FRERES IN NEW YORK, AND WELLINGTON
MANAGEMENT COMPANY. MR. BOONE HAS EARNED A MBA FROM THE WHARTON SCHOOL OF
UNIVERSITY OF PENNSYLVANIA, WHERE HE GRADUATED WITH DISTINCTION, AND A B.A. FROM
DAVIDSON COLLEGE.
MURRAY JOHNSTONE INTERNATIONAL, LTD.; 875 NORTH MICHIGAN AVE., SUITE 3415,
CHICAGO, IL 60611. THE FIRM HAS MANAGED CALVERT WORLD VALUES INTERNATIONAL
EQUITY FUND SINCE ITS INCEPTION.
ANDREW PRESTON HEADS THE PORTFOLIO MANAGEMENT TEAM FOR INTERNATIONAL EQUITY. HE
JOINED MURRAY JOHNSTONE INTERNATIONAL IN 1985, AND HAS HELD POSITIONS AS
INVESTMENT ANALYST IN THE UNITED KINGDOM AND U.S. DEPARTMENT, AND FUND MANAGER
IN THE JAPANESE DEPARTMENT. HE WAS APPOINTED DIRECTOR OF THE COMPANY IN 1993.
PRIOR TO JOINING MURRAY JOHNSTONE, HE WAS A MEMBER OF THE AUSTRALIAN FOREIGN
SERVICE AND ATTENDED UNIVERSITY IN AUSTRALIA AND JAPAN.
AWAD ASSET MANAGEMENT, INC. (AWAD); 250 PARK AVENUE, NEW YORK, NY 10177, A
SUBSIDIARY OF RAYMOND JAMES & ASSOCIATES, HAS MANAGED THE NEW VISION SMALL CAP
FUND SINCE 1997. THE FIRM SPECIALIZES IN THE MANAGEMENT OF SMALL-CAPITALIZATION
GROWTH STOCKS. THEY EMPHASIZE A GROWTH-AT-A-REASONABLE-PRICE INVESTMENT
PHILOSOPHY.
<PAGE>
JAMES AWAD, PRESIDENT OF AWAD, FOUNDED THE FIRM IN 1992. HE HEADS THE PORTFOLIO
MANAGEMENT TEAM FOR NEW VISION SMALL CAP. MR. AWAD HAS MORE THAN 30 YEARS
EXPERIENCE IN THE INVESTMENT BUSINESS, HOLDING POSITIONS WITH FIRMS SUCH AS
NEUBERGER & BERMAN AND FIRST INVESTORS CORPORATION.
EACH OF THE FUNDS HAS OBTAINED AN EXEMPTIVE ORDER FROM THE SECURITIES AND
EXCHANGE COMMISSION TO PERMIT THE FUND, PURSUANT TO APPROVAL BY THE BOARD OF
TRUSTEES/DIRECTORS, TO ENTER INTO AND MATERIALLY AMEND CONTRACTS WITH THE FUND'S
SUBADVISOR WITHOUT SHAREHOLDER APPROVAL. SEE "INVESTMENT ADVISOR AND SUBADVISOR"
IN THE SAI FOR FURTHER DETAILS.
ADVISORY FEES
THE FOLLOWING TABLE SHOWS THE AGGREGATE ANNUAL ADVISORY FEE PAID TO CAMCO BY
EACH FUND FOR THE MOST RECENT FISCAL YEAR AS A PERCENTAGE OF THAT FUND'S AVERAGE
DAILY NET ASSETS.
FUND ADVISORY FEE
CSIF BALANCED 0.51%
CSIF MANAGED INDEX 0.50%1
CSIF EQUITY 0.51%
CSIF BOND 0.43%
CSIF MONEY MARKET 0.38%
CWVF INTERNATIONAL EQUITY 0.85%
CAPITAL ACCUMULATION 0.70%
NEW VISION SMALL CAP 0.82%
1 CSIF MANAGED INDEX HAS A RECAPTURE PROVISION UNDER WHICH CAMCO MAY ELECT
TO RECAPTURE FROM THE FUND IN A LATER YEAR ANY FEES CAMCO WAIVES OR EXPENSES IT
ASSUMES, SUBJECT TO CERTAIN LIMITATIONS.
A WORD ABOUT THE YEAR 2000 (Y2K) AND OUR COMPUTER SYSTEMS
LIKE WITH OTHER MUTUAL FUNDS, CAMCO AND ITS SERVICE PROVIDERS USE COMPUTER
SYSTEMS FOR ALL ASPECTS OF OUR BUSINESS-PROCESSING SHAREHOLDER AND FUND
TRANSACTIONS, FUND ACCOUNTING, EXECUTING TRADES, AND PRICING SECURITIES JUST TO
NAME A FEW. THE CONCERN HAS BEEN THAT MANY SOFTWARE PROGRAMS CANNOT DISTINGUISH
BETWEEN THE YEAR 2000 AND THE YEAR 1900. THIS COULD CAUSE PROBLEMS WITH
RETIREMENT PLAN DISTRIBUTIONS, DIVIDEND PAYMENT SOFTWARE, TRANSACTION SOFTWARE,
AND NUMEROUS OTHER AREAS THAT IMPACT THE FUND. LEADING UP TO THIS YEAR, CALVERT
GROUP HAS BEEN REVIEWING ALL OF ITS COMPUTER SYSTEMS FOR Y2K COMPLIANCE.
ALTHOUGH, THUS FAR, THERE HAVE BEEN NO PROBLEMS CAUSED BY Y2K THAT COULD IMPACT
THE FUND, THERE CAN BE NO ASSURANCE THAT THERE WILL BE NO FUTURE IMPACT. THE
ADVISOR, THE UNDERWRITER, TRANSFER AGENT AND CUSTODIAN HAVE ADVISED THE FUND
THAT THEY WILL CONTINUE TO ACTIVELY WORK ON ANY NECESSARY CHANGES TO THEIR
COMPUTER SYSTEMS TO ADDRESS ANY ISSUES THAT MAY ARISE THROUGHOUT THE YEAR AND
EXPECT THAT THEIR SYSTEMS, AND THOSE OF THEIR OUTSIDE SERVICE PROVIDERS, WILL BE
ADAPTED ACCORDINGLY. FOR MORE INFORMATION, PLEASE VISIT OUR WEBSITE AT
WWW.CALVERT.COM.
<PAGE>
HOW TO BUY SHARES
GETTING STARTED - BEFORE YOU OPEN AN ACCOUNT
YOU HAVE A FEW DECISIONS TO MAKE BEFORE YOU OPEN AN ACCOUNT IN A MUTUAL FUND.
FIRST, DECIDE WHICH FUND OR FUNDS BEST SUITS YOUR NEEDS AND YOUR GOALS.
SECOND, DECIDE WHAT KIND OF ACCOUNT YOU WANT TO OPEN. CALVERT OFFERS
INDIVIDUAL, JOINT, TRUST, UNIFORM GIFTS/TRANSFERS TO MINOR ACCOUNTS,
TRADITIONAL, EDUCATION AND ROTH IRAS, QUALIFIED PROFIT-SHARING AND MONEY
PURCHASE PLANS, SIMPLE IRAS, SEP-IRAS, 403(B)(7) ACCOUNTS, AND SEVERAL OTHER
TYPES OF ACCOUNTS. MINIMUM INVESTMENTS ARE LOWER FOR THE RETIREMENT PLANS.
THEN DECIDE WHICH CLASS OF SHARES IS BEST FOR YOU. YOU SHOULD MAKE THIS
DECISION CAREFULLY, BASED ON:
- - THE AMOUNT YOU WISH TO INVEST;
- - THE LENGTH OF TIME YOU PLAN TO KEEP THE INVESTMENT; AND
- - THE CLASS EXPENSES.
CHOOSING A SHARE CLASS
CSIF MONEY MARKET OFFERS ONLY ONE CLASS OF SHARES (CLASS O), WHICH IS SOLD
WITHOUT A SALES CHARGE. THE OTHER FUNDS IN THIS PROSPECTUS OFFER THREE DIFFERENT
CLASSES (CLASS A, B, OR C). THIS CHART SHOWS THE DIFFERENCE IN THE CLASSES AND
THE GENERAL TYPES OF INVESTORS WHO MAY BE INTERESTED IN EACH CLASS:
CLASS A: FRONT-END SALES CHARGE
F OR ALL INVESTORS, PARTICULARLY THOSE INVESTING A SUBSTANTIAL AMOUNT WHO PLAN
TO HOLD THE SHARES FOR A LONG PERIOD OF TIME.
SALES CHARGE ON EACH PURCHASE OF 4.75% OR LESS (3.75% OR LESS FOR CSIF BOND),
DEPENDING ON THE AMOUNT YOU INVEST.
CLASS B: DEFERRED SALES CHARGE FOR 6 YEARS (4 YEARS FOR CSIF BOND)
FOR INVESTORS WHO PLAN TO HOLD THE SHARES AT LEAST 6 YEARS (4 FOR CSIF BOND).
THE EXPENSES OF THIS CLASS ARE HIGHER THAN CLASS A, BECAUSE OF THE 12B-1 FEE.
NO SALES CHARGE ON EACH PURCHASE, BUT IF YOU SELL YOUR SHARES WITHIN 6 YEARS,
YOU WILL PAY A DEFERRED SALES CHARGE OF 5% OR LESS ON SHARES YOU SELL (4% OR
LESS ON SHARES OF CSIF BOND YOU SELL WITHIN 4 YEARS OF PURCHASE).
CLASS C: DEFERRED SALES CHARGE FOR 1 YEAR
FOR INVESTORS WHO ARE INVESTING FOR AT LEAST ONE YEAR, BUT LESS THAN SIX YEARS.
THE EXPENSES OF THIS CLASS ARE HIGHER THAN CLASS A, BECAUSE OF THE 12B-1 FEE.
NO SALES CHARGE ON EACH PURCHASE, BUT IF YOU SELL SHARES WITHIN 1 YEAR, THEN YOU
WILL PAY A DEFERRED SALES
CHARGE OF 1% AT THAT TIME.
<PAGE>
CLASS A: FRONT-END SALES CHARGE
CLASS A SHARES HAVE ANNUAL 12B-1 FEE OF UP TO 0.35%.
CLASS A SHARES HAVE LOWER ANNUAL EXPENSES DUE TO A LOWER 12B-1 FEE.
PURCHASES OF CLASS A SHARES AT NAV FOR ACCOUNTS WITH $1,000,000 OR MORE WILL BE
SUBJECT TO A 1.0% DEFERRED SALES CHARGE FOR 1 YEAR.
CLASS B: DEFERRED SALES CHARGE FOR 6 YEARS (4 YEARS FOR CSIF BOND)
CLASS B SHARES HAVE AN ANNUAL 12B-1 FEE OF 1.00%.
YOUR SHARES WILL AUTOMATICALLY CONVERT TO CLASS A SHARES AFTER 8 YEARS (6 YEARS
FOR CSIF BOND), REDUCING YOUR FUTURE ANNUAL EXPENSES.
IF YOU ARE INVESTING MORE THAN $250,000, YOU SHOULD CONSIDER INVESTING IN CLASS
A OR C.
CLASS C: DEFERRED SALES CHARGE FOR 1 YEAR
CLASS C SHARES HAVE AN ANNUAL 12B-1 FEE OF 1.00%.
CLASS C SHARES HAVE HIGHER ANNUAL EXPENSES THAN CLASS A AND THERE IS NO
AUTOMATIC CONVERSION TO CLASS A.
IF YOU ARE INVESTING MORE THAN $1,000,000, YOU SHOULD INVEST IN CLASS A.
CLASS A
IF YOU CHOOSE CLASS A, YOU WILL PAY A SALES CHARGE AT THE TIME OF EACH PURCHASE.
THIS TABLE SHOWS THE CHARGES BOTH AS A PERCENTAGE OF OFFERING PRICE AND AS A
PERCENTAGE OF THE AMOUNT YOU INVEST. THE TERM "OFFERING PRICE" INCLUDES THE
FRONT-END SALES CHARGE. IF YOU INVEST MORE, THE SALES CHARGE WILL BE LOWER. FOR
EXAMPLE, IF YOU INVEST MORE THAN $50,000, OR IF YOUR CUMULATIVE PURCHASES OR THE
VALUE IN YOUR ACCOUNT IS MORE THAN $50,000,4 THEN THE SALES CHARGE IS REDUCED TO
3.75%.
[INSERT HEADINGS]
YOUR INVESTMENT IN SALES CHARGE % % OF AMT. SALES CHARGE % % OF AMT
CLASS A SHARES OF OFFERING PRICE INVESTED OF OFFERING PRICE INVESTED
LESS THAN $50,000 4.75% 4.99% 3.75% 3.90%
$50,000 BUT LESS THAN $100,000 3.75% 3.90% 3.00% 3.09%
$100,000 BUT LESS THAN $250,000 2.75% 2.83% 2.25% 2.30%
$250,000 BUT LESS THAN $500,000 1.75% 1.78% 1.75% 1.78%
$500,000 BUT LESS THAN $1,000,000 1.00% 1.01% 1.00% 1.01%
$1,000,000 AND OVER NONE5 NONE5 NONE5 NONE5
4 THIS IS CALLED "RIGHTS OF ACCUMULATION." THE SALES CHARGE IS CALCULATED BY
TAKING INTO ACCOUNT NOT ONLY THE DOLLAR AMOUNT OF THE NEW PURCHASE OF SHARES,
BUT ALSO THE HIGHER OF COST OR CURRENT VALUE OF SHARES YOU HAVE PREVIOUSLY
PURCHASED IN CALVERT GROUP FUNDS THAT IMPOSE SALES CHARGES. THIS AUTOMATICALLY
APPLIES TO YOUR ACCOUNT FOR EACH NEW PURCHASE OF CLASS A SHARES.
5 PURCHASES OF CLASS A SHARES AT NAV FOR ACCOUNTS WITH $1,000,000 OR MORE
ARE SUBJECT TO A ONE YEAR CDSC OF 1.00%. SEE THE "CALCULATION OF CONTINGENT
DEFERRED SALES CHARGE AND WAIVER OF SALES CHARGES."
<PAGE>
THE CLASS A FRONT-END SALES CHARGE MAY BE WAIVED FOR CERTAIN PURCHASES OR
INVESTORS, SUCH AS PARTICIPANTS IN CERTAIN GROUP RETIREMENT PLANS OR OTHER
QUALIFIED GROUPS AND CLIENTS OF REGISTERED INVESTMENT ADVISERS. FOR DETAILS ON
THESE AND OTHER PURCHASES THAT MAY QUALIFY FOR A REDUCED SALES CHARGE, SEE
EXHIBIT A.
CLASS B
IF YOU CHOOSE CLASS B, THERE IS NO FRONT-END SALES CHARGE LIKE CLASS A, BUT IF
YOU SELL THE SHARES WITHIN THE FIRST 6 YEARS (OR 4 YEARS FOR CSIF BOND), YOU
WILL HAVE TO PAY A "CONTINGENT DEFERRED" SALES CHARGE ("CDSC"). THIS MEANS THAT
YOU DO NOT HAVE TO PAY THE SALES CHARGE UNLESS YOU SELL YOUR SHARES WITHIN THE
FIRST 6 YEARS AFTER PURCHASE (OR 4 YEARS FOR CSIF BOND). KEEP IN MIND THAT THE
LONGER YOU HOLD THE SHARES, THE LESS YOU WILL HAVE TO PAY IN DEFERRED SALES
CHARGES.
[INSERT HEADINGS]
TIME SINCE PURCHASE CDSC % CDSC %
1ST YEAR 5% 4%
2ND YEAR 4% 3%
3RD YEAR 4% 2%
4TH YEAR 3% 1%
5TH YEAR 2% NONE
6TH YEAR 1% NONE
AFTER 6 YEARS NONE NONE
CALCULATION OF CONTINGENT DEFERRED SALES CHARGE
AND WAIVER OF SALES CHARGES
THE CDSC WILL NOT BE CHARGED ON SHARES YOU RECEIVED AS DIVIDENDS OR FROM CAPITAL
GAINS DISTRIBUTIONS OR ON ANY CAPITAL APPRECIATION (GAIN IN THE VALUE) OF SHARES
THAT ARE SOLD.
SHARES THAT ARE NOT SUBJECT TO THE CDSC WILL BE REDEEMED FIRST, FOLLOWED BY
SHARES YOU HAVE HELD THE LONGEST. THE CDSC IS CALCULATED BY DETERMINING THE
SHARE VALUE AT BOTH THE TIME OF PURCHASE AND REDEMPTION AND THEN MULTIPLYING
WHICHEVER VALUE IS LESS BY THE PERCENTAGE THAT APPLIES AS SHOWN ABOVE. FOR
EXAMPLE, IF YOU INVESTED $5,000 IN CSIF EQUITY CLASS B SHARES THREE YEARS AGO,
AND IT IS NOW WORTH $5,750, THE CDSC WILL BE CALCULATED BY TAKING THE LESSER OF
THE TWO VALUES ($5,000), AND MULTIPLYING IT BY 4%, FOR A CDSC OF $200. IF YOU
CHOOSE TO SELL ONLY PART OF YOUR SHARES, THE CAPITAL APPRECIATION FOR THOSE
SHARES ONLY IS INCLUDED IN THE CALCULATION, RATHER THAN THE CAPITAL APPRECIATION
FOR THE ENTIRE ACCOUNT.
<PAGE>
THE CDSC ON CLASS B SHARES WILL BE WAIVED IN THE FOLLOWING CIRCUMSTANCES:
- - REDEMPTION UPON THE DEATH OR DISABILITY OF THE SHAREHOLDER, PLAN
PARTICIPANT, OR BENEFICIARY.6
- - MINIMUM REQUIRED DISTRIBUTIONS FROM RETIREMENT PLAN ACCOUNTS FOR
SHAREHOLDERS 701/2 AND OLDER.7
- - THE RETURN OF AN EXCESS CONTRIBUTION OR DEFERRAL AMOUNTS, PURSUANT TO
SECTIONS 408(D)(4) OR (5), 401(K)(8), 402(G)(2), OR 401(M)(6) OF THE INTERNAL
REVENUE CODE.
- - INVOLUNTARY REDEMPTIONS OF ACCOUNTS UNDER PROCEDURES SET FORTH BY THE
FUND'S BOARD OF TRUSTEES/DIRECTORS.
- - A SINGLE ANNUAL WITHDRAWAL UNDER A SYSTEMATIC WITHDRAWAL PLAN OF UP TO 10%
PER YEAR OF THE SHAREHOLDER'S ACCOUNT BALANCE.8
CLASS C
IF YOU CHOOSE CLASS C, THERE IS NO FRONT-END SALES CHARGE LIKE CLASS A, BUT IF
YOU SELL THE SHARES WITHIN THE FIRST YEAR, YOU WILL HAVE TO PAY A 1% CDSC. CLASS
C MAY BE A GOOD CHOICE FOR YOU IF YOU PLAN TO BUY SHARES AND HOLD THEM FOR AT
LEAST 1 YEAR, BUT NOT MORE THAN FIVE OR SIX YEARS.
DISTRIBUTION AND SERVICE FEES
EACH FUND HAS ADOPTED A PLAN UNDER RULE 12B-1 OF THE INVESTMENT COMPANY ACT OF
1940 THAT ALLOWS THE FUND TO PAY DISTRIBUTION FEES FOR THE SALE AND DISTRIBUTION
OF ITS SHARES. THE DISTRIBUTION PLAN ALSO PAYS SERVICE FEES TO PERSONS (SUCH AS
YOUR FINANCIAL PROFESSIONAL) FOR SERVICES PROVIDED TO SHAREHOLDERS. BECAUSE
THESE FEES ARE PAID OUT OF A FUND'S ASSETS ON AN ONGOING BASIS, OVER TIME, THESE
FEES WILL INCREASE THE COST OF YOUR INVESTMENT AND MAY COST YOU MORE THAN PAYING
OTHER TYPES OF SALES CHARGES. PLEASE SEE EXHIBIT B FOR MORE SERVICE FEE
INFORMATION.
6 "DISABILITY" MEANS A TOTAL DISABILITY AS EVIDENCED BY A DETERMINATION BY
THE FEDERAL SOCIAL SECURITY ADMINISTRATION.
7 THE MAXIMUM AMOUNT SUBJECT TO THIS WAIVER IS BASED ONLY UPON THE
SHAREHOLDER'S CALVERT GROUP RETIREMENT ACCOUNTS.
8 THIS SYSTEMATIC WITHDRAW PLAN REQUIRES A MINIMUM ACCOUNT BALANCE OF
$50,000 TO BE ESTABLISHED.
<PAGE>
THE TABLE BELOW SHOWS THE MAXIMUM ANNUAL PERCENTAGE PAYABLE UNDER THE
DISTRIBUTION PLAN, AND THE AMOUNT ACTUALLY PAID BY EACH FUND FOR THE MOST RECENT
FISCAL YEAR. THE FEES ARE BASED ON AVERAGE DAILY NET ASSETS BY PARTICULAR CLASS.
MAXIMUM PAYABLE UNDER PLAN/AMOUNT ACTUALLY PAID
CSIF MONEY MARKET 0.25%/0.00%
CLASS A CLASS B CLASS C
CSIF BALANCED 0.35%/0.24% 1.00%/1.00% 1.00%/1.00%
CSIF BOND 0.35%/0.20% 1.00%/1.00% 1.00%/1.00%
CSIF EQUITY 0.35%/0.23% 1.00%/1.00% 1.00%/1.00%
CSIF MANAGED INDEX 0.25%/0.25% 1.00%/1.00% 1.00%/1.00%
CWVF INTERNATIONAL EQUITY 0.35%/0.25% 1.00%/1.00% 1.00%/1.00%
CAPITAL ACCUMULATION 0.35%/0.35% 1.00%/1.00% 1.00%/1.00%
NEW VISION SMALL CAP 0.25%/0.25% 1.00%/1.00% 1.00%/1.00%
NEXT STEP - ACCOUNT APPLICATION
COMPLETE AND SIGN AN APPLICATION FOR EACH NEW ACCOUNT. WHEN MULTIPLE CLASSES OF
SHARES ARE OFFERED, PLEASE SPECIFY WHICH CLASS YOU WISH TO PURCHASE. FOR MORE
INFORMATION, CONTACT YOUR FINANCIAL PROFESSIONAL OR OUR SHAREHOLDER SERVICES
DEPARTMENT AT 800-368-2748.
MINIMUM TO OPEN AN ACCOUNT MINIMUM ADDITIONAL INVESTMENTS-
$250
CSIF MONEY MARKET $1,000
CSIF BALANCED $1,000
CSIF BOND $1,000
CSIF EQUITY $1,000
CSIF MANAGED INDEX $5,000
CWVF INTERNATIONAL EQUITY $2,000
CAPITAL ACCUMULATION $2,000
NEW VISION SMALL CAP $2,000
<PAGE>
PLEASE MAKE YOUR CHECK PAYABLE
TO THE FUND AND MAIL IT TO:
NEW ACCOUNTS SUBSEQUENT INVESTMENTS
(INCLUDE APPLICATION): (INCLUDE INVESTMENT SLIP):
CALVERT GROUP CALVERT GROUP
P.O. BOX 219544 P.O. BOX 219739
KANSAS CITY, MO 64121-9544 KANSAS CITY, MO 64121-9739
BY REGISTERED, CALVERT GROUP
CERTIFIED, OR C/O NFDS
OVERNIGHT MAIL 330 WEST 9TH STREET
KANSAS CITY, MO 64105-1807
AT THE CALVERT OFFICE VISIT THE CALVERT OFFICE TO MAKE INVESTMENTS BY CHECK.
SEE THE BACK COVER PAGE FOR THE ADDRESS.
IMPORTANT - HOW SHARES ARE PRICED
THE PRICE OF SHARES IS BASED ON EACH FUND'S NET ASSET VALUE ("NAV"). NAV IS
COMPUTED BY ADDING THE VALUE OF A FUND'S HOLDINGS PLUS OTHER ASSETS, SUBTRACTING
LIABILITIES, AND THEN DIVIDING THE RESULT BY THE NUMBER OF SHARES OUTSTANDING.
IF A FUND HAS MORE THAN ONE CLASS OF SHARES, THE NAV OF EACH CLASS WILL BE
DIFFERENT, DEPENDING ON THE NUMBER OF SHARES OUTSTANDING FOR EACH CLASS.
PORTFOLIO SECURITIES AND OTHER ASSETS ARE VALUED BASED ON MARKET QUOTATIONS,
EXCEPT THAT SECURITIES MATURING WITHIN 60 DAYS ARE VALUED AT AMORTIZED COST.
CSIF MONEY MARKET IS VALUED ACCORDING TO THE "AMORTIZED COST" METHOD, WHICH IS
INTENDED TO STABILIZE THE NAV AT $1 PER SHARE. IF MARKET QUOTATIONS ARE NOT
READILY AVAILABLE, SECURITIES ARE VALUED BY A METHOD THAT THE FUND'S BOARD OF
TRUSTEES/DIRECTORS BELIEVES ACCURATELY REFLECTS FAIR VALUE.
THE NAV IS CALCULATED AS OF THE CLOSE OF EACH BUSINESS DAY, WHICH COINCIDES WITH
THE CLOSING OF THE REGULAR SESSION OF THE NEW YORK STOCK EXCHANGE ("NYSE")
(NORMALLY 4 P.M. ET). EACH FUND IS OPEN FOR BUSINESS EACH DAY THE NYSE IS OPEN.
SOME FUNDS HOLD SECURITIES THAT ARE PRIMARILY LISTED ON FOREIGN EXCHANGES THAT
TRADE ON DAYS WHEN THE NYSE IS CLOSED. THESE FUNDS DO NOT PRICE SHARES ON DAYS
WHEN THE NYSE IS CLOSED, EVEN IF FOREIGN MARKETS MAY BE OPEN. AS A RESULT, THE
VALUE OF THE FUND'S SHARES MAY CHANGE ON DAYS WHEN YOU WILL NOT BE ABLE TO BUY
OR SELL YOUR SHARES.
WHEN YOUR ACCOUNT WILL BE CREDITED
YOUR PURCHASE WILL BE PROCESSED AT THE NEXT NAV CALCULATED AFTER YOUR ORDER IS
RECEIVED AND IN GOOD ORDER. ALL OF YOUR PURCHASES MUST BE MADE IN US DOLLARS.
<PAGE>
NO CASH OR THIRD PARTY CHECKS WILL BE ACCEPTED. NO CREDIT CARD OR CREDIT LOAN
CHECKS WILL BE ACCEPTED. EACH FUND RESERVES THE RIGHT TO SUSPEND THE OFFERING
OF SHARES FOR A PERIOD OF TIME OR TO REJECT ANY SPECIFIC PURCHASE ORDER. AS A
CONVENIENCE, CHECK PURCHASES RECEIVED AT CALVERT'S OFFICE IN BETHESDA, MARYLAND
WILL BE SENT BY OVERNIGHT DELIVERY TO THE TRANSFER AGENT AND WILL BE CREDITED
THE NEXT BUSINESS DAY UPON RECEIPT. ANY CHECK PURCHASE RECEIVED WITHOUT AN
INVESTMENT SLIP MAY CAUSE DELAYED CREDITING. ANY PURCHASE LESS THAN THE $250
MINIMUM FOR SUBSEQUENT INVESTMENTS WILL BE CHARGED A SERVICE FEE OF $3. IF YOUR
CHECK DOES NOT CLEAR YOUR BANK, YOUR PURCHASE WILL BE CANCELED AND YOU WILL BE
CHARGED A $25 FEE PLUS ANY COSTS INCURRED. ALL PURCHASES WILL BE CONFIRMED AND
CREDITED TO YOUR ACCOUNT IN FULL AND FRACTIONAL SHARES (ROUNDED TO THE NEAREST
1/1000TH OF A SHARE).
CSIF MONEY MARKET
YOUR PURCHASE WILL BE CREDITED AT THE NET ASSET VALUE CALCULATED AFTER YOUR
ORDER IS RECEIVED AND ACCEPTED. IF THE TRANSFER AGENT RECEIVES YOUR WIRE
PURCHASE BY 5 P.M. ET, YOUR ACCOUNT WILL BEGIN EARNING DIVIDENDS ON THE NEXT
BUSINESS DAY. EXCHANGES BEGIN EARNING DIVIDENDS THE NEXT BUSINESS DAY AFTER THE
EXCHANGE REQUEST IS RECEIVED BY MAIL OR TELEPHONE. PURCHASES RECEIVED BY CHECK
WILL BEGIN EARNING DIVIDENDS THE NEXT BUSINESS DAY AFTER THEY ARE CREDITED TO
THE ACCOUNT.
OTHER CALVERT GROUP FEATURES
CALVERT INFORMATION NETWORK
FOR 24 HOUR PERFORMANCE AND ACCOUNT INFORMATION CALL 800-368-2745
OR VISIT WWW.CALVERT.COM
YOU CAN OBTAIN CURRENT PERFORMANCE AND PRICING INFORMATION, VERIFY ACCOUNT
BALANCES, AND AUTHORIZE CERTAIN TRANSACTIONS WITH THE CONVENIENCE OF ONE PHONE
CALL, 24 HOURS A DAY.
ACCOUNT SERVICES
BY SIGNING UP FOR SERVICES WHEN YOU OPEN YOUR ACCOUNT, YOU AVOID HAVING TO
OBTAIN A SIGNATURE GUARANTEE. IF YOU WISH TO ADD SERVICES AT A LATER DATE, A
SIGNATURE GUARANTEE TO VERIFY YOUR SIGNATURE MAY BE OBTAINED FROM ANY BANK,
TRUST COMPANY AND SAVINGS AND LOAN ASSOCIATION, CREDIT UNION, BROKER-DEALER FIRM
OR MEMBER OF A DOMESTIC STOCK EXCHANGE. A NOTARY PUBLIC CANNOT PROVIDE A
SIGNATURE GUARANTEE.
CALVERT MONEY CONTROLLER
CALVERT MONEY CONTROLLER ALLOWS YOU TO PURCHASE OR SELL SHARES BY ELECTRONIC
FUNDS TRANSFER WITHOUT THE TIME DELAY OF MAILING A CHECK OR THE ADDED EXPENSE OF
A WIRE. USE THIS SERVICE TO TRANSFER UP TO $300,000 ELECTRONICALLY. ALLOW ONE OR
TWO BUSINESS DAYS AFTER YOU PLACE YOUR REQUEST FOR THE TRANSFER TO TAKE PLACE.
MONEY TRANSFERRED TO PURCHASE NEW SHARES WILL BE SUBJECT TO A HOLD OF UP TO 10
<PAGE>
BUSINESS DAYS BEFORE REDEMPTION REQUESTS ARE HONORED. TRANSACTION REQUESTS MUST
BE RECEIVED BY 4 P.M. ET. YOU MAY REQUEST THIS SERVICE ON YOUR INITIAL ACCOUNT
APPLICATION. CALVERT MONEY CONTROLLER TRANSACTIONS RETURNED FOR INSUFFICIENT
FUNDS WILL INCUR A $25 CHARGE.
TELEPHONE TRANSACTIONS
YOU MAY PURCHASE, REDEEM, OR EXCHANGE SHARES, WIRE FUNDS AND USE CALVERT MONEY
CONTROLLER BY TELEPHONE IF YOU HAVE PRE-AUTHORIZED SERVICE INSTRUCTIONS. YOU
RECEIVE TELEPHONE PRIVILEGES AUTOMATICALLY WHEN YOU OPEN YOUR ACCOUNT UNLESS YOU
ELECT OTHERWISE. FOR OUR MUTUAL PROTECTION, THE FUND, THE SHAREHOLDER SERVICING
AGENT AND THEIR AFFILIATES USE PRECAUTIONS SUCH AS VERIFYING SHAREHOLDER
IDENTITY AND RECORDING TELEPHONE CALLS TO CONFIRM INSTRUCTIONS GIVEN BY PHONE. A
CONFIRMATION STATEMENT IS SENT FOR MOST TRANSACTIONS; PLEASE REVIEW THIS
STATEMENT AND VERIFY THE ACCURACY OF YOUR TRANSACTION IMMEDIATELY.
EXCHANGES
CALVERT GROUP OFFERS A WIDE VARIETY OF INVESTMENT OPTIONS THAT INCLUDES COMMON
STOCK FUNDS, TAX-EXEMPT AND CORPORATE BOND FUNDS, AND MONEY MARKET FUNDS (CALL
YOUR BROKER OR CALVERT REPRESENTATIVE FOR MORE INFORMATION). WE MAKE IT EASY FOR
YOU TO PURCHASE SHARES IN OTHER CALVERT FUNDS IF YOUR INVESTMENT GOALS CHANGE.
THE EXCHANGE PRIVILEGE OFFERS FLEXIBILITY BY ALLOWING YOU TO EXCHANGE SHARES ON
WHICH YOU HAVE ALREADY PAID A SALES CHARGE FROM ONE MUTUAL FUND TO ANOTHER AT NO
ADDITIONAL CHARGE.
COMPLETE AND SIGN AN ACCOUNT APPLICATION, 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
TELEPHONE REDEMPTIONS HAVE BEEN AUTHORIZED AND THE SHARES ARE NOT IN CERTIFICATE
FORM.
BEFORE YOU MAKE AN EXCHANGE, PLEASE NOTE THE FOLLOWING:
EACH EXCHANGE REPRESENTS THE SALE OF SHARES OF ONE FUND AND THE PURCHASE OF
SHARES OF ANOTHER. THEREFORE, YOU COULD REALIZE A TAXABLE GAIN OR LOSS.
YOU MAY EXCHANGE SHARES ACQUIRED BY REINVESTMENT OF DIVIDENDS OR DISTRIBUTIONS
INTO ANOTHER CALVERT FUND AT NO ADDITIONAL CHARGE.
SHARES MAY ONLY BE EXCHANGED FOR SHARES OF THE SAME CLASS OF ANOTHER CALVERT
FUND.
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.
<PAGE>
EXCHANGE REQUESTS WILL NOT BE ACCEPTED ON ANY DAY WHEN CALVERT IS OPEN BUT THE
FUND'S CUSTODIAN BANK IS CLOSED (E.G., COLUMBUS DAY AND VETERAN'S DAY); THESE
EXCHANGE REQUESTS WILL BE PROCESSED THE NEXT DAY THE FUND'S CUSTODIAN BANK IS
OPEN.
EACH FUND AND THE DISTRIBUTOR RESERVE THE RIGHT AT ANY TIME TO REJECT OR CANCEL
ANY PART OF ANY PURCHASE OR EXCHANGE ORDER; MODIFY ANY TERMS OR CONDITIONS OF
PURCHASE OF SHARES OF ANY FUND; OR WITHDRAW ALL OR ANY PART OF THE OFFERING MADE
BY THIS PROSPECTUS. TO PROTECT THE INTERESTS OF INVESTORS, EACH FUND AND THE
DISTRIBUTOR MAY REJECT ANY ORDER CONSIDERED MARKET-TIMING ACTIVITY.
EACH FUND RESERVES THE RIGHT TO TERMINATE OR MODIFY THE EXCHANGE PRIVILEGE WITH
60 DAYS' WRITTEN NOTICE.
ELECTRONIC DELIVERY OF PROSPECTUSES AND SHAREHOLDER REPORTS
YOU MAY REQUEST TO RECEIVE ELECTRONIC DELIVERY OF PROSPECTUSES AND ANNUAL AND
SEMI ANNUAL REPORTS.
COMBINED GENERAL MAILINGS (HOUSEHOLDING)
MULTIPLE ACCOUNTS WITH THE SAME SOCIAL SECURITY NUMBER WILL RECEIVE ONE MAILING
PER HOUSEHOLD OF INFORMATION SUCH AS PROSPECTUSES AND SEMI-ANNUAL AND ANNUAL
REPORTS. YOU MAY REQUEST FURTHER GROUPING OF ACCOUNTS TO RECEIVE FEWER MAILINGS.
SEPARATE STATEMENTS WILL BE GENERATED FOR EACH SEPARATE ACCOUNT AND WILL BE
MAILED IN ONE ENVELOPE FOR EACH COMBINATION ABOVE.
SPECIAL SERVICES AND CHARGES
EACH FUND 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 OR A STOP PAYMENT ON A DRAFT. YOU MAY BE REQUIRED TO PAY A FEE FOR
THESE SPECIAL SERVICES; FOR EXAMPLE, THE FEE FOR STOP PAYMENTS IS $25. CSIF
MONEY MARKET WILL CHARGE A SERVICE FEE OF $25 FOR DRAFTS RETURNED FOR
INSUFFICIENT OR UNCOLLECTED FUNDS.
IF YOU ARE PURCHASING SHARES THROUGH A PROGRAM OF SERVICES OFFERED BY A
BROKER/DEALER OR FINANCIAL INSTITUTION, YOU SHOULD READ THE PROGRAM MATERIALS
TOGETHER WITH THIS PROSPECTUS. CERTAIN FEATURES MAY BE MODIFIED IN THESE
PROGRAMS. INVESTORS MAY BE CHARGED A FEE IF THEY EFFECT TRANSACTIONS IN FUND
SHARES THROUGH A BROKER OR AGENT.
MINIMUM ACCOUNT BALANCE
PLEASE MAINTAIN A BALANCE IN EACH OF YOUR FUND ACCOUNTS OF AT LEAST $1,000 PER
CLASS ($5,000 FOR THE CSIF MANAGED INDEX). IF THE BALANCE IN YOUR ACCOUNT FALLS
BELOW THE MINIMUM DURING A MONTH, A FEE MAY BE CHARGED TO YOUR ACCOUNT (CSIF
MONEY MARKET, $3/MONTH; CSIF MANAGED INDEX, $1/MONTH).
IF THE BALANCE IN YOUR ACCOUNT FALLS BELOW THE MINIMUM DURING A MONTH, THE
<PAGE>
ACCOUNT MAY BE CLOSED AND THE PROCEEDS MAILED TO THE ADDRESS OF RECORD. YOU
WILL RECEIVE NOTICE THAT YOUR ACCOUNT IS BELOW THE MINIMUM, AND WILL BE CLOSED
IF THE BALANCE IS NOT BROUGHT UP TO THE REQUIRED MINIMUM WITHIN 30 DAYS.
DIVIDENDS, CAPITAL GAINS, AND TAXES
EACH FUND PAYS DIVIDENDS FROM ITS NET INVESTMENT INCOME AS SHOWN BELOW. NET
INVESTMENT INCOME CONSISTS OF INTEREST INCOME, NET SHORT-TERM CAPITAL GAINS, IF
ANY, AND DIVIDENDS DECLARED AND PAID ON INVESTMENTS, LESS EXPENSES.
DISTRIBUTIONS OF NET SHORT-TERM CAPITAL GAINS (TREATED AS DIVIDENDS FOR TAX
PURPOSES) AND NET LONG-TERM CAPITAL GAINS, IF ANY, ARE NORMALLY PAID ONCE A
YEAR; HOWEVER, THE FUNDS DO NOT ANTICIPATE MAKING ANY SUCH DISTRIBUTIONS UNLESS
AVAILABLE CAPITAL LOSS CARRYOVERS HAVE BEEN USED OR HAVE EXPIRED. DIVIDEND AND
DISTRIBUTION PAYMENTS WILL VARY BETWEEN CLASSES.
CSIF MONEY MARKET ACCRUED DAILY, PAID MONTHLY
CSIF BOND PAID MONTHLY
CSIF BALANCED PAID QUARTERLY
CSIF EQUITY PAID ANNUALLY
CSIF MANAGED INDEX PAID ANNUALLY
CWVF INTERNATIONAL EQUITY PAID ANNUALLY
CAPITAL ACCUMULATION PAID ANNUALLY
NEW VISION SMALL CAP PAID ANNUALLY
DIVIDEND PAYMENT OPTIONS
DIVIDENDS AND ANY DISTRIBUTIONS ARE AUTOMATICALLY REINVESTED IN THE SAME FUND AT
NAV (WITHOUT SALES CHARGE), UNLESS YOU ELECT TO HAVE AMOUNTS OF $10 OR MORE PAID
IN CASH (BY CHECK OR BY CALVERT MONEY CONTROLLER). DIVIDENDS AND DISTRIBUTIONS
FROM ANY CALVERT GROUP FUND MAY BE AUTOMATICALLY INVESTED IN AN IDENTICALLY
REGISTERED ACCOUNT IN ANY OTHER CALVERT GROUP FUND AT NAV. IF REINVESTED IN THE
SAME ACCOUNT, NEW SHARES WILL BE PURCHASED AT NAV ON THE REINVESTMENT DATE,
WHICH IS GENERALLY 1 TO 3 DAYS PRIOR TO THE PAYMENT DATE. YOU MUST NOTIFY THE
FUNDS IN WRITING TO CHANGE YOUR PAYMENT OPTIONS. IF YOU ELECT TO HAVE DIVIDENDS
AND/OR DISTRIBUTIONS PAID IN CASH, AND THE US POSTAL SERVICE RETURNS THE CHECK
AS UNDELIVERABLE, 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 (NOT APPLICABLE TO MONEY MARKET FUNDS)
AT THE TIME OF PURCHASE, THE SHARE PRICE OF EACH CLASS 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. ON THE RECORD DATE FOR A DISTRIBUTION, 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.
<PAGE>
FEDERAL TAXES
IN JANUARY, EACH FUND WILL MAIL YOU FORM 1099-DIV INDICATING THE FEDERAL TAX
STATUS OF DIVIDENDS AND ANY CAPITAL GAIN DISTRIBUTIONS PAID TO YOU DURING THE
PAST YEAR. GENERALLY, DIVIDENDS AND DISTRIBUTIONS ARE TAXABLE IN THE YEAR THEY
ARE PAID. HOWEVER, ANY DIVIDENDS AND DISTRIBUTIONS PAID IN JANUARY BUT DECLARED
DURING THE PRIOR THREE MONTHS ARE TAXABLE IN THE YEAR DECLARED. DIVIDENDS AND
DISTRIBUTIONS ARE TAXABLE TO YOU REGARDLESS OF WHETHER THEY ARE TAKEN IN CASH OR
REINVESTED. DIVIDENDS, INCLUDING SHORT-TERM CAPITAL GAINS, ARE TAXABLE AS
ORDINARY INCOME. DISTRIBUTIONS FROM LONG-TERM CAPITAL GAINS ARE TAXABLE AS
LONG-TERM CAPITAL GAINS, REGARDLESS OF HOW LONG YOU HAVE OWNED SHARES.
FOR NON-MONEY MARKET FUNDS
YOU MAY REALIZE A CAPITAL GAIN OR LOSS WHEN YOU SELL OR EXCHANGE SHARES. THIS
CAPITAL GAIN OR LOSS WILL BE SHORT- OR LONG-TERM, DEPENDING ON HOW LONG YOU HAVE
OWNED THE SHARES WHICH WERE SOLD. IN JANUARY, THESE FUNDS WILL MAIL YOU FORM
1099-B INDICATING THE TOTAL AMOUNT OF 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.
OTHER TAX INFORMATION
IN ADDITION TO FEDERAL TAXES, YOU MAY BE SUBJECT TO STATE OR LOCAL TAXES ON YOUR
INVESTMENT, DEPENDING ON THE LAWS IN YOUR AREA. YOU WILL BE NOTIFIED TO THE
EXTENT, IF ANY, THAT DIVIDENDS REFLECT INTEREST RECEIVED FROM US GOVERNMENT
SECURITIES. SUCH DIVIDENDS MAY BE EXEMPT FROM CERTAIN STATE INCOME TAXES.
TAXPAYER IDENTIFICATION NUMBER
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 US
TO WITHHOLD 31% OF YOUR REPORTABLE DIVIDENDS, AND POSSIBLY 31% OF CERTAIN
REDEMPTIONS. IN ADDITION, YOU MAY BE SUBJECT TO A FINE BY THE INTERNAL REVENUE
SERVICE. 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 (CLOSED) AT THE CURRENT NAV ON THE
DATE OF REDEMPTION. CALVERT GROUP RESERVES THE RIGHT TO REJECT ANY NEW ACCOUNT
OR ANY PURCHASE ORDER FOR FAILURE TO SUPPLY A CERTIFIED TIN.
HOW TO SELL SHARES
YOU MAY REDEEM ALL OR A PORTION OF YOUR SHARES ON ANY DAY YOUR FUND IS OPEN FOR
BUSINESS, PROVIDED THE AMOUNT REQUESTED IS NOT ON HOLD. WHEN YOU PURCHASE BY
CHECK OR WITH CALVERT MONEY CONTROLLER (ELECTRONIC FUNDS TRANSFER), THE PURCHASE
WILL BE ON HOLD FOR UP TO 10 BUSINESS DAYS FROM THE DATE OF RECEIPT. DURING THE
HOLD PERIOD, REDEMPTIONS PROCEEDS WILL NOT BE SENT UNTIL THE TRANSFER
<PAGE>
AGENT IS REASONABLY SATISFIED THAT THE PURCHASE PAYMENT HAS BEEN COLLECTED.
DRAFTS WRITTEN ON CSIF MONEY MARKET DURING THE HOLD PERIOD WILL BE RETURNED FOR
UNCOLLECTED FUNDS. YOUR SHARES WILL BE REDEEMED AT THE NEXT NAV CALCULATED AFTER
YOUR REDEMPTION REQUEST IS RECEIVED (LESS ANY APPLICABLE CDSC). THE PROCEEDS
WILL NORMALLY BE SENT TO YOU ON THE NEXT BUSINESS DAY, BUT IF MAKING IMMEDIATE
PAYMENT COULD ADVERSELY AFFECT YOUR FUND, IT MAY TAKE UP TO SEVEN (7) DAYS TO
MAKE PAYMENT. CALVERT MONEY CONTROLLER REDEMPTIONS GENERALLY WILL BE CREDITED TO
YOUR BANK ACCOUNT BY THE SECOND BUSINESS DAY AFTER YOUR PHONE CALL. THE FUNDS
HAVE 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
AFFECTED FUND, WHICHEVER IS LESS. WHEN THE NYSE 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.PLEASE NOTE THAT THERE ARE SOME FEDERAL HOLIDAYS, HOWEVER, SUCH AS
COLUMBUS DAY AND VETERANS' DAY, WHEN THE NYSE IS OPEN AND THE FUND IS OPEN BUT
REDEMPTIONS CANNOT BE MAILED OR WIRED BECAUSE THE POST OFFICES AND BANKS ARE
CLOSED.
FOLLOW THESE SUGGESTIONS TO ENSURE TIMELY PROCESSING OF YOUR REDEMPTION REQUEST:
BY TELEPHONE
YOU MAY REDEEM SHARES FROM YOUR ACCOUNT BY TELEPHONE AND HAVE YOUR MONEY MAILED
TO YOUR ADDRESS OF RECORD OR ELECTRONICALLY TRANSFERRED OR WIRED TO A BANK YOU
HAVE PREVIOUSLY AUTHORIZED. A CHARGE OF $5 MAY BE IMPOSED ON WIRE TRANSFERS OF
LESS THAN $1,000.
WRITTEN REQUESTS
CALVERT GROUP, P.O. BOX 219544, KANSAS CITY, MO 64121-9544
YOUR LETTER SHOULD INCLUDE YOUR ACCOUNT NUMBER AND FUND AND THE NUMBER OF SHARES
OR THE DOLLAR AMOUNT YOU ARE REDEEMING. PLEASE PROVIDE A DAYTIME TELEPHONE
NUMBER, IF POSSIBLE, FOR US TO CALL IF WE HAVE QUESTIONS. IF THE MONEY IS BEING
SENT TO A NEW BANK, PERSON, OR ADDRESS OTHER THAN THE ADDRESS OF RECORD, YOUR
LETTER MUST BE SIGNATURE GUARANTEED.
DRAFTWRITING (CSIF MONEY MARKET PORTFOLIO ONLY)
YOU MAY REDEEM SHARES IN YOUR CSIF MONEY MARKET PORTFOLIO ACCOUNT BY WRITING A
DRAFT FOR AT LEAST $250. IF YOU COMPLETE AND RETURN THE SIGNATURE CARD FOR
DRAFTWRITING, THE PORTFOLIO WILL MAIL BANK DRAFTS TO YOU, PRINTED WITH YOUR NAME
AND ADDRESS. DRAFTS MAY NOT BE ORDERED UNTIL YOUR INITIAL PURCHASE HAS CLEARED.
CALVET WILL PROVIDE PRINTED DRAFTS (CHECKS) YOU MAY NOT PRINT YOUR OWN. ANY
CUSTOMER-PRINTED CHECKS WILL NOT BE HONORED AND WILL BE RETURNED WITHOUT NOTICE.
CSIF MONEY MARKET WILL CHARGE A SERVICE FEE OF $25 FOR DRAFTS RETURNED
<PAGE>
FOR INSUFFICIENT OR UNCOLLECTED FUNDS. CSIF MONEY MARKET WILL CHARGE $25 FOR ANY
STOP PAYMENT ON DRAFTS. AS A SERVICE TO SHAREHOLDERS, SHARES MAY BE
AUTOMATICALLY TRANSFERRED BETWEEN YOUR CALVERT ACCOUNTS TO COVER DRAFTS YOU HAVE
WRITTEN. THE SIGNATURE OF ONLY ONE AUTHORIZED SIGNER IS REQUIRED TO HONOR A
DRAFT.
SYSTEMATIC CHECK REDEMPTIONS
IF YOU MAINTAIN 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 THE
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.
CORPORATIONS AND ASSOCIATIONS
YOUR LETTER OF INSTRUCTION AND CORPORATE RESOLUTION SHOULD BE SIGNED BY
PERSON(S) AUTHORIZED TO ACT ON THE ACCOUNT, ACCOMPANIED BY SIGNATURE
GUARANTEE(S).
TRUSTS
YOUR LETTER OF INSTRUCTION SHOULD BE SIGNED BY THE TRUSTEE(S) (AS TRUSTEE(S)),
WITH A SIGNATURE GUARANTEE. (IF THE TRUSTEE'S NAME IS NOT REGISTERED ON YOUR
ACCOUNT, PLEASE PROVIDE A COPY OF THE TRUST DOCUMENT, CERTIFIED WITHIN THE LAST
60 DAYS.)
THROUGH YOUR DEALER
YOUR DEALER MUST RECEIVE YOUR REQUEST BEFORE THE CLOSE OF REGULAR TRADING ON THE
NYSE TO RECEIVE THAT DAY'S NAV. YOUR DEALER WILL BE RESPONSIBLE FOR FURNISHING
ALL NECESSARY DOCUMENTATION TO CALVERT GROUP AND MAY CHARGE YOU FOR SERVICES
PROVIDED.
FINANCIAL HIGHLIGHTS
THE FINANCIAL HIGHLIGHTS TABLE IS INTENDED TO HELP YOU UNDERSTAND THE FUNDS'
FINANCIAL PERFORMANCE FOR THE PAST FIVE (5) FISCAL YEARS (OR IF SHORTER, THE
PERIOD OF THE FUND'S OPERATIONS). THE FUNDS' FISCAL YEAR END IS SEPTEMBER 30.
CERTAIN INFORMATION REFLECTS FINANCIAL RESULTS FOR A SINGLE SHARE, BY FUND AND
CLASS. THE TOTAL RETURNS IN THE TABLE REPRESENT THE RATE THAT AN INVESTOR WOULD
HAVE EARNED (OR LOST) ON AN INVESTMENT IN A FUND (ASSUMING REINVESTMENT OF ALL
DIVIDENDS AND DISTRIBUTIONS), AND DOES NOT REFLECT ANY APPLICABLE FRONT- OR
BACK-END SALES CHARGE. THIS INFORMATION HAS BEEN AUDITED BY
PRICEWATERHOUSECOOPERS LLP WHOSE REPORT, ALONG WITH A FUND'S FINANCIAL
STATEMENTS, ARE INCLUDED IN THE FUND'S ANNUAL REPORT, WHICH IS AVAILABLE UPON
REQUEST.
Balanced Portfolio
Financial Highlights
Years Ended September 30,
Class A Shares 1999 1998 1997 1996
Net asset value, beginning $32.45 $34.88 $31.35 $32.81
Income from investment operations
Net investment income .68 .77 .83 .78
Net realized and unrealized
gain (loss) 3.03 .92 5.61 2.28
Total from investment
operations 3.71 1.69 6.44 3.06
Distributions from
Net investment income (.66) (.76) (.81) (.77)
Net realized gain (3.36) (3.36) (2.10) (3.75)
Total distributions (4.02) (4.12) (2.91) (4.52)
Total increase (decrease) in
net asset value (.31) (2.43) 3.53 (1.46)
Net asset value, ending $32.14 $32.45 $34.88 $31.35
Total return* 11.52% 5.50% 21.94% 10.27%
Ratios to average net assets:
Net investment income 2.05% 2.27% 2.57% 2.58%
Total expenses 1.17% 1.13% 1.14% 1.28%
Expenses before offset 1.17% 1.13% 1.14% 1.28%
Net expenses 1.15% 1.11% 1.12% 1.26%
Portfolio turnover 175% 185% 215% 111%
Net assets, ending (in thousands) $708,655 $673,907 $675,306 $594,482
Number of shares outstanding,
ending (in thousands) 22,049 20,768 19,362 18,964
Years Ended September 30,
Class A Shares 1995
Net asset value, beginning $28.77
Income from investment operations
Net investment income .87
Net realized and unrealized
gain (loss) 4.25
Total from investment operations 5.12
Distributions from
Net investment income (.87)
Net realized gain (.21)
Total distributions (1.08)
Total increase (decrease) in
net asset value 4.04
Net asset value, ending $32.81
Total return* 18.21%
Ratios to average net assets:
Net investment income 2.89
Total expenses + 1.28%
Expenses before offset
Net expenses 1.26%
Portfolio turnover 114%
Net assets, ending (in thousands) $560,981
Number of shares outstanding,
ending (in thousands) 17,099
Financial Highlights
CSIF Balanced
Years Ended September 30,
1999 1998 #
Class B Shares
Net asset value, beginning $32.38 $34.37
Income from investment operations
Net investment income .35 0.15
Net realized and unrealized gain (loss) 2.94 (1.90)
Total from investment operations 3.29 (1.75)
Distributions from
Net investment income (.34) (0.24)
Net realized gain (3.36) -
Total distributions 3.70) (0.24)
Total increase (decrease) in net asset value (.41) (1.99)
Net asset value, ending $31.97 $32.38
Total return* 10.15% (5.10%)
Ratios to average net assets:
Net investment income .85% 1.22%(a)
Total expenses 2.40% 2.43%(a)
Expenses before offset 2.40% 3.59% (a)
Net expenses 2.38% 2.41%(a)
Portfolio turnover 175% 185%
Net assets, ending (in thousands) $9,910 $2,540
Number of shares outstanding,
ending (in thousands) 310 78
Financial Highlights
CSIF Balanced
Years Ended September 30,
Class C Shares 1999 1998 1997 1996
Net asset value, beginning $32.05 $34.52 $31.05 $32.60
Income from investment operations
Net investment income .36 .41 .47 .46
Net realized and unrealized
gain (loss) 2.98 .89 5.54 2.17
Total from investment
operations 3.34 1.30 6.01 2.63
Distributions from
Net investment income (.33) (.41) (.44) (.43)
Net realized gain (3.36) (3.36) (2.10) (3.75)
Total distributions (3.69) (3.77) (2.54) (4.18)
Total increase (decrease)
in net asset value (.35) (2.47) 3.47 (1.55)
Net asset value, ending $31.70 $32.05 $34.52 $31.05
Total return* 10.43% 4.35% 20.56% 8.85%
Ratios to average net assets:
Net investment income 1.04% 1.16% 1.42% 1.34%
Total expenses 2.19% 2.25% 2.29% 2.52%
Expenses before offset 2.19% 2.25% 2.29% 2.52%
Net expenses 2.17% 2.23% 2.27% 2.50%
Portfolio turnover 175% 185% 215% 111%
Net assets, ending (in thousands) $13,646 $11,483 $8,898 $6,715
Number of shares outstanding,
ending (in thousands) 430 358 258 216
Years Ended September 30,
Class C Shares 1995
Net asset value, beginning $28.65
Income from investment operations
Net investment income .54
Net realized and unrealized gain (loss) 4.20
Total from investment operations 4.74
Distributions from
Net investment income (.58)
Net realized gain (.21)
Total distributions (.79)
Total increase (decrease) in net asset value 3.95
Net asset value, ending $32.60
Total return* 16.85%
Ratios to average net assets:
Net investment income 1.61%
Total expenses 2.51%
Expenses before offset 2.51%
Net expenses 2.50%
Portfolio turnover 114%
Net assets, ending (in thousands) $4,065
Number of shares outstanding,
ending (in thousands) 125
Financial Highlights
Managed Index Portfolio
Class A
Shares
Periods Ended September 30,
1999 1998 ##
Net asset value, beginning $13.54 $15.00
Income from investment operations
Net investment income .0 .02
Net realized and unrealized gain (loss) 3.31 (1.48)
Total from investment operations 3.34 (1.46)
Distributions from
Net investment income (.05) ----
Total increase (decrease) in net asset value 3.29 (1.46)
Net asset value, ending $16.83 $13.54
Total return* 24.68% (9.73%)
Ratios to average net assets:
Net investment income .14% .42%(a)
Total expenses 1.59% 1.01%(a)
Expenses before offsets 1.31% 1.01% (a)
Net expenses 1.25% .95%(a
Portfolio turnover 56% 27%
Net assets, ending (in thousands) $12,257 $4,401
Number of shares outstanding,
ending (in thousands) 728 325
Financial Highlights
Managed Index Portfolio
Class B
Shares
Periods Ended September 30,
1999 1998 ##
Net asset value, beginning $13.48 $15.00
Income from investment operations
Net investment income (.11) (.03)
Net realized and unrealized gain (loss) 3.21 (1.49)
Total from investment operations 3.10 (1.52)
Total increase (decrease) in net asset value 3.10 (1.52)
Net asset value, ending $16.58 $13.48
Total return* 23.00% (10.13%)
Ratios to average net assets:
Net investment income . (1.11%) (.98%)(a)
Total expenses 2.67% 2.56%(a)
Expenses before offsets 2.56% 2.56% (a)
Net expenses 2.50% 2.50%(a)
Portfolio turnover 56% 27%
Net assets, ending (in thousands) $4,078 $975
Number of shares outstanding,
ending (in thousands) 246 72
Class C
Shares
Period Ended
September 30,
1999 1998 ^^
Net asset value, beginning $13.52 $14.52
Income from investment operations
Net investment income (.09) (.02)
Net realized and unrealized gain (loss) 3.19 (.98)
Total from investment operations 3.10 (1.00)
Total increase (decrease) in net asset value 3.10 (1.00)
Net asset value, ending $16.62 $13.52
Total return* 22.93% (6.89%)
Ratios to average net assets:
Net investment income (1.12%) (.96%)(a)
Total expenses 2.68% 4.82%(a)
Expenses before offsets 2.56% 2.56% (a)
Net expenses 2.50% 2.50%(a)
Portfolio turnover 56% 27%
Net assets, ending (in thousands) $2,454 $397
Number of shares outstanding,
ending (in thousands) 148 29
Financial Highlights
Equity Portfolio
Years Ended September 30,
Class A Shares 1999 1998 1997 1996
Net asset value, beginning $20.36 $27.77 $22.54 $21.12
Income from investment operations
Net investment income (.07) (.04) - .03
Net realized and unrealized
gain (loss) 6.78 (4.01) 6.73 3.26
Total from investment operations 6.71 (4.05) 6.73 3.29
Distributions from
Net investment income - - (.01) (.06)
Net realized gain (.01) (3.36) (1.49) (1.81)
Total distributions (.01) (3.36) (1.50) (1.87)
Total increase (decrease) in net
asset value 6.70 (7.41) $5.23 1.42
Net asset value, ending $27.06 20.36 $27.77 $22.54
Total return* 32.98% (5.70%) 31.34% 16.62%
Ratios to average net assets:
Net investment income (.28%) (.14%) .03% .15%
Total expenses 1.22% 1.16% 1.21% 1.29%
Expenses before offsets 1.22% 1.16% 1.21% 1.29%
Net expenses 1.10% 1.07% 1.20% 1.27%
Portfolio turnover 51% 110% 93% 118%
Net assets, ending (in thousands) $166,716 $128,683 $147,002 $101,344
Number of shares outstanding,
ending (in thousands) 6,160 6,320 5,294 4,496
Years Ended September 30,
Class A Shares 1995
Net asset value, beginning $20.13
Income from investment operations
Net investment income .06
Net realized and unrealized gain (loss) 2.22
Total from investment operations 2.28
Distributions from
Net investment income (.04)
Net realized gain (1.25)
Total distributions (1.29)
Total increase (decrease) in net asset value .99
Net asset value, ending $21.12
Total return* 12.43%
Ratios to average net assets:
Net investment income .32%
Total expenses 1.38%
Net expenses 1.36%
Portfolio turnover 35%
Net assets, ending (in thousands) $90,951
Number of shares outstanding,
ending (in thousands) 4,307
Financial Highlights
Equity Portfolio
Period Ended
September 30,
Class B Shares 1999 1998 #
Net asset value, beginning $20.26 $26.01
Income from investment operations
Net investment income (.15) (.09)
Net realized and unrealized gain (loss) 6.50 (5.66)
Total from investment operations 6.35 (5.75)
Total increase (decrease) in net asset value 6.34 (5.75)
Net asset value, ending $26.60 $20.26
Total return* 31.37% (22.11%)
Ratios to average net assets:
Net investment income (1.41%) (1.55%)(a)
Total expenses 2.43% 4.12%(a)
Expenses before offsets 2.43% 3.19% (a)
Net expenses 2.21% 2.56%(a)
Portfolio turnover 51% 110%
Net assets, ending (in thousands) $8,038 $1,670
Number of shares outstanding,
ending (in thousands) 302 82
Financial Highlights
Equity Portfolio
Years Ended September 30,
Class C Shares 1999
Net asset value, beginning $19.00
Income from investment operations.
Net investment income (loss) (.11)
Net realized and unrealized
gain (loss) 6.12
Total from investment operations 6.01
Distributions from
Net investment income -
Net realized gain (.01)
Total distributions (.01)
Total increase (decrease) in net
asset value 6.00
Net asset value, ending $25.00
Total return* 31.66%
Ratios to average net assets:
Net investment income (loss) (1.21%)
Total expenses 2.22%
Expenses before offsets 2.22%
Net expenses 2.01%
Portfolio turnover 51%
Net assets, ending (in thousands) $10,413
Number of shares outstanding,
ending (in thousands) 417
Financial Highlights
Equity Portfolio
Years Ended September 30,
Class C Shares 1998 1997 1996
Net asset value, beginning $26.37 $21.71 $20.66
Income from investment operations.
Net investment income (loss) (.16) (.05) (.16)
Net realized and unrealized
gain (loss) (3.85) 6.21 3.04
Total from investment operations (4.01) 6.16 2.88
Distributions from
Net investment income - (.01) (.02)
Net realized gain 3.36) (1.49) (1.81)
Total distributions (3.36) (1.50) (1.83)
Total increase (decrease) in net
asset value (7.37) 4.66 1.05
Net asset value, ending $19.00 $26.37 $21.71
Total return* (16.47%) 29.84% 14.85%
Ratios to average net assets:
Net investment income (loss) (1.17%) (1.08%) (1.42%)
Total expenses 2.21% 2.31% 2.86%
Expenses before offsets 2.21% 2.31% 2.86%
Net expenses 2.09% 2.30% 2.85%
Portfolio turnover 110% 93% 118%
Net assets, ending (in thousands) $5,981 $6,249 $2,996
Number of shares outstanding,
ending (in thousands) 315 237 138
Periods Ended September 30,
Class C Shares 1995
Net asset value, beginning $19.98
Income from investment operations.
Net investment income (.03)
Net realized and unrealized gain (loss) 2.05
Total from investment operations 2.02
Distributions from
Net investment income (.09)
Net realized gain (1.25)
Total distributions (1.34)
Total increase (decrease) in net asset value .68
Net asset value, ending $20.66
Total return* 11.16%
Ratios to average net assets:
Net investment income (loss) (.84%)
Total expenses 2.51%
Expenses before offset 2.51%
Net expenses 2.50%
Expenses reimbursed 1.07%
Portfolio turnover 35%
Net assets, ending (in thousands) $1,802
Number of shares outstanding,
ending (in thousands) 87
(a) Annualized
* Total return is not annualized for periods less than one year and does not
reflect deduction of any
front-end or deferred sales charge.
# From April 1, 1998 inception.
^ From March 1, 1994 inception.
^^ From June 1, 1998 inception.
## From April 15, 1998 inception.
### From March 1, 1999 inception.
<PAGE>
Financial Highlights
Calvert Capital Accumulation
Years Ended September 30,
Class A Shares 1999
Net asset value, beginning $25.43
Net investment income (loss) (.32)
Net realized and unrealized gain (loss) 4.25
Total from investment operations 3.93
Distributions from
Net investment income -
Net realized gain (3.48)
Total distributions (3.48)
Total increase (decrease) in net asset value .45
Net asset value, ending $25.88
Total return * 14.91%
Ratios to average net assets:
Net investment income (loss) (1.26%)
Total expenses 1.73%
Expenses before offsets 1.73
Net expenses 1.58%
Portfolio turnover 88%
Net assets, ending (in thousands) 102,508
Number of shares outstanding ending
(in thousands) 3,962
Financial Highlights
Calvert Capital Accumulation
Years Ended September 30,
Class A Shares 1998 1997
Net asset value, beginning $27.21 $22.55
Income from investment operations
Net investment income (loss) (.25) (.25)
Net realized and unrealized gain (loss) .96 4.91
Total from investment operations .71 4.66
Distributions from
Net investment income - -
Net realized gain (2.49) -
Total distributions (2.49) -
Total increase (decrease) in net asset value (1.78) 4.66
Net asset value, ending $25.43 $27.21
Total return * 3.37% 20.67%
Ratios to average net assets:
Net investment income (loss) (1.08%) (1.09%)
Total expenses 1.74% 1.91%
Expenses before offsets 1.74% 1.91%
Net expenses 1.61% 1.85%
Expenses reimbursed - -
Portfolio turnover 77% 126%
Net assets, ending (in thousands) $75,068 $54,751
Number of shares outstanding ending
(in thousands) 2,952 2,012
Periods ended September 30,
Class A Shares 1996 1995^
Net asset value, beginning $21.48 $15.00
Income from investment operations
Net investment income (loss) (.24) (.11)
Net realized and unrealized gain (loss) 1.88 6.61
Total from investment operations 1.64 6.50
Distributions from
Net investment income - (.02)
Net realized gain (.57) -
Total distributions (.57) (.02)
Total increase (decrease) in net asset value 1.07 6.48
Net asset value, ending $22.55 $21.48
Total return* 7.92% 43.40%
Ratios to average net assets:
Net investment income (loss) (1.56%) (1.55%)(a)
Total expenses 2.16% 2.35%(a)
Expenses before offset
Net expenses 1.98% 2.06%(a)
Expenses reimbursed - .05%(a)
Portfolio turnover 114% 95%
Net assets, ending (in thousands) $39,834 $16,111
Number of shares outstanding, ending
(in thousands) 1,767 750
Financial Highlights
Calvert Capital Accumulation
Period Ended
September 30,
Class B Shares 1999 1998 #
Net asset value, beginning $25.28 $28.39
Income from investment operations
Net investment income (loss) (.41) (.16)
Net realized and unrealized gain (loss) 4.07 (2.95)
Total from investment operations 3.66 (3.11)
Distributions from
Net investment income -- -
Net realized gain (3.48) -
Total distributions (3.48) -
Total increase (decrease) in net asset value .18 (3.11)
Net asset value, ending $25.46 $25.28
Total return* 13.85% (10.95)%
Ratios to average net assets:
Net investment income (loss) (2.11%) (2.62%)
Total expenses 2.67% 3.31%
Expenses before offsets 2.67% 3.31% (a)
Net expenses 2.42% 3.01% (a)
Portfolio turnover 88% 77%
Net assets, ending (in thousands) 9,445 $3,311
Number of shares outstanding, ending
(in thousands) 371 131
Financial Highlights
Calvert Capital Accumulation
Years Ended September 30,
Class C Shares 1999
Net asset value, beginning $24.63
Income from investment operations
Net investment income (loss) (.51)
Net realized and unrealized gain (loss) 4.12
Total from investment operations 3.61
Distributions from
Net investment income -
Net realized gain (3.48)
Total distributions (3.48)
Total increase (decrease) in net asset value .13
Net asset value, ending $24.76
Total return* 14.02%
Ratios to average net assets:
Net investment income (loss) (2.04%)
Total expenses 2.56%
Expenses before offsets 2.56%
Expenses before offset
Net expenses 2.35%
Expenses reimbursed -
Portfolio turnover 88%
Net assets, ending (in thousands) 9,021
Number of shares outstanding, ending
(in thousands) 364
Years Ended September 30,
Class C Shares 1998 1997
Net asset value, beginning $26.64 $22.34
Income from investment operations
Net investment income (loss (.40) (.47)
Net realized and unrealized gain (loss) .88 4.77
Total from investment operations .48 4.30
Distributions from
Net investment income - -
Net realized gain (2.49) -
Total distributions (2.49) -
Total increase (decrease) in net asset value (2.01) 4.30
Net asset value, ending $24.63 $26.64
Total return* 2.52% 19.25%
Ratios to average net assets:
Net investment income (loss) (1.98%) (2.30%)
Total expenses 2.75% 3.11%
Expenses before offsets 2.75% 3.11%
Net expenses 2.50% 3.05%
Expenses reimbursed - -
Portfolio turnover 77% 126%
Net assets, ending (in thousands) $6,548 $4,184
Number of shares outstanding, ending (in thousands) 266 157
Periods Ended September 30,
Class C Shares 1996 1995^
Net asset value, beginning $21.55 $15.00
Income from investment operations
Net investment income (loss) (.55) (.15)
Net realized and unrealized gain (loss) 1.91 6.70
Total from investment operations 1.36 6.55
Distributions from
Net investment income - -
Net realized gain (.57) -
Total distributions (.57) -
Total increase (decrease) in net asset value .79 6.55
Net asset value, ending $22.34 $21.55
Total return* 6.56% 43.67%
Ratios to average net assets:
Net investment income (loss) (2.82%) (3.13%)(a)
Total expenses 3.42% 3.79%(a)
Expenses before offset
Net expenses 3.24% 3.50%(a)
Expenses reimbursed - 2.79%(a)
Portfolio turnover 114% 95%
Net assets, ending (in thousands) $3,164 $1,992
Number of shares outstanding, ending
(in thousands) 142 92
(a) Annualized
* Total return does not reflect deduction of any front-end or deferred sales
charge.
^ From October 31, 1994 inception.
# From April 1, 1998 inception.
^^ From March 1, 1999 inception.
<PAGE>
Calvert Group and the Year 2000
Financial Highlights
Calvert World Values International Equity
Years Ended
Class A Shares 1999
Net asset value, beginning $18.57
Income from investment operations
Net investment income .01
Net realized and unrealized gain (loss) 4.94
Total from investment operations 4.95
Distributions from
Net investment income (.07)
Net realized gains (1.56)
Total distributions (1.64)
Total increase (decrease) in net asset value 3.32
Net asset value, ending $17.62
Total return* 27.53%
Ratios to average net assets:
Net investment income (loss) .04%
Total expenses 1.87%
Expenses before offset 1.87%
Net expenses 1.83%
Portfolio turnover 82%
Net assets, ending (in thousands) $231,516
Number of shares outstanding,
ending (in thousands) 10,576
Years Ended September 30,
Class A Shares 1998 1997 1996
Net asset value, beginning $22.06 $18.62 $17.62
Income from investment operations
Net investment income (.06) .10 .04
Net realized and unrealized gain (loss) (2.11) 3.81 1.53
Total from investment operations (2.05) 3.91 1.57
Distributions from
Net investment income (.06) (.05) (.13)
Excess of net investment income - - -
Net realized gain (loss) (1.38) (.42) (.44)
Total distributions (1.44) (.47) (.57)
Total increase (decrease) in net asset value (3.49) 3.44 1.00
Net asset value, ending $18.57 $22.06 $18.62
Total return* (9.29%) 21.44% 9.22%
Ratios to average net assets:
Net investment income (loss) .27% .51% .23%
Total expenses+ 1.86% 1.91% 1.95%
Expenses before offsets 1.86% 1.91% 1.95%
Net expenses 1.80% 1.76% 1.81%
Portfolio turnover 84% 58% 96%
Net assets, ending (in thousands) $195,192 $225,169 $194,032
Number of shares outstanding,
ending (in thousands) 10,510 10,207 10,422
Years Ended
Class A Shares 1995
Net asset value, beginning $17.99
Income from investment operations
Net investment income .11
Net realized and unrealized gain (loss) .38
Total from investment operations .49
Distributions from
Net investment income -
Excess of net investment income -
Net realized gains (.86)
Total distributions (.86)
Total increase (decrease) in net asset value (.37)
Net asset value, ending $17.62
Total return* 3.19%
Ratios to average net assets:
Net investment income (loss) .68%
Total expenses 1.93%
Expenses before offsets 1.93%
Net expenses 1.79%
Portfolio turnover 73%
Net assets, ending (in thousands) $191,586
Number of shares outstanding,
ending (in thousands) 10,876
Financial Highlights
Calvert World Values International Equity
Period Ended
September 30,
Class B Shares 1999 1998^^
Net asset value, beginning $18.48 $21.83
Income from investment operations
Net investment income (.15) (.05)
Net realized and unrealized gain (loss) 4.79 (3.30)
Total from investment operation 4.64 (3.35)
Distributions from
Net realized gains (1.56) ----
Total distributions (1.56) ----
Total increase (decrease) in net asset value 3.08 (3.35)
Net asset value, ending $21.56 $18.48
Total return* 25.84% (15.35%)
Ratios to average net assets:
Net investment income (loss) (1.20%) (.99%)(a)
Total expenses 3.62% 6.11%(a)
Expenses before offsets 3.20% 3.22%(a)
Net expenses 3.16% 3.16%(a)
Portfolio turnover 82% 84%
Net assets, ending (in thousands). $3,133 $879
Number of shares outstanding,
ending (in thousands) 145 48
Financial Highlights
Calvert World Values International Equity
Years Ended
Class C Shares 1999
Net asset value, beginning $17.83
Income from investment operations
Net investment income (.17)
Net realized and unrealized gain (loss) 4.71
Total from investment operations 4.54
Distributions from
Net realized gains (1.56)
Total distributions (1.56)
Total increase (decrease) in net asset value 2.98
Net asset value, ending $20.81
Total return* 26.25%
Ratios to average net assets:
Net investment income (loss) (.92%)
Total expenses 2.83%
Expenses before offsets 2.83%
Net expenses 2.99%
Portfolio turnover 82%
Net assets, ending (in thousands) $9,777
Number of shares outstanding,
ending (in thousands) 470
Years Ended September 30,
Class C Shares 1998 1997 1996
Net asset value, beginning $21.39 $18.20 $17.28
Income from investment operations
Net investment income (.13) (.07) (.15)
Net realized and unrealized gain (loss) (2.05) 3.68 1.51
Total from investment operations (2.18) 3.61 1.36
Distributions from
Net realized gain (loss) (1.38) (.42) (.44)
Total distributions (1.38) (.47) (.57)
Total increase (decrease) in net asset value (3.56) 3.19 .92
Net asset value, ending $17.83 $21.39 $18.20
Total return* (10.22%) 20.22% 8.07%
Ratios to average net assets:
Net investment income (loss) (.79%) (.47%) (.88%)
Total expenses 2.91% 2.91% 3.08%
Expenses before offsets 2.91% 2.91% 3.08%
Net expenses 2.85% 2.76% 2.93%
Portfolio turnover 84% 58% 96%
Net assets, ending (in thousands) $8,043 $8,799 $6,779
Number of shares outstanding,
ending (in thousands) 451 411 373
Years Ended
Class C Shares 1995
Net asset value, beginning $17.86
Income from investment operations
Net investment income (.05)
Net realized and unrealized gain (loss) .32
Total from investment operations .27
Distributions from
Net realized gains (.85)
Total distributions (.85)
Total increase (decrease) in net asset value (.58)
Net asset value, ending $17.28
Total return* 1.95%
Ratios to average net assets:
Net investment income (loss) (.47%)
Total expenses 3.12%
Expenses before offsets 3.12%
Net expenses 2.99%
Portfolio turnover 73%
Net assets, ending (in thousands) $6,061
Number of shares outstanding,
ending (in thousands) 351
(a) Annualized
* Total return is not annualized for periods less than one year and does not
reflect deduction of any front-end or deferred sales charge.
^ From April 1, 1998 inception.
# From March 1, 1999 inception.
<PAGE>
Financial Highlights
Calvert New Vision Small Cap
Period Ended September 30,
Class A Shares 1999
Net asset value, beginning $12.04
Income from investment operations
Net investment income (loss) (.05)
Net realized and unrealized gain (loss) 1.50
Total from investment operations 1.45
Distributions from
Net realized gain -
Total distributions -
Total increase (decrease) in net asset value 1.45
Net asset value, ending $13.49
Total return* 12.04%
Ratios to average net assets:
Net investment income (loss) (.39%)
Total expenses + 1.96%
Expenses before offsets 1.93%
Net expenses 1.66%
Portfolio turnover 68%
Net assets, ending (in thousands) $52,961
Number of shares outstanding,
ending (in thousands) 3,926
Periods Ended September 30,
Class A Shares 1998 1997^
Net asset value, beginning $15.65 $15.00
Income from investment operations
Net investment income (loss) (.02) (.05)
Net realized and unrealized gain (loss) (3.55) .70
Total from investment operations (3.57) .65
Distributions from
Net investment income - -
Net realized gain (.04) -
Total distributions (.04) -
Total increase (decrease) in net asset value (3.61) .65
Net asset value, ending $12.04 $15.65
Total return* (22.86%) 4.33%
Ratios to average net assets:
Net investment income (loss) (.17%) (.71%)(a)
Total expenses 1.82% 1.36% (a)
Expenses before offsets 1.82% 1.36% (a)
Net expenses 1.71% .90%(a)
Portfolio turnover 68% 196%
Net assets, ending (in thousands) $61,765 $3,260
Number of shares outstanding,
ending (in thousands) 5,129 208
Period Ended September 30,
Class B Shares 1999 1998#
Net asset value, beginning $12.01 $16.18
Income from investment operations
Net investment income (loss) (.15) (.05)
Net realized and unrealized gain (loss) 1.43 (4.12)
Total from investment operations 1.28 (4.17)
Distributions from
Net investment income -
Net realized gain -
Total distributions -
Total increase (decrease) in net asset value 1.28 (4.17)
Net asset value, ending $13.29 $12.01
Total return* 10.66% (25.77%)
Ratios to average net assets:
Net investment income (loss) (1.68%) (1.39%)(a)
Total expenses 3.87% 7.68%(a)
Expenses before offsets 3.33% 3.40%(a)
Net expenses 2.93% 2.99%(a)
Portfolio turnover 68% 68%
Net assets, ending (in thousands) $1,504 $523
Number of shares outstanding,
ending (in thousands) 113 44
Period Ended September 30,
Class C Shares 1999
Net asset value, beginning $11.95
Income from investment operations
Net investment income (loss) (.22)
Net realized and unrealized gain (loss) 1.54
Total from investment operations 1.32
Distributions from
Net realized gain -
Total distributions -
Total increase (decrease) in net asset value 1.32
Net asset value, ending $13.27
Total return* 11.05%
Ratios to average net assets:
Net investment income (loss) (1.27%)
Total expenses 2.87%
Expenses before offsets 2.84%
Net expenses 2.53%
Portfolio turnover 68%
Net assets, ending (in thousands) $6,215
Number of shares outstanding,
ending (in thousands) 468
Periods Ended September 30,
Class C Shares 1998 1997^
Net asset value, beginning $15.62 $15.00
Income from investment operations
Net investment income (loss) (.15) (.10)
Net realized and unrealized gain (loss) (3.48) .72
Total from investment operations (3.63) .62
Distributions from
Net investment income - -
Net realized gain (.04) -
Total distributions (.04) -
Total increase (decrease) in net asset value (3.67) .62
Net asset value, ending $11.95 $15.62
Total return* (23.31%) 4.13%
Ratios to average net assets:
Net investment income (loss) (1.15%) (.95%)(a)
Total expenses 2.78% 1.47%(a)
Expenses before offsets
Net expenses 2.64% 1.15%(a)
Expenses reimbursed .16% 9.44%(a)
Portfolio turnover 68% 196%
Net assets, ending (in thousands) $7,097 $318
Number of shares outstanding,
ending (in thousands) 594 20
Financial Highlights
Bond Portfolio
Years Ended September 30,
Class A Shares 1999 1998 1997 1996
Net asset value, beginning $16.88 $16.64 $16.06 $16.34
Income from investment operations
Net investment income .93 .95 .96 .92
Net realized and unrealized
gain (loss) (.74) .41 .58 (.29)
Total from investment
operations .19 1.36 1.54 .63
Distributions from
Net investment income (.93) (.96) (.96) (.91)
Net realized gain (.55) (.16) - -
Total distributions (1.48) (1.12) (.96) (.91)
Total increase (decrease) in
net asset value (1.29) .24 .58 (.28)
Net asset value, ending $16.88 $16.64 $16.06
Total return* 1.18% 8.46% 9.89% 3.96%
Ratios to average net assets:
Net investment income 5.79% 5.69% 5.85% 5.60%
Total expenses 1.13% 1.14% 1.23% 1.29%
Expenses before offsets 1.13% 1.14% 1.23% 1.29%
Net expenses 1.09% 1.07% 1.19% 1.26%
Portfolio turnover 570% 620% 319% 22%
Net assets, ending (in thousands) $66,944 $65,807 $59,656 $62,259
Number of shares outstanding,
ending (in thousands) 4,295 3,897 3,585 3,876
Years Ended September 30,
Class A Shares 1995
Net asset value, beginning $15.49
Income from investment operations
Net investment income .96
Net realized and unrealized gain (loss) .91
Total from investment operations 1.87
Distributions from
Net investment income (.93)
Net realized gain (.06)
Tax return of capital (.03)
Total distributions (1.02)
Total increase (decrease) in net asset value .85
Net asset value, ending $16.34
Total return* 12.57%
Ratios to average net assets:
Net investment income 6.04%
Total expenses 1.24%
Expenses before offsets 1.24%
Net expenses 1.22%
Portfolio turnover 29%
Net assets, ending (in thousands) $62,929
Number of shares outstanding,
ending (in thousands) 3,850
Financial Highlights
Bond Portfolio
Period Ended
September 30
Class B Shares 1999 1998#
Net asset value, beginning $16.84 $16.69
Income from investment operations
Net investment income .74 .36
Net realized and unrealized gain (loss) (.79) 19
Total from investment operations (.05) 55
Distributions from
Net investment income (.71) (.40)
Total increase (decrease) in net asset value (1.31) 15
Net asset value, ending $15.53 $16.84
Total return* (.29%) 3.36%
Ratios to average net assets:
Net investment income 4.43% 4.14%(a)
Total expenses 2.72% 2.55%(a)
Expenses before offsets 2.56% 2.55% (a)
Net expenses 2.50% 2.50%(a)
Portfolio turnover 570% 620%
Net assets, ending (in thousands) $2,773 $557
Number of shares outstanding,
ending (in thousands) 179 33
Period Ended
September 30,
Class
C Shares 1999 1998^^
Net asset value, beginning $16.84 $16.81
Income from investment operations
Net investment income .74 .21
Net realized and unrealized gain (loss) (.80) .08
Total from investment operations (.06) .29
Distributions from
Net investment income (.72) (.26)
Net realized gain (.55)
Total distributions (1.27)
Total increase (decrease) in net asset value (1.33) .03
Net asset value, ending $15.51 $16.84
Total return* (.40%) 1.75%
Ratios to average net assets:
Net investment income 4.41% 4.06%(a)
Total expenses + 2.85% 2.74%(a)
Expenses before offsets 2.55%
Net expenses 2.50% 2.50%(a)
Portfolio turnover 570% 620%
Net assets, ending (in thousands) $1,779 $399
Number of shares outstanding,
ending (in thousands) 115 24
(a) Annualized
* Total return does not reflect deduction of any front-end or deferred sales
charge.
^ From January 31, 1997 inception.
# From April 1, 1998 inception.
^^ From March 1, 1999 inception.
Financial Highlights
Money Market Portfolio
Years Ended September 30,
1999 1998 1997 1996
Net asset value, beginning $1.00 $1.00 $1.00 $1.00
Income from investment operations
Net investment income .045 .049 .048 .048
Distributions from
Net investment income (.045) (.049) (.048) (.048)
Net asset value, ending $1.00 $1.00 $1.00 $1.00
Total return* 4.54% 5.02% 4.89% 4.88%
Ratios to average net assets:
Net investment income 4.43% 4.92% 4.79% 4.77%
Total expenses .90% .94% 1.00% 1.10%
Expenses before offsets .89% .89% .89% .89%
Net expenses .87% .87% .87% .87%
Net assets, ending (in thousands) $193,941 $172,701 $166,111 $166,516
Number of shares outstanding,
ending (in thousands) 194,031 172,739 166,163 166,569
Years Ended September 30,
1995
Net asset value, beginning $1.00
Income from investment operations
Net investment income .050
Distributions from
Net investment income (.050)
Net asset value, ending $1.00
Total return 5.13%
Ratios to average net assets:
Net investment income 5.03%
Total expenses 1.07%
Expenses before offsets .89%
Net expenses .87%
Net assets, ending (in thousands) $153,996
Number of shares outstanding,
ending (in thousands) 154,044
<PAGE>
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 FUND AT THE TIME OF PURCHASE TO TAKE ADVANTAGE OF
THE REDUCED SALES CHARGE.
RIGHTS OF ACCUMULATION CAN BE APPLIED TO SEVERAL ACCOUNTS
CLASS A SALES CHARGE BREAKPOINTS ARE AUTOMATICALLY CALCULATED FOR EACH ACCOUNT
BASED ON THE HIGHER OF COST OR CURRENT VALUE OF SHARES PREVIOUSLY PURCHASED.
THIS PRIVILEGE CAN BE APPLIED TO A FAMILY GROUP OR OTHER QUALIFIED GROUP* UPON
REQUEST. SHARES COULD THEN BE PURCHASED AT THE REDUCED SALES CHARGE WHICH
APPLIES TO THE ENTIRE GROUP; THAT IS, BASED ON THE HIGHER OF COST OR CURRENT
VALUE OF SHARES PREVIOUSLY PURCHASED AND CURRENTLY HELD BY ALL THE MEMBERS OF
THE GROUP.
LETTER OF INTENT
IF YOU (OR YOUR GROUP, AS DESCRIBED ABOVE) PLAN TO PURCHASE $50,000 OR MORE OF
CALVERT 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, INSTEAD OF THE HIGHER 4.75% SALES CHARGE. 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.
RETIREMENT PLANS UNDER SECTION 457, SECTION 403(B)(7), OR SECTION 401(K)
THERE IS NO SALES CHARGE ON SHARES PURCHASED FOR THE BENEFIT OF A RETIREMENT
PLAN UNDER SECTION 457 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED
("CODE"), OR FOR A PLAN QUALIFYING UNDER SECTION 403(B) OR 401(K) OF THE CODE
IF, AT THE TIME OF PURCHASE, (I) CALVERT GROUP HAS BEEN NOTIFIED IN WRITING THAT
THE 403(B) OR 401(K) PLAN HAS AT LEAST 200 ELIGIBLE EMPLOYEES AND IS NOT
SPONSORED BY A K-12 SCHOOL DISTRICT, OR (II) THE COST OR CURRENT VALUE OF SHARES
A 401(K) PLAN HAS IN CALVERT GROUP OF FUNDS (EXCEPT MONEY MARKET FUNDS) IS AT
LEAST $1 MILLION.
NEITHER THE FUNDS, NOR CALVERT DISTRIBUTORS, INC. ("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 OF THE CALVERT GROUP OF FUNDS
SOLD TO (I) CURRENT OR RETIRED DIRECTORS, TRUSTEES, OR OFFICERS OF THE CALVERT
GROUP
<PAGE>
OF FUNDS, EMPLOYEES OF CALVERT GROUP, LTD. AND ITS AFFILIATES, OR THEIR FAMILY
MEMBERS; (II) CSIF ADVISORY COUNCIL MEMBERS, DIRECTORS, OFFICERS, AND EMPLOYEES
OF ANY SUBADVISOR FOR THE CALVERT GROUP OF FUNDS, EMPLOYEES OF BROKER/DEALERS
DISTRIBUTING THE FUND'S SHARES AND IMMEDIATE FAMILY MEMBERS OF THE COUNCIL,
SUBADVISOR, OR BROKER/DEALER; (III) PURCHASES MADE THROUGH A REGISTERED
INVESTMENT ADVISOR; (IV) TRUST DEPARTMENTS OF BANKS OR SAVINGS INSTITUTIONS FOR
TRUST CLIENTS OF SUCH BANK OR INSTITUTION; (V) PURCHASES THROUGH A BROKER
MAINTAINING AN OMNIBUS ACCOUNT WITH THE FUND, PROVIDED 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."
ESTABLISHED ACCOUNTS
SHARES OF CSIF BALANCED MAY BE SOLD AT NET ASSET VALUE TO YOU IF YOUR ACCOUNT
WAS ESTABLISHED ON OR BEFORE JULY 17, 1986.
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 NAV
EXCEPT FOR MONEY MARKET FUNDS, IF YOU MAKE A PURCHASE AT NAV, YOU MAY EXCHANGE
THAT AMOUNT TO ANOTHER CALVERT GROUP FUND AT NO ADDITIONAL SALES CHARGE.
REINSTATEMENT PRIVILEGE
IF YOU REDEEM SHARES AND THEN WITHIN 60 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 FUNDS RESERVE THE RIGHT TO MODIFY OR ELIMINATE THIS
PRIVILEGE.
* A "QUALIFIED GROUP" IS ONE WHICH:
1. HAS BEEN IN EXISTENCE FOR MORE THAN SIX MONTHS, AND
2. HAS A PURPOSE OTHER THAN ACQUIRING SHARES AT A DISCOUNT, AND
3. SATISFIES UNIFORM CRITERIA WHICH ENABLE CDI AND BROKERS OFFERING 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 BROKERS DISTRIBUTING
SHARES, MUST AGREE TO INCLUDE SALES AND OTHER MATERIALS RELATED TO THE FUNDS IN
ITS PUBLICATIONS AND MAILINGS TO MEMBERS AT REDUCED OR NO COST TO CDI OR
BROKERS. A PENSION PLAN IS NOT A QUALIFIED GROUP FOR RIGHTS OF ACCUMULATION.
<PAGE>
EXHIBIT B
SERVICE FEES AND ARRANGEMENTS WITH DEALERS
CALVERT DISTRIBUTORS, INC., EACH FUND'S UNDERWRITER, PAYS DEALERS A COMMISSION,
OR REALLOWANCE (EXPRESSED AS A PERCENTAGE OF THE OFFERING PRICE FOR CLASS A, AND
A PERCENTAGE OF AMOUNT INVESTED FOR CLASS B AND C) WHEN YOU PURCHASE SHARES OF
NON-MONEY MARKET FUNDS. CDI ALSO PAYS DEALERS AN ONGOING SERVICE FEE WHILE YOU
OWN SHARES OF THAT FUND (EXPRESSED AS AN ANNUAL PERCENTAGE RATE OF AVERAGE DAILY
NET ASSETS HELD IN CALVERT ACCOUNTS BY THAT DEALER). THE TABLE BELOW SHOWS THE
AMOUNT OF PAYMENT WHICH DIFFERS DEPENDING ON THE CLASS.
MAXIMUM COMMISSION/SERVICE FEES
CSIF MONEY MARKET NONE/0.25%
CLASS A CLASS B* CLASS C**
CSIF BALANCED 4.00%/0.25% 4.00%/0.25% 1.00%/1.00%
CSIF BOND 3.00%/0.25% 3.00%/0.25% 1.00%/1.00%
CSIF EQUITY 4.00%/0.25% 4.00%/0.25% 1.00%/1.00%
CSIF MANAGED INDEX 4.00%/0.25% 4.00%/0.25% 1.00%/1.00%
CWVF INTERNATIONAL EQUITY 4.00%/0.25% 4.00%/0.25% 1.00%/1.00%
CAPITAL ACCUMULATION 4.00%/0.25% 4.00%/0.25% 1.00%/1.00%
NEW VISION SMALL CAP 4.00%/0.25% 4.00%/0.25% 1.00%/1.00%
*CLASS B SERVICE FEE BEGINS TO ACCRUE IN 13TH MONTH.
**CLASS C PAYS DEALERS A SERVICE FEE OF 0.25% AND ADDITIONAL COMPENSATION OF
0.75% FOR A TOTAL OF 1%. BEGINS TO ACCRUE IN 13TH MONTH.
OCCASIONALLY, CDI MAY REALLOW TO DEALERS THE FULL CLASS A FRONT-END SALES
CHARGE. CDI MAY ALSO PAY ADDITIONAL CONCESSIONS, INCLUDING NON-CASH PROMOTIONAL
INCENTIVES, SUCH AS MERCHANDISE OR TRIPS, TO BROKERS EMPLOYING REGISTERED
REPRESENTATIVES WHO HAVE SOLD OR ARE EXPECTED TO SELL A MINIMUM DOLLAR AMOUNT OF
SHARES OF THE FUNDS AND/OR SHARES OF OTHER FUNDS UNDERWRITTEN BY CDI. CDI MAY
MAKE EXPENSE REIMBURSEMENTS FOR SPECIAL TRAINING OF A BROKER'S REGISTERED
REPRESENTATIVES, ADVERTISING OR EQUIPMENT, OR TO DEFRAY THE EXPENSES OF SALES
CONTESTS. CAMCO, CDI, OR THEIR AFFILIATES MAY PAY CERTAIN BROKER-DEALERS AND/OR
OTHER PERSONS, FOR THE SALE AND DISTRIBUTION OF THE SECURITIES OR FOR SERVICES
TO THE FUND. PAYMENTS MAY INCLUDE ADDITIONAL COMPENSATION BEYOND THE REGULARLY
SCHEDULED RATES, AND FINDER'S FEES. CDI PAYS DEALERS A FINDER'S FEE ON CLASS A
SHARES PURCHASED AT NAV IN ACCOUNTS WITH $1 MILLION OR MORE (EXCLUDING CSIF
MONEY MARKET.) THE FINDER'S FEE IS 1% OF THE PURCHASE NAV AMOUNT ON THE FIRST
$2 MILLION, 0.80% ON $2 TO $3 MILLION, 0.50% ON $3 TO $50 MILLION, 0.25% ON $50
TO $100 MILLION, AND 0.15% OVER $100 MILLION. ALL PAYMENTS WILL BE IN
COMPLIANCE WITH THE RULES OF THE NATIONAL ASSOCIATION OF SECURITIES DEALERS,
INC.
<PAGE>
TO OPEN AN ACCOUNT:
800-368-2748
PERFORMANCE AND PRICES:
WWW.CALVERT.COM
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, MD 20814
REGISTERED, CERTIFIED OR
OVERNIGHT MAIL:
CALVERT GROUP
C/O NFDS
330 WEST 9TH STREET
KANSAS CITY, MO 64105
CALVERT GROUP WEB-SITE
ADDRESS: WWW.CALVERT.COM
PRINCIPAL UNDERWRITER
CALVERT DISTRIBUTORS, INC.
4550 MONTGOMERY AVENUE
SUITE 1000N
BETHESDA, MD 20814
<PAGE>
FOR INVESTORS WHO WANT MORE INFORMATION ABOUT THE FUNDS, THE FOLLOWING DOCUMENTS
ARE AVAILABLE FREE UPON REQUEST:
ANNUAL/SEMI-ANNUAL REPORTS: ADDITIONAL INFORMATION ABOUT EACH FUND'S INVESTMENTS
IS AVAILABLE IN THE FUND'S ANNUAL AND SEMI-ANNUAL REPORTS TO SHAREHOLDERS. IN
EACH FUND'S ANNUAL REPORT, YOU WILL FIND A DISCUSSION OF THE MARKET CONDITIONS
AND INVESTMENT STRATEGIES THAT SIGNIFICANTLY AFFECTED THE FUND'S PERFORMANCE
DURING ITS LAST FISCAL YEAR.
STATEMENT OF ADDITIONAL INFORMATION (SAI): THE SAI FOR EACH FUND PROVIDES MORE
DETAILED INFORMATION ABOUT THE FUND AND IS INCORPORATED INTO THIS PROSPECTUS BY
REFERENCE.
YOU CAN GET FREE COPIES OF REPORTS AND SAIS, REQUEST OTHER INFORMATION AND
DISCUSS YOUR QUESTIONS ABOUT THE FUNDS BY CONTACTING YOUR FINANCIAL
PROFESSIONAL, OR THE FUNDS AT:
CALVERT GROUP
4550 MONTGOMERY AVE.
SUITE 1000N
BETHESDA, MD 20814
TELEPHONE: 1-800-368-2745
CALVERT GROUP WEB-SITE
WWW.CALVERT.COM
YOU CAN REVIEW THE FUNDS' REPORTS AND SAIS AT THE PUBLIC REFERENCE ROOM OF THE
SECURITIES AND EXCHANGE COMMISSION. YOU CAN GET TEXT ONLY COPIES:
FOR A FEE, BY WRITING TO OR CALLING THE PUBLIC REFERENCE SECTION OF THE
COMMISSION, WASHINGTON, D.C. 20549-0102, TELEPHONE: 202-942-8090.
FREE FROM THE COMMISSION'S INTERNET WEBSITE AT HTTP://WWW.SEC.GOV.
INVESTMENT COMPANY ACT FILE:
NO.811-3334(CSIF)
NO.811- 06563(CWVF INTERNATIONAL EQUITY AND CAPITAL ACCUMULATION)
NO.811- 3416 (NEW VISION)
PRINTED ON RECYCLED PAPER USING SOY INKS
<PAGE>
PROSPECTUS
JANUARY 31, 2000
CLASS I (INSTITUTIONAL) SHARES
- CALVERT SOCIAL INVESTMENT FUND (CSIF) BALANCED
- CSIF MANAGED INDEX
- CSIF EQUITY
- CALVERT CAPITAL ACCUMULATION
- CALVERT WORLD VALUES INTERNATIONAL EQUITY
- CALVERT NEW VISION SMALL CAP
- CALVERT INCOME
- CSIF BOND
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION (SEC) OR ANY STATE SECURITIES COMMISSION, NOR HAS THE SEC OR
ANY STATE SECURITIES COMMISSION PASSED ON THE ACCURACY OR ADEQUACY OF THIS
PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
NOTE: CLASS I SHARES MAY NOT BE AVAILABLE IN ALL FUNDS. PLEASE CALL
1-800-327-2109 FOR AVAILABILITY.
TABLE OF CONTENTS
ABOUT THE FUNDS
INVESTMENT OBJECTIVE, STRATEGY, PAST PERFORMANCE 1
FEES AND EXPENSES 9
PRINCIPAL INVESTMENT PRACTICES AND RISKS 10
ABOUT SOCIAL INVESTING
INVESTMENT SELECTION PROCESS AND SOCIALLY RESPONSIBLE
INVESTMENT CRITERIA 13
HIGH SOCIAL IMPACT INVESTMENTS 15
SPECIAL EQUITIES 15
ABOUT YOUR INVESTMENT
SUBADVISORS AND PORTFOLIO MANAGERS 15
ADVISORY FEES 16
HOW TO OPEN AN ACCOUNT 17
IMPORTANT - HOW SHARES ARE PRICED 17
WHEN YOUR ACCOUNT WILL BE CREDITED 17
OTHER CALVERT GROUP FEATURES (EXCHANGES, MINIMUM ACCOUNT BALANCE,
ETC.) 17
DIVIDENDS, CAPITAL GAINS AND TAXES 18
HOW TO SELL SHARES 19
FINANCIAL HIGHLIGHTS 20
<PAGE>
CSIF BALANCED (NOTE: FORMERLY KNOWN AS CSIF MANAGED GROWTH)
ADVISOR CALVERT ASSET MANAGEMENT COMPANY, INC.
SUBADVISORS BROWN CAPITAL MANAGEMENT, INC.
NCM CAPITAL MANAGEMENT, INC.
OBJECTIVE
CSIF BALANCED SEEKS TO ACHIEVE A COMPETITIVE TOTAL RETURN THROUGH AN ACTIVELY
MANAGED PORTFOLIO OF STOCKS, BONDS AND MONEY MARKET INSTRUMENTS WHICH OFFER
INCOME AND CAPITAL GROWTH OPPORTUNITY AND WHICH SATISFY THE INVESTMENT AND
SOCIAL CRITERIA.
PRINCIPAL INVESTMENT STRATEGIES:
THE FUND TYPICALLY INVESTS ABOUT 60% OF ITS ASSETS IN STOCKS AND 40% IN BONDS OR
OTHER FIXED-INCOME INVESTMENTS. STOCK INVESTMENTS ARE PRIMARILY COMMON STOCK IN
LARGE-CAP COMPANIES, WHILE THE FIXED-INCOME INVESTMENTS ARE PRIMARILY A WIDE
VARIETY OF INVESTMENT GRADE BONDS. CSIF BALANCED INVESTS IN A COMBINATION OF
STOCKS, BONDS AND MONEY MARKET INSTRUMENTS IN AN ATTEMPT TO PROVIDE A COMPLETE
INVESTMENT PORTFOLIO IN A SINGLE PRODUCT. THE ADVISOR REBALANCES THE FUND
QUARTERLY TO ADJUST FOR CHANGES IN MARKET VALUE. THE FUND IS A LARGE-CAP,
GROWTH-ORIENTED U.S. DOMESTIC PORTFOLIO, ALTHOUGH IT MAY HAVE OTHER INVESTMENTS,
INCLUDING SOME FOREIGN SECURITIES AND SOME MID-CAP STOCKS. FOR THE EQUITY
PORTION, THE FUND SEEKS COMPANIES WITH BETTER THAN AVERAGE EXPECTED GROWTH RATES
AT LOWER THAN AVERAGE VALUATIONS. THE FIXED-INCOME PORTION REFLECTS AN ACTIVE
TRADING STRATEGY, SEEKING TOTAL RETURN AND FOCUSES ON A DURATION TARGET
APPROXIMATING THE LEHMAN AGGREGATE BOND INDEX.
EQUITY INVESTMENTS ARE SELECTED BY THE TWO SUBADVISORS, WHILE THE ADVISOR
MANAGES THE FIXED-INCOME ASSETS AND DETERMINES THE OVERALL MIX FOR THE FUND
DEPENDING UPON ITS VIEW OF MARKET CONDITIONS AND ECONOMIC OUTLOOK.
THE FUND INVESTS WITH THE 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. INVESTMENTS ARE SELECTED ON THE
BASIS OF THEIR ABILITY TO CONTRIBUTE TO THE DUAL OBJECTIVES OF FINANCIAL
SOUNDNESS AND SOCIAL CRITERIA. SEE "INVESTMENT SELECTION PROCESS."
PRINCIPAL RISKS:
YOU COULD LOSE MONEY ON YOUR INVESTMENT IN THE FUND, OR THE FUND COULD
UNDERPERFORM FOR ANY OF THE FOLLOWING REASONS:
- THE STOCK OR BOND MARKET GOES DOWN
- THE INDIVIDUAL STOCKS AND BONDS IN THE FUND DO NOT
PERFORM AS WELL AS EXPECTED
- FOR THE FIXED-INCOME PORTION OF THE FUND, THE ADVISOR'S
FORECAST AS TO INTEREST RATES IS NOT CORRECT
- FOR THE FOREIGN SECURITIES HELD IN THE FUND, IF FOREIGN
CURRENCY VALUES GO DOWN VERSUS THE U.S. DOLLAR
- THE ADVISOR'S ALLOCATION AMONG DIFFERENT SECTORS OF THE
STOCK AND BOND MARKETS DOES NOT PERFORM AS WELL AS
EXPECTED
THE ACTIVE TRADING STRATEGY FOR THE FIXED INCOME PORTION OF THE FUND MAY CAUSE
THE FUND TO HAVE, RELATIVE TO OTHER BALANCED FUNDS, A HIGH AMOUNT OF SHORT-TERM
CAPITAL GAINS, WHICH ARE TAXABLE TO YOU AT THE ORDINARY INCOME TAX
RATE.
AN INVESTMENT IN THE FUND IS NOT A BANK DEPOSIT AND IS NOT INSURED OR GUARANTEED
BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENT AGENCY.
BAR CHART AND PERFORMANCE TABLE
THE BAR CHART AND TABLE BELOW SHOW THE FUND'S ANNUAL RETURNS AND ITS LONG-TERM
PERFORMANCE. THE TABLE COMPARES THE FUND'S PERFORMANCE OVER TIME TO THAT OF THE
STANDARD & POOR'S 500 INDEX AND THE LEHMAN AGGREGATE BOND INDEX. IT ALSO SHOWS
THE FUND'S RETURNS COMPARED TO THE LIPPER BALANCED FUND INDEX. CLASS I SHARES
HAVE AN ACTUAL INCEPTION DATE OF 2/26/99. HOWEVER, CLASS A SHARES (NOT OFFERED
IN THIS PROSPECTUS) HAVE AN INCEPTION DATE OF 10/21/82. IN THE CHART AND TABLE
BELOW, PERFORMANCE RESULTS BEFORE 2/26/99 ARE FOR CLASS A AT NAV (I.E., THEY DO
NOT REFLECT THE DEDUCTION OF THE CLASS A FRONT-END SALES CHARGE.) BECAUSE CLASS
A HAD HIGHER EXPENSES, ITS PERFORMANCE WAS LOWER THAN THE CLASS I WOULD HAVE
REALIZED IN THE SAME PERIOD. THE FUND'S PAST PERFORMANCE DOES NOT NECESSARILY
INDICATE HOW THE FUND WILL PERFORM IN THE FUTURE.
CALENDAR YEAR-BY-YEAR CSIF BALANCED TOTAL RETURN
[INSERT BAR CHART HERE]
BEST QUARTER: (OF PERIOD SHOWN ) Q4 '98; 12.42%
WORST QUARTER: (OF PERIOD SHOWN) Q3 '98; (6.47%)
AVERAGE ANNUAL TOTAL RETURNS (AS OF 12-31-99)
1 YEAR 5 YEAR 10 YEAR
CSIF BALANCED 7.22% 15.50% 10.33%
S&P 500 INDEX MONTHLY
REINVESTED 21.03% 28.54% 18.19%
LEHMAN AGGREGATE BOND
INDEX TR (0.82%) 7.73% 7.70%
LIPPER BALANCED FUND INDEX 8.98% 16.33% 12.26%
<PAGE>
CSIF MANAGED INDEX
ADVISOR CALVERT ASSET MANAGEMENT COMPANY, INC.
SUBADVISOR STATE STREET GLOBAL ADVISORS
OBJECTIVE
CSIF MANAGED INDEX SEEKS A TOTAL RETURN AFTER EXPENSES WHICH EXCEEDS OVER TIME
THE TOTAL RETURN OF THE RUSSELL 1000 INDEX. IT SEEKS TO OBTAIN THIS OBJECTIVE
WHILE MAINTAINING RISK CHARACTERISTICS SIMILAR TO THOSE OF THE RUSSELL 1000
INDEX AND THROUGH INVESTMENTS IN STOCKS THAT MEET THE FUND'S INVESTMENT AND
SOCIAL CRITERIA. THIS OBJECTIVE MAY BE CHANGED BY THE FUND'S BOARD OF
TRUSTEES/DIRECTORS WITHOUT SHAREHOLDER APPROVAL.
PRINCIPAL INVESTMENT STRATEGIES:
THE FUND INVESTS IN STOCKS THAT MEET THE SOCIAL CRITERIA AND CREATES A PORTFOLIO
WHOSE CHARACTERISTICS CLOSELY RESEMBLE THE CHARACTERISTICS OF THE RUSSELL 1000
INDEX, WHILE EMPHASIZING THE STOCKS WHICH IT BELIEVES OFFER THE GREATEST
POTENTIAL OF RETURN.
CSIF MANAGED INDEX FOLLOWS AN ENHANCED INDEX MANAGEMENT STRATEGY. INSTEAD OF
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 FUND'S PERFORMANCE, RELATIVE TO THE INDEX. THE FUND
MAY PURCHASE STOCKS NOT IN THE RUSSELL 1000 INDEX, BUT AT LEAST 65% OF THE
FUND'S TOTAL ASSETS WILL BE INVESTED IN STOCKS THAT ARE IN THE INDEX. ANY
INVESTMENTS NOT IN THE INDEX WILL MEET THE FUND'S SOCIAL SCREENING CRITERIA AND
BE SELECTED TO CLOSELY MIRROR THE INDEX'S RISK/RETURN CHARACTERISTICS. THE
SUBADVISOR REBALANCES THE FUND QUARTERLY TO MAINTAIN ITS RELATIVE EXPOSURE TO
THE INDEX.
THE FIRST STEP OF THE INVESTMENT STRATEGY IS TO IDENTIFY THOSE STOCKS IN THE
RUSSELL 1000 INDEX WHICH MEET THE FUND'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.
EVEN THOUGH CERTAIN INDUSTRIES MAY BE ELIMINATED FROM THE FUND 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 MEASURES: VALUE AND MOMENTUM OF MARKET
SENTIMENT. THESE TWO MEASURES COMBINE TO CREATE A SINGLE COMPOSITE SCORE OF
EACH STOCK'S ATTRACTIVENESS. THE FUND IS CONSTRUCTED FROM SECURITIES THAT MEET
ITS SOCIAL CRITERIA, WEIGHTED THROUGH A MATHEMATICAL PROCESS THAT SEEKS TO
REDUCE RISK VIS- -VIS THE RUSSELL 1000 INDEX.
THE RUSSELL 1000 INDEX MEASURES THE PERFORMANCE OF THE 1,000 LARGEST U.S.
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 $91.485 BILLION.
PRINCIPAL RISKS:
YOU COULD LOSE MONEY ON YOUR INVESTMENT IN THE FUND, OR THE FUND COULD
UNDERPERFORM FOR ANY OF THE FOLLOWING REASONS:
- THE STOCK MARKET OR THE RUSSELL 1000 INDEX GOES DOWN
- THE INDIVIDUAL STOCKS IN THE FUND OR THE INDEX MODELING
PORTFOLIO DO NOT PERFORM AS WELL AS EXPECTED
- AN INDEX FUND HAS OPERATING EXPENSES; A MARKET INDEX
DOES NOT. THE FUND - WHILE EXPECTED TO TRACK ITS TARGET
INDEX AS CLOSELY AS POSSIBLE WHILE SATISFYING ITS OWN
INVESTMENT AND SOCIAL CRITERIA - WILL NOT BE ABLE TO MATCH
THE PERFORMANCE OF THE INDEX EXACTLY
AN INVESTMENT IN THE FUND IS NOT A BANK DEPOSIT AND IS NOT INSURED OR GUARANTEED
BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENT AGENCY.
THE FUND IS NOT SPONSORED, SOLD, PROMOTED OR ENDORSED BY THE FRANK RUSSELL
COMPANY.
TRACKING THE INDEX
THE SUBADVISOR EXPECTS THE ANNUAL TRACKING ERROR, RELATIVE TO THE RETURN OF THE
INDEX BEFORE DEDUCTING EXPENSES, TO BE WITHIN CERTAIN LIMITS ESTABLISHED BY THE
ADVISOR AND SUBADVISOR. THE FUND'S ABILITY TO TRACK THE INDEX WILL BE MONITORED
BY ANALYZING RETURNS TO ENSURE THAT THE RETURNS ARE REASONABLY CONSISTENT WITH
INDEX RETURNS. ANY DEVIATIONS OF REALIZED RETURNS FROM THE INDEX WHICH ARE IN
EXCESS OF THOSE EXPECTED WILL BE ANALYZED FOR SOURCES OF VARIANCE.
THE FUND INVESTS WITH THE 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. INVESTMENTS ARE SELECTED ON THE
BASIS OF THEIR ABILITY TO CONTRIBUTE TO THE DUAL OBJECTIVES OF FINANCIAL
SOUNDNESS AND SOCIAL CRITERIA. SEE "INVESTMENT SELECTION PROCESS."
<PAGE>
BAR CHART AND PERFORMANCE TABLE
THE BAR CHART AND TABLE BELOW SHOW THE FUND'S ANNUAL RETURNS AND ITS LONG-TERM
PERFORMANCE. THE TABLE COMPARES THE FUND'S PERFORMANCE OVER TIME TO THAT OF THE
RUSSELL 1000 INDEX. IT ALSO SHOWS THE FUND'S RETURNS COMPARED TO THE LIPPER
LARGE CAP CORE INDEX. THE FUND'S PAST PERFORMANCE DOES NOT NECESSARILY INDICATE
HOW THE FUND WILL PERFORM IN THE FUTURE.
CALENDAR YEAR-BY-YEAR CSIF MANAGED INDEX TOTAL RETURN
[INSERT BAR CHART HERE]
BEST QUARTER: (OF PERIOD SHOWN ) Q1 '99; 14.72%
WORST QUARTER: (OF PERIOD SHOWN) Q3 '99; (6.32%)
AVERAGE ANNUAL TOTAL RETURNS (AS OF 12-31-99)
1 YEAR 5 YEAR 10 YEAR
CSIF MANAGED INDEX 17.65% N/A1 N/A
RUSSELL 1000 INDEX TR 20.91% N/A N/A
LIPPER LARGE CAP CORE INDEX 19.35% N/A N/A
1SINCE INCEPTION (4/30/98) 17.45%; RUSSELL 1000 INDEX TR 19.20%; LIPPER LARGE
CAP CORE INDEX 18.16%. THE MONTH END DATE OF 4/30/98 IS USED FOR COMPARISON
PURPOSES ONLY, ACTUAL FUND INCEPTION IS 4/15/98.
<PAGE>
CSIF EQUITY
ADVISOR CALVERT ASSET MANAGEMENT COMPANY, INC.
SUBADVISOR ATLANTA CAPITAL MANAGEMENT COMPANY, L.L.C
OBJECTIVE
CSIF EQUITY SEEKS GROWTH OF CAPITAL THROUGH INVESTMENT IN STOCKS OF ISSUERS IN
INDUSTRIES BELIEVED TO OFFER OPPORTUNITIES FOR POTENTIAL CAPITAL APPRECIATION
AND WHICH MEET THE FUND'S INVESTMENT AND SOCIAL CRITERIA.
PRINCIPAL INVESTMENT STRATEGIES:
THE FUND INVESTS PRIMARILY IN THE COMMON STOCKS OF LARGE-CAP COMPANIES HAVING,
ON AVERAGE, MARKET CAPITALIZATION OF AT LEAST $1 BILLION. INVESTMENT RETURNS
WILL BE MOSTLY FROM CHANGES IN THE PRICE OF THE FUND'S HOLDINGS (CAPITAL
APPRECIATION).
THE SUBADVISOR LOOKS FOR GROWING COMPANIES WITH A HISTORY OF STEADY EARNINGS
GROWTH. COMPANIES ARE SELECTED BASED ON THE SUBADVISOR'S OPINION THAT THE
COMPANY HAS THE ABILITY TO SUSTAIN GROWTH THROUGH GROWING PROFITABILITY AND THAT
THE STOCK IS FAVORABLY PRICED WITH RESPECT TO THOSE GROWTH EXPECTATIONS.
THE FUND INVESTS WITH THE 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. INVESTMENTS ARE SELECTED ON THE
BASIS OF THEIR ABILITY TO CONTRIBUTE TO THE DUAL OBJECTIVES OF FINANCIAL
SOUNDNESS AND SOCIAL CRITERIA. SEE "INVESTMENT SELECTION PROCESS."
PRINCIPAL RISKS:
YOU COULD LOSE MONEY ON YOUR INVESTMENT IN THE FUND, OR THE FUND COULD
UNDERPERFORM FOR ANY OF THE FOLLOWING REASONS:
- THE STOCK MARKET GOES DOWN
- THE INDIVIDUAL STOCKS IN THE FUND DO NOT PERFORM AS WELL AS
EXPECTED
AN INVESTMENT IN THE FUND IS NOT A BANK DEPOSIT AND IS NOT INSURED OR GUARANTEED
BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENT AGENCY.
BAR CHART AND PERFORMANCE TABLE
THE BAR CHART AND TABLE BELOW SHOW THE FUND'S ANNUAL RETURNS AND ITS LONG-TERM
PERFORMANCE. THE TABLE COMPARES THE FUND'S PERFORMANCE OVER TIME TO THAT OF THE
STANDARD & POOR'S 500 INDEX. IT ALSO SHOWS THE FUND'S RETURNS COMPARED TO THE
LIPPER MULTI-CAP CORE INDEX. CLASS I SHARES HAVE AN ACTUAL INCEPTION DATE OF
11/1/99. HOWEVER, CLASS A SHARES (NOT OFFERED IN THIS PROSPECTUS) HAVE AN
INCEPTION DATE OF 8/24/87. IN THE CHART AND TABLE BELOW, PERFORMANCE RESULTS
BEFORE 11/1/99 ARE FOR CLASS A AT NAV (I.E., THEY DO NOT REFLECT THE DEDUCTION
OF THE CLASS A FRONT-END SALES CHARGE.) BECAUSE CLASS A HAD HIGHER EXPENSES,
ITS PERFORMANCE WAS LOWER THAN THE CLASS I WOULD HAVE REALIZED IN THE SAME
PERIOD. THE FUND'S PAST PERFORMANCE DOES NOT NECESSARILY INDICATE HOW THE FUND
WILL PERFORM IN THE FUTURE.
CALENDAR YEAR-BY-YEAR CSIF EQUITY TOTAL RETURN
[INSERT BAR CHART HERE]
BEST QUARTER: (OF PERIOD SHOWN ) Q4 '98; 26.98%
WORST QUARTER: (OF PERIOD SHOWN) Q3 '98; (17.56%)
AVERAGE ANNUAL TOTAL RETURNS (AS OF 12-31-99)
1 YEAR 5 YEAR 10 YEAR
CSIF EQUITY 23.47% 19.05% 10.44%
S&P 500 INDEX MONTHLY
REINVESTED 21.03% 28.54% 18.19%
LIPPER MULTI-CAP CORE INDEX 20.79% 23.59% 16.05%
<PAGE>
CALVERT CAPITAL ACCUMULATION
ADVISOR CALVERT ASSET MANAGEMENT COMPANY, INC.
SUBADVISOR BROWN CAPITAL MANAGEMENT, INC.
OBJECTIVE
CAPITAL ACCUMULATION SEEKS TO PROVIDE LONG-TERM CAPITAL APPRECIATION BY
INVESTING PRIMARILY IN MID-CAP STOCKS THAT MEET THE FUND'S INVESTMENT AND SOCIAL
CRITERIA. THIS OBJECTIVE MAY BE CHANGED BY THE FUND'S BOARD OF
TRUSTEES/DIRECTORS WITHOUT SHAREHOLDER APPROVAL.
PRINCIPAL INVESTMENT STRATEGIES -- INVESTMENTS ARE PRIMARILY IN THE COMMON
STOCKS OF MID-SIZE COMPANIES.
RETURNS IN THE FUND WILL BE MOSTLY FROM THE CHANGES IN THE PRICE OF THE FUND'S
HOLDINGS (CAPITAL APPRECIATION.) THE FUND CURRENTLY DEFINES MID-CAP COMPANIES AS
THOSE WITHIN THE RANGE OF MARKET CAPITALIZATIONS OF THE STANDARD AND POOR'S
MID-CAP 400 INDEX. MOST COMPANIES IN THE INDEX HAVE A CAPITALIZATION OF $500
MILLION TO $10 BILLION. STOCKS CHOSEN FOR THE FUND COMBINE GROWTH AND VALUE
CHARACTERISTICS OR OFFER THE OPPORTUNITY TO BUY GROWTH AT A REASONABLE PRICE.
THE SUBADVISOR FAVORS COMPANIES WHICH HAVE AN ABOVE MARKET AVERAGE PROSPECTIVE
GROWTH RATE, BUT SELL AT BELOW MARKET AVERAGE VALUATIONS. THE SUBADVISOR
EVALUATES EACH STOCK IN TERMS OF ITS GROWTH POTENTIAL, THE RETURN FOR RISK FREE
INVESTMENTS AND THE RISK AND REWARD POTENTIAL FOR THE COMPANY TO DETERMINE A
REASONABLE PRICE FOR THE STOCK.
THE FUND INVESTS WITH THE 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. INVESTMENTS ARE SELECTED ON THE
BASIS OF THEIR ABILITY TO CONTRIBUTE TO THE DUAL OBJECTIVES OF FINANCIAL
SOUNDNESS AND SOCIAL CRITERIA. SEE "INVESTMENT SELECTION PROCESS."
PRINCIPAL RISKS:
YOU COULD LOSE MONEY ON YOUR INVESTMENT IN THE FUND, OR THE FUND COULD
UNDERPERFORM FOR ANY OF THE FOLLOWING REASONS:
- THE STOCK MARKET GOES DOWN
- THE INDIVIDUAL STOCKS IN THE FUND DO NOT PERFORM AS
WELL AS EXPECTED
- THE POSSIBILITY OF GREATER RISK BY INVESTING IN MEDIUM-
SIZED COMPANIES RATHER THAN LARGER, MORE ESTABLISHED
COMPANIES
- THE FUND IS NON-DIVERSIFIED. COMPARED TO OTHER FUNDS,
THE FUND MAY INVEST MORE OF ITS ASSETS IN A SMALLER NUMBER OF
COMPANIES. GAINS OR LOSSES ON A SINGLE STOCK MAY HAVE GREATER
IMPACT ON THE FUND.
AN INVESTMENT IN THE FUND IS NOT A BANK DEPOSIT AND IS NOT INSURED OR GUARANTEED
BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENT AGENCY.
BAR CHART AND PERFORMANCE TABLE
THE BAR CHART AND TABLE BELOW SHOW THE FUND'S ANNUAL RETURNS AND ITS LONG-TERM
PERFORMANCE. THE TABLE COMPARES THE FUND'S PERFORMANCE OVER TIME TO THAT OF THE
STANDARD & POOR'S MID-CAP 400 INDEX. IT ALSO SHOWS THE FUND'S RETURNS COMPARED
TO THE LIPPER MID-CAP GROWTH INDEX. CLASS I SHARES HAVE AN ACTUAL INCEPTION DATE
OF 2/26/99. HOWEVER, CLASS A SHARES (NOT OFFERED IN THIS PROSPECTUS) HAVE AN
INCEPTION DATE OF 10/31/94. IN THE CHART AND TABLE BELOW, PERFORMANCE RESULTS
BEFORE 2/26/99 ARE FOR CLASS A AT NAV (I.E., THEY DO NOT REFLECT THE DEDUCTION
OF THE CLASS A FRONT-END SALES CHARGE.) BECAUSE CLASS A HAD HIGHER EXPENSES,
ITS PERFORMANCE WAS LOWER THAN THE CLASS I WOULD HAVE REALIZED IN THE SAME
PERIOD. THE FUND'S PAST PERFORMANCE DOES NOT NECESSARILY INDICATE HOW THE FUND
WILL PERFORM IN THE FUTURE.
CALENDAR YEAR-BY-YEAR CAPITAL ACCUMULATION
TOTAL RETURN
[INSERT BAR CHART HERE]
BEST QUARTER: (OF PERIOD SHOWN ) Q4 '98; 25.03%
WORST QUARTER: (OF PERIOD SHOWN) Q3 '99; (14.65%)
AVERAGE ANNUAL TOTAL RETURNS (AS OF 12-31-99)
1 YEAR 5 YEAR 10 YEAR
CAPITAL ACCUMULATION 6.79% 20.31% NA1
S&P MID-CAP 400 INDEX TR 14.72% 23.05% NA
LIPPER MID-CAP GROWTH INDEX 73.72% 28.07% NA
1 SINCE INCEPTION (10/31/94) 20.12%; S&P MID CAP 400 INDEX 21.34%; AND
LIPPER MID-CAP GROWTH FUNDS INDEX 26.73%.
<PAGE>
CALVERT WORLD VALUES INTERNATIONAL EQUITY FUND
ADVISOR CALVERT ASSET MANAGEMENT COMPANY, INC.
SUBADVISOR MURRAY JOHNSTONE INTERNATIONAL, LTD.
OBJECTIVE
CWVF INTERNATIONAL EQUITY SEEKS TO PROVIDE A HIGH TOTAL RETURN CONSISTENT WITH
REASONABLE RISK BY INVESTING PRIMARILY IN A GLOBALLY DIVERSIFIED PORTFOLIO OF
STOCKS THAT MEET THE FUND'S INVESTMENT AND SOCIAL CRITERIA.
PRINCIPAL INVESTMENT STRATEGIES:
THE FUND IDENTIFIES THOSE COUNTRIES WITH MARKETS AND ECONOMIES THAT IT BELIEVES
CURRENTLY PROVIDE THE MOST FAVORABLE CLIMATE FOR INVESTING. THE FUND INVESTS
PRIMARILY IN THE COMMON STOCKS OF MID- TO LARGE-CAP COMPANIES USING A VALUE
APPROACH. THE SUBADVISOR SELECTS COUNTRIES BASED ON A "20 QUESTIONS" MODEL
WHICH USES MACRO- AND MICRO-ECONOMIC INPUTS TO RANK THE ATTRACTIVENESS OF
MARKETS IN VARIOUS COUNTRIES. WITHIN EACH COUNTRY, THE SUBADVISOR USES
VALUATION TECHNIQUES THAT HAVE BEEN SHOWN TO BEST DETERMINE VALUE WITHIN THAT
MARKET. IN SOME COUNTRIES, THE VALUATION PROCESS MAY FAVOR THE COMPARISON OF
PRICE-TO-CASH-FLOW WHILE IN OTHER COUNTRIES, PRICE-TO-SALES OR PRICE-TO-BOOK MAY
BE MORE USEFUL IN DETERMINING WHICH STOCKS ARE UNDERVALUED.
THE FUND INVESTS PRIMARILY IN MORE DEVELOPED ECONOMIES AND MARKETS. NO MORE THAN
5% OF FUND ASSETS ARE INVESTED IN THE U.S. (EXCLUDING HIGH SOCIAL IMPACT AND
SPECIAL EQUITIES INVESTMENTS).
THE FUND INVESTS WITH THE 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. INVESTMENTS ARE SELECTED ON THE
BASIS OF THEIR ABILITY TO CONTRIBUTE TO THE DUAL OBJECTIVES OF FINANCIAL
SOUNDNESS AND SOCIAL CRITERIA. SEE "INVESTMENT SELECTION PROCESS."
PRINCIPAL RISKS:
YOU COULD LOSE MONEY ON YOUR INVESTMENT IN THE FUND, OR THE FUND COULD
UNDERPERFORM FOR ANY OF THE FOLLOWING REASONS:
- THE STOCK MARKETS (INCLUDING THOSE OUTSIDE THE U.S.) GO
DOWN
- THE INDIVIDUAL STOCKS IN THE FUND DO NOT PERFORM AS WELL AS
EXPECTED
- FOREIGN CURRENCY VALUES GO DOWN VERSUS THE U.S. DOLLAR
AN INVESTMENT IN THE FUND IS NOT A BANK DEPOSIT AND IS NOT INSURED OR GUARANTEED
BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENT AGENCY.
BAR CHART AND PERFORMANCE TABLE
THE BAR CHART AND TABLE BELOW SHOW THE FUND'S ANNUAL RETURNS AND ITS LONG-TERM
PERFORMANCE. THE TABLE COMPARES THE FUND'S PERFORMANCE OVER TIME TO THAT OF THE
MORGAN STANLEY CAPITAL INTERNATIONAL EAFE INDEX. IT ALSO SHOWS THE FUND'S
RETURNS COMPARED TO THE LIPPER INTERNATIONAL FUND INDEX. CLASS I SHARES HAVE AN
ACTUAL INCEPTION DATE OF 2/26/99. HOWEVER, CLASS A SHARES (NOT OFFERED IN THIS
PROSPECTUS) HAVE AN INCEPTION DATE OF 7/2/92. IN THE CHART AND TABLE BELOW,
PERFORMANCE RESULTS BEFORE 2/26/99 ARE FOR CLASS A AT NAV (I.E., THEY DO NOT
REFLECT THE DEDUCTION OF THE CLASS A FRONT-END SALES CHARGE.) BECAUSE CLASS A
HAD HIGHER EXPENSES, ITS PERFORMANCE WAS LOWER THAN THE CLASS I WOULD HAVE
REALIZED IN THE SAME PERIOD. THE FUND'S PAST PERFORMANCE DOES NOT NECESSARILY
INDICATE HOW THE FUND WILL PERFORM IN THE FUTURE.
CALENDAR YEAR-BY-YEAR CWVF INTERNATIONAL EQUITY
TOTAL RETURN
[INSERT BAR CHART HERE]
BEST QUARTER: (OF PERIOD SHOWN ) Q4 '99; 20.60%
WORST QUARTER: (OF PERIOD SHOWN) Q3 '98; (14.82%)
AVERAGE ANNUAL TOTAL RETURNS (AS OF 12-31-99)
1 YEAR 5 YEAR 10 YEAR
CWVF INTERNATIONAL EQUITY 30.97% 15.21% NA1
MSCI EAFE INDEX GD 27.30% 13.15% NA
LIPPER INTERNATIONAL FUND
INDEX 37.83% 15.96% NA
1 SINCE INCEPTION (7/31/92) 12.70%; MSCI EAFE INDEX GD 14.17%; AND LIPPER
INTERNATIONAL FUNDS INDEX 14.96%. THE MONTH END DATE OF 7/31/92 IS USED FOR
COMPARISON PURPOSES ONLY, ACTUAL FUND INCEPTION IS 7/2/92.
<PAGE>
CALVERT NEW VISION SMALL CAP
ADVISOR CALVERT ASSET MANAGEMENT COMPANY, INC.
SUBADVISOR AWAD ASSET MANAGEMENT, INC.
OBJECTIVE
NEW VISION SMALL CAP SEEKS TO PROVIDE LONG-TERM CAPITAL APPRECIATION BY
INVESTING PRIMARILY IN SMALL-CAP STOCKS THAT MEETS THE FUND'S INVESTMENT AND
SOCIAL CRITERIA. THIS OBJECTIVE MAY BE CHANGED BY THE FUND'S BOARD OF
TRUSTEES/DIRECTORS WITHOUT SHAREHOLDER APPROVAL.
PRINCIPAL INVESTMENT STRATEGIES
AT LEAST 65% OF THE FUND'S ASSETS WILL BE INVESTED IN THE COMMON STOCKS OF
SMALL-CAP COMPANIES. RETURNS IN THE FUND WILL BE MOSTLY FROM THE CHANGES IN THE
PRICE OF THE FUND'S HOLDINGS (CAPITAL APPRECIATION). THE FUND CURRENTLY DEFINES
SMALL-CAP COMPANIES AS THOSE WITH MARKET CAPITALIZATION OF $1 BILLION OR LESS AT
THE TIME THE FUND INITIALLY INVESTS.
THE FUND INVESTS WITH THE 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. INVESTMENTS ARE SELECTED ON THE
BASIS OF THEIR ABILITY TO CONTRIBUTE TO THE DUAL OBJECTIVES OF FINANCIAL
SOUNDNESS AND SOCIAL CRITERIA. SEE "INVESTMENT SELECTION PROCESS."
PRINCIPAL RISKS:
YOU COULD LOSE MONEY ON YOUR INVESTMENT IN THE FUND, OR THE FUND COULD
UNDERPERFORM FOR ANY OF THE FOLLOWING REASONS:
- THE STOCK MARKET GOES DOWN
- THE INDIVIDUAL STOCKS IN THE FUND DO NOT PERFORM AS
WELL AS EXPECTED
- PRICES OF SMALL-CAP STOCKS MAY RESPOND TO MARKET ACTIVITY
DIFFERENTLY THAN LARGER MORE ESTABLISHED COMPANIES
AN INVESTMENT IN THE FUND IS NOT A BANK DEPOSIT AND IS NOT INSURED OR GUARANTEED
BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENT AGENCY.
BAR CHART AND PERFORMANCE TABLE
THE BAR CHART AND TABLE BELOW SHOW THE FUND'S ANNUAL RETURNS AND ITS LONG-TERM
PERFORMANCE. THE TABLE COMPARES THE FUND'S PERFORMANCE OVER TIME TO THAT OF THE
RUSSELL 2000 INDEX. IT ALSO SHOWS THE FUND'S RETURNS COMPARED TO THE LIPPER
SMALL-CAP CORE INDEX. CLASS I SHARES HAVE AN ACTUAL INCEPTION DATE OF 2/26/99.
HOWEVER, CLASS A SHARES (NOT OFFERED IN THIS PROSPECTUS) HAVE AN INCEPTION DATE
OF 1/31/97. IN THE CHART AND TABLE BELOW, PERFORMANCE RESULTS BEFORE 2/26/99
ARE FOR CLASS A AT NAV (I.E., THEY DO NOT REFLECT THE DEDUCTION OF THE CLASS A
FRONT-END SALES CHARGE.) BECAUSE CLASS A HAD HIGHER EXPENSES, ITS PERFORMANCE
WAS LOWER THAN THE CLASS I WOULD HAVE REALIZED IN THE SAME PERIOD. THE FUND'S
PAST PERFORMANCE DOES NOT NECESSARILY INDICATE HOW THE FUND WILL PERFORM IN THE
FUTURE.
CALENDAR YEAR-BY-YEAR NEW VISION SMALL CAP
TOTAL RETURN
[INSERT BAR CHART HERE]
BEST QUARTER: (OF PERIOD SHOWN ) Q4 '99; 23.88%
WORST QUARTER: (OF PERIOD SHOWN) Q3 '98; (21.82%)
AVERAGE ANNUAL TOTAL RETURNS (AS OF 12-31-99)
1 YEAR 5 YEAR 10 YEAR
NEW VISION SMALL CAP 24.06% NA1 NA
RUSSELL 2000 INDEX TR 21.26% NA NA
LIPPER SMALL-CAP CORE INDEX 20.17% NA NA
1 SINCE INCEPTION (1/31/97) 4.08%; RUSSELL 2000 INDEX TR 12.69%;
LIPPER SMALL-CAP CORE FUNDS INDEX 11.79%.
<PAGE>
CALVERT INCOME
ADVISOR CALVERT ASSET MANAGEMENT COMPANY, INC.
OBJECTIVE
CALVERT INCOME FUND SEEKS TO MAXIMIZE LONG-TERM INCOME, TO THE EXTENT CONSISTENT
WITH PRUDENT INVESTMENT MANAGEMENT AND PRESERVATION OF CAPITAL, THROUGH
INVESTMENT IN BONDS AND OTHER INCOME PRODUCING SECURITIES.
PRINCIPAL INVESTMENT STRATEGIES
THE FUND USES AN ACTIVE STRATEGY, SEEKING RELATIVE VALUE TO EARN INCREMENTAL
INCOME. THE FUND TYPICALLY INVESTS AT LEAST 65% OF ITS ASSETS IN INVESTMENT
GRADE DEBT SECURITIES.
PRINCIPAL RISKS:
YOU COULD LOSE MONEY ON YOUR INVESTMENT IN THE FUND, OR THE FUND COULD
UNDERPERFORM, FOR ANY OF THE FOLLOWING REASONS:
- THE BOND MARKET GOES DOWN.
- THE INDIVIDUAL BONDS IN THE FUND DO NOT PERFORM AS
WELL AS EXPECTED.
- THE ADVISOR'S FORECAST AS TO INTEREST RATES IS NOT CORRECT.
- THE ADVISOR'S ALLOCATION AMONG DIFFERENT SECTORS OF THE
BOND MARKET DOES NOT PERFORM AS WELL AS EXPECTED.
- THE FUND IS NON-DIVERSIFIED. COMPARED TO OTHER FUNDS,
THE FUND MAY INVEST MORE OF ITS ASSETS IN A SMALLER
NUMBER OF COMPANIES. GAINS OR LOSSES ON A SINGLE BOND
MAY HAVE GREATER IMPACT ON THE FUND.
THE FUND'S ACTIVE TRADING STRATEGY MAY CAUSE THE FUND TO HAVE A RELATIVELY
HIGH AMOUNT OF SHORT-TERM CAPITAL GAINS, WHICH ARE TAXABLE TO YOU AT
THE ORDINARY INCOME TAX RATE.
AN INVESTMENT IN THE FUND IS NOT A BANK DEPOSIT AND IS NOT INSURED OR GUARANTEED
BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENT AGENCY.
BAR CHART AND PERFORMANCE TABLE
THE BAR CHART AND TABLE BELOW SHOW THE FUND'S ANNUAL RETURNS AND ITS LONG-TERM
PERFORMANCE. THE TABLE COMPARES THE FUND'S PERFORMANCE OVER TIME TO THAT OF THE
LEHMAN AGGREGATE BOND INDEX. IT ALSO SHOWS THE FUND'S RETURNS COMPARED TO THE
LIPPER BBB RATED FUND INDEX. CLASS I SHARES HAVE AN ACTUAL INCEPTION DATE OF
2/26/99. HOWEVER, CLASS A SHARES (NOT OFFERED IN THIS PROSPECTUS) HAVE AN
INCEPTION DATE OF 10/12/82. IN THE CHART AND TABLE BELOW, PERFORMANCE RESULTS
BEFORE 2/26/99 ARE FOR CLASS A AT NAV (I.E., THEY DO NOT REFLECT THE DEDUCTION
OF THE CLASS A FRONT-END SALES CHARGE.) BECAUSE CLASS A HAD HIGHER EXPENSES, ITS
PERFORMANCE WAS LOWER THAN THE CLASS I WOULD HAVE REALIZED IN THE SAME PERIOD.
THE FUND'S PAST PERFORMANCE DOES NOT NECESSARILY INDICATE HOW THE FUND WILL
PERFORM IN THE FUTURE.
CALENDAR YEAR-BY-YEAR CALVERT INCOME TOTAL RETURN
[INSERT BAR CHART HERE]
BEST QUARTER: (OF PERIOD SHOWN ) Q2 '95; 7.04%
WORST QUARTER: (OF PERIOD SHOWN) Q1 '94; (4.56%)
AVERAGE ANNUAL TOTAL RETURNS (AS OF 12-31-99)
1 YEAR 5 YEAR 10 YEAR
CALVERT INCOME 7.56% 10.23% 8.53%
LEHMAN AGGREGATE BOND
INDEX TR (0.82%) 7.73% 7.70%
LIPPER BBB RATED FUND INDEX (1.12%) 7.68% 7.72%
<PAGE>
CSIF BOND
ADVISOR CALVERT ASSET MANAGEMENT COMPANY, INC.
OBJECTIVE
CSIF BOND SEEKS TO PROVIDE AS HIGH A LEVEL OF CURRENT INCOME AS IS CONSISTENT
WITH PRUDENT INVESTMENT RISK AND PRESERVATION OF CAPITAL THROUGH INVESTMENT IN
BONDS AND OTHER STRAIGHT DEBT SECURITIES MEETING THE FUND'S INVESTMENT AND
SOCIAL CRITERIA.
PRINCIPAL INVESTMENT STRATEGIES:
THE FUND USES AN ACTIVE STRATEGY, SEEKING RELATIVE VALUE TO EARN INCREMENTAL
INCOME. THE FUND TYPICALLY INVESTS AT LEAST 65% OF ITS ASSETS IN INVESTMENT
GRADE DEBT SECURITIES.
THE FUND INVESTS WITH THE 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. INVESTMENTS ARE SELECTED ON THE
BASIS OF THEIR ABILITY TO CONTRIBUTE TO THE DUAL OBJECTIVES OF FINANCIAL
SOUNDNESS AND SOCIAL CRITERIA. SEE "INVESTMENT SELECTION PROCESS."
PRINCIPAL RISKS:
YOU COULD LOSE MONEY ON YOUR INVESTMENT IN THE FUND, OR THE FUND COULD
UNDERPERFORM, FOR ANY OF THE FOLLOWING REASONS:
- THE BOND MARKET GOES DOWN
- THE INDIVIDUAL BONDS IN THE FUND DO NOT PERFORM AS WELL AS
EXPECTED
- THE ADVISOR'S FORECAST AS TO INTEREST RATES IS NOT CORRECT
- THE ADVISOR'S ALLOCATION AMONG DIFFERENT SECTORS OF THE
BOND MARKET DOES NOT PERFORM AS WELL AS EXPECTED
- THE FUND IS NON-DIVERSIFIED. COMPARED TO OTHER FUNDS,
THE FUND MAY INVEST MORE OF ITS ASSETS IN A SMALLER
NUMBER OF COMPANIES. GAINS OR LOSSES ON A SINGLE BOND
MAY HAVE GREATER IMPACT ON THE FUND.
THE FUND'S ACTIVE TRADING STRATEGY MAY CAUSE THE FUND TO HAVE A RELATIVELY
HIGH AMOUNT OF SHORT-TERM CAPITAL GAINS, WHICH ARE TAXABLE TO YOU AT
THE ORDINARY INCOME TAX RATE.
AN INVESTMENT IN THE FUND IS NOT A BANK DEPOSIT AND IS NOT INSURED OR GUARANTEED
BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENT AGENCY.
BAR CHART AND PERFORMANCE TABLE
THE BAR CHART AND TABLE BELOW SHOW THE FUND'S ANNUAL RETURNS AND ITS LONG-TERM
PERFORMANCE. BECAUSE CLASS I SHARES HAVE NOT COMMENCED OPERATIONS, THE CHART AND
TABLE SHOW THE PERFORMANCE OF THE CLASS A SHARES AT NAV. CLASS I RETURNS WOULD
HAVE BEEN SIMILAR, EXCEPT FOR ITS LOWER EXPENSES. THE TABLE COMPARES THE FUND'S
PERFORMANCE OVER TIME TO THAT OF THE LEHMAN AGGREGATE BOND INDEX. IT ALSO SHOWS
THE FUND'S RETURNS COMPARED TO THE LIPPER CORPORATE DEBT FUNDS A RATED INDEX.
THE FUND'S PAST PERFORMANCE DOES NOT NECESSARILY INDICATE HOW THE FUND WILL
PERFORM IN THE FUTURE.
[INSERT BAR CHART HERE]
BEST QUARTER: (OF PERIOD SHOWN ) Q3 '91; 5.99%
WORST QUARTER: (OF PERIOD SHOWN) Q1 '94; (3.57%)
AVERAGE ANNUAL TOTAL RETURNS (AS OF 12-31-99)
(CLASS A RETURN AT NAV)
1 YEAR 5 YEAR 10 YEAR
CSIF BOND: CLASS A 0.68% 7.24% 7.21%
LEHMAN AGGREGATE
BOND INDEX TR (0.82%) 7.73% 7.70%
LIPPER CORPORATE DEBT FUNDS
A RATED INDEX (2.04%) 7.25% 7.36%
<PAGE>
FEES AND EXPENSES
THIS TABLE DESCRIBES THE FEES AND EXPENSES THAT YOU MAY PAY IF
YOU BUY AND HOLD SHARES OF A FUND. ANNUAL FUND OPERATING
EXPENSES ARE DEDUCTED FROM FUND ASSETS.
[INSERT TABLE HEADINGS (FUND NAMES)]
CLASS I
ANNUAL FUND OPERATING EXPENSES1
MANAGEMENT FEES
.55 .70 .60 .75 .90 .85 .45 .50
DISTRIBUTION AND SERVICE (12B-1) FEES
NONE NONE NONE NONE NONE NONE NONE NONE
OTHER EXPENSES
.21 .21 .31 .49 .63 1.02 .34 .57
TOTAL ANNUAL FUND OPERATING EXPENSES
.76 .91 .91 1.24 1.53 1.87 .79 1.07
FEE WAIVER AND/OR EXPENSE REIMBURSEMENT2
(.01) (.16) (.11) (.44) (.48) (1.05) (.19) (.35)
NET EXPENSES
.75 .75 .80 .80 1.05 .82 .60 .72
EXPLANATION OF FEES AND EXPENSES TABLE
1EXPENSES ARE BASED ON THE FUND'S MOST RECENT FISCAL YEAR, UNLESS OTHERWISE
INDICATED. MANAGEMENT FEES INCLUDE THE SUBADVISORY FEES PAID BY THE ADVISOR
("CAMCO") TO THE SUBADVISORS, AND THE ADMINISTRATIVE FEE PAID BY THE FUND TO
CALVERT ADMINISTRATIVE SERVICES COMPANY, AN AFFILIATE OF CAMCO.
2CAMCO HAS AGREED TO WAIVE FEES AND/OR REIMBURSE EXPENSES (NET OF ANY EXPENSE
OFFSET ARRANGEMENTS) FOR ALL OF THE FUNDS' CLASS I SHARES THROUGH JANUARY 31,
2001. THE CONTRACTUAL EXPENSE CAP IS SHOWN AS "NET EXPENSES", THIS IS THE
MAXIMUM AMOUNT THAT MAY BE CHARGED TO THE FUNDS FOR THIS PERIOD, EXCLUDING ANY
EXPENSE OFFSET ARRANGEMENT.
3THE MANAGEMENT FEES FOR CSIF BALANCED, CSIF EQUITY AND CAPITAL ACCUMULATION
HAVE BEEN RESTATED TO REFLECT CHANGES APPROVED BY SHAREHOLDERS IN EARLY 1999.
EXAMPLE
THIS EXAMPLE IS INTENDED TO HELP YOU COMPARE THE COST OF INVESTING
IN A FUND WITH THE COST OF INVESTING IN OTHER MUTUAL FUNDS.
THE EXAMPLE ASSUMES THAT:
- - YOU INVEST $1,000,000 IN THE FUND FOR THE TIME PERIODS INDICATED;
- - YOUR INVESTMENT HAS A 5% RETURN EACH YEAR; AND
- - THE FUND'S OPERATING EXPENSES REMAIN THE SAME.
ALTHOUGH YOUR ACTUAL COSTS MAY BE HIGHER OR LOWER, UNDER THESE
ASSUMPTIONS YOUR COSTS WOULD BE AS FOLLOWS IF THE CLASS I SHARES
ARE HELD FOR 1, 3, 5 OR 10 YEARS:
CSIF BALANCED CWVF INTERNATIONAL EQUITY CAPITAL
ACCUMULATION
1 $7,659 1 $10,707 1 $8,168
3 $24,186 3 $43,629 3 $34,990
5 $42,147 5 $78,876 5 $63,868
10 $94,171 10 $178,267 10 $146,115
CSIF MANAGED INDEX NEW VISION SMALL CAP CALVERT
INCOME
1 $7,659 1 $8,371 1 $7,354
3 $27,417 3 $48,564 3 $30,556
5 $48,823 5 $91,312 5 $55,617
10 $110,487 10 $210,453 10 $127,412
CSIF EQUITY CSIF BOND
1 $8,168 1 $6,132
3 $27,916 3 $23,329
5 $49,312 5 $42,004
10 $110,947 10 $96,022
<PAGE>
PRINCIPAL INVESTMENT PRACTICES AND RISKS
THE MOST CONCISE DESCRIPTION OF EACH FUND'S PRINCIPAL INVESTMENT STRATEGIES AND
ASSOCIATED RISKS IS UNDER THE EARLIER SUMMARY FOR EACH FUND. THE FUNDS ARE ALSO
PERMITTED TO INVEST IN CERTAIN OTHER INVESTMENTS AND TO USE CERTAIN INVESTMENT
TECHNIQUES THAT HAVE HIGHER RISKS ASSOCIATED WITH THEM. ON THE FOLLOWING PAGES
ARE BRIEF DESCRIPTIONS OF THE INVESTMENTS AND TECHNIQUES SUMMARIZED EARLIER,
ALONG WITH CERTAIN ADDITIONAL INVESTMENT TECHNIQUES AND THEIR RISKS.
FOR EACH OF THE INVESTMENT PRACTICES LISTED, THE TABLE BELOW SHOWS EACH FUND'S
LIMITATIONS AS A PERCENTAGE OF ITS ASSETS AND THE PRINCIPAL TYPES OF RISK
INVOLVED. (SEE THE PAGES FOLLOWING THE TABLE FOR A DESCRIPTION OF THE TYPES OF
RISKS). NUMBERS IN THIS TABLE SHOW MAXIMUM ALLOWABLE AMOUNT ONLY; FOR ACTUAL
USAGE, CONSULT THE FUND'S ANNUAL/SEMI-ANNUAL REPORTS.
[INSERT HEADINGS (FUND NAMES)]
KEY TO TABLE
J FUND CURRENTLY USES
Q PERMITTED, BUT NOT TYPICALLY USED
(% OF ASSETS ALLOWABLE, IF RESTRICTED)
8 NOT PERMITTED
XN ALLOWED UP TO X% OF FUND'S NET ASSETS
XT ALLOWED UP TO X% OF FUND'S TOTAL ASSETS
NA NOT APPLICABLE TO THIS TYPE OF FUND
INVESTMENT PRACTICES
ACTIVE TRADING STRATEGY/TURNOVER INVOLVES SELLING A SECURITY
SOON AFTER PURCHASE. AN ACTIVE TRADING STRATEGY CAUSES A FUND TO
HAVE PORTFOLIO TURNOVER COMPARED TO OTHER FUNDS AND HIGHER
TRANSACTION COSTS, SUCH AS COMMISSIONS AND CUSTODIAN AND
J Q Q Q Q Q J J
SETTLEMENT FEES, AND MAY INCREASE A FUND'S TAX LIABILITY.
RISKS: OPPORTUNITY, MARKET AND TRANSACTION.
TEMPORARY DEFENSIVE POSITIONS. DURING ADVERSE MARKET,
ECONOMIC OR POLITICAL CONDITIONS, THE FUND MAY DEPART FROM ITS
PRINCIPAL INVESTMENT STRATEGIES BY INCREASING ITS INVESTMENT IN
U.S. GOVERNMENT SECURITIES AND OTHER SHORT-TERM INTEREST-
Q Q Q Q Q Q Q Q
BEARING SECURITIES. DURING TIMES OF ANY TEMPORARY DEFENSIVE
(35T)
POSITIONS, A FUND MAY NOT BE ABLE TO ACHIEVE ITS INVESTMENT
OBJECTIVE. RISKS: OPPORTUNITY.
HEDGING STRATEGIES. THE USE OF SHORT SALES OF US TREASURY
SECURITIES FOR THE LIMITED PURPOSE OF HEDGING THE FUND'S
DURATION (DURATION IS A MEASURE OF THE INTEREST RATE-SENSITIVITY
8 8 8 8 8 8 8 J
OF THE FUND). ANY SHORT SALES ARE "COVERED" WITH AN EQUIVALENT
AMOUNT OF HIGH QUALITY, LIQUID SECURITIES IN A SEGREGATED ACCOUNT
AT THE FUND'S CUSTODIAN. RISKS: CORRELATION, MANAGEMENT
AND OPPORTUNITY
CONVENTIONAL SECURITIES
FOREIGN SECURITIES. SECURITIES ISSUED BY COMPANIES LOCATED
OUTSIDE THE U.S. AND/OR TRADED PRIMARILY ON A FOREIGN EXCHANGE.
25N 8 25N 25N J 15T1 25N 30N
RISKS: MARKET, CURRENCY, TRANSACTION, LIQUIDITY,
INFORMATION AND POLITICAL.
SMALL CAP STOCKS. INVESTING IN SMALL COMPANIES INVOLVES
GREATER RISK THAN WITH MORE ESTABLISHED COMPANIES. SMALL CAP
STOCK PRICE S ARE MORE VOLATILE AND THE COMPANIES OFTEN HAVE
Q NA Q Q Q J NA 8
LIMITED PRODUCT LINES, MARKETS, FINANCIAL RESOURCES, AND
MANAGEMENT EXPERIENCE. RISKS: MARKET, LIQUIDITY
AND INFORMATION.
INVESTMENT GRADE BONDS. BONDS RATED BBB/BAA OR HIGHER OR
COMPARABLE UNRATED BONDS. RISKS: INTEREST RATE, MARKET
J NA Q Q Q Q J J
AND CREDIT. (35N) (35N)
BELOW-INVESTMENT GRADE BONDS. BONDS RATED BELOW BBB/BAA
COMPARABLE UNRATED BONDS ARE CONSIDERED JUNK BONDS. THEY ARE
SUBJECT TO GREATER CREDIT RISK THAN INVESTMENT GRADE BONDS.
20N2 NA 20N2 10N2 5N2 5N2 20N2 35N
RISKS: CREDIT, MARKET, INTEREST RATE, LIQUIDITY
AND INFORMATION.
<PAGE>
[INSERT HEADINGS]
UNRATED DEBT SECURITIES. BONDS THAT HAVE NOT BEEN RATED BY A
RECOGNIZED RATING AGENCY; THE ADVISOR HAS DETERMINED THE
J NA Q Q Q Q J J
CREDIT QUALITY BASED ON ITS OWN RESEARCH. RISKS: CREDIT,
MARKET, INTEREST RATE, LIQUIDITY AND INFORMATION.
ILLIQUID SECURITIES. SECURITIES WHICH CANNOT BE
READILY SOLD BECAUSE THERE IS NO ACTIVE MARKET.
15N 15N 15N 15N 15N 15N 15N 15N
RISKS: LIQUIDITY, MARKET AND TRANSACTION.
UNLEVERAGED DERIVATIVE SECURITIES
ASSET-BACKED SECURITIES. SECURITIES ARE BACKED BY UNSECURED
DEBT, SUCH AS CREDIT CARD DEBT. THESE SECURITIES ARE OFTEN
GUARANTEED OR OVER-COLLATERALIZED TO ENHANCE THEIR CREDIT QUALITY.
J NA Q Q Q Q J J
RISKS: CREDIT, INTEREST RATE AND LIQUIDITY.
MORTGAGE-BACKED SECURITIES. SECURITIES ARE BACKED BY POOLS OF
MORTGAGES, INCLUDING PASSTHROUGH CERTIFICATES, AND OTHER SENIOR
CLASSES OF COLLATERALIZED MORTGAGE OBLIGATIONS (CMOS). RISKS:
J NA Q Q Q Q J J
CREDIT, EXTENSION, PREPAYMENT, LIQUIDITY AND INTEREST RATE.
PARTICIPATION INTERESTS. SECURITIES REPRESENTING AN INTEREST
IN ANOTHER SECURITY OR IN BANK LOANS.
Q NA Q Q Q Q Q Q
RISKS: CREDIT, INTEREST RATE AND LIQUIDITY.
LEVERAGED DERIVATIVE INSTRUMENTS
CURRENCY CONTRACTS. CONTRACTS INVOLVING THE RIGHT OR
OBLIGATION TO BUY OR SELL A GIVEN AMOUNT OF FOREIGN CURRENCY
Q NA Q 5T 5T 8 Q Q
AT A SPECIFIED PRICE AND FUTURE DATE. RISKS: CURRENCY,
LEVERAGE, CORRELATION, LIQUIDITY AND OPPORTUNITY.
OPTIONS ON SECURITIES AND INDICES. CONTRACTS GIVING THE
HOLDER THE RIGHT BUT NOT THE OBLIGATION TO PURCHASE OR SELL A
SECURITY (OR THE CASH VALUE, IN THE CASE OF AN OPTION ON AN
INDEX) AT A SPECIFIED PRICE WITHIN A SPECIFIED TIME. IN THE CASE
5T3 5T3 5T3 5T3 5T3 5T3 5T3 5T3
OF SELLING (WRITING) OPTIONS, THE FUNDS WILL WRITE CALL OPTIONS
ONLY IF THEY ALREADY OWN THE SECURITY (IF IT IS "COVERED").
RISKS: INTEREST RATE, CURRENCY, MARKET, LEVERAGE,
CORRELATION, LIQUIDITY, CREDIT AND OPPORTUNITY.
FUTURES CONTRACT. AGREEMENT TO BUY OR SELL A SPECIFIC AMOUNT
OF A COMMODITY OR FINANCIAL INSTRUMENT AT A PARTICULAR PRICE ON
Q Q Q Q Q Q Q Q
A SPECIFIC FUTURE DATE. RISKS: INTEREST RATE, CURRENCY, MARKET,
5N 5N 5N 5N 5N 5N 5N 5N
LEVERAGE, CORRELATION, LIQUIDITY AND
OPPORTUNITY.
STRUCTURED SECURITIES. INDEXED AND/OR LEVERAGED MORTGAGE-
BACKED AND OTHER DEBT SECURITIES, INCLUDING PRINCIPAL-ONLY AND
INTEREST-ONLY SECURITIES, LEVERAGED FLOATING RATE SECURITIES, AND
OTHERS. THESE SECURITIES TEND TO BE HIGHLY SENSITIVE TO INTEREST
Q NA NA Q NA NA Q Q
RATE MOVEMENTS AND THEIR PERFORMANCE MAY NOT CORRELATE TO
THESE MOVEMENTS IN A CONVENTIONAL FASHION. RISKS: CREDIT,
INTEREST RATE, EXTENSION, PREPAYMENT, MARKET, LEVERAGE,
LIQUIDITY AND CORRELATION.
THE FUNDS HAVE ADDITIONAL INVESTMENT POLICIES AND RESTRICTIONS THAT ARE NOT
PRINCIPAL TO THEIR INVESTMENT STRATEGIES (FOR EXAMPLE, REPURCHASE AGREEMENTS,
BORROWING, PLEDGING, AND REVERSE REPURCHASE AGREEMENTS, SECURITIES LENDING,
WHEN-ISSUED SECURITIES AND SHORT SALES.) THESE POLICIES AND RESTRICTIONS ARE
DISCUSSED IN THE SAI.
1 NEW VISION MAY INVEST ONLY IN AMERICAN DEPOSITORY RECEIPTS (ADRS) -
DOLLAR-DENOMINATED RECEIPTS REPRESENTING SHARES OF A FOREIGN ISSUER. ADRS
ARE TRADED ON US EXCHANGES. SEE THE SAI.
2 EXCLUDES ANY HIGH SOCIAL IMPACT INVESTMENTS.
3 BASED ON NET PREMIUM PAYMENTS.
<PAGE>
TYPES OF INVESTMENT RISK
CORRELATION RISK
THIS OCCURS WHEN A FUND "HEDGES"- USES ONE INVESTMENT TO OFFSET THE FUND'S
POSITION IN ANOTHER. IF THE TWO INVESTMENTS DO NOT BEHAVE IN RELATION TO ONE
ANOTHER THE WAY FUND MANAGERS EXPECT THEM TO, THEN UNEXPECTED OR UNDESIRED
RESULTS MAY OCCUR. FOR EXAMPLE, A HEDGE MAY ELIMINATE OR REDUCE GAINS AS WELL
AS OFFSET LOSSES.
CREDIT RISK
THE RISK THAT THE ISSUER OF A SECURITY OR THE COUNTERPARTY TO AN INVESTMENT
CONTRACT MAY DEFAULT OR BECOME UNABLE TO PAY ITS OBLIGATIONS WHEN DUE.
CURRENCY RISK
CURRENCY RISK OCCURS WHEN A FUND BUYS, SELLS OR HOLDS A SECURITY DENOMINATED IN
FOREIGN CURRENCY. FOREIGN CURRENCIES "FLOAT" IN VALUE AGAINST THE U.S. DOLLAR.
ADVERSE CHANGES IN FOREIGN CURRENCY VALUES CAN CAUSE INVESTMENT LOSSES WHEN A
FUND'S INVESTMENTS ARE CONVERTED TO U.S. DOLLARS.
EXTENSION RISK
THE RISK THAT AN UNEXPECTED RISE IN INTEREST RATES WILL EXTEND THE LIFE OF A
MORTGAGE-BACKED SECURITY BEYOND THE EXPECTED PREPAYMENT TIME, TYPICALLY REDUCING
THE SECURITY'S VALUE.
INFORMATION RISK
THE RISK THAT INFORMATION ABOUT A SECURITY OR ISSUER OR THE MARKET MIGHT NOT BE
AVAILABLE, COMPLETE, ACCURATE OR COMPARABLE.
INTEREST RATE RISK
THE RISK THAT CHANGES IN INTEREST RATES WILL ADVERSELY AFFECT THE VALUE OF AN
INVESTOR'S SECURITIES. WHEN INTEREST RATES RISE, THE VALUE OF FIXED-INCOME
SECURITIES WILL GENERALLY FALL. CONVERSELY, A DROP IN INTEREST RATES WILL
GENERALLY CAUSE AN INCREASE IN THE VALUE OF FIXED-INCOME SECURITIES.
LONGER-TERM SECURITIES AND ZERO COUPON/"STRIPPED" COUPON SECURITIES ("STRIPS")
ARE SUBJECT TO GREATER INTEREST RATE RISK.
LEVERAGE RISK
THE RISK THAT OCCURS IN SOME SECURITIES OR TECHNIQUES WHICH TEND TO MAGNIFY THE
EFFECT OF SMALL CHANGES IN AN INDEX OR A MARKET. THIS CAN RESULT IN A LOSS THAT
EXCEEDS THE AMOUNT ACTUALLY INVESTED.
LIQUIDITY RISK
THE RISK THAT OCCURS WHEN INVESTMENTS CANNOT BE READILY SOLD. A FUND MAY HAVE
TO ACCEPT A LESS-THAN-DESIRABLE PRICE TO COMPLETE THE SALE OF AN ILLIQUID
SECURITY OR MAY NOT BE ABLE TO SELL IT AT ALL.
MANAGEMENT RISK
THE RISK THAT A FUND'S PORTFOLIO MANAGEMENT PRACTICES MIGHT NOT WORK TO ACHIEVE
THEIR DESIRED RESULT.
MARKET RISK
THE RISK THAT SECURITIES PRICES IN A MARKET, A SECTOR OR AN INDUSTRY WILL
FLUCTUATE, AND THAT SUCH MOVEMENTS MIGHT REDUCE AN INVESTMENT'S VALUE.
OPPORTUNITY RISK
THE RISK OF MISSING OUT ON AN INVESTMENT OPPORTUNITY BECAUSE THE ASSETS NEEDED
TO TAKE ADVANTAGE OF IT ARE COMMITTED TO LESS ADVANTAGEOUS INVESTMENTS OR
STRATEGIES.
POLITICAL RISK
THE RISK THAT MAY OCCUR WITH FOREIGN INVESTMENTS, AND MEANS THAT THE VALUE OF AN
INVESTMENT MAY BE ADVERSELY AFFECTED BY NATIONALIZATION, TAXATION, WAR,
GOVERNMENT INSTABILITY OR OTHER ECONOMIC OR POLITICAL ACTIONS OR FACTORS.
PREPAYMENT RISK
THE RISK THAT UNANTICIPATED PREPAYMENTS MAY OCCUR, REDUCING THE VALUE OF A
MORTGAGE-BACKED SECURITY. THE FUND MUST THEN REINVEST THOSE ASSETS AT THE
CURRENT MARKET RATE, WHICH MAY BE LOWER.
TRANSACTION RISK
THE RISK THAT A FUND MAY BE DELAYED OR UNABLE TO SETTLE A TRANSACTION OR THAT
COMMISSIONS AND SETTLEMENT EXPENSES MAY BE HIGHER THAN USUAL.
INVESTMENT SELECTION PROCESS (NOT APPLICABLE TO CALVERT INCOME FUND)
INVESTMENTS ARE SELECTED ON THE BASIS OF THEIR ABILITY TO CONTRIBUTE TO THE DUAL
OBJECTIVES OF FINANCIAL SOUNDNESS AND SOCIAL CRITERIA. POTENTIAL INVESTMENTS FOR
A FUND ARE FIRST SELECTED FOR FINANCIAL SOUNDNESS AND THEN EVALUATED ACCORDING
TO THAT FUND'S SOCIAL CRITERIA. TO THE GREATEST EXTENT POSSIBLE, CALVERT SOCIAL
INVESTMENT FUND (CSIF) AND CALVERT WORLD VALUES INTERNATIONAL EQUITY FUND (CWVF)
SEEK TO INVEST IN COMPANIES THAT EXHIBIT POSITIVE ACCOMPLISHMENTS WITH RESPECT
TO ONE OR MORE OF THE SOCIAL CRITERIA. INVESTMENTS FOR ALL FUNDS MUST MEET THE
MINIMUM STANDARDS FOR ALL ITS FINANCIAL AND SOCIAL CRITERIA.
ALTHOUGH EACH FUND'S SOCIAL CRITERIA TEND TO LIMIT THE AVAILABILITY OF
INVESTMENT OPPORTUNITIES MORE THAN IS CUSTOMARY WITH OTHER INVESTMENT COMPANIES,
CAMCO AND THE SUBADVISORS OF THE FUNDS BELIEVE THERE ARE SUFFICIENT INVESTMENT
OPPORTUNITIES TO PERMIT FULL INVESTMENT AMONG ISSUERS WHICH SATISFY EACH FUND'S
INVESTMENT AND SOCIAL OBJECTIVES.
THE SELECTION OF AN INVESTMENT BY A FUND DOES NOT CONSTITUTE ENDORSEMENT OR
VALIDATION BY THAT FUND, NOR DOES THE EXCLUSION OF AN INVESTMENT NECESSARILY
REFLECT FAILURE TO SATISFY THE FUND'S SOCIAL CRITERIA. INVESTORS ARE INVITED TO
SEND A BRIEF DESCRIPTION OF COMPANIES THEY BELIEVE MIGHT BE SUITABLE FOR
INVESTMENT.
<PAGE>
SOCIALLY RESPONSIBLE INVESTMENT CRITERIA
THE FUNDS INVEST IN ACCORDANCE WITH THE 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. IN
ADDITION, WE BELIEVE THAT THERE ARE LONG-TERM BENEFITS IN AN INVESTMENT
PHILOSOPHY THAT DEMONSTRATES CONCERN FOR THE ENVIRONMENT, LABOR RELATIONS, HUMAN
RIGHTS AND COMMUNITY RELATIONS. THOSE ENTERPRISES THAT EXHIBIT A SOCIAL
AWARENESS IN THESE ISSUES SHOULD BE BETTER PREPARED TO MEET FUTURE SOCIETAL
NEEDS. BY RESPONDING TO SOCIAL CONCERNS, THESE ENTERPRISES 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 SEEK TO PROVIDE A
POSITIVE RETURN TO BOTH INVESTORS AND SOCIETY AS A WHOLE.
EACH FUND HAS DEVELOPED SOCIAL INVESTMENT CRITERIA, DETAILED BELOW. THESE
CRITERIA REPRESENT STANDARDS OF BEHAVIOR WHICH FEW, IF ANY, ORGANIZATIONS
TOTALLY SATISFY. AS A MATTER OF PRACTICE, EVALUATION OF A PARTICULAR
ORGANIZATION IN THE CONTEXT OF THESE CRITERIA WILL INVOLVE SUBJECTIVE JUDGMENT
BY CAMCO AND THE SUBADVISORS. ALL SOCIAL CRITERIA MAY BE CHANGED BY THE BOARD OF
TRUSTEES/DIRECTORS WITHOUT SHAREHOLDER APPROVAL.
CALVERT SOCIAL INVESTMENT FUND
CSIF SEEKS TO INVEST IN COMPANIES THAT:
- - DELIVER SAFE PRODUCTS AND SERVICES IN WAYS THAT SUSTAIN OUR
NATURAL ENVIRONMENT. FOR EXAMPLE, CSIF LOOKS FOR COMPANIES THAT
PRODUCE ENERGY FROM RENEWABLE RESOURCES, WHILE AVOIDING CONSISTENT
POLLUTERS.
- - MANAGE WITH PARTICIPATION THROUGHOUT THE ORGANIZATION IN DEFINING
AND ACHIEVING OBJECTIVES. FOR EXAMPLE, CSIF LOOKS FOR COMPANIES THAT
OFFER EMPLOYEE STOCK OWNERSHIP OR PROFIT-SHARING PLANS.
- - NEGOTIATE FAIRLY WITH THEIR WORKERS, PROVIDE AN ENVIRONMENT SUPPORTIVE
OF THEIR WELLNESS, DO NOT DISCRIMINATE ON THE BASIS OF RACE, GENDER,
RELIGION, AGE, DISABILITY, ETHNIC ORIGIN, OR SEXUAL ORIENTATION, DO NOT
CONSISTENTLY VIOLATE REGULATIONS OF THE EEOC, AND PROVIDE OPPORTUNITIES FOR
WOMEN, DISADVANTAGED MINORITIES, AND OTHERS FOR WHOM EQUAL
OPPORTUNITIES HAVE OFTEN BEEN DENIED. FOR EXAMPLE, CSIF CONSIDERS BOTH
UNIONIZED AND NON-UNION FIRMS WITH GOOD LABOR RELATIONS.
- - FOSTER 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, CSIF LOOKS FOR
COMPANIES WITH AN ABOVE AVERAGE COMMITMENT TO COMMUNITY AFFAIRS AND
CHARITABLE GIVING.
CSIF WILL NOT INVEST IN COMPANIES THAT THE ADVISOR DETERMINES TO BE
SIGNIFICANTLY ENGAGED IN:
- - BUSINESS ACTIVITIES IN SUPPORT OF REPRESSIVE REGIMES
- - PRODUCTION, OR THE MANUFACTURE OF EQUIPMENT, TO PRODUCE NUCLEAR
ENERGY
- - MANUFACTURE OF WEAPON SYSTEMS
- - MANUFACTURE OF ALCOHOLIC BEVERAGES OR TOBACCO PRODUCTS
- - OPERATION OF GAMBLING CASINOS
- - A PATTERN AND PRACTICE OF VIOLATING THE RIGHTS OF INDIGENOUS
PEOPLE. WE URGE COMPANIES TO END NEGATIVE STEREOTYPES OF NATIVE
AMERICANS AND OTHER INDIGENOUS PEOPLES. FOR EXAM- PLE, CSIF OBJECTS TO
THE UNAUTHORIZED USE OF NAMES AND IMAGES THAT PORTRAY NATIVE AMERICANS
IN A NEGATIVE LIGHT, AND SUPPORTS THE PROMOTION OF POSITIVE PORTRAYALS
OF ALL INDIVIDUALS AND ETHNIC GROUPS.
WITH RESPECT TO U.S. GOVERNMENT SECURITIES, CSIF INVESTS PRIMARILY IN DEBT
OBLIGATIONS ISSUED OR GUARANTEED BY AGENCIES OR INSTRUMENTALITIES OF THE U.S.
GOVERNMENT WHOSE PURPOSES FURTHER OR ARE COMPATIBLE WITH CSIF'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.
CALVERT WORLD VALUES INTERNATIONAL EQUITY FUND
THE SPIRIT OF CALVERT WORLD VALUES INTERNATIONAL EQUITY FUND'S SOCIAL CRITERIA
IS SIMILAR TO CSIF, BUT THE APPLICATION OF THE SOCIAL ANALYSIS IS SIGNIFICANTLY
DIFFERENT. INTERNATIONAL INVESTING BRINGS UNIQUE CHALLENGES IN TERMS OF
CORPORATE DISCLOSURE, REGULATORY STRUCTURES, ENVIRONMENTAL STANDARDS, AND
DIFFERING NATIONAL AND CULTURAL PRIORITIES. DUE TO THESE FACTORS, THE CWVF
SOCIAL INVESTMENT STANDARDS ARE LESS STRINGENT THAN THOSE OF CSIF.
CWVF SEEKS TO INVEST IN COMPANIES THAT:
- - ACHIEVE EXCELLENCE IN ENVIRONMENTAL MANAGEMENT. WE SELECT
INVESTMENTS THAT TAKE POSITIVE STEPS TOWARD PRESERVING AND ENHANCING OUR
NATURAL ENVIRONMENT THROUGH THEIR OPERATIONS AND PRODUCTS. WE
AVOID COMPANIES WITH POOR ENVIRONMENTAL RECORDS.
- - HAVE POSITIVE LABOR PRACTICES. WE CONSIDER THE INTERNATIONAL LABOR
ORGANIZATION'S BASIC CONVENTIONS ON WORKER RIGHTS AS A GUIDELINE FOR
OUR LABOR CRITERIA. WE SEEK TO INVEST IN COMPANIES THAT HIRE AND
PROMOTE WOMEN AND ETHNIC MINORITIES; RESPECT THE RIGHT TO FORM
UNIONS; COMPLY, AT A MINIMUM, WITH DOMESTIC HOUR AND WAGE LAWS; AND
PROVIDE GOOD HEALTH AND SAFETY STANDARDS. WE AVOID COMPANIES THAT
DEMONSTRATE A PATTERN OF ENGAGING IN FORCED, COMPULSORY, OR CHILD LABOR.
<PAGE>
CWVF AVOIDS INVESTING IN COMPANIES THAT:
- - CONTRIBUTE TO HUMAN RIGHTS ABUSES IN OTHER COUNTRIES 1
- - PRODUCE NUCLEAR POWER OR NUCLEAR WEAPONS, OR HAVE MORE THAN 10%
OF REVENUES DERIVED FROM THE PRODUCTION OR SALE OF WEAPONS SYSTEMS
- - DERIVE MORE THAN 10% OF REVENUES FROM THE PRODUCTION OF ALCOHOL
OR TOBACCO PRODUCTS, BUT ACTIVELY SEEKS TO INVEST IN COMPANIES WHOSE
PRODUCTS OR SERVICES IMPROVE THE QUALITY OF OR ACCESS TO HEALTH CARE,
INCLUDING PUBLIC HEALTH AND PRE- VENTATIVE MEDICINE
CALVERT CAPITAL ACCUMULATION FUND
CALVERT NEW VISION SMALL CAP FUND
THE FUNDS CAREFULLY REVIEW COMPANY POLICIES AND BEHAVIOR REGARDING SOCIAL ISSUES
IMPORTANT TO QUALITY OF LIFE SUCH AS:
- ENVIRONMENT
- EMPLOYEE RELATIONS
- PRODUCT CRITERIA
- WEAPONS SYSTEMS
- NUCLEAR ENERGY
- HUMAN RIGHTS
BOTH FUNDS WILL AVOID INVESTING IN COMPANIES THAT HAVE:
- - SIGNIFICANT OR HISTORICAL PATTERNS OF VIOLATING ENVIRONMENTAL
REGULATIONS, OR OTHERWISE HAVE AN EGREGIOUS ENVIRONMENTAL RECORD
- - SIGNIFICANT OR HISTORICAL PATTERNS OF DISCRIMINATION AGAINST
EMPLOYEES ON THE BASIS OF RACE, GENDER, RELIGION, AGE, DISABILITY
OR SEXUAL ORIENTATION, OR THAT HAVE MAJOR LABOR- MANAGEMENT DISPUTES
- - NUCLEAR POWER PLANT OPERATORS AND OWNERS, OR MANUFACTUR- ERS OF
KEY COMPONENTS IN THE NUCLEAR POWER PROCESS
- - SIGNIFICANTLY ENGAGED IN WEAPONS PRODUCTION( INCLUDING WEAPONS
SYSTEMS CONTRACTORS AND MAJOR NUCLEAR WEAPONS SYSTEMS CONTRACTORS)
- - SIGNIFICANTLY INVOLVED IN THE MANUFACTURE OF TOBACCO OR ALCOHOL
PRODUCTS
- - PRODUCTS OR OFFER SERVICES THAT, UNDER PROPER USE, ARE
CONSIDERED HARMFUL
CAPITAL ACCUMULATION WILL AVOID COMPANIES THAT THE ADVISOR DETERMINES TO BE
SIGNIFICANTLY ENGAGED IN:
- - A PATTERN AND PRACTICE OF VIOLATING THE RIGHTS OF INDIGENOUS
PEOPLE. WE URGE COMPANIES TO END NEGATIVE STEREOTYPES OF NATIVE
AMERICANS AND OTHER INDIGENOUS PEOPLES. FOR EXAM- PLE, CAPITAL
ACCUMULATION OBJECTS TO THE UNAUTHORIZED USE OF NAMES AND IMAGES THAT
PORTRAY NATIVE AMERICANS IN A NEGATIVE LIGHT, AND SUPPORTS THE
PROMOTION OF POSITIVE PORTRAYALS OF ALL INDIVIDUALS AND ETHNIC
GROUPS.
THE ADVISOR WILL SEEK TO REVIEW COMPANIES' OVERSEAS OPERATIONS CONSISTENT WITH
THE SOCIAL CRITERIA STATED ABOVE.
WHILE CAPITAL ACCUMULATION AND NEW VISION MAY INVEST IN COMPANIES THAT EXHIBIT
POSITIVE SOCIAL CHARACTERISTICS, THEY MAKE NO EXPLICIT CLAIMS TO SEEK OUT
COMPANIES WITH SUCH PRACTICES.
1 CWVF MAY INVEST IN COMPANIES THAT OPERATE IN COUNTRIES WITH POOR HUMAN
RIGHTS RECORDS IF WE BELIEVE THE COMPANIES ARE MAKING A POSITIVE CONTRIBUTION.
HIGH SOCIAL IMPACT INVESTMENTS - CSIF BALANCED, BOND AND EQUITY, CALVERT WORLD
VALUES INTERNATIONAL EQUITY, CAPITAL ACCUMULATION AND NEW VISION
HIGH SOCIAL IMPACT INVESTMENTS IS A PROGRAM THAT TARGETS A PERCENTAGE OF THE
FUNDS' ASSETS (UP TO 1% FOR EACH OF CSIF BALANCED, CSIF EQUITY AND CSIF BOND AND
NEW VISION AND UP TO 3% FOR EACH OF CWVF INTERNATIONAL EQUITY AND CAPITAL
ACCUMULATION) TO DIRECTLY SUPPORT THE GROWTH OF COMMUNITY-BASED ORGANIZATIONS
FOR THE PURPOSES OF PROMOTING BUSINESS CREATION, HOUSING DEVELOPMENT, AND
ECONOMIC AND SOCIAL DEVELOPMENT OF URBAN AND RURAL COMMUNITIES. THESE TYPES OF
INVESTMENTS OFFER A RATE OF RETURN BELOW THE THEN-PREVAILING MARKET RATE, AND
ARE CONSIDERED ILLIQUID, UNRATED AND BELOW-INVESTMENT GRADE. THEY ALSO INVOLVE A
GREATER RISK OF DEFAULT OR PRICE DECLINE THAN INVESTMENT GRADE SECURITIES.
HOWEVER, THEY HAVE A SIGNIFICANT SOCIAL RETURN BY MAKING A TREMENDOUS DIFFERENCE
IN OUR LOCAL COMMUNITIES. HIGH SOCIAL IMPACT INVESTMENTS ARE VALUED UNDER THE
DIRECTION AND CONTROL OF THE FUNDS' BOARDS. THE PROGRAM IS ADMINISTERED BY THE
CALVERT SOCIAL INVESTMENT FOUNDATION, WHICH MAY RECEIVE A FEE FROM THE FUNDS.
THE FUNDS HAVE RECEIVED AN EXEMPTIVE ORDER TO PERMIT THEM TO INVEST THOSE ASSETS
ALLOCATED FOR INVESTMENT IN HIGH SOCIAL IMPACT INVESTMENTS THROUGH THE PURCHASE
OF COMMUNITY INVESTMENT NOTES FROM THE CALVERT SOCIAL INVESTMENT FOUNDATION. THE
CALVERT SOCIAL INVESTMENT FOUNDATION IS A NON-PROFIT ORGANIZATION, LEGALLY
DISTINCT FROM CALVERT GROUP, ORGANIZED AS A CHARITABLE AND EDUCATIONAL
FOUNDATION FOR THE PURPOSE OF INCREASING PUBLIC AWARENESS AND KNOWLEDGE OF THE
CONCEPT OF SOCIALLY RESPONSIBLE INVESTING. IT HAS INSTITUTED THE CALVERT
COMMUNITY INVESTMENTS PROGRAM TO RAISE ASSETS FROM INDIVIDUAL AND INSTITUTIONAL
INVESTORS AND THEN INVEST THESE ASSETS DIRECTLY IN NON-PROFIT OR NOT-FOR-PROFIT
COMMUNITY DEVELOPMENT ORGANIZATIONS AND COMMUNITY DEVELOPMENT BANKS THAT FOCUS
ON LOW INCOME HOUSING, ECONOMIC DEVELOPMENT AND BUSINESS DEVELOPMENT IN URBAN
AND RURAL COMMUNITIES.
SPECIAL EQUITIES - CSIF BALANCED AND CALVERT WORLD VALUES INTERNATIONAL EQUITY
CSIF BALANCED AND CWVF INTERNATIONAL EQUITY EACH HAVE A SPECIAL EQUITIES
INVESTMENT PROGRAM THAT ALLOWS THE FUND TO PROMOTE ESPECIALLY PROMISING
APPROACHES TO SOCIAL GOALS THROUGH PRIVATELY PLACED INVESTMENTS. THE
INVESTMENTS ARE GENERALLY VENTURE CAPITAL INVESTMENTS IN SMALL, UNTRIED
ENTERPRISES. THE SPECIAL EQUITIES COMMITTEE OF EACH FUND IDENTIFIES, EVALUATES,
AND SELECTS THE SPECIAL EQUITIES INVESTMENTS. SPECIAL EQUITIES INVOLVE A HIGH
DEGREE OF RISK-- THEY ARE SUBJECT TO LIQUIDITY, INFORMATION, AND IF A DEBT
INVESTMENT, CREDIT RISK. SPECIAL EQUITIES ARE VALUED UNDER THE DIRECTION AND
CONTROL OF THE FUND'S BOARD.
<PAGE>
ABOUT CALVERT GROUP
CALVERT ASSET MANAGEMENT COMPANY, INC.(4550 MONTGOMERY AVENUE, SUITE 1000N,
BETHESDA, MD 20814) ("CAMCO") IS THE FUNDS' INVESTMENT ADVISOR. CAMCO PROVIDES
THE FUNDS WITH INVESTMENT SUPERVISION AND MANAGEMENT AND OFFICE SPACE; FURNISHES
EXECUTIVE AND OTHER PERSONNEL TO THE FUNDS, AND PAYS THE SALARIES AND FEES OF
ALL TRUSTEES/DIRECTORS WHO ARE AFFILIATED PERSONS OF THE ADVISOR. IT HAS BEEN
MANAGING MUTUAL FUND PORTFOLIOS SINCE 1976. CAMCO IS THE INVESTMENT ADVISOR FOR
OVER 25 MUTUAL FUND PORTFOLIOS, INCLUDING THE FIRST AND LARGEST FAMILY OF
SOCIALLY SCREENED FUNDS. AS OF DECEMBER 31, 1999, CAMCO HAD OVER $6 BILLION IN
ASSETS UNDER MANAGEMENT.
CAMCO USES A TEAM APPROACH TO ITS MANAGEMENT OF CSIF BOND (SINCE FEBRUARY
1997), CALVERT INCOME (SINCE FEBRUARY 1995) AND THE FIXED-INCOME ASSETS OF CSIF
BALANCED (JUNE 1995). RENO J. MARTINI, SENIOR VICE PRESIDENT AND CHIEF
INVESTMENT OFFICER, HEADS THIS TEAM AND OVERSEES THE INVESTMENT STRATEGY AND
MANAGEMENT OF ALL CALVERT FUNDS FOR CAMCO WHILE GREGORY HABEEB MANAGES THE
DAY-TO-DAY INVESTMENTS OF CAMCO'S TAXABLE FIXED-INCOME PORTFOLIOS. MR. HABEEB
HAS OVER 19 YEARS OF EXPERIENCE AS AN ANALYST, TRADER, AND PORTFOLIO MANAGER.
SUBADVISORS AND PORTFOLIO MANAGERS
BROWN CAPITAL MANAGEMENT, INC., 1201 NORTH CALVERT STREET, BALTIMORE, MARYLAND
21202, HAS MANAGED PART OF THE EQUITY INVESTMENTS OF CSIF BALANCED SINCE 1996,
AND CAPITAL ACCUMULATION SINCE 1994. IN 1997, BROWN CAPITAL BECAME THE SOLE
SUBADVISOR FOR CAPITAL ACCUMULATION. IT USES A BOTTOM-UP APPROACH THAT
INCORPORATES GROWTH-ADJUSTED PRICE EARNINGS, CONCENTRATING ON MID-/LARGE-CAP
GROWTH STOCKS.
EDDIE C. BROWN, FOUNDER AND PRESIDENT OF BROWN CAPITAL MANAGEMENT, INC., HEADS
THE PORTFOLIO MANAGEMENT TEAM FOR CAPITAL ACCUMULATION AND BROWN CAPITAL'S
PORTION OF CSIF BALANCED. HE BRINGS OVER 24 YEARS OF MANAGEMENT EXPERIENCE TO
THE FUNDS, AND HAS HELD POSITIONS WITH T. ROWE PRICE ASSOCIATES AND IRWING
MANAGEMENT COMPANY. MR. BROWN IS A FREQUENT PANELIST ON "WALL STREET WEEK WITH
LOUIS RUKEYSER" AND IS A MEMBER OF THE WALL STREET WEEK HALL OF FAME.
NCM CAPITAL MANAGEMENT GROUP, INC., 103 WEST MAIN STREET, DURHAM, NC 27701, HAS
MANAGED PART OF THE EQUITY INVESTMENTS OF CSIF BALANCED SINCE 1995. NCM IS ONE
OF THE LARGEST MINORITY-OWNED INVESTMENT MANAGEMENT FIRMS IN THE COUNTRY AND
PROVIDES PRODUCTS IN EQUITY FIXED INCOME AND BALANCED PORTFOLIO MANAGEMENT. IT
IS ALSO ONE OF THE INDUSTRY LEADERS IN THE EMPLOYMENT AND TRAINING OF MINORITY
AND WOMEN INVESTMENT PROFESSIONALS.
NCM'S PORTFOLIO MANAGEMENT TEAM CONSISTS OF SEVERAL MEMBERS, HEADED BY MACEO K.
SLOAN. MR. SLOAN HAS MORE THAN 12 YEARS OF EXPERIENCE IN THE INVESTMENT
INDUSTRY, AND IS A FREQUENT PANELIST ON WALL STREET WEEK WITH LOUIS RUKEYSER.
STATE STREET GLOBAL ADVISORS (SSGA); 225 FRANKLIN ST., BOSTON, MA 02110 WAS
ESTABLISHED IN 1978 AS AN INVESTMENT MANAGEMENT DIVISION OF THE STATE STREET
BANK AND TRUST COMPANY. SSGA IS A PIONEER IN THE DEVELOPMENT OF DOMESTIC AND
INTERNATIONAL INDEX FUNDS, AND HAS MANAGED CSIF MANAGED INDEX SINCE ITS
INCEPTION.
SSGA'S PORTFOLIO MANAGEMENT TEAM CONSISTS OF SEVERAL MEMBERS, HEADED BY ARLENE
ROCKEFELLER. SHE JOINED SSGA IN 1982, WITH 10 YEARS EXPERIENCE IN INVESTMENT
COMPUTER SYSTEMS. MS. ROCKEFELLER IS CURRENTLY DIRECTOR OF SSGA'S GLOBAL EQUITY
GROUP. SHE MANAGES A VARIETY OF SSGA'S EQUITY AND TAX-FREE FUNDS.
ATLANTA CAPITAL MANAGEMENT COMPANY, LLCLA; TWO MIDTOWN PLAZA, SUITE 1600, 1349
WEST PEACHTREE STREET, ATLANTA, GA 30309 HAS MANAGED CSIF EQUITY SINCE
SEPTEMBER 1998.
DANIEL W. BOONE, III, C.F.A. HEADS THE ATLANTA PORTFOLIO MANAGEMENT TEAM FOR
CSIF EQUITY. HE IS A SENIOR PARTNER AND SENIOR INVESTMENT PROFESSIONAL FOR
ATLANTA CAPITAL. HE HAS BEEN WITH THE FIRM SINCE 1976. HE SPECIALIZES IN
EQUITY PORTFOLIO MANAGEMENT AND RESEARCH. BEFORE JOINING THE FIRM, HE HELD
POSITIONS WITH THE INTERNATIONAL FIRM OF LAZARD, FRERES IN NEW YORK, AND
WELLINGTON MANAGEMENT COMPANY. MR. BOONE HAS EARNED A MBA FROM THE WHARTON
SCHOOL OF UNIVERSITY OF PENNSYLVANIA, WHERE HE GRADUATED WITH DISTINCTION, AND A
B.A. FROM DAVIDSON COLLEGE.
MURRAY JOHNSTONE INTERNATIONAL, LTD, 875 NORTH MICHIGAN AVE., SUITE 3415,
CHICAGO, IL 60611. THE FIRM HAS MANAGED CALVERT WORLD VALUES INTERNATIONAL
EQUITY FUND SINCE ITS INCEPTION.
ANDREW PRESTON HEADS THE PORTFOLIO MANAGEMENT TEAM FOR INTERNATIONAL EQUITY. HE
JOINED MURRAY JOHNSTONE INTERNATIONAL IN 1985, AND HAS HELD POSITIONS AS
INVESTMENT ANALYST IN THE UNITED KINGDOM AND U.S. DEPARTMENT, AND FUND MANAGER
IN THE JAPANESE DEPARTMENT. HE WAS APPOINTED DIRECTOR OF THE COMPANY IN 1993.
PRIOR TO JOINING MURRAY JOHNSTONE, HE WAS A MEMBER OF THE AUSTRALIAN FOREIGN
SERVICE AND ATTENDED UNIVERSITY IN AUSTRALIA AND JAPAN.
AWAD ASSET MANAGEMENT, INC. (AWAD); 250 PARK AVENUE, NEW YORK, NY 10177, A
SUBSIDIARY OF RAYMOND JAMES & ASSOCIATES, HAS MANAGED THE NEW VISION SMALL CAP
FUND SINCE 1997. THE FIRM SPECIALIZES IN THE MANAGEMENT OF SMALL-CAPITALIZATION
GROWTH STOCKS. THEY EMPHASIZE A GROWTH-AT-A-REASONABLE-PRICE INVESTMENT
PHILOSOPHY.
JAMES AWAD, PRESIDENT OF AWAD, FOUNDED THE FIRM IN 1992. HE HEADS THE PORTFOLIO
MANAGEMENT TEAM FOR NEW VISION SMALL CAP. MR. AWAD HAS MORE THAN 30 YEARS
EXPERIENCE IN THE INVESTMENT BUSINESS, HOLDING POSITIONS WITH FIRMS SUCH AS
NEUBERGER & BERMAN AND FIRST INVESTORS CORPORATION.
EACH OF THE FUNDS HAS OBTAINED AN EXEMPTIVE ORDER FROM THE SECURITIES AND
EXCHANGE COMMISSION TO PERMIT THE FUND, PURSUANT TO APPROVAL BY THE BOARD OF
TRUSTEES/DIRECTORS, TO ENTER INTO AND MATERIALLY AMEND CONTRACTS WITH THE FUND'S
SUBADVISOR WITHOUT SHAREHOLDER APPROVAL. SEE "INVESTMENT ADVISOR AND SUBADVISOR"
IN THE SAI FOR FURTHER DETAILS.
<PAGE>
ADVISORY FEES
THE FOLLOWING TABLE SHOWS THE AGGREGATE ANNUAL ADVISORY FEE PAID TO CAMCO BY
EACH FUND FOR THE MOST RECENT FISCAL YEAR AS A PERCENTAGE OF THAT FUND'S AVERAGE
DAILY NET ASSETS.
CSIF BALANCED 0.42%
CSIF MANAGED INDEX 0.50% 1
CSIF EQUITY 0.51%
CSIF BOND 0.43%
CWVF INTERNATIONAL EQUITY 0.75%
CAPITAL ACCUMULATION 0.65%
NEW VISION SMALL CAP 0.75%
CALVERT INCOME 0.40%
1 CSIF MANAGED INDEX HAS A RECAPTURE PROVISION UNDER WHICH CAMCO MAY ELECT TO
RECAPTURE FROM THE FUND IN A LATER YEAR ANY FEES CAMCO WAIVES OR
EXPENSES IT ASSUMES, SUBJECT TO CERTAIN LIMITATIONS.
A WORD ABOUT THE YEAR 2000 (Y2K) AND OUR
COMPUTER SYSTEMS
LIKE WITH OTHER MUTUAL FUNDS, CAMCO AND ITS SERVICE PROVIDERS USE COMPUTER
SYSTEMS FOR ALL ASPECTS OF OUR BUSINESS-PROCESSING SHAREHOLDER AND FUND
TRANSACTIONS, FUND ACCOUNTING, EXECUTING TRADES, AND PRICING SECURITIES JUST TO
NAME A FEW. THE CONCERN HAS BEEN THAT MANY SOFTWARE PROGRAMS CANNOT DISTINGUISH
BETWEEN THE YEAR 2000 AND THE YEAR 1900. THIS COULD CAUSE PROBLEMS WITH
RETIREMENT PLAN DISTRIBUTIONS, DIVIDEND PAYMENT SOFTWARE, TRANSACTION SOFTWARE,
AND NUMEROUS OTHER AREAS THAT IMPACT THE FUND. LEADING UP TO THIS YEAR, CALVERT
GROUP HAS BEEN REVIEWING ALL OF ITS COMPUTER SYSTEMS FOR Y2K COMPLIANCE.
ALTHOUGH, THUS FAR, THERE HAVE BEEN NO PROBLEMS CAUSED BY Y2K THAT COULD IMPACT
THE FUND, THERE CAN BE NO ASSURANCE THAT THERE WILL BE NO FUTURE IMPACT. THE
ADVISOR, THE UNDERWRITER, TRANSFER AGENT AND CUSTODIAN HAVE ADVISED THE FUND
THAT THEY WILL CONTINUE TO ACTIVELY WORK ON ANY NECESSARY CHANGES TO THEIR
COMPUTER SYSTEMS TO ADDRESS ANY ISSUES THAT MAY ARISE THROUGHOUT THE YEAR AND
EXPECT THAT THEIR SYSTEMS, AND THOSE OF THEIR OUTSIDE SERVICE PROVIDERS, WILL BE
ADAPTED ACCORDINGLY. FOR MORE INFORMATION, PLEASE VISIT OUR WEBSITE AT
WWW.CALVERT.COM.
HOW TO OPEN AN ACCOUNT
COMPLETE AND SIGN AN APPLICATION FOR EACH NEW ACCOUNT. BE SURE TO SPECIFY CLASS
I. ALL PURCHASES MUST BE MADE BY BANKWIRE IN U.S. DOLLARS. FOR MORE
INFORMATION AND WIRE INSTRUCTIONS, CALL CALVERT GROUP AT 800-327-2109.
MINIMUM TO OPEN AN ACCOUNT $1,000,000
IMPORTANT - HOW SHARES ARE PRICED
THE PRICE OF SHARES IS BASED ON EACH FUND'S NET ASSET VALUE ("NAV"). NAV IS
COMPUTED BY ADDING THE VALUE OF A FUND'S HOLDINGS PLUS OTHER ASSETS, SUBTRACTING
LIABILITIES, AND THEN DIVIDING THE RESULT BY THE NUMBER OF SHARES OUTSTANDING.
IF A FUND HAS MORE THAN ONE CLASS OF SHARES, THE NAV OF EACH CLASS WILL BE
DIFFERENT, DEPENDING ON THE NUMBER OF SHARES OUTSTANDING FOR EACH CLASS.
PORTFOLIO SECURITIES AND OTHER ASSETS ARE VALUED BASED ON MARKET QUOTATIONS,
EXCEPT THAT SECURITIES MATURING WITHIN 60 DAYS ARE VALUED AT AMORTIZED COST. IF
MARKET QUOTATIONS ARE NOT READILY AVAILABLE, SECURITIES ARE VALUED BY A METHOD
THAT THE FUND'S BOARD OF TRUSTEES/DIRECTORS BELIEVES ACCURATELY REFLECTS FAIR
VALUE.
THE NAV IS CALCULATED AS OF THE CLOSE OF EACH BUSINESS DAY, WHICH COINCIDES WITH
THE CLOSING OF THE REGULAR SESSION OF THE NEW YORK STOCK EXCHANGE ("NYSE")
(NORMALLY 4 P.M. ET). EACH FUND IS OPEN FOR BUSINESS EACH DAY THE NYSE IS OPEN.
PLEASE NOTE THAT THERE ARE SOME FEDERAL HOLIDAYS, HOWEVER, SUCH AS COLUMBUS DAY
AND VETERAN'S DAY, WHEN THE NYSE IS OPEN AND THE FUND IS OPEN BUT PURCHASES
CANNOT BE MADE DUE TO THE CLOSURE OF THE BANKING SYSTEM.
SOME FUNDS HOLD SECURITIES THAT ARE PRIMARILY LISTED ON FOREIGN EXCHANGES THAT
TRADE ON DAYS WHEN THE NYSE IS CLOSED. THESE FUNDS DO NOT PRICE SHARES ON DAYS
WHEN THE NYSE IS CLOSED, EVEN IF FOREIGN MARKETS MAY BE OPEN. AS A RESULT, THE
VALUE OF THE FUND'S SHARES MAY CHANGE ON DAYS WHEN YOU WILL NOT BE ABLE TO BUY
OR SELL YOUR SHARES.
WHEN YOUR ACCOUNT WILL BE CREDITED
YOUR PURCHASE WILL BE PROCESSED AT THE NEXT NAV CALCULATED AFTER YOUR ORDER IS
RECEIVED IN GOOD ORDER. EACH FUND RESERVES THE RIGHT TO SUSPEND THE OFFERING OF
SHARES FOR A PERIOD OF TIME OR TO REJECT ANY SPECIFIC PURCHASE ORDER. ALL
PURCHASES WILL BE CONFIRMED AND CREDITED TO YOUR ACCOUNT IN FULL AND FRACTIONAL
SHARES (ROUNDED TO THE NEAREST 1/1000TH OF A SHARE).
OTHER CALVERT GROUP FEATURES
CALVERT INFORMATION NETWORK
FOR 24 HOUR PERFORMANCE AND ACCOUNT INFORMATION CALL
800-368-2745 OR VISIT WWW.CALVERT.COM
YOU CAN OBTAIN CURRENT PERFORMANCE AND PRICING INFORMATION, VERIFY ACCOUNT
BALANCES, AND AUTHORIZE CERTAIN TRANSACTIONS WITH THE CONVENIENCE OF ONE PHONE
CALL, 24 HOURS A DAY.
TELEPHONE TRANSACTIONS
YOU MAY PURCHASE, REDEEM, OR EXCHANGE SHARES AND WIRE FUNDS BY TELEPHONE IF YOU
HAVE PRE-AUTHORIZED SERVICE INSTRUCTIONS. YOU RECEIVE TELEPHONE PRIVILEGES
AUTOMATICALLY WHEN YOU OPEN YOUR ACCOUNT UNLESS YOU ELECT OTHERWISE. FOR OUR
MUTUAL PROTECTION, THE FUND, THE SHAREHOLDER SERVICING AGENT AND THEIR
AFFILIATES USE PRECAUTIONS SUCH AS VERIFYING SHAREHOLDER IDENTITY AND RECORDING
TELEPHONE CALLS TO CONFIRM INSTRUCTIONS GIVEN BY PHONE. A CONFIRMATION STATEMENT
IS SENT FOR MOST TRANSACTIONS; PLEASE REVIEW THIS STATEMENT AND VERIFY THE
ACCURACY OF YOUR TRANSACTION IMMEDIATELY.
<PAGE>
EXCHANGES
CALVERT GROUP OFFERS A WIDE VARIETY OF INVESTMENT OPTIONS THAT INCLUDES COMMON
STOCK FUNDS, TAX-EXEMPT AND CORPORATE BOND FUNDS, AND MONEY MARKET FUNDS (CALL
YOUR BROKER OR CALVERT REPRESENTATIVE FOR MORE INFORMATION). WE MAKE IT EASY FOR
YOU TO PURCHASE SHARES IN OTHER CALVERT FUNDS IF YOUR INVESTMENT GOALS CHANGE.
COMPLETE AND SIGN AN ACCOUNT APPLICATION, 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
TELEPHONE REDEMPTIONS HAVE BEEN AUTHORIZED AND THE SHARES ARE NOT IN CERTIFICATE
FORM.
BEFORE YOU MAKE AN EXCHANGE, PLEASE NOTE THE FOLLOWING:
EACH EXCHANGE REPRESENTS THE SALE OF SHARES OF ONE FUND AND THE PURCHASE OF
SHARES OF ANOTHER. THEREFORE, YOU COULD REALIZE A TAXABLE GAIN OR LOSS.
SHARES MAY ONLY BE EXCHANGED FOR CLASS I SHARES OF ANOTHER CALVERT FUND.
EXCHANGE REQUESTS WILL NOT BE ACCEPTED ON ANY DAY CALVERT IS OPEN BUT THE FUND'S
CUSTODIAN BANK IS CLOSED (E.G., COLUMBUS DAY AND VETERAN'S DAY); THESE EXCHANGE
REQUESTS WILL BE PROCESSED THE NEXT DAY THE FUND'S CUSTODIAN BANK IS OPEN.
EACH FUND AND THE DISTRIBUTOR RESERVE THE RIGHT AT ANY TIME TO REJECT OR CANCEL
ANY PART OF ANY PURCHASE OR EXCHANGE ORDER; MODIFY ANY TERMS OR CONDITIONS OF
PURCHASE OF SHARES OF ANY FUND; OR WITHDRAW ALL OR ANY PART OF THE OFFERING MADE
BY THIS PROSPECTUS. TO PROTECT THE INTERESTS OF INVESTORS, EACH FUND AND THE
DISTRIBUTOR MAY REJECT ANY ORDER CONSIDERED MARKET-TIMING ACTIVITY.
EACH FUND RESERVES THE RIGHT TO TERMINATE OR MODIFY THE EXCHANGE PRIVILEGE WITH
60 DAYS' WRITTEN NOTICE.
ELECTRONIC DELIVERY OF PROSPECTUSES AND
SHAREHOLDER REPORTS
YOU MAY REQUEST TO RECEIVE ELECTRONIC DELIVERY OF PROSPECTUSES AND ANNUAL AND
SEMI ANNUAL REPORTS.
COMBINED GENERAL MAILINGS (HOUSEHOLDING)
MULTIPLE ACCOUNTS WITH THE SAME SOCIAL SECURITY NUMBER WILL RECEIVE ONE MAILING
PER HOUSEHOLD OF INFORMATION SUCH AS PROSPECTUSES AND SEMI-ANNUAL AND ANNUAL
REPORTS. YOU MAY REQUEST FURTHER GROUPING OF ACCOUNTS TO RECEIVE FEWER MAILINGS.
SEPARATE STATEMENTS WILL BE GENERATED FOR EACH SEPARATE ACCOUNT AND WILL BE
MAILED IN ONE ENVELOPE FOR EACH COMBINATION ABOVE.
SPECIAL SERVICES AND CHARGES
EACH FUND 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 FEE FOR THESE SPECIAL SERVICES.
MINIMUM ACCOUNT BALANCE
PLEASE MAINTAIN A BALANCE IN EACH OF YOUR FUND ACCOUNTS OF AT LEAST $1,000,000
PER FUND. IF DUE TO REDEMPTIONS, THE ACCOUNT FALLS BELOW THE MINIMUM, YOUR
ACCOUNT MAY BE CLOSED AND THE PROCEEDS MAILED TO THE ADDRESS OF RECORD. YOU
WILL BE GIVEN A NOTICE THAT YOUR ACCOUNT IS BELOW THE MINIMUM AND WILL BE
CLOSED, OR MOVED TO CLASS A (AT NAV) AFTER 30 DAYS IF THE BALANCE IS NOT BROUGHT
UP TO THE REQUIRED MINIMUM AMOUNT.
DIVIDENDS, CAPITAL GAINS AND TAXES
EACH FUND PAYS DIVIDENDS FROM ITS NET INVESTMENT INCOME AS SHOWN BELOW. NET
INVESTMENT INCOME CONSISTS OF INTEREST INCOME, NET SHORT-TERM CAPITAL GAINS, IF
ANY, AND DIVIDENDS DECLARED AND ON INVESTMENTS, LESS EXPENSES. DISTRIBUTIONS OF
NET SHORT-TERM CAPITAL GAINS (TREATED AS DIVIDENDS FOR TAX PURPOSES) AND NET
LONG-TERM CAPITAL GAINS, IF ANY, ARE NORMALLY PAID ONCE A YEAR; HOWEVER, THE
FUNDS DO NOT ANTICIPATE MAKING ANY SUCH DISTRIBUTIONS UNLESS AVAILABLE CAPITAL
LOSS CARRYOVERS HAVE BEEN USED OR HAVE EXPIRED. DIVIDEND AND DISTRIBUTION
PAYMENTS WILL VARY BETWEEN CLASSES.
CSIF BOND PAID MONTHLY
CSIF BALANCED PAID QUARTERLY
CSIF EQUITY PAID ANNUALLY
CSIF MANAGED INDEX PAID ANNUALLY
CWVF INTERNATIONAL EQUITY PAID ANNUALLY
CAPITAL ACCUMULATION PAID ANNUALLY
NEW VISION SMALL CAP PAID ANNUALLY
CALVERT INCOME PAID MONTHLY
DIVIDEND PAYMENT OPTIONS
DIVIDENDS AND ANY DISTRIBUTIONS ARE AUTOMATICALLY REINVESTED IN THE SAME FUND AT
NAV, UNLESS YOU ELECT TO HAVE AMOUNTS OF $10 OR MORE PAID TO YOU BY WIRE TO A
PREDESIGNATED BANK ACCOUNT. DIVIDENDS AND DISTRIBUTIONS FROM ANY CALVERT GROUP
FUND MAY BE AUTOMATICALLY INVESTED IN AN IDENTICALLY REGISTERED ACCOUNT IN ANY
OTHER CALVERT GROUP FUND AT NAV. IF REINVESTED IN THE SAME ACCOUNT, NEW SHARES
WILL BE PURCHASED AT NAV ON THE REINVESTMENT DATE, WHICH IS GENERALLY 1 TO 3
DAYS PRIOR TO THE PAYMENT DATE. YOU MUST NOTIFY THE FUNDS IN WRITING TO CHANGE
YOUR PAYMENT OPTIONS.
BUYING A DIVIDEND
AT THE TIME OF PURCHASE, THE SHARE PRICE OF EACH CLASS 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. ON THE RECORD DATE FOR A DISTRIBUTION, 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
IN JANUARY, EACH FUND WILL MAIL YOU FORM 1099-DIV INDICATING THE FEDERAL TAX
STATUS OF DIVIDENDS AND ANY CAPITAL GAIN DISTRIBUTIONS PAID TO YOU DURING THE
PAST YEAR. GENERALLY, DIVIDENDS AND DISTRIBUTIONS ARE TAXABLE IN THE YEAR THEY
ARE PAID.
<PAGE>
HOWEVER, ANY DIVIDENDS AND DISTRIBUTIONS PAID IN JANUARY BUT DECLARED DURING THE
PRIOR THREE MONTHS ARE TAXABLE IN THE YEAR DECLARED. DIVIDENDS AND DISTRIBUTIONS
ARE TAXABLE TO YOU REGARDLESS OF WHETHER THEY ARE TAKEN IN CASH OR REINVESTED.
DIVIDENDS, INCLUDING SHORT-TERM CAPITAL GAINS, ARE TAXABLE AS ORDINARY INCOME.
DISTRIBUTIONS FROM LONG-TERM CAPITAL GAINS ARE TAXABLE AS LONG-TERM CAPITAL
GAINS, REGARDLESS OF HOW LONG YOU HAVE OWNED SHARES.
YOU MAY REALIZE A CAPITAL GAIN OR LOSS WHEN YOU SELL OR EXCHANGE SHARES. THIS
CAPITAL GAIN OR LOSS WILL BE SHORT- OR LONG-TERM, DEPENDING ON HOW LONG YOU HAVE
OWNED THE SHARES WHICH WERE SOLD. IN JANUARY, THESE FUNDS WILL MAIL YOU FORM
1099-B INDICATING THE TOTAL AMOUNT OF 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.
OTHER TAX INFORMATION
IN ADDITION TO FEDERAL TAXES, YOU MAY BE SUBJECT TO STATE OR LOCAL TAXES ON YOUR
INVESTMENT, DEPENDING ON THE LAWS IN YOUR AREA. YOU WILL BE NOTIFIED TO THE
EXTENT, IF ANY, THAT DIVIDENDS REFLECT INTEREST RECEIVED FROM US GOVERNMENT
SECURITIES. SUCH DIVIDENDS MAY BE EXEMPT FROM CERTAIN STATE INCOME TAXES.
TAXPAYER IDENTIFICATION NUMBER
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 US
TO WITHHOLD 31% OF YOUR REPORTABLE DIVIDENDS, AND POSSIBLY 31% OF CERTAIN
REDEMPTIONS. IN ADDITION, YOU MAY BE SUBJECT TO A FINE BY THE INTERNAL REVENUE
SERVICE. 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 (CLOSED) AT THE CURRENT NAV ON THE
DATE OF REDEMPTION. CALVERT GROUP RESERVES THE RIGHT TO REJECT ANY NEW ACCOUNT
OR ANY PURCHASE ORDER FOR FAILURE TO SUPPLY A CERTIFIED TIN.
HOW TO SELL SHARES
YOU MAY REDEEM ALL OR A PORTION OF YOUR SHARES ON ANY DAY YOUR FUND IS OPEN FOR
BUSINESS. YOUR SHARES WILL BE REDEEMED AT THE NEXT NAV CALCULATED AFTER YOUR
REDEMPTION REQUEST IS RECEIVED AND ACCEPTED. THE PROCEEDS WILL NORMALLY BE SENT
TO YOU ON THE NEXT BUSINESS DAY, BUT IF MAKING IMMEDIATE PAYMENT COULD ADVERSELY
AFFECT YOUR FUND, IT MAY TAKE UP TO SEVEN (7) DAYS TO MAKE PAYMENT. THE FUNDS
HAVE 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
AFFECTED FUND, WHICHEVER IS LESS. WHEN THE NYSE 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.
PLEASE NOTE THAT THERE ARE SOME FEDERAL HOLIDAYS, HOWEVER, SUCH AS COLUMBUS DAY
AND VETERANS' DAY, WHEN THE NYSE IS OPEN AND THE FUND IS OPEN BUT REDEMPTIONS
CANNOT BE MAILED OR WIRED BECAUSE THE POST OFFICES AND BANKS ARE CLOSED.
FOLLOW THESE SUGGESTIONS TO ENSURE TIMELY PROCESSING OF YOUR REDEMPTION REQUEST:
BY TELEPHONE - CALL 800-368-2745
YOU MAY REDEEM SHARES FROM YOUR ACCOUNT BY TELEPHONE AND HAVE YOUR MONEY WIRED
TO AN ADDRESS OR BANK YOU HAVE PREVIOUSLY AUTHORIZED. CLASS I REDEMPTIONS MUST
BE MADE BY WIRE.
IF YOU WANT THE MONEY TO BE WIRED TO A BANK NOT PREVIOUSLY AUTHORIZED, THEN A
VOIDED BANK CHECK MUST BE PROVIDED. 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.
FINANCIAL HIGHLIGHTS
THE FINANCIAL HIGHLIGHTS TABLE IS INTENDED TO HELP YOU UNDERSTAND THE FUNDS'
FINANCIAL PERFORMANCE FOR THE PAST FIVE (5) FISCAL YEARS (OR IF SHORTER, THE
PERIOD OF THE FUND'S OPERATIONS). THE FUNDS' FISCAL YEAR END IS SEPTEMBER 30.
CERTAIN INFORMATION REFLECTS FINANCIAL RESULTS FOR A SINGLE SHARE, BY FUND AND
CLASS. THE TOTAL RETURNS IN THE TABLE REPRESENT THE RATE THAT AN INVESTOR WOULD
HAVE EARNED (OR LOST) ON AN INVESTMENT IN A FUND (ASSUMING REINVESTMENT OF ALL
DIVIDENDS AND DISTRIBUTIONS), AND DOES NOT REFLECT ANY APPLICABLE FRONT- OR
BACK-END SALES CHARGE. THIS INFORMATION HAS BEEN AUDITED BY
PRICEWATERHOUSECOOPERS LLP WHOSE REPORT, ALONG WITH A FUND'S FINANCIAL
STATEMENTS, ARE INCLUDED IN THE FUND'S ANNUAL REPORT, WHICH IS AVAILABLE UPON
REQUEST.
<PAGE>
Balanced Portfolio
Financial Highlights
Period Ended
September 30,
Class I Shares 1999###
Net asset value, beginning $32.52
Income from investment operations
Net investment income .52
Net realized and unrealized gain (loss) (.35)
Total from investment operations .17
Distributions from
Net investment income (.56)
Total distributions (.56)
Total increase (decrease) in net asset value (.39)
Net asset value, ending $32.13
Total return* .52%
Ratios to average net assets:
Net investment income 2.54% (a)
Total expenses 74% (a)
Expenses before offsets .74% (a)
Net expenses .73% (a)
Portfolio turnover 175%
Net assets, ending (in thousands) $13,458
Number of shares outstanding,
ending (in thousands) 419
Managed Index
Periods Ended
September 30, September 30,
Class I Shares
1999 1998 ##
Net asset value, beginning $13.54 $15.00
Income from investment operations
Net investment income .11 . 04
Net realized and unrealized gain (loss) 3.29 (1.50)
Total from investment operations 3.40 (1.46)
Distributions from
Net investment income (.05) --
Total increase (decrease) in net asset value 3.35 (1.46)
Net asset value, ending $16.89 $13.54
Total return* 25.09% (9.73%)
Ratios to average net assets:
Net investment income .65% 54% (a)
Total expenses .91% 1.03% (a)
Expenses before offsets .81% .81% (a)
Net expenses .75% .75% (a)
Portfolio turnover 56% 27%
Net assets, ending (in thousands) $18,652 $14,897
Number of shares outstanding,
ending (in thousands) 1,104 1,100
Capital Accumulation Portfolio
Financial Highlights
Period Ended
September 30,
CLASS I SHARES 1999^^
Net asset value, beginning $26.18
Income from investment operations
Net investment income (loss) (.08)
Net realized and unrealized gain (loss) (.11)
Total from investment operations (.19)
Total increase (decrease) in net asset value (.19)
Net asset value, ending $25.99
Total return* (.73%)
Ratios to average net assets:
Net investment income (loss) (.50) (a)
Total expenses 1.24% (a)
Expenses before offsets .85% (a)
Net expenses .80% (a)
Portfolio turnover 88%
Net assets, ending (in thousands) $2,547
Number of shares outstanding, ending (in thousands) 98
International Equity Portfolio
Financial Highlights
Period Ended
September 30,
Class I Shares 1999#
Net asset value, beginning $19.91
Income from investment operations
Net investment income .15
Net realized and unrealized gain (loss) 1.93
Total from investment operations 2.08
Total increase (decrease) in net asset value 2.08
Net asset value, ending $21.99
Total return* 10.45%
Ratios to average net assets:
Net investment income (loss) 1.19% (a)
Total expenses 1.53% (a)
Expenses before offsets 1.09% (a)
Net expenses 1.05% (a)
Portfolio turnover 82%
Net assets, ending (in thousands) $3,006
Number of shares outstanding,
ending (in thousands) 137
New Vision Small Cap Portfolio
Financial Highlights
Period Ended
September 30,
Class I Shares 1999^^
Net asset value, beginning $12.20
Income from investment operations
Net investment income (loss) .03
Net realized and unrealized gain (loss) 1.34
Total from investment operations 1.37
Total increase (decrease) in net asset value 1.37
Net asset value, ending $13.57
Total return* 11.23%
Ratios to average net assets:
Net investment income (loss) .36% (a)
Total expenses 1.87% (a)
Expenses before offsets .93% (a)
Net expenses .82% (a)
Portfolio turnover 68%
Net assets, ending (in thousands) $1,314
Number of shares outstanding, ending (in thousands) 97
<PAGE>
TO OPEN AN INSTITUTIONAL (CLASS I) ACCOUNT:
800-327-2109
PERFORMANCE AND PRICES:
WWW.CALVERT.COM
CALVERT INFORMATION NETWORK
24 HOURS, 7 DAYS A WEEK
800-368-2745
SERVICE FOR EXISTING ACCOUNTS:
SHAREHOLDERS 800-327-2109
TDD FOR HEARING-IMPAIRED:
800-541-1524
CALVERT OFFICE:
4550 MONTGOMERY AVENUE
SUITE 1000N
BETHESDA, MD 20814
REGISTERED, CERTIFIED OR
OVERNIGHT MAIL:
CALVERT GROUP
C/O NFDS
330 WEST 9TH STREET
KANSAS CITY, MO 64105
CALVERT GROUP WEB-SITE
WWW.CALVERT.COM
PRINCIPAL UNDERWRITER
CALVERT DISTRIBUTORS, INC.
4550 MONTGOMERY AVENUE
SUITE 1000N
BETHESDA, MD 20814
<PAGE>
FOR INVESTORS WHO WANT MORE INFORMATION ABOUT THE FUNDS, THE FOLLOWING DOCUMENTS
ARE AVAILABLE FREE UPON REQUEST:
ANNUAL/SEMI-ANNUAL REPORTS: ADDITIONAL INFORMATION ABOUT EACH FUND'S
INVESTMENTS IS AVAILABLE IN THE FUND'S ANNUAL AND SEMI-ANNUAL REPORTS TO
SHAREHOLDERS. IN EACH FUND'S ANNUAL REPORT, YOU WILL FIND A DISCUSSION OF THE
MARKET CONDITIONS AND INVESTMENT STRATEGIES THAT SIGNIFICANTLY AFFECTED THE
FUND'S PERFORMANCE DURING ITS LAST FISCAL YEAR.
STATEMENT OF ADDITIONAL INFORMATION (SAI): THE SAI FOR EACH FUND PROVIDES MORE
DETAILED INFORMATION ABOUT THE FUND AND IS INCORPORATED INTO THIS PROSPECTUS BY
REFERENCE.
YOU CAN GET FREE COPIES OF REPORTS AND SAIS, REQUEST OTHER INFORMATION AND
DISCUSS YOUR QUESTIONS ABOUT THE FUNDS BY CONTACTING YOUR FINANCIAL
PROFESSIONAL, OR THE FUNDS AT:
CALVERT GROUP
4550 MONTGOMERY AVE, SUITE 1000N
BETHESDA, MD 20814
TELEPHONE: 1-800-327-2109
CALVERT GROUP WEB-SITE
WWW.CALVERT.COM
YOU CAN REVIEW THE FUNDS' REPORTS AND SAIS AT THE PUBLIC REFERENCE ROOM OF THE
SECURITIES AND EXCHANGE COMMISSION.
YOU CAN GET TEXT-ONLY COPIES:
FOR A FEE, BY WRITING TO OR CALLING THE PUBLIC REFERENCE SECTION OF THE
COMMISSION, WASHINGTON, D.C. 20549-0102. TELEPHONE: 202-942-8090.
FREE FROM THE COMMISSION'S INTERNET WEBSITE AT
WWW.SEC.GOV.
INVESTMENT COMPANY ACT FILE:
NO.811-3334 (CSIF)
NO.811- 06563 (CWVF INTERNATIONAL EQUITY AND CAPITAL ACCUMULATION)
NO.811- 3416 (NEW VISION AND CALVERT INCOME)
<PAGE>
CALVERT SOCIAL INVESTMENT FUND
(BALANCED, BOND, EQUITY, MONEY MARKET AND MANAGED INDEX PORTFOLIOS)
4550 MONTGOMERY AVENUE, BETHESDA, MARYLAND 20814
STATEMENT OF ADDITIONAL INFORMATION
JANUARY 31, 2000
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 ("SAI") IS NOT A PROSPECTUS.
INVESTORS SHOULD READ THE STATEMENT OF ADDITIONAL INFORMATION IN CONJUNCTION
WITH THE FUND'S PROSPECTUS, DATED JANUARY 31, 2000. THE FUND'S AUDITED FINANCIAL
STATEMENTS INCLUDED IN ITS MOST RECENT ANNUAL REPORT TO SHAREHOLDERS, ARE
EXPRESSLY INCORPORATED BY REFERENCE, AND MADE A PART OF THIS SAI. THE PROSPECTUS
AND THE MOST RECENT SHAREHOLDER REPORT MAY BE OBTAINED FREE OF CHARGE BY WRITING
THE FUND AT THE ABOVE ADDRESS OR CALLING THE FUND, OR BY VISITING OUR WEBSITE AT
WWW.CALVERT.COM.
TABLE OF CONTENTS
INVESTMENT POLICIES AND RISKS 2
INVESTMENT RESTRICTIONS 8
INVESTMENT SELECTION PROCESS 9
DIVIDENDS, DISTRIBUTIONS AND TAXES 10
NET ASSET VALUE 11
CALCULATION OF YIELD AND TOTAL RETURN 13
PURCHASE AND REDEMPTION OF SHARES 15
ADVERTISING 16
TRUSTEES, OFFICERS AND ADVISORY COUNCIL 16
INVESTMENT ADVISOR AND SUBADVISOR 19
ADMINISTRATIVE SERVICES AGENT 21
METHOD OF DISTRIBUTION 21
TRANSFER AND SHAREHOLDER SERVICING AGENTS 24
PORTFOLIO TRANSACTIONS 24
PERSONAL SECURITIES TRANSACTIONS 25
INDEPENDENT ACCOUNTANTS AND CUSTODIANS 26
CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES 26
GENERAL INFORMATION 26
APPENDIX 27
<PAGE>
INVESTMENT POLICIES AND RISKS
-----------------------------
FOREIGN SECURITIES (NOT APPLICABLE TO MANAGED INDEX OR MONEY MARKET)
INVESTMENTS IN FOREIGN SECURITIES MAY PRESENT RISKS NOT TYPICALLY INVOLVED
IN DOMESTIC INVESTMENTS. THE PORTFOLIOS MAY PURCHASE FOREIGN SECURITIES
DIRECTLY, ON FOREIGN MARKETS, OR THOSE REPRESENTED BY AMERICAN DEPOSITARY
RECEIPTS ("ADRS"), OR OTHER RECEIPTS EVIDENCING OWNERSHIP OF FOREIGN SECURITIES,
SUCH AS INTERNATIONAL DEPOSITORY RECEIPTS AND GLOBAL DEPOSITARY RECEIPTS. ADRS
ARE US DOLLAR-DENOMINATED AND TRADED IN THE US ON EXCHANGES OR OVER THE COUNTER.
BY INVESTING IN ADRS RATHER THAN DIRECTLY IN FOREIGN ISSUERS' STOCK, THE
PORTFOLIOS MAY POSSIBLY AVOID SOME CURRENCY AND SOME LIQUIDITY RISKS. THE
INFORMATION AVAILABLE FOR ADRS IS SUBJECT TO THE MORE UNIFORM AND MORE EXACTING
ACCOUNTING, AUDITING AND FINANCIAL REPORTING STANDARDS OF THE DOMESTIC MARKET OR
EXCHANGE ON WHICH THEY ARE TRADED.
ADDITIONAL COSTS MAY BE INCURRED IN CONNECTION WITH INTERNATIONAL
INVESTMENT SINCE FOREIGN BROKERAGE COMMISSIONS AND THE CUSTODIAL COSTS
ASSOCIATED WITH MAINTAINING FOREIGN PORTFOLIO SECURITIES ARE GENERALLY HIGHER
THAN IN THE UNITED STATES. FEE EXPENSE MAY ALSO BE INCURRED ON CURRENCY
EXCHANGES WHEN THE PORTFOLIOS CHANGE INVESTMENTS FROM ONE COUNTRY TO ANOTHER OR
CONVERT FOREIGN SECURITIES HOLDINGS INTO US DOLLARS.
UNITED STATES GOVERNMENT POLICIES HAVE AT TIMES, IN THE PAST, THROUGH
IMPOSITION OF INTEREST EQUALIZATION TAXES AND OTHER RESTRICTIONS, DISCOURAGED
CERTAIN INVESTMENTS ABROAD BY UNITED STATES INVESTORS. IN ADDITION, FOREIGN
COUNTRIES MAY IMPOSE WITHHOLDING AND TAXES ON DIVIDENDS AND INTEREST.
INVESTING IN EMERGING MARKETS IN PARTICULAR, THOSE COUNTRIES WHOSE
ECONOMIES AND CAPITAL MARKETS ARE NOT AS DEVELOPED AS THOSE OF MORE
INDUSTRIALIZED NATIONS, CARRIES ITS OWN SPECIAL RISKS. AMONG OTHER RISKS, THE
ECONOMIES OF SUCH COUNTRIES MAY BE AFFECTED TO A GREATER EXTENT THAN IN OTHER
COUNTRIES BY PRICE FLUCTUATIONS OF A SINGLE COMMODITY, BY SEVERE CYCLICAL
CLIMACTIC CONDITIONS, LACK OF SIGNIFICANT HISTORY IN OPERATING UNDER A
MARKET-ORIENTED ECONOMY, OR BY POLITICAL INSTABILITY, INCLUDING RISK OF
EXPROPRIATION.
SINCE INVESTMENTS IN SECURITIES OF ISSUERS DOMICILED IN FOREIGN COUNTRIES
USUALLY INVOLVE CURRENCIES OF THE FOREIGN COUNTRIES, AND SINCE THE PORTFOLIOS
MAY TEMPORARILY HOLD FUNDS IN FOREIGN CURRENCIES DURING THE COMPLETION OF
INVESTMENT PROGRAMS, THE VALUE OF THE ASSETS OF THE PORTFOLIOS AS MEASURED IN
UNITED STATES DOLLARS MAY BE AFFECTED FAVORABLY OR UNFAVORABLY BY CHANGES IN
FOREIGN CURRENCY EXCHANGE RATES AND EXCHANGE CONTROL REGULATIONS. FOR EXAMPLE,
IF THE VALUE OF THE FOREIGN CURRENCY IN WHICH A SECURITY IS DENOMINATED
INCREASES OR DECLINES IN RELATION TO THE VALUE OF THE US DOLLAR, THE VALUE OF
THE SECURITY IN US DOLLARS WILL INCREASE OR DECLINE CORRESPONDINGLY. THE
PORTFOLIOS WILL CONDUCT THEIR FOREIGN CURRENCY EXCHANGE TRANSACTIONS EITHER ON A
SPOT (I.E., CASH) BASIS AT THE SPOT RATE PREVAILING IN THE FOREIGN EXCHANGE
MARKET, OR THROUGH ENTERING INTO FORWARD CONTRACTS TO PURCHASE OR SELL FOREIGN
CURRENCIES. A FORWARD FOREIGN CURRENCY CONTRACT INVOLVES AN OBLIGATION TO
PURCHASE OR SELL A SPECIFIC CURRENCY AT A FUTURE DATE WHICH MAY BE ANY FIXED
NUMBER OF DAYS FROM THE DATE OF THE CONTRACT AGREED UPON BY THE PARTIES, AT A
PRICE SET AT THE TIME OF THE CONTRACT. THESE CONTRACTS ARE TRADED IN THE
INTERBANK MARKET CONDUCTED DIRECTLY BETWEEN CURRENCY TRADERS (USUALLY LARGE,
COMMERCIAL BANKS) AND THEIR CUSTOMERS. A FORWARD FOREIGN CURRENCY CONTRACT
GENERALLY HAS NO DEPOSIT REQUIREMENT, AND NO COMMISSIONS ARE CHARGED AT ANY
STAGE FOR TRADES.
THE PORTFOLIOS MAY ENTER INTO FORWARD FOREIGN CURRENCY CONTRACTS FOR TWO
REASONS. FIRST, THE PORTFOLIOS MAY DESIRE TO PRESERVE THE UNITED STATES DOLLAR
PRICE OF A SECURITY WHEN IT ENTERS INTO A CONTRACT FOR THE PURCHASE OR SALE OF A
SECURITY DENOMINATED IN A FOREIGN CURRENCY. THE PORTFOLIOS MAY BE ABLE TO
PROTECT THEMSELVES AGAINST POSSIBLE LOSSES RESULTING FROM CHANGES IN THE
RELATIONSHIP BETWEEN THE UNITED STATES DOLLAR AND FOREIGN CURRENCIES DURING THE
PERIOD BETWEEN THE DATE THE SECURITY IS PURCHASED OR SOLD AND THE DATE ON WHICH
PAYMENT IS MADE OR RECEIVED BY ENTERING INTO A FORWARD CONTRACT FOR THE PURCHASE
OR SALE, FOR A FIXED AMOUNT OF DOLLARS, OF THE AMOUNT OF THE FOREIGN CURRENCY
INVOLVED IN THE UNDERLYING SECURITY TRANSACTIONS.
SECOND, WHEN THE ADVISOR OR SUBADVISOR BELIEVES THAT THE CURRENCY OF A
PARTICULAR FOREIGN COUNTRY MAY SUFFER A SUBSTANTIAL DECLINE AGAINST THE UNITED
STATES DOLLAR, THE PORTFOLIOS ENTER INTO A FORWARD FOREIGN CURRENCY CONTRACT TO
SELL, FOR A FIXED AMOUNT OF DOLLARS, THE AMOUNT OF FOREIGN CURRENCY
APPROXIMATING THE VALUE OF SOME OR ALL OF THE PORTFOLIOS' SECURITIES DENOMINATED
IN SUCH FOREIGN CURRENCY. THE PRECISE MATCHING OF THE FORWARD FOREIGN CURRENCY
CONTRACT AMOUNTS AND THE VALUE OF THE PORTFOLIOS' SECURITIES INVOLVED WILL NOT
GENERALLY BE POSSIBLE SINCE THE FUTURE VALUE OF THE SECURITIES WILL CHANGE AS A
CONSEQUENCE OF MARKET MOVEMENTS BETWEEN THE DATE THE FORWARD CONTRACT IS ENTERED
INTO AND THE DATE IT MATURES. THE PROJECTION OF SHORT-TERM CURRENCY MARKET
MOVEMENT IS DIFFICULT, AND THE SUCCESSFUL EXECUTION OF THIS SHORT-TERM HEDGING
STRATEGY IS UNCERTAIN. ALTHOUGH FORWARD FOREIGN CURRENCY CONTRACTS TEND TO
MINIMIZE THE RISK OF LOSS DUE TO A DECLINE IN THE VALUE OF THE HEDGED CURRENCY,
AT THE SAME TIME THEY TEND TO LIMIT ANY POTENTIAL GAIN WHICH MIGHT RESULT SHOULD
THE VALUE OF SUCH CURRENCY INCREASE. THE PORTFOLIOS DO NOT INTEND TO ENTER INTO
SUCH FORWARD CONTRACTS UNDER THIS CIRCUMSTANCE ON A REGULAR OR CONTINUOUS BASIS.
EUROCURRENCY CONVERSION RISK. EUROPEAN COUNTRIES THAT ARE MEMBERS OF THE
EUROPEAN MONETARY UNION HAVE AGREED TO USE A COMMON CURRENCY UNIT, THE "EURO."
CURRENTLY, EACH OF THESE COUNTRIES HAS ITS OWN CURRENCY UNIT. ALTHOUGH THE
ADVISOR AND SUBADVISORS DO NOT ANTICIPATE ANY PROBLEMS IN CONVERSION FROM THE
OLD CURRENCIES TO THE EURO, THERE MAY BE ISSUES INVOLVED IN SETTLEMENT,
VALUATION, AND NUMEROUS OTHER AREAS THAT COULD IMPACT THE PORTFOLIOS. CALVERT
HAS BEEN REVIEWING ALL OF ITS COMPUTER SYSTEMS FOR EUROCURRENCY CONVERSION
COMPLIANCE. THERE CAN BE NO ASSURANCE THAT THERE WILL BE NO NEGATIVE IMPACT ON
THE PORTFOLIOS, HOWEVER, THE ADVISOR, SUBADVISOR AND CUSTODIAN HAVE ADVISED THE
PORTFOLIOS THAT THEY HAVE BEEN ACTIVELY WORKING ON ANY NECESSARY CHANGES TO
THEIR COMPUTER SYSTEMS TO PREPARE FOR THE CONVERSION, AND EXPECT THAT THEIR
SYSTEMS, AND THOSE OF THEIR OUTSIDE SERVICE PROVIDERS, WILL BE ADAPTED IN TIME
FOR THAT EVENT.
FOREIGN MONEY MARKET INSTRUMENTS
THE MONEY MARKET PORTFOLIO MAY INVEST WITHOUT LIMITATION IN MONEY MARKET
INSTRUMENTS OF BANKS, WHETHER FOREIGN OR DOMESTIC, INCLUDING OBLIGATIONS OF US
BRANCHES OF FOREIGN BANKS ("YANKEE" INSTRUMENTS) AND OBLIGATIONS OF FOREIGN
BRANCHES OF US BANKS ("EURODOLLAR" INSTRUMENTS). ALL SUCH INSTRUMENTS MUST BE
HIGH-QUALITY, US DOLLAR-DENOMINATED OBLIGATIONS. ALTHOUGH THESE INSTRUMENTS ARE
NOT SUBJECT TO FOREIGN CURRENCY RISK SINCE THEY ARE US DOLLAR-DENOMINATED,
INVESTMENTS IN FOREIGN MONEY MARKET INSTRUMENTS MAY INVOLVE RISKS THAT ARE
DIFFERENT THAN INVESTMENTS IN SECURITIES OF US ISSUERS. SEE "FOREIGN SECURITIES"
ABOVE.
TRACKING THE INDEX - MANAGED INDEX PORTFOLIO
THE PROCESS USED BY THE PORTFOLIO TO ATTEMPT TO TRACK THE INDEX WITHIN ITS
EXPECTED TRACKING ERROR 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 VARY 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 THOSE 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.
TEMPORARY DEFENSIVE POSITIONS
FOR TEMPORARY DEFENSIVE PURPOSES - WHICH MAY INCLUDE A LACK OF ADEQUATE
PURCHASE CANDIDATES OR AN UNFAVORABLE MARKET ENVIRONMENT - THE FUND MAY INVEST
IN CASH OR CASH EQUIVALENTS. CASH EQUIVALENTS INCLUDE INSTRUMENTS SUCH AS, BUT
NOT LIMITED TO, US GOVERNMENT AND AGENCY OBLIGATIONS, CERTIFICATES OF DEPOSIT,
BANKER'S ACCEPTANCES, TIME DEPOSITS COMMERCIAL PAPER, SHORT-TERM CORPORATE DEBT
SECURITIES, AND REPURCHASE AGREEMENTS.
REPURCHASE AGREEMENTS
THE FUND MAY PURCHASE DEBT SECURITIES SUBJECT TO REPURCHASE AGREEMENTS,
WHICH ARE ARRANGEMENTS UNDER WHICH THE FUND 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 FUND 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 FUND 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
FUND WILL ONLY ENGAGE IN REPURCHASE AGREEMENTS WITH RECOGNIZED SECURITIES
DEALERS AND BANKS DETERMINED TO PRESENT MINIMAL CREDIT RISK BY THE ADVISOR. IN
ADDITION, THE FUND 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.
REVERSE REPURCHASE AGREEMENTS
THE FUND MAY ALSO ENGAGE IN REVERSE REPURCHASE AGREEMENTS. UNDER A REVERSE
REPURCHASE AGREEMENT, THE FUND SELLS PORTFOLIO SECURITIES TO A BANK OR
SECURITIES DEALER AND AGREES TO REPURCHASE THOSE SECURITIES FROM SUCH PARTY AT
AN AGREED UPON DATE AND PRICE REFLECTING A MARKET RATE OF INTEREST. THE FUND
INVESTS THE PROCEEDS FROM EACH REVERSE REPURCHASE AGREEMENT IN OBLIGATIONS IN
WHICH IT IS AUTHORIZED TO INVEST. THE FUND INTENDS TO ENTER INTO A REVERSE
REPURCHASE AGREEMENT ONLY WHEN THE INTEREST INCOME PROVIDED FOR IN THE
OBLIGATION IN WHICH THE FUND INVESTS THE PROCEEDS IS EXPECTED TO EXCEED THE
AMOUNT THE FUND WILL PAY IN INTEREST TO THE OTHER PARTY TO THE AGREEMENT PLUS
ALL COSTS ASSOCIATED WITH THE TRANSACTIONS. THE FUND DOES NOT INTEND TO BORROW
FOR LEVERAGE PURPOSES. THE PORTFOLIOS WILL ONLY BE PERMITTED TO PLEDGE ASSETS TO
THE EXTENT NECESSARY TO SECURE BORROWINGS AND REVERSE REPURCHASE AGREEMENTS.
DURING THE TIME A REVERSE REPURCHASE AGREEMENT IS OUTSTANDING, THE FUND
WILL MAINTAIN IN A SEGREGATED CUSTODIAL ACCOUNT AN AMOUNT OF CASH, US GOVERNMENT
SECURITIES OR OTHER LIQUID, HIGH-QUALITY DEBT SECURITIES EQUAL IN VALUE TO THE
REPURCHASE PRICE. THE FUND WILL MARK TO MARKET THE VALUE OF ASSETS HELD IN THE
SEGREGATED ACCOUNT, AND WILL PLACE ADDITIONAL ASSETS IN THE ACCOUNT WHENEVER THE
TOTAL VALUE OF THE ACCOUNT FALLS BELOW THE AMOUNT REQUIRED UNDER APPLICABLE
REGULATIONS.
THE FUND'S USE OF REVERSE REPURCHASE AGREEMENTS INVOLVES THE RISK THAT THE
OTHER PARTY TO THE AGREEMENTS COULD BECOME SUBJECT TO BANKRUPTCY OR LIQUIDATION
PROCEEDINGS DURING THE PERIOD THE AGREEMENTS ARE OUTSTANDING. IN SUCH EVENT, THE
FUND MAY NOT BE ABLE TO REPURCHASE THE SECURITIES IT HAS SOLD TO THAT OTHER
PARTY. UNDER THOSE CIRCUMSTANCES, IF AT THE EXPIRATION OF THE AGREEMENT SUCH
SECURITIES ARE OF GREATER VALUE THAN THE PROCEEDS OBTAINED BY THE FUND UNDER THE
AGREEMENTS, THE FUND MAY HAVE BEEN BETTER OFF HAD IT NOT ENTERED INTO THE
AGREEMENT. HOWEVER, THE FUND WILL ENTER INTO REVERSE REPURCHASE AGREEMENTS ONLY
WITH BANKS AND DEALERS WHICH THE ADVISOR BELIEVES PRESENT MINIMAL CREDIT RISKS
UNDER GUIDELINES ADOPTED BY THE FUND'S BOARD OF TRUSTEES. IN ADDITION, THE FUND
BEARS THE RISK THAT THE MARKET VALUE OF THE SECURITIES IT SOLD MAY DECLINE BELOW
THE AGREED-UPON REPURCHASE PRICE, IN WHICH CASE THE DEALER MAY REQUEST THE FUND
TO POST ADDITIONAL COLLATERAL.
NON-INVESTMENT GRADE DEBT SECURITIES
NON-INVESTMENT GRADE DEBT SECURITIES ARE LOWER QUALITY DEBT SECURITIES
(GENERALLY THOSE RATED BB OR LOWER BY S&P OR BA OR LOWER BY MOODY'S, KNOWN AS
"JUNK BONDS." THESE SECURITIES HAVE MODERATE TO POOR PROTECTION OF PRINCIPAL AND
INTEREST PAYMENTS AND HAVE SPECULATIVE CHARACTERISTICS. (SEE APPENDIX FOR A
DESCRIPTION OF THE RATINGS.) THESE SECURITIES INVOLVE GREATER RISK OF DEFAULT OR
PRICE DECLINES DUE TO CHANGES IN THE ISSUER'S CREDITWORTHINESS THAN
INVESTMENT-GRADE DEBT SECURITIES. BECAUSE THE MARKET FOR LOWER-RATED SECURITIES
MAY BE THINNER AND LESS ACTIVE THAN FOR HIGHER-RATED SECURITIES, THERE MAY BE
MARKET PRICE VOLATILITY FOR THESE SECURITIES AND LIMITED LIQUIDITY IN THE RESALE
MARKET. MARKET PRICES FOR THESE SECURITIES MAY DECLINE SIGNIFICANTLY IN PERIODS
OF GENERAL ECONOMIC DIFFICULTY OR RISING INTEREST RATES. UNRATED DEBT SECURITIES
MAY FALL INTO THE LOWER QUALITY CATEGORY. UNRATED SECURITIES USUALLY ARE NOT
ATTRACTIVE TO AS MANY BUYERS AS RATED SECURITIES ARE, WHICH MAY MAKE THEM LESS
MARKETABLE.
THE QUALITY LIMITATION SET FORTH IN THE FUND'S INVESTMENT POLICY IS
DETERMINED IMMEDIATELY AFTER THE FUND'S ACQUISITION OF A GIVEN SECURITY.
ACCORDINGLY, ANY LATER CHANGE IN RATINGS WILL NOT BE CONSIDERED WHEN DETERMINING
WHETHER AN INVESTMENT COMPLIES WITH THE FUND'S INVESTMENT POLICY.
WHEN PURCHASING NON-INVESTMENT GRADE DEBT SECURITIES, RATED OR UNRATED, THE
ADVISORS PREPARE THEIR OWN CAREFUL CREDIT ANALYSIS TO ATTEMPT TO IDENTIFY THOSE
ISSUERS WHOSE FINANCIAL CONDITION IS ADEQUATE TO MEET FUTURE OBLIGATIONS OR IS
EXPECTED TO BE ADEQUATE IN THE FUTURE. THROUGH PORTFOLIO DIVERSIFICATION AND
CREDIT ANALYSIS, INVESTMENT RISK CAN BE REDUCED, ALTHOUGH THERE CAN BE NO
ASSURANCE THAT LOSSES WILL NOT OCCUR.
DERIVATIVES
THE FUND CAN USE VARIOUS TECHNIQUES TO INCREASE OR DECREASE ITS EXPOSURE TO
CHANGING SECURITY PRICES, INTEREST RATES, OR OTHER FACTORS THAT AFFECT SECURITY
VALUES. THESE TECHNIQUES MAY INVOLVE DERIVATIVE TRANSACTIONS SUCH AS BUYING AND
SELLING OPTIONS AND FUTURES CONTRACTS AND LEVERAGED NOTES, ENTERING INTO SWAP
AGREEMENTS, AND PURCHASING INDEXED SECURITIES. THE FUND CAN USE THESE PRACTICES
EITHER AS SUBSTITUTION OR AS PROTECTION AGAINST AN ADVERSE MOVE IN THE FUND TO
ADJUST THE RISK AND RETURN CHARACTERISTICS OF THE FUND. IF THE ADVISOR AND/OR
SUBADVISOR JUDGES MARKET CONDITIONS INCORRECTLY OR EMPLOYS A STRATEGY THAT DOES
NOT CORRELATE WELL WITH A FUND'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 A FUND AND MAY INVOLVE A
SMALL INVESTMENT OF CASH RELATIVE TO THE MAGNITUDE OF THE RISK ASSUMED.
DERIVATIVES ARE OFTEN ILLIQUID.
OPTIONS AND FUTURES CONTRACTS (NOT APPLICABLE TO MONEY MARKET)
THE PORTFOLIOS MAY, IN PURSUIT OF THEIR RESPECTIVE INVESTMENT OBJECTIVES,
PURCHASE PUT AND CALL OPTIONS AND ENGAGE IN THE WRITING OF COVERED CALL OPTIONS
AND SECURED PUT OPTIONS ON SECURITIES WHICH MEET THE FUND'S SOCIAL CRITERIA, AND
EMPLOY A VARIETY OF OTHER INVESTMENT TECHNIQUES. SPECIFICALLY, THESE PORTFOLIOS
MAY ALSO ENGAGE IN THE PURCHASE AND SALE OF STOCK INDEX FUTURE CONTRACTS,
FOREIGN CURRENCY FUTURES CONTRACTS, INTEREST RATE FUTURES CONTRACTS, AND OPTIONS
ON SUCH FUTURES, AS DESCRIBED MORE FULLY BELOW.
THESE PORTFOLIOS MAY ENGAGE IN SUCH TRANSACTIONS ONLY TO HEDGE THE EXISTING
POSITIONS IN THE RESPECTIVE PORTFOLIOS (OR FOR MANAGED INDEX, FOR LIQUIDITY OR
TO HEDGE CASH EXPOSURE). THEY WILL NOT ENGAGE IN SUCH TRANSACTIONS FOR THE
PURPOSES OF SPECULATION OR LEVERAGE. SUCH INVESTMENT POLICIES AND TECHNIQUES MAY
INVOLVE A GREATER DEGREE OF RISK THAN THOSE INHERENT IN MORE CONSERVATIVE
INVESTMENT APPROACHES.
THESE PORTFOLIOS MAY WRITE "COVERED OPTIONS" ON SECURITIES IN STANDARD
CONTRACTS TRADED ON NATIONAL SECURITIES EXCHANGES. THESE PORTFOLIOS MAY WRITE
SUCH OPTIONS IN ORDER TO RECEIVE THE PREMIUMS FROM OPTIONS THAT EXPIRE AND TO
SEEK NET GAINS FROM CLOSING PURCHASE TRANSACTIONS WITH RESPECT TO SUCH OPTIONS.
PUT AND CALL OPTIONS. THESE PORTFOLIOS MAY PURCHASE PUT AND CALL OPTIONS, IN
STANDARD CONTRACTS TRADED ON NATIONAL SECURITIES EXCHANGES, ON SECURITIES OF
ISSUERS WHICH MEET THE FUND'S SOCIAL CRITERIA. THESE PORTFOLIOS WILL PURCHASE
SUCH OPTIONS ONLY TO HEDGE AGAINST CHANGES IN THE VALUE OF SECURITIES THE
PORTFOLIOS HOLD AND NOT FOR THE PURPOSES OF SPECULATION OR LEVERAGE. BY BUYING A
PUT, A PORTFOLIO HAS THE RIGHT TO SELL THE SECURITY AT THE EXERCISE PRICE, THUS
LIMITING ITS RISK OF LOSS THROUGH A DECLINE IN THE MARKET VALUE OF THE SECURITY
UNTIL THE PUT EXPIRES. THE AMOUNT OF ANY APPRECIATION IN THE VALUE OF THE
UNDERLYING SECURITY WILL BE PARTIALLY OFFSET BY THE AMOUNT OF THE PREMIUM PAID
FOR THE PUT OPTION AND ANY RELATED TRANSACTION COSTS. PRIOR TO ITS EXPIRATION, A
PUT OPTION MAY BE SOLD IN A CLOSING SALE TRANSACTION AND ANY PROFIT OR LOSS FROM
THE SALE WILL DEPEND ON WHETHER THE AMOUNT RECEIVED IS MORE OR LESS THAN THE
PREMIUM PAID FOR THE PUT OPTION PLUS THE RELATED TRANSACTION COSTS.
THESE PORTFOLIOS MAY PURCHASE CALL OPTIONS ON SECURITIES WHICH THEY MAY
INTEND TO PURCHASE AND WHICH MEET THE FUND'S SOCIAL CRITERIA. SUCH TRANSACTIONS
MAY BE ENTERED INTO IN ORDER TO LIMIT THE RISK OF A SUBSTANTIAL INCREASE IN THE
MARKET PRICE OF THE SECURITY WHICH THE PORTFOLIOS INTENDS TO PURCHASE. PRIOR TO
ITS EXPIRATION, A CALL OPTION MAY BE SOLD IN A CLOSING SALE TRANSACTION. ANY
PROFIT OR LOSS FROM SUCH A SALE WILL DEPEND ON WHETHER THE AMOUNT RECEIVED IS
MORE OR LESS THAN THE PREMIUM PAID FOR THE CALL OPTION PLUS THE RELATED
TRANSACTION COSTS.
COVERED OPTIONS. THESE PORTFOLIOS MAY WRITE ONLY COVERED OPTIONS ON EQUITY AND
DEBT SECURITIES IN STANDARD CONTRACTS TRADED ON NATIONAL SECURITIES EXCHANGES.
THIS MEANS THAT, IN THE CASE OF CALL OPTIONS, SO LONG AS A PORTFOLIO IS
OBLIGATED AS THE WRITER OF A CALL OPTION, THAT PORTFOLIO WILL OWN THE UNDERLYING
SECURITY SUBJECT TO THE OPTION AND, IN THE CASE OF PUT OPTIONS, THAT PORTFOLIO
WILL, THROUGH ITS CUSTODIAN, DEPOSIT AND MAINTAIN EITHER CASH OR SECURITIES WITH
A MARKET VALUE EQUAL TO OR GREATER THAN THE EXERCISE PRICE OF THE OPTION.
WHEN A PORTFOLIO WRITES A COVERED CALL OPTION, THE PORTFOLIO GIVES THE
PURCHASER THE RIGHT TO PURCHASE THE SECURITY AT THE CALL OPTION PRICE AT ANY
TIME DURING THE LIFE OF THE OPTION. AS THE WRITER OF THE OPTION, THE PORTFOLIO
RECEIVES A PREMIUM, LESS A COMMISSION, AND IN EXCHANGE FOREGOES THE OPPORTUNITY
TO PROFIT FROM ANY INCREASE IN THE MARKET VALUE OF THE SECURITY EXCEEDING THE
CALL OPTION PRICE. THE PREMIUM SERVES TO MITIGATE THE EFFECT OF ANY DEPRECIATION
IN THE MARKET VALUE OF THE SECURITY. WRITING COVERED CALL OPTIONS CAN INCREASE
THE INCOME OF THE PORTFOLIO AND THUS REDUCE DECLINES IN THE NET ASSET VALUE PER
SHARE OF THE PORTFOLIO IF SECURITIES COVERED BY SUCH OPTIONS DECLINE IN VALUE.
EXERCISE OF A CALL OPTION BY THE PURCHASER HOWEVER WILL CAUSE THE PORTFOLIO TO
FOREGO FUTURE APPRECIATION OF THE SECURITIES COVERED BY THE OPTION.
WHEN A PORTFOLIO WRITES A COVERED PUT OPTION, IT WILL GAIN A PROFIT IN THE
AMOUNT OF THE PREMIUM, LESS A COMMISSION, SO LONG AS THE PRICE OF THE UNDERLYING
SECURITY REMAINS ABOVE THE EXERCISE PRICE. HOWEVER, THE PORTFOLIO REMAINS
OBLIGATED TO PURCHASE THE UNDERLYING SECURITY FROM THE BUYER OF THE PUT OPTION
(USUALLY IN THE EVENT THE PRICE OF THE SECURITY FALLS BELOW THE EXERCISE PRICE)
AT ANY TIME DURING THE OPTION PERIOD. IF THE PRICE OF THE UNDERLYING SECURITY
FALLS BELOW THE EXERCISE PRICE, THE PORTFOLIO MAY REALIZE A LOSS IN THE AMOUNT
OF THE DIFFERENCE BETWEEN THE EXERCISE PRICE AND THE SALE PRICE OF THE SECURITY,
LESS THE PREMIUM RECEIVED.
THESE PORTFOLIOS MAY PURCHASE SECURITIES WHICH MAY BE COVERED WITH CALL
OPTIONS SOLELY ON THE BASIS OF CONSIDERATIONS CONSISTENT WITH THE INVESTMENT
OBJECTIVES AND POLICIES OF THE FUND AND THE AFFECTED PORTFOLIO. THE PORTFOLIO'S
TURNOVER MAY INCREASE THROUGH THE EXERCISE OF A CALL OPTION; THIS WILL GENERALLY
OCCUR IF THE MARKET VALUE OF A "COVERED" SECURITY INCREASES AND THE PORTFOLIO
HAS NOT ENTERED INTO A CLOSING PURCHASE TRANSACTION.
RISKS RELATED TO OPTIONS TRANSACTIONS. THE PORTFOLIOS CAN CLOSE OUT THEIR
RESPECTIVE POSITIONS IN EXCHANGE-TRADED OPTIONS ONLY ON AN EXCHANGE WHICH
PROVIDES A SECONDARY MARKET IN SUCH OPTIONS. ALTHOUGH THESE PORTFOLIOS INTEND TO
ACQUIRE AND WRITE ONLY SUCH EXCHANGE-TRADED OPTIONS FOR WHICH AN ACTIVE
SECONDARY MARKET APPEARS TO EXIST, THERE CAN BE NO ASSURANCE THAT SUCH A MARKET
WILL EXIST FOR ANY PARTICULAR OPTION CONTRACT AT ANY PARTICULAR TIME. THIS MIGHT
PREVENT THE PORTFOLIOS FROM CLOSING AN OPTIONS POSITION, WHICH COULD IMPAIR THE
PORTFOLIOS' ABILITY TO HEDGE EFFECTIVELY. THE INABILITY TO CLOSE OUT A CALL
POSITION MAY HAVE AN ADVERSE EFFECT ON LIQUIDITY BECAUSE THE PORTFOLIO MAY BE
REQUIRED TO HOLD THE SECURITIES UNDERLYING THE OPTION UNTIL THE OPTION EXPIRES
OR IS EXERCISED.
FUTURES TRANSACTIONS. THESE PORTFOLIOS MAY PURCHASE AND SELL FUTURES CONTRACTS,
BUT ONLY WHEN, IN THE JUDGMENT OF THE ADVISOR, SUCH A POSITION ACTS AS A HEDGE
AGAINST MARKET CHANGES WHICH WOULD ADVERSELY AFFECT THE SECURITIES HELD BY THE
PORTFOLIOS. THESE FUTURES CONTRACTS MAY INCLUDE, BUT ARE NOT LIMITED TO, MARKET
INDEX FUTURES CONTRACTS AND FUTURES CONTRACTS BASED ON US 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.
THESE PORTFOLIOS MAY ONLY INVEST IN FUTURES CONTRACTS TO HEDGE THEIR
RESPECTIVE EXISTING 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 FUND'S SOCIAL CRITERIA, ANY SUCH
HEDGE POSITION TAKEN BY THESE PORTFOLIOS 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 PORTFOLIOS ARE ELIGIBLE FOR
EXCLUSION FROM THE CFTC'S DEFINITION OF "COMMODITY POOL OPERATOR," MEANING THAT
THE PORTFOLIOS MAY INVEST IN FUTURES CONTRACTS UNDER SPECIFIED CONDITIONS
WITHOUT REGISTERING WITH THE CFTC. FUTURES CONTRACTS TRADE ON CONTRACTS MARKETS
IN A MANNER THAT IS SIMILAR TO THE WAY A STOCK TRADES ON A STOCK EXCHANGE AND
THE BOARDS OF TRADE, THROUGH THEIR CLEARING CORPORATIONS, GUARANTEE PERFORMANCE
OF THE CONTRACTS.
OPTIONS ON FUTURES CONTRACTS. THESE PORTFOLIOS 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 US EXCHANGE OR BOARD OF TRADE.
THE PORTFOLIOS 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 PORTFOLIOS MAY ONLY INVEST IN OPTIONS ON FUTURES CONTRACTS TO HEDGE
THEIR RESPECTIVE 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 FUND'S
SOCIAL CRITERIA, ANY SUCH HEDGE POSITION TAKEN BY THESE PORTFOLIOS 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
PORTFOLIOS WILL PAY A PREMIUM FOR SUCH OPTIONS PURCHASED OR SOLD. IN CONNECTION
WITH SUCH OPTIONS BOUGHT OR SOLD, THE PORTFOLIOS 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 PORTFOLIOS AGAINST THE RISK OF DECLINING PRICES. THESE PORTFOLIOS MAY
PURCHASE PUT OPTIONS AND SELL PUT OPTIONS ON FUTURES CONTRACTS THAT ARE ALREADY
OWNED BY THAT PORTFOLIO. THE PORTFOLIOS 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 SALE OF CALL OPTIONS ON FUTURES CONTRACTS
IS ANALOGOUS TO THE SALE OF FUTURES CONTRACTS AND IS USED TO PROTECT THE
PORTFOLIOS AGAINST THE RISK OF DECLINING PRICES. THE PURCHASE OF CALL OPTIONS ON
FUTURES CONTRACTS IS ANALOGOUS TO THE PURCHASE OF A FUTURES CONTRACT. THESE
PORTFOLIOS MAY ONLY BUY CALL OPTIONS TO CLOSE AN EXISTING POSITION WHERE THE
PORTFOLIO HAS ALREADY SOLD A CORRESPONDING CALL OPTION, OR FOR A CASH HEDGE. THE
PORTFOLIOS WILL ONLY ENGAGE IN THE SALE OF CALL OPTIONS AND THE PURCHASE OF CALL
OPTIONS TO COVER FOR HEDGING PURPOSES.
WRITING CALL OPTIONS ON FUTURES CONTRACTS. THE WRITING OF CALL OPTIONS ON
FUTURES CONTRACTS CONSTITUTES A PARTIAL HEDGE AGAINST DECLINING PRICES OF THE
SECURITIES DELIVERABLE UPON EXERCISE OF THE FUTURES CONTRACT. IF THE FUTURES
CONTRACT PRICE AT EXPIRATION IS BELOW THE EXERCISE PRICE, THE PORTFOLIOS WILL
RETAIN THE FULL AMOUNT OF THE OPTION PREMIUM WHICH PROVIDES A PARTIAL HEDGE
AGAINST ANY DECLINE THAT MAY HAVE OCCURRED IN THE PORTFOLIO'S SECURITIES
HOLDINGS.
RISKS OF OPTIONS AND FUTURES CONTRACTS. IF ONE OF THESE PORTFOLIOS 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 PORTFOLIOS CAN CLOSE OUT FUTURES POSITIONS ONLY ON AN EXCHANGE OR BOARD
OF TRADE WHICH PROVIDES A SECONDARY MARKET IN SUCH FUTURES. ALTHOUGH THE
PORTFOLIOS INTEND 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 PORTFOLIOS FROM CLOSING A FUTURES POSITION, WHICH COULD
REQUIRE A PORTFOLIO TO MAKE DAILY CASH PAYMENTS WITH RESPECT TO ITS POSITION IN
THE EVENT OF ADVERSE PRICE MOVEMENTS.
OPTIONS ON FUTURES TRANSACTIONS BEAR SEVERAL RISKS APART FROM THOSE
INHERENT IN OPTIONS TRANSACTIONS GENERALLY. THE PORTFOLIOS' ABILITY TO CLOSE OUT
THEIR 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
PORTFOLIOS SEEK TO CLOSE THEIR POSITIONS. THERE CAN BE NO ASSURANCE THAT SUCH A
MARKET WILL DEVELOP OR EXIST. THEREFORE, THE PORTFOLIOS MIGHT BE REQUIRED TO
EXERCISE THE OPTIONS TO REALIZE ANY PROFIT.
LENDING PORTFOLIO SECURITIES
THE PORTFOLIOS MAY LEND ITS 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 US TREASURY BILLS. THE AMOUNT OF THE COLLATERAL MUST ON A
CURRENT BASIS EQUAL OR EXCEED THE MARKET VALUE OF THE LOANED SECURITIES, AND THE
PORTFOLIOS MUST BE ABLE TO TERMINATE SUCH LOANS UPON NOTICE AT ANY TIME. THE
PORTFOLIOS WILL EXERCISE THEIR RIGHT TO TERMINATE A SECURITIES LOAN IN ORDER TO
PRESERVE THEIR RIGHT TO VOTE UPON MATTERS OF IMPORTANCE AFFECTING HOLDERS OF THE
SECURITIES.
THE ADVANTAGE OF SUCH LOANS IS THAT THE PORTFOLIOS CONTINUE 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 WHICH MAY BE INVESTED IN ACCORDANCE WITH THE PORTFOLIOS' INVESTMENT
OBJECTIVE, POLICIES AND RESTRICTIONS.
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 PORTFOLIOS WILL MAKE LOANS OF THEIR SECURITIES
ONLY TO THOSE FIRMS THE ADVISOR OR SUBADVISOR DEEMS CREDITWORTHY AND ONLY ON
TERMS THE ADVISOR 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 RECOGNIZE 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.
INVESTMENT RESTRICTIONS
-----------------------
FUNDAMENTAL INVESTMENT RESTRICTIONS
EACH PORTFOLIO HAS ADOPTED THE FOLLOWING FUNDAMENTAL INVESTMENT
RESTRICTIONS. THESE RESTRICTIONS CANNOT BE CHANGED WITHOUT THE APPROVAL OF THE
HOLDERS OF A MAJORITY OF THE OUTSTANDING SHARES OF THE AFFECTED PORTFOLIO.
(1) CSIF MONEY MARKET, BALANCED, EQUITY, AND MANAGED INDEX: EACH PORTFOLIO MAY
NOT MAKE ANY INVESTMENT INCONSISTENT WITH ITS CLASSIFICATION AS A DIVERSIFIED
INVESTMENT COMPANY UNDER THE 1940 ACT; AND CSIF BOND: CSIF BOND PORTFOLIO MAY
NOT MAKE ANY INVESTMENT INCONSISTENT WITH ITS CLASSIFICATION AS A NONDIVERSIFIED
INVESTMENT COMPANY UNDER THE 1940 ACT.
(2) NO PORTFOLIO MAY CONCENTRATE ITS INVESTMENTS IN THE SECURITIES OF ISSUERS
PRIMARILY ENGAGED IN ANY PARTICULAR INDUSTRY (OTHER THAN SECURITIES ISSUED OR
GUARANTEED BY THE US GOVERNMENT OR ITS AGENCIES OR INSTRUMENTALITIES AND
REPURCHASE AGREEMENTS SECURED THEREBY), OR, FOR CSIF MONEY MARKET, DOMESTIC BANK
MONEY MARKET INSTRUMENTS.
(3) NO PORTFOLIO MAY ISSUE SENIOR SECURITIES OR 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 A PORTFOLIO'S TOTAL ASSETS OR AS PERMITTED BY LAW AND EXCEPT BY
ENGAGING IN REVERSE REPURCHASE AGREEMENTS, WHERE ALLOWED. IN ORDER TO SECURE ANY
PERMITTED BORROWINGS AND REVERSE REPURCHASE AGREEMENTS UNDER THIS SECTION, THE
AFFECTED PORTFOLIO MAY PLEDGE, MORTGAGE OR HYPOTHECATE ITS ASSETS.
(4) NO PORTFOLIO MAY UNDERWRITE THE SECURITIES OF OTHER ISSUERS, EXCEPT AS
ALLOWED BY LAW OR TO THE EXTENT THAT THE PURCHASE OF OBLIGATIONS IN ACCORDANCE
WITH A PORTFOLIO'S INVESTMENT OBJECTIVE AND POLICIES, EITHER DIRECTLY FROM THE
ISSUER, OR FROM AN UNDERWRITER FOR AN ISSUER, MAY BE DEEMED AN UNDERWRITING.
(5) NO PORTFOLIO MAY INVEST DIRECTLY IN COMMODITIES OR REAL ESTATE, ALTHOUGH A
PORTFOLIO MAY INVEST IN SECURITIES WHICH ARE SECURED BY REAL ESTATE OR REAL
ESTATE MORTGAGES AND SECURITIES OF ISSUERS WHICH INVEST OR DEAL IN COMMODITIES,
COMMODITY FUTURES, REAL ESTATE OR REAL ESTATE MORTGAGES.
(6) NO PORTFOLIO MAY MAKE LOANS, OTHER THAN THROUGH THE PURCHASE OF MONEY MARKET
INSTRUMENTS AND REPURCHASE AGREEMENTS OR BY THE PURCHASE OF BONDS, DEBENTURES OR
OTHER DEBT SECURITIES, OR AS PERMITTED BY LAW. THE PURCHASE OF ALL OR A PORTION
OF AN ISSUE OF PUBLICLY OR PRIVATELY DISTRIBUTED DEBT OBLIGATIONS IN ACCORDANCE
WITH A PORTFOLIO'S INVESTMENT OBJECTIVE, POLICIES AND RESTRICTIONS, SHALL NOT
CONSTITUTE THE MAKING OF A LOAN.
NONFUNDAMENTAL INVESTMENT RESTRICTIONS
THE BOARD OF TRUSTEES HAS ADOPTED THE FOLLOWING NONFUNDAMENTAL INVESTMENT
RESTRICTIONS. A NONFUNDAMENTAL INVESTMENT RESTRICTION CAN BE CHANGED BY THE
BOARD AT ANY TIME WITHOUT A SHAREHOLDER VOTE.
MONEY MARKET PORTFOLIO MAY NOT:
(1) PURCHASE THE OBLIGATIONS OF FOREIGN ISSUERS (EXCEPT FOREIGN MONEY MARKET
INSTRUMENTS THAT ARE US DOLLAR DENOMINATED).
(2) PURCHASE ILLIQUID SECURITIES IF MORE THAN 10% OF THE VALUE OF THE
PORTFOLIO'S NET ASSETS WOULD BE INVESTED IN SUCH SECURITIES.
(3) MAKE SHORT SALES OF SECURITIES OR PURCHASE ANY SECURITIES ON MARGIN.
(4) WRITE, PURCHASE OR SELL PUTS, CALLS OR COMBINATIONS THEREOF.
(5) ENTER INTO REVERSE REPURCHASE AGREEMENTS IF THE AGGREGATE PROCEEDS FROM
OUTSTANDING REVERSE REPURCHASE AGREEMENTS, WHEN ADDED TO OTHER OUTSTANDING
BORROWINGS PERMITTED BY THE 1940 ACT, WOULD EXCEED 33 1/3% OF ITS TOTAL ASSETS.
CSIF MONEY MARKET DOES NOT INTEND TO MAKE ANY PURCHASES OF SECURITIES IF
BORROWING EXCEEDS 5% OF ITS TOTAL ASSETS.
BALANCED, EQUITY, AND BOND PORTFOLIOS MAY NOT:
(1) PURCHASE THE OBLIGATIONS OF FOREIGN ISSUERS IF, AS A RESULT, SUCH SECURITIES
WOULD EXCEED 25% OF THE VALUE OF THE PORTFOLIO'S ASSETS.
(2) PURCHASE ILLIQUID SECURITIES IF MORE THAN 15% OF THE VALUE OF THAT
PORTFOLIO'S NET ASSETS WOULD BE INVESTED IN SUCH SECURITIES.
(3) MAKE SHORT SALES OF SECURITIES OR PURCHASE ANY SECURITIES ON MARGIN EXCEPT
AS PROVIDED WITH RESPECT TO OPTIONS, FUTURES CONTRACTS, AND OPTIONS ON FUTURES
CONTRACTS.
(4) 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.
(5) ENTER INTO REVERSE REPURCHASE AGREEMENTS IF THE AGGREGATE PROCEEDS FROM
OUTSTANDING REVERSE REPURCHASE AGREEMENTS, WHEN ADDED TO OTHER OUTSTANDING
BORROWINGS PERMITTED BY THE 1940 ACT, WOULD EXCEED 33 1/3% OF A PORTFOLIO'S
TOTAL ASSETS. NO PORTFOLIO INTENDS TO MAKE ANY PURCHASES OF SECURITIES IF
BORROWING EXCEEDS 5% OF ITS TOTAL ASSETS.
(6) PURCHASE A PUT OR CALL OPTION ON A SECURITY (INCLUDING A STRADDLE OR SPREAD)
IF THE VALUE OF THAT OPTION PREMIUM, WHEN AGGREGATED WITH THE PREMIUMS ON ALL
OTHER OPTIONS ON SECURITIES HELD BY THE PORTFOLIO, WOULD EXCEED 5% OF THE
PORTFOLIO'S TOTAL ASSETS.
INDEX PORTFOLIO MAY NOT:
(1) PURCHASE THE OBLIGATIONS OF FOREIGN ISSUERS.
(2) PURCHASE ILLIQUID SECURITIES IF MORE THAN 15% OF THE VALUE OF THE
PORTFOLIO'S NET ASSETS WOULD BE INVESTED IN SUCH SECURITIES.
(3) PURCHASE DEBT SECURITIES (OTHER THAN MONEY MARKET INSTRUMENTS).
(4) 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.
(5) MAKE SHORT SALES OF SECURITIES OR PURCHASE ANY SECURITIES ON MARGIN EXCEPT
AS PROVIDED WITH RESPECT TO OPTIONS, FUTURES CONTRACTS AND OPTIONS ON FUTURES
CONTRACTS.
(6) PURCHASE A PUT OR CALL OPTION ON A SECURITY (INCLUDING A STRADDLE OR SPREAD)
IF THE VALUE OF THAT OPTION PREMIUM, WHEN AGGREGATED WITH THE PREMIUMS ON ALL
OTHER OPTIONS ON SECURITIES HELD BY THE PORTFOLIO, WOULD EXCEED 5% OF THE
PORTFOLIO'S TOTAL ASSETS.
(7) ENTER INTO REVERSE REPURCHASE AGREEMENTS IF THE AGGREGATE PROCEEDS FROM
OUTSTANDING REVERSE REPURCHASE AGREEMENTS, WHEN ADDED TO OTHER OUTSTANDING
BORROWINGS PERMITTED BY THE 1940 ACT, WOULD EXCEED 33 1/3% OF THE PORTFOLIO'S
TOTAL ASSETS. THE PORTFOLIO DOES NOT INTEND TO MAKE ANY PURCHASES OF SECURITIES
IF BORROWING EXCEEDS 5% OF ITS TOTAL ASSETS.
ANY INVESTMENT RESTRICTION 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 PROCESS
----------------------------
INVESTMENTS IN THE FUND ARE SELECTED ON THE BASIS OF THEIR ABILITY TO
CONTRIBUTE TO THE DUAL OBJECTIVE OF THE FUND, (I.E., THOSE THAT SATISFY THE
FUND'S INVESTMENT AND SOCIAL CRITERIA). THE FUND HAS 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 ADVISORS OF THE FUND.
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 ADVISORS TO VIOLATE ANY OF THE SOCIAL CRITERIA. THE
THIRD CATEGORY UNDER THE SOCIAL CRITERIA CONSISTS OF ISSUERS WHO FLAGRANTLY
VIOLATE, OR HAVE VIOLATED, ONE OR MORE OF THOSE VALUES, FOR EXAMPLE, A COMPANY,
WHICH REPEATEDLY ENGAGES IN UNFAIR LABOR PRACTICES. THE FUND WILL NOT KNOWINGLY
PURCHASE THE SECURITIES OF ISSUERS IN THIS THIRD CATEGORY.
IT SHOULD BE NOTED THAT THE FUND'S SOCIAL CRITERIA TEND TO LIMIT THE
AVAILABILITY OF INVESTMENT OPPORTUNITIES MORE THAN IS CUSTOMARY WITH OTHER
INVESTMENT COMPANIES. THE ADVISORS OF THE FUND, HOWEVER, BELIEVE THAT WITHIN THE
FIRST AND SECOND CATEGORIES THERE ARE SUFFICIENT INVESTMENT OPPORTUNITIES TO
PERMIT FULL INVESTMENT AMONG ISSUERS, WHICH SATISFY THE FUND'S SOCIAL INVESTMENT
OBJECTIVE.
TO THE GREATEST EXTENT POSSIBLE, THE ADVISORS APPLY THE SAME SOCIAL
CRITERIA TO THE PURCHASE OF NON-EQUITY SECURITIES AS IT APPLIES TO EQUITY
INVESTMENTS. WITH RESPECT TO GOVERNMENT SECURITIES, THE MONEY MARKET PORTFOLIO
INVESTS PRIMARILY IN DEBT OBLIGATIONS ISSUED OR GUARANTEED BY AGENCIES OR
INSTRUMENTALITIES OF THE FEDERAL GOVERNMENT WHOSE PURPOSES FURTHER OR ARE
COMPATIBLE WITH THE FUND'S SOCIAL CRITERIA, SUCH AS OBLIGATIONS OF THE BANK FOR
COOPERATIVES AND THE STUDENT LOAN MARKETING ASSOCIATION, RATHER THAN GENERAL
OBLIGATIONS OF THE FEDERAL GOVERNMENT, SUCH AS TREASURY SECURITIES. BANK
CERTIFICATES OF DEPOSIT, COMMERCIAL PAPER, REPURCHASE AGREEMENTS, AND CORPORATE
BONDS ARE JUDGED IN THE SAME WAY AS A PROSPECTIVE PURCHASE OF THE BANK'S OR
ISSUING COMPANY'S COMMON STOCK.
DIVIDENDS, DISTRIBUTIONS AND TAXES
----------------------------------
THE FUNDS INTEND TO CONTINUE TO QUALIFY AS REGULATED INVESTMENT COMPANIES
UNDER SUBCHAPTER M OF THE INTERNAL REVENUE CODE. IF FOR ANY REASON THE FUND
SHOULD FAIL TO QUALIFY, IT WOULD BE TAXED AS A CORPORATION AT THE FUND LEVEL,
RATHER THAN PASSING THROUGH ITS INCOME AND GAINS TO SHAREHOLDERS.
DISTRIBUTIONS OF REALIZED NET CAPITAL GAINS, IF ANY, ARE NORMALLY PAID ONCE
A YEAR; HOWEVER, THE FUND DOES NOT INTEND TO MAKE ANY SUCH DISTRIBUTIONS UNLESS
AVAILABLE CAPITAL LOSS CARRYOVERS, IF ANY, HAVE BEEN USED OR HAVE EXPIRED.
CAPITAL LOSS CARRYFORWARDS AS OF SEPTEMBER 30, 1999, FOR THE MONEY MARKET
PORTFOLIO WAS $6,959, BALANCED PORTFOLIO WAS $0, BOND PORTFOLIO WAS $0, EQUITY
PORTFOLIO WAS $0, AND MANAGED INDEX PORTFOLIO WAS $492,447.
GENERALLY, DIVIDENDS (INCLUDING SHORT-TERM CAPITAL GAINS) AND DISTRIBUTIONS
ARE TAXABLE TO THE SHAREHOLDER IN THE YEAR THEY ARE PAID. HOWEVER, ANY DIVIDENDS
AND DISTRIBUTIONS PAID IN JANUARY BUT DECLARED DURING THE PRIOR THREE MONTHS ARE
TAXABLE IN THE YEAR DECLARED.
THE FUND IS REQUIRED TO WITHHOLD 31% OF ANY REPORTABLE DIVIDENDS AND
LONG-TERM CAPITAL GAIN DISTRIBUTIONS PAID AND 31% OF EACH REPORTABLE REDEMPTION
TRANSACTION OCCURRING IN THE BALANCED, EQUITY, BOND, AND MANAGED INDEX
PORTFOLIOS 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 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 FUND 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 FUND IS REQUIRED TO REPORT TO THE INTERNAL REVENUE SERVICE
THE FOLLOWING INFORMATION WITH RESPECT TO EACH REDEMPTION TRANSACTION OCCURRING
IN THE FUND (NOT APPLICABLE TO MONEY MARKET PORTFOLIO): (A) THE SHAREHOLDER'S
NAME, ADDRESS, ACCOUNT NUMBER AND TAXPAYER IDENTIFICATION NUMBER; (B) THE TOTAL
DOLLAR VALUE OF THE REDEMPTIONS; AND (C) THE FUND'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 US, A STATE, THE DISTRICT OF COLUMBIA, A US POSSESSION, A FOREIGN
GOVERNMENT, AN INTERNATIONAL ORGANIZATION, OR ANY POLITICAL SUBDIVISION, AGENCY
OR INSTRUMENTALITY OF ANY OF THE FOREGOING; US 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 INTERNAL REVENUE CODE.
SHAREHOLDERS CLAIMING EXEMPTION FROM BACKUP WITHHOLDING AND BROKER REPORTING
SHOULD CALL OR WRITE THE FUND FOR FURTHER INFORMATION.
MANY STATES DO NOT TAX THE PORTION OF THE FUND'S DIVIDENDS WHICH IS DERIVED
FROM INTEREST ON US GOVERNMENT OBLIGATIONS. STATE LAW VARIES CONSIDERABLY
CONCERNING THE TAX STATUS OF DIVIDENDS DERIVED FROM US GOVERNMENT OBLIGATIONS.
ACCORDINGLY, SHAREHOLDERS SHOULD CONSULT THEIR TAX ADVISORS ABOUT THE TAX STATUS
OF DIVIDENDS AND DISTRIBUTIONS FROM THE FUND IN THEIR RESPECTIVE JURISDICTIONS.
DIVIDENDS PAID BY THE FUND MAY BE ELIGIBLE FOR THE DIVIDENDS RECEIVED
DEDUCTION AVAILABLE TO CORPORATE TAXPAYERS. CORPORATE TAXPAYERS REQUIRING THIS
INFORMATION MAY CONTACT CALVERT.
NET ASSET VALUE
---------------
SHARES OF THE MONEY MARKET PORTFOLIO ARE ISSUED AND REDEEMED AT THE NET
ASSET VALUE PER SHARE OF THE PORTFOLIO. THE PUBLIC OFFERING PRICE OF THE SHARES
OF THE BALANCED, EQUITY, BOND, AND MANAGED INDEX PORTFOLIOS IS THE RESPECTIVE
NET ASSET VALUE PER SHARE (PLUS, FOR CLASS A SHARES, THE APPLICABLE SALES
CHARGE). SHARES OF THE OTHER PORTFOLIOS ARE REDEEMED AT THEIR RESPECTIVE NET
ASSET VALUES PER SHARE, LESS ANY APPLICABLE CONTINGENT DEFERRED SALES CHARGE
("CDSC"). THE MONEY MARKET PORTFOLIO ATTEMPTS TO MAINTAIN A CONSTANT NET ASSET
VALUE OF $1.00 PER SHARE; THE NET ASSET VALUES OF THE OTHER PORTFOLIOS FLUCTUATE
BASED ON THE RESPECTIVE MARKET VALUE OF THE PORTFOLIOS' INVESTMENTS. THE NET
ASSET VALUE PER SHARE OF EACH OF THE PORTFOLIOS IS DETERMINED EVERY BUSINESS DAY
AS OF THE CLOSE OF THE REGULAR SESSION 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 FUND 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 DAY, PRESIDENTS' DAY, GOOD FRIDAY, MEMORIAL DAY,
INDEPENDENCE DAY, LABOR DAY, THANKSGIVING DAY, AND CHRISTMAS DAY. THE
PORTFOLIO'S NET ASSET VALUE PER SHARE IS DETERMINED BY DIVIDING THE TOTAL NET
ASSETS (THE VALUE OF ITS ASSETS NET OF LIABILITIES, INCLUDING ACCRUED EXPENSES
AND FEES) BY THE NUMBER OF SHARES OUTSTANDING FOR EACH CLASS.
THE ASSETS OF THE BALANCED, EQUITY, BOND AND MANAGED INDEX PORTFOLIOS 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 FAIRLY VALUED BY THE ADVISOR IN GOOD FAITH UNDER THE
SUPERVISION OF THE BOARD OF TRUSTEES.
THE MONEY MARKET PORTFOLIO'S ASSETS, INCLUDING SECURITIES SUBJECT TO
REPURCHASE AGREEMENTS, ARE NORMALLY VALUED AT THEIR AMORTIZED COST WHICH DOES
NOT TAKE INTO ACCOUNT UNREALIZED CAPITAL GAINS OR LOSSES. THIS INVOLVES VALUING
AN INSTRUMENT AT ITS COST AND THEREAFTER ASSUMING A CONSTANT AMORTIZATION TO
MATURITY OF ANY DISCOUNT OR PREMIUM, REGARDLESS OF THE IMPACT OF FLUCTUATING
INTEREST RATES ON THE MARKET VALUE OF THE INSTRUMENT. WHILE THIS METHOD PROVIDES
CERTAINTY IN VALUATION, IT MAY RESULT IN PERIODS DURING WHICH VALUE, AS
DETERMINED BY AMORTIZED COST, IS HIGHER OR LOWER THAN THE PRICE THAT WOULD BE
RECEIVED UPON SALE OF THE INSTRUMENT.
NET ASSET VALUE AND OFFERING PRICE PER SHARE, AS OF 9/30/99
CSIF MONEY MARKET PORTFOLIO
NET ASSET VALUE PER SHARE
($193,940,734/194,031,124 SHARES) $ 1.00
CSIF BALANCED PORTFOLIO
CLASS A NET ASSET VALUE PER SHARE
($708,654,877/22,048,556 SHARES) $32.14
MAXIMUM SALES CHARGE, CLASS A
(4.75% OF OFFERING PRICE) 1.60
OFFERING PRICE PER SHARE, CLASS A $33.74
CLASS B NET ASSET VALUE AND OFFERING PRICE PER SHARE
($9,909,810/309,988 SHARES) $31.97
CLASS C NET ASSET VALUE AND OFFERING PRICE PER SHARE
($13,646,283/430,473 SHARES) $31.70
CLASS I NET ASSET VALUE AND OFFERING PRICE PER SHARE
($13,458,467/418,846 SHARES) $32.13
CSIF BOND PORTFOLIO
CLASS A NET ASSET VALUE PER SHARE
($66,944,220/4,295,248 SHARES) $15.59
MAXIMUM SALES CHARGE
(3.75% OF OFFERING PRICE) .61
OFFERING PRICE PER SHARE $16.20
CLASS B NET ASSET VALUE AND OFFERING PRICE PER SHARE
($2,772,712/178,496 SHARES) $16.20
CLASS C NET ASSET VALUE AND OFFERING PRICE PER SHARE
($1,779,159/114,699 SHARES) $15.51
CLASS I NET ASSET VALUE AND OFFERING PRICE PER SHARE
($--/-- SHARES) $N/A
CSIF EQUITY PORTFOLIO
CLASS A NET ASSET VALUE PER SHARE
($166,715,719/6,160,076 SHARES) $27.06
MAXIMUM SALES CHARGE, CLASS A
(4.75% OF OFFERING PRICE) 1.35
OFFERING PRICE PER SHARE, CLASS A $28.41
CLASS B NET ASSET VALUE AND OFFERING PRICE PER SHARE
($8,037,848/302,157 SHARES) $26.60
CLASS C NET ASSET VALUE AND OFFERING PRICE PER SHARE
($10,413,428/416,552 SHARES) $25.00
CLASS I NET ASSET VALUE AND OFFERING PRICE PER SHARE
($--/-- SHARES) $N/A
CSIF MANAGED INDEX PORTFOLIO
CLASS A NET ASSET VALUE PER SHARE
($12,256,925/728,391 SHARES) $16.83
MAXIMUM SALES CHARGE, CLASS A
(4.75% OF OFFERING PRICE) .84
OFFERING PRICE PER SHARE, CLASS A $17.67
CLASS B NET ASSET VALUE AND OFFERING PRICE PER SHARE
($4,077,731/245,894 SHARES) $16.58
CLASS C NET ASSET VALUE AND OFFERING PRICE PER SHARE
($2,453,630/147,598 SHARES) $16.62
CLASS I NET ASSET VALUE AND OFFERING PRICE PER SHARE
($18,651,506/1,104,330 SHARES) $16.89
CALCULATION OF YIELD AND TOTAL RETURN
-------------------------------------
MONEY MARKET PORTFOLIO: YIELD
FROM TIME TO TIME, THE MONEY MARKET PORTFOLIO ADVERTISES ITS "YIELD" AND
"EFFECTIVE YIELD." BOTH YIELD FIGURES ARE BASED ON HISTORICAL EARNINGS AND ARE
NOT INTENDED TO INDICATE FUTURE PERFORMANCE. THE "YIELD" OF THE MONEY MARKET
PORTFOLIO REFERS TO THE ACTUAL INCOME GENERATED BY AN INVESTMENT IN THE
PORTFOLIO OVER A PARTICULAR BASE PERIOD OF TIME. IF THE BASE PERIOD IS LESS THAN
ONE YEAR, THE YIELD IS THEN "ANNUALIZED." THAT IS, THE NET CHANGE, EXCLUSIVE OF
CAPITAL CHANGES, IN THE VALUE OF A SHARE DURING THE BASE PERIOD IS DIVIDED BY
THE NET ASSET VALUE PER SHARE AT THE BEGINNING OF THE PERIOD, AND THE RESULT IS
MULTIPLIED BY 365 AND DIVIDED BY THE NUMBER OF DAYS IN THE BASE PERIOD. CAPITAL
CHANGES EXCLUDED FROM THE CALCULATION OF YIELD ARE: (1) REALIZED GAINS AND
LOSSES FROM THE SALE OF SECURITIES, AND (2) UNREALIZED APPRECIATION AND
DEPRECIATION. THE MONEY MARKET PORTFOLIO'S "EFFECTIVE YIELD" FOR A SEVEN-DAY
PERIOD IS ITS ANNUALIZED COMPOUNDED YIELD DURING THE PERIOD, CALCULATED
ACCORDING TO THE FOLLOWING FORMULA:
EFFECTIVE YIELD = (BASE PERIOD RETURN + 1)365/7 -1
THE "EFFECTIVE YIELD" IS CALCULATED LIKE YIELD, BUT ASSUMES REINVESTMENT OF
EARNED INCOME. THE EFFECTIVE YIELD WILL BE SLIGHTLY HIGHER THAN THE YIELD
BECAUSE OF THE COMPOUNDING EFFECT OF THIS ASSUMED REINVESTMENT. FOR THE
SEVEN-DAY PERIOD ENDED SEPTEMBER 30, 1999, THE MONEY MARKET PORTFOLIO'S YIELD
WAS 4.64% AND ITS EFFECTIVE YIELD WAS 4.75%.
BOND PORTFOLIO: YIELD
THE BOND PORTFOLIO MAY ALSO ADVERTISE ITS YIELD FROM TIME TO TIME. YIELD IS
CALCULATED SEPARATELY FOR EACH CLASS OF THE PORTFOLIO. YIELD QUOTATIONS ARE
HISTORICAL AND ARE NOT INTENDED TO INDICATE FUTURE PERFORMANCE. YIELD QUOTATIONS
FOR THE BOND PORTFOLIO REFER TO THE AGGREGATE IMPUTED YIELD-TO-MATURITY OF EACH
OF THE PORTFOLIO'S INVESTMENTS BASED ON THE MARKET VALUE AS OF THE LAST DAY OF A
GIVEN THIRTY-DAY OR ONE-MONTH PERIOD, LESS ACCRUED EXPENSES (NET OF
REIMBURSEMENT), DIVIDED BY THE AVERAGE DAILY NUMBER OF OUTSTANDING SHARES
ENTITLED TO RECEIVE DIVIDENDS TIMES THE MAXIMUM OFFERING PRICE ON THE LAST DAY
OF THE PERIOD (SO THAT THE EFFECT OF THE SALES CHARGE IS INCLUDED IN THE
CALCULATION), COMPOUNDED ON A "BOND EQUIVALENT," OR SEMIANNUAL, BASIS. THE BOND
PORTFOLIO'S YIELD IS COMPUTED ACCORDING TO THE FOLLOWING FORMULA:
YIELD = 2 (A-B/CD+1)6 - 1
WHERE A = DIVIDENDS AND INTEREST EARNED DURING THE PERIOD USING THE AGGREGATE
IMPUTED YIELD-TO MATURITY FOR EACH OF THE PORTFOLIO'S INVESTMENTS AS NOTED
ABOVE; B = EXPENSES ACCRUED FOR THE PERIOD (NET OF REIMBURSEMENT); C = THE
AVERAGE DAILY NUMBER OF SHARES OUTSTANDING DURING THE PERIOD THAT WERE ENTITLED
TO RECEIVE DIVIDENDS; AND D = THE MAXIMUM OFFERING PRICE PER SHARE ON THE LAST
DAY OF THE PERIOD. USING THIS CALCULATION, THE BOND PORTFOLIO'S YIELD FOR THE
MONTH ENDED SEPTEMBER 30, 1999 WAS 6.07% FOR CLASS A SHARES, 9.90% FOR CLASS B
SHARES, AND 9.90% FOR CLASS C SHARES.
THE YIELD OF BOTH THE MONEY MARKET AND BOND PORTFOLIOS WILL FLUCTUATE IN
RESPONSE TO CHANGES IN INTEREST RATES AND GENERAL ECONOMIC CONDITIONS, PORTFOLIO
QUALITY, PORTFOLIO MATURITY, AND OPERATING EXPENSES. YIELD IS NOT FIXED OR
INSURED AND THEREFORE IS NOT COMPARABLE TO A SAVINGS OR OTHER SIMILAR TYPE OF
ACCOUNT. YIELD DURING ANY PARTICULAR TIME PERIOD SHOULD NOT BE CONSIDERED AN
INDICATION OF FUTURE YIELD. IT IS, HOWEVER, USEFUL IN EVALUATING A PORTFOLIO'S
PERFORMANCE IN MEETING ITS INVESTMENT OBJECTIVE.
BALANCED, EQUITY, BOND, AND MANAGED INDEX PORTFOLIOS: TOTAL RETURN AND OTHER
QUOTATIONS
THE BALANCED, EQUITY, BOND, AND MANAGED INDEX PORTFOLIOS MAY EACH ADVERTISE
"TOTAL RETURN." TOTAL RETURN IS CALCULATED SEPARATELY FOR EACH CLASS. TOTAL
RETURN DIFFERS FROM YIELD IN THAT YIELD FIGURES MEASURE ONLY THE INCOME
COMPONENT OF A PORTFOLIO'S INVESTMENTS, WHILE 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. TOTAL RETURN 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. NOTE: "TOTAL RETURN" AS QUOTED IN THE FINANCIAL HIGHLIGHTS
SECTION OF THE FUND'S PROSPECTUS AND ANNUAL REPORT TO SHAREHOLDERS, HOWEVER, PER
SEC INSTRUCTIONS, DOES NOT REFLECT DEDUCTION OF THE SALES CHARGE, AND
CORRESPONDS TO "RETURN WITHOUT MAXIMUM LOAD" (OR "W/O MAX LOAD" OR "AT NAV") AS
REFERRED TO HEREIN. 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 "WITHOUT CDSC" OR "AT NAV") 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. CLASS I SHARES DO NOT HAVE
A SALES CHARGE.
THE STANDARDIZED TOTAL RETURN FOR CLASS I SHARES (EXCEPT MANAGED INDEX) IS
"LINKED" TO THE CLASS A TOTAL RETURN. THAT IS, THESE CLASS I SHARES HAVE AN
ACTUAL INCEPTION DATE OF 1999. HOWEVER, CLASS A SHARES HAVE AN INCEPTION DATE
OF SEVERAL YEARS EARLIER. IN THE TABLE BELOW, PERFORMANCE RESULTS BEFORE THE
CLASS I ACTUAL INCEPTION DATE ARE FOR CLASS A AT NAV (I.E., THEY DO NOT REFLECT
THE DEDUCTION OF THE CLASS A FRONT-END SALES CHARGE.) BECAUSE CLASS A HAD
HIGHER EXPENSES, ITS PERFORMANCE WAS LOWER THAN THE CLASS I WOULD HAVE REALIZED
IN THE SAME PERIOD. NONSTANDARDIZED TOTAL RETURN FOR CLASS I SHARE MAY ALSO BE
SHOWN FROM THE ACTUAL CLASS I INCEPTION DATE; THIS FIGURE IS NOT LINKED TO CLASS
A TOTAL RETURN.
RETURN FOR THE BALANCED, BOND, EQUITY, AND MANAGED INDEX PORTFOLIOS' SHARES
FOR THE PERIODS INDICATED ARE AS FOLLOWS:
PERIODS ENDED CLASS A CLASS B CLASS C CLASS I
SEPTEMBER 30, 1999 TOTAL RETURN TOTAL RETURN TOTAL RETURN
TOTAL RETURN
WITH/WITHOUT MAXIMUM LOAD WITH/WITHOUT CDSC WITH/WITHOUT
CDSC LINKED/ACTUAL
BALANCED PORTFOLIO
ONE YEAR 6.22% 11.52% 5.15% 10.15% 9.40% 10.40%
11.83% N/A
FIVE YEARS 12.25% 13.34% N/A N/A 12.07% 12.07%
13.40% N/A
TEN YEARS 9.17% 9.70% N/A N/A N/A N/A 9.73% N/A
FROM INCEPTION 11.23% 11.55% 0.36% 2.99% 9.96% 9.96%
(0.55%)
(OCTOBER 21, 1982, FOR CLASS A)
(MARCH 31, 1998, FOR CLASS B)
(MARCH 1, 1994, FOR CLASS C)
(FEBRUARY 26, 1999, FOR ACTUAL CLASS I)
BOND PORTFOLIO
ONE YEAR (2.63%) 1.18% (4.21%) (0.22%) (1.33%) (0.33%)
N/A N/A
FIVE YEARS 6.32% 7.13% N/A N/A N/A N/A N/A N/A
TEN YEARS 7.13% 7.54% N/A N/A N/A N/A N/A N/A
FROM INCEPTION 7.70% 8.03% 0.09% 2.07% 1.15% 1.15%
N/A N/A
(AUGUST 24, 1987, FOR CLASS A)
(MARCH 31, 1998, FOR CLASS B)
(JUNE 1, 1998, FOR CLASS C)
PERIODS ENDED CLASS A CLASS B CLASS C CLASS I
SEPTEMBER 30, 1999 TOTAL RETURN TOTAL RETURN TOTAL RETURN
TOTAL RETURN
WITH/WITHOUT MAXIMUM LOAD WITH/WITHOUT CDSC WITH/WITHOUT CDSC
LINKED/ACTUAL
EQUITY PORTFOLIO
ONE YEAR 26.92% 33.23% 26.56% 31.56% 30.80% (0.33%)
N/A N/A
FIVE YEARS 12.97% 14.07% N/A N/A 12.76% 12.76% N/A
N/A
TEN YEARS 8.28% 8.81% N/A N/A N/A N/A N/A N/A
FROM INCEPTION 8.70% 9.13% (1.12%) 1.54% 9.33% 9.33%
N/A N/A
(AUGUST 24, 1987, FOR CLASS A)
(MARCH 31, 1998, FOR CLASS B)
(MARCH 1, 1994, FOR CLASS C)
MANAGED INDEX PORTFOLIO
ONE YEAR 18.89% 24.77% 18.00% 23.00% 21.93% 22.93%
25.99%
FROM INCEPTION 4.86% 8.41% 4.42% 7.08% 10.65% 10.65%
8.66%
(AUGUST 15, 1998, FOR CLASS A)
(APRIL 15, 1998, FOR CLASS B)
(JUNE 1, 1998 FOR CLASS C)
(APRIL 15, 1998 FOR ACTUAL CLASS I)
THE CLASS A TOTAL RETURN FIGURES ABOVE AND THE BOND PORTFOLIO YIELD FIGURES
ABOVE WERE CALCULATED USING THE MAXIMUM SALES CHARGE IN EFFECT AT THAT TIME.
CAMCO ASSUMED ACTIVE MANAGEMENT OF THE BOND PORTFOLIO EFFECTIVE MARCH, 1997, NEW
SUBADVISORS ASSUMED MANAGEMENT OF THE EQUITY PORTFOLIO EFFECTIVE SEPTEMBER,
1998, AND NEW SUBADVISORS ASSUMED MANAGEMENT OF THE BALANCED PORTFOLIO EFFECTIVE
JULY, 1995. 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.
THE FUND MAY ADVERTISE AN INTERNAL RATE OF RETURN ("IRR") ON DIRECT COMPANY
HOLDINGS IN ITS SPECIAL EQUITIES PROGRAM. THIS IS A NON-STANDARDIZED PERFORMANCE
CALCULATION. SEE THE EXPLANATION IN THE "ADVERTISING" PORTION OF THIS STATEMENT,
BELOW. THESE DIRECT COMPANY HOLDINGS REPRESENT ONLY A VERY SMALL PORTION OF A
PORTFOLIO'S ASSETS, AND THE IRR ON THIS PART OF THE SPECIAL EQUITIES PROGRAM
SHOULD NOT BE CONFUSED WITH THE YIELD AND TOTAL RETURN OF ANY PARTICULAR
PORTFOLIO.
PURCHASE AND REDEMPTION OF SHARES
---------------------------------
SHARE CERTIFICATES WILL NOT BE ISSUED UNLESS REQUESTED IN WRITING BY THE
INVESTOR. NO CERTIFICATES WILL BE ISSUED FOR FRACTIONAL SHARES OF ANY PORTFOLIO.
SEE THE PROSPECTUS FOR MORE DETAILS ON PURCHASES AND REDEMPTIONS.
SHAREHOLDERS IN THE MONEY MARKET PORTFOLIO WISHING TO HAVE DRAFTS SHOULD
COMPLETE THE SIGNATURE CARD ENCLOSED WITH THE INVESTMENT APPLICATION. EXISTING
SHAREHOLDERS MAY ARRANGE FOR DRAFT WRITING BY CONTACTING THE FUND FOR A
SIGNATURE CARD. OTHER DOCUMENTATION MAY BE REQUIRED FROM CORPORATIONS,
FIDUCIARIES AND INSTITUTIONAL INVESTORS. THIS DRAFT WRITING SERVICE WILL BE
SUBJECT TO THE CUSTOMARY RULES AND REGULATIONS GOVERNING CHECKING ACCOUNTS, AND
THE FUND RESERVES THE RIGHT TO CHANGE OR SUSPEND THE SERVICE. GENERALLY, THERE
IS NO CHARGE TO YOU FOR THE MAINTENANCE OF THIS SERVICE OR FOR THE CLEARANCE OF
DRAFTS, BUT THE FUND RESERVES THE RIGHT TO CHARGE A SERVICE FEE FOR DRAFTS
RETURNED FOR INSUFFICIENT OR UNCOLLECTED FUNDS. AS A SERVICE TO SHAREHOLDERS,
THE FUND MAY AUTOMATICALLY TRANSFER THE DOLLAR AMOUNT NECESSARY TO COVER DRAFTS
YOU HAVE WRITTEN ON THE FUND TO YOUR FUND ACCOUNT FROM ANY OTHER OF YOUR
IDENTICALLY REGISTERED ACCOUNTS IN CALVERT MONEY MARKET FUNDS OR CALVERT INSURED
PLUS. THE FUND MAY CHARGE A FEE FOR THIS SERVICE.
WHEN A PAYABLE THROUGH DRAFT IS PRESENTED FOR PAYMENT, A SUFFICIENT NUMBER
OF FULL AND FRACTIONAL SHARES FROM THE SHAREHOLDER'S ACCOUNT TO COVER THE AMOUNT
OF THE DRAFT WILL BE REDEEMED AT THE NET ASSET VALUE NEXT DETERMINED. IF THERE
ARE INSUFFICIENT SHARES IN THE SHAREHOLDER'S ACCOUNT, THE DRAFT MAY BE RETURNED.
THIS DRAFT WRITING PROCEDURE FOR REDEMPTION ENABLES SHAREHOLDERS TO RECEIVE THE
DAILY DIVIDENDS DECLARED ON THE SHARES TO BE REDEEMED UNTIL SUCH TIME AS THE
DRAFT IS PRESENTED TO THE CUSTODIAN BANK FOR PAYMENT. DRAFTS PRESENTED TO THE
BANK FOR PAYMENT WHICH WOULD REQUIRE THE REDEMPTION OF SHARES PURCHASED BY CHECK
OR ELECTRONIC FUNDS TRANSFER WITHIN THE PREVIOUS 10 BUSINESS DAYS MAY NOT BE
HONORED.
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 FUND IS COMPATIBLE WITH THE INVESTOR'S GOALS. THE FUND 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
2000/SMALL STOCK 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 FUND 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.
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, 1999). CALVERT GROUP WAS ALSO THE
FIRST TO OFFER A FAMILY OF SOCIALLY RESPONSIBLE MUTUAL FUND PORTFOLIOS.
THE IRR INCLUDES DIRECT INVESTMENTS IN COMPANIES ONLY (NO FUNDS,
PARTNERSHIPS, OR FINANCIAL INSTITUTIONS). IT IS BASED ON ANNUAL CASH FLOWS
BEGINNING WITH THE FIRST DIRECT INVESTMENT ON DECEMBER 18, 1992 TO THE DATE
SHOWN IN THE ADVERTISEMENT. CASH OUTFLOWS INCLUDE ALL DISBURSEMENTS TO
COMPANIES, INCLUDING FOLLOW-ONS. THE IRR ASSUMES FULL EXERCISE OF WARRANT
POSITIONS IN THE YEAR OF CALCULATION IF NOT PREVIOUSLY EXERCISED. CASH INFLOWS
INCLUDES ALL RECEIPTS FROM ACQUISITIONS AND EARNOUTS. IT ALSO ASSUMES POSITIONS
ARE FULLY LIQUIDATED IN THE YEAR OF CALCULATION. PUBLIC COMPANY HOLDINGS ARE
LIQUIDATED AT MARKET PRICE, INCLUDING WARRANTS; OTHERS ARE LIQUIDATED AT
CARRYING VALUE WHETHER MARKED UP, DOWN, OR AT COST. ALL BUT A SMALL PORTION OF
THESE RETURNS ARE UNREALIZED. THE IRR ON DIRECT COMPANY HOLDINGS IN THE SPECIAL
EQUITIES PROGRAM OF THE BALANCED PORTFOLIO WAS 7.05% FROM DECEMBER 18, 1992
THROUGH SEPTEMBER 30, 1999. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS.
TRUSTEES, OFFICERS, AND ADVISORY COUNCIL
----------------------------------------
THE FUND'S BOARD OF TRUSTEES SUPERVISES THE FUND'S ACTIVITIES AND REVIEWS
ITS CONTRACTS WITH COMPANIES THAT PROVIDE IT WITH SERVICES. BUSINESS INFORMATION
IS PROVIDED BELOW ABOUT THE TRUSTEES.
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. SHE IS ON THE BOARD OF DIRECTORS OF THE CALVERT SOCIAL
INVESTMENT FOUNDATION. DOB: 9/10/47. ADDRESS: FIRST NATIONS DEVELOPMENT
INSTITUTE, 11917 MAIN STREET, FREDERICKSBURG, VIRGINIA 22408.
RICHARD L. BAIRD, JR., TRUSTEE. MR. BAIRD IS EXECUTIVE VICE PRESIDENT FOR
THE FAMILY HEALTH COUNCIL, INC. IN PITTSBURGH, PENNSYLVANIA, A NON-PROFIT
CORPORATION THAT 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 VARIABLE SERIES, INC., CALVERT NEW WORLD FUND, INC.
AND CALVERT WORLD VALUES FUND, INC. DOB: 5/9/48. ADDRESS: 211 OVERLOOK DRIVE,
PITTSBURGH, PENNSYLVANIA 15216.
*JOHN G. GUFFEY, JR., TRUSTEE. EXECUTIVE VICE PRESIDENT AND TRUSTEE. MR.
GUFFEY IS EXECUTIVE VICE PRESIDENT OF CALVERT SOCIAL INVESTMENT FUND. HE IS ON
THE BOARD OF DIRECTORS 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, A DIRECTOR OF ARIEL FUNDS,
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 VARIABLE SERIES,
INC. AND CALVERT NEW WORLD FUND, INC. DOB: 05/15/48. ADDRESS: 388 CALLE COLINA
SANTA FE, NM 87501.
MR. GUFFEY HAS BEEN ADVISED THAT THE SECURITIES AND EXCHANGE COMMISSION
("SEC") HAS ENTERED AN ORDER AGAINST HIM RELATING TO HIS FORMER SERVICE AS A
DIRECTOR OF COMMUNITY BANKERS MUTUAL FUND, INC. THIS FUND IS NOT CONNECTED WITH
ANY CALVERT FUND OR THE CALVERT GROUP AND CEASED OPERATIONS IN SEPTEMBER, 1994.
MR. GUFFEY CONSENTED TO THE ENTRY OF THE ORDER WITHOUT ADMITTING OR DENYING THE
FINDINGS IN THE ORDER. THE ORDER CONTAINS FINDINGS THAT: (1) THE COMMUNITY
BANKERS MUTUAL FUND'S PROSPECTUS AND STATEMENT OF ADDITIONAL INFORMATION WERE
MATERIALLY FALSE AND MISLEADING BECAUSE THEY MISSTATED OR FAILED TO STATE
MATERIAL FACTS CONCERNING THE PRICING OF FUND SHARES AND THE PERCENTAGE OF
ILLIQUID SECURITIES IN THE FUND'S PORTFOLIO AND THAT MR. GUFFEY, AS A MEMBER OF
THE FUND'S BOARD, SHOULD HAVE KNOWN OF THESE MISSTATEMENTS AND THEREFORE
VIOLATED THE SECURITIES ACT OF 1933; (2) THE PRICE OF THE FUND'S SHARES SOLD TO
THE PUBLIC WAS NOT BASED ON THE CURRENT NET ASSET VALUE OF THE SHARES, IN
VIOLATION OF THE INVESTMENT COMPANY ACT OF 1940 (THE "INVESTMENT COMPANY ACT");
AND (3) THE BOARD OF THE FUND, INCLUDING MR. GUFFEY, VIOLATED THE INVESTMENT
COMPANY ACT BY DIRECTING THE FILING OF A MATERIALLY FALSE REGISTRATION
STATEMENT. THE ORDER DIRECTED MR. GUFFEY TO CEASE AND DESIST FROM COMMITTING OR
CAUSING FUTURE VIOLATIONS AND TO PAY A CIVIL PENALTY OF $5,000. THE SEC PLACED
NO RESTRICTIONS ON MR. GUFFEY'S CONTINUING TO SERVE AS A TRUSTEE OR DIRECTOR OF
MUTUAL FUNDS.
JOY V. JONES, ESQ., TRUSTEE. MS. JONES IS AN ATTORNEY AND ENTERTAINMENT
MANAGER IN NEW YORK CITY. MS. JONES IS ALSO CHAIRMAN OF THE BOARD OF ULTRAFEM,
INC. 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, SENIOR VICE PRESIDENT AND TRUSTEE. 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., AND A TRUSTEE/DIRECTOR OF EACH OF
THE INVESTMENT COMPANIES IN THE CALVERT GROUP OF FUNDS, AS WELL AS SENIOR VICE
PRESIDENT OF CALVERT SOCIAL INVESTMENT FUND. MS. KRUMSIEK IS ON THE BOARD OF
DIRECTORS OF THE CALVERT SOCIAL INVESTMENT FOUNDATION. PRIOR TO JOINING CALVERT
GROUP, MS. KRUMSIEK SERVED AS A MANAGING DIRECTOR OF ALLIANCE FUND DISTRIBUTORS,
INC. DOB: 08/09/52.
TERRENCE J. MOLLNER, ED.D., TRUSTEE. DR. MOLLNER IS FOUNDER, CHAIRPERSON,
AND PRESIDENT 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 AND IS ON THE BOARD OF DIRECTORS OF THE CALVERT SOCIAL INVESTMENT
FOUNDATION.
ON OCTOBER 8, 1998, MR. MOLLNER DECLARED AND FILED FOR PERSONAL BANKRUPTCY
PROTECTION UNDER CHAPTER 7 OF THE FEDERAL BANKRUPTCY CODE. THE CAUSE OF MR.
MOLLNER'S FINANCIAL DIFFICULTIES WAS LOSSES SUSTAINED IN TRADING IN THE OPTIONS
AND FUTURES MARKET. DOB: 12/13/44. ADDRESS: 15 EDWARDS SQUARE, NORTHAMPTON,
MASSACHUSETTS 01060.
SYDNEY AMARA MORRIS, TRUSTEE. REV. MORRIS PREVIOUSLY SERVES AS A MINISTER
OF THE UNITARIAN-UNIVERSALIST FELLOWSHIP. REV. MORRIS IS A GRADUATE OF THE
HARVARD DIVINITY SCHOOL. DOB: 9/7/49. ADDRESS: 2915 WEST 12TH VANCOUVER,
BRITISH COLUMBIA, CANADA V6K2R2.
*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. HE IS A DIRECTOR OF CALVERT ADMINISTRATIVE SERVICES
COMPANY, INC., CALVERT ASSET MANAGEMENT COMPANY, INC., CALVERT SHAREHOLDER
SERVICES, INC., AND THE ADVISOR GROUP, INC. 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 VARIABLE SERIES, INC. AND CALVERT NEW WORLD FUND, INC.
HE IS THE PRESIDENT OF CALVERT SOCIAL INVESTMENT FUND. MR. SILBY IS EXECUTIVE
CHAIRMAN OF GROUP SERVE, INC., AN INTERNET COMPANY FOCUSED ON COMMUNITY BUILDING
COLLABORATIVE TOOLS, 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. HE IS ALSO A DIRECTOR OF ACACIA MUTUAL LIFE
INSURANCE COMPANY AND CHAIRMAN OF THE CALVERT SOCIAL INVESTMENT FOUNDATION. 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 CHIEF FINANCIAL OFFICER 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 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.
IVY WAFFORD DUKE, ESQ., ASSISTANT SECRETARY. MS. DUKE 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. SHE ALSO SERVES AS SECRETARY
AND PROVIDES COUNSEL TO THE CALVERT SOCIAL INVESTMENT FOUNDATION. PRIOR TO
WORKING AT CALVERT GROUP, MS. DUKE WAS AN ASSOCIATE IN THE INVESTMENT MANAGEMENT
GROUP OF THE BUSINESS AND FINANCE DEPARTMENT AT DRINKER BIDDLE & REATH. DOB:
09/07/68.
VICTOR FRYE, ESQ., ASSISTANT SECRETARY AND COMPLIANCE OFFICER. MR. FRYE IS
COUNSEL AND COMPLIANCE OFFICER OF CALVERT GROUP AND AN OFFICER OF EACH OF ITS
SUBSIDIARIES AND CALVERT-SLOAN ADVISERS, L.L.C. HE IS ALSO AN OFFICER OF EACH OF
THE OTHER INVESTMENT COMPANIES IN THE CALVERT GROUP OF FUNDS. PRIOR TO WORKING
AT CALVERT GROUP, MR. FRYE WAS COUNSEL AND MANAGER OF THE COMPLIANCE DEPARTMENT
AT THE ADVISORS GROUP. DOB: 10/15/58.
THE ADDRESS OF TRUSTEE 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 ANY CLASS OF EACH PORTFOLIO'S
OUTSTANDING SHARES. TRUSTEES MARKED WITH AN *, ABOVE, ARE "INTERESTED PERSONS"
OF THE FUND, UNDER THE INVESTMENT COMPANY ACT OF 1940.
MR. BAIRD, DR. MOLLNER, MS. ADAMSON, MS. JONES, AND REV. MORRIS SERVE ON
THE FUND'S AUDIT COMMITTEE. MS. ADAMSON, DR. MOLLNER, AND MR. SILBY SERVE ON THE
FUND'S HIGH SOCIAL IMPACT INVESTMENTS COMMITTEE WHICH ASSISTS THE FUND IN
IDENTIFYING, EVALUATING AND SELECTING INVESTMENTS IN SECURITIES THAT OFFER A
RATE OF RETURN BELOW THE THEN-PREVAILING MARKET RATE AND THAT PRESENT ATTRACTIVE
OPPORTUNITIES FOR FURTHERING THE FUND'S SOCIAL CRITERIA. MS. JONES, REV. MORRIS,
AND MESSRS. GUFFEY AND SILBY SERVE ON THE FUND'S SPECIAL EQUITIES COMMITTEE
WHICH ASSISTS THE FUND IN IDENTIFYING, EVALUATING, AND SELECTING APPROPRIATE
SPECIAL EQUITY INVESTMENT OPPORTUNITIES FOR THE FUND.
THE ADVISORY COUNCIL IS A RESOURCE TO THE FUND'S BOARD OF TRUSTEES
REGARDING COMMUNICATIONS NETWORKS FOR THE FUND AND THE APPLICATION AND
REFINEMENT OF THE FUND'S SOCIAL CRITERIA. THE ADVISORY COUNCIL HAS NO POWER,
AUTHORITY, OR RESPONSIBILITY WITH RESPECT TO THE MANAGEMENT OF THE FUND OR THE
CONDUCT OF THE AFFAIRS OF THE FUND. MESSRS. SILBY, GUFFEY AND MOLLNER, AND MS.
KRUMSIEK SERVE AS DIRECTORS OF THE 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.
FROM TIME TO TIME, THE FUND MAY MAKE CHARITABLE CONTRIBUTIONS TO GROUPS
INTENDED TO FURTHER THE FUND'S SOCIAL PURPOSE, INCLUDING BUT NOT LIMITED TO
EDUCATING INVESTORS ABOUT SOCIALLY RESPONSIBLE INVESTING.
DURING FISCAL 1999, TRUSTEES OF THE FUND NOT AFFILIATED WITH THE FUND'S
ADVISOR WERE PAID $39,781 BY THE MONEY MARKET PORTFOLIO, $142,545 BY THE
BALANCED PORTFOLIO, $15,264 BY THE BOND PORTFOLIO, $37,479 BY THE EQUITY
PORTFOLIO, AND $8,228 BY THE MANAGED INDEX PORTFOLIO. 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 SERVE ONLY THE CSIF BOARD RECEIVE AN ANNUAL
FEE OF $15,430, PLUS $600 FOR EACH BOARD AND COMMITTEE MEETING ATTENDED.
TRUSTEES OF THE FUND NOT AFFILIATED WITH THE FUND'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
(SHOWN AS "PENSION OR RETIREMENT BENEFITS ACCRUED AS PART OF FUND EXPENSES,"
BELOW). 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 FUND'S ASSETS, LIABILITIES, NET ASSETS, AND
NET INCOME PER SHARE.
TRUSTEE COMPENSATION TABLE
FISCAL YEAR 1999
(UNAUDITED NUMBERS)
AGGREGATE COMPENSATION PENSION OR RETIREMENT TOTAL COMPENSATION
FROM
FROM REGISTRANT FOR SERVICE BENEFITS ACCRUED AS PART REGISTRANT AND
FUND
NAME OF TRUSTEE/OFFICER AS TRUSTEE/OFFICER OF REGISTRANT EXPENSES*
COMPLEX PAID TO TRUSTEE**
REBECCA ADAMSON $32,283 $0 $32,283
RICHARD L. BAIRD, JR. $2,999 $0 $39,250
JOHN G. GUFFEY, JR. $11,114 $1,896 $56,365
JOY V. JONES $29,580 $0 $29,580
TERRENCE J. MOLLNER $24,830 $0 $33,830
SYDNEY AMARA MORRIS $22,630 $12,000 $22,630
D. WAYNE SILBY $20,332 $0 $60,831
*MS. ADAMSON, MS. JONES, REV. MORRIS, AND MR. GUFFEY HAVE CHOSEN TO DEFER A
PORTION OF THEIR COMPENSATION. AS OF SEPTEMBER 30, 1999, TOTAL DEFERRED
COMPENSATION, INCLUDING DIVIDENDS AND CAPITAL APPRECIATION, WAS $54,604,
$17,765, $31,559 AND $11,022, FOR EACH OF THEM, RESPECTIVELY.
**AS OF SEPTEMBER 30, 1999, THE FUND COMPLEX CONSISTS OF NINE (9) REGISTERED
INVESTMENT COMPANIES.
INVESTMENT ADVISOR AND SUBADVISOR
---------------------------------
THE FUND'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"). ACACIA IS A SUBSIDIARY OF AMERITAS ACACIA MUTUAL
HOLDING COMPANY. UNDER THE ADVISORY CONTRACT, THE ADVISOR PROVIDES INVESTMENT
ADVICE TO THE FUND AND OVERSEES ITS DAY-TO-DAY OPERATIONS, SUBJECT TO DIRECTION
AND CONTROL BY THE FUND'S BOARD OF TRUSTEES. THE ADVISOR PROVIDES THE FUNDS WITH
INVESTMENT SUPERVISION AND MANAGEMENT, AND OFFICE SPACE; FURNISHES EXECUTIVE AND
OTHER PERSONNEL TO THE FUNDS; AND PAYS THE SALARIES AND FEES OF ALL
TRUSTEES/DIRECTORS WHO ARE EMPLOYEES OF THE ADVISOR OR ITS AFFILIATES. THE FUND
PAYS ALL OTHER ADMINISTRATIVE AND OPERATING EXPENSES, INCLUDING: CUSTODIAL,
REGISTRAR, DIVIDEND DISBURSING AND TRANSFER AGENCY FEES; ADMINISTRATIVE SERVICE
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 EMPLOYEES OF THE ADVISOR OR OF ITS AFFILIATES;
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.
UNDER A NEW ADVISORY AGREEMENT APPROVED BY SHAREHOLDERS IN EARLY 1999, THE
ADVISOR RECEIVES AN ANNUAL FEE, PAYABLE MONTHLY, OF 0.425% OF THE FIRST $500
MILLION OF THE BALANCED PORTFOLIO'S AVERAGE DAILY NET ASSETS, 0.40% OF THE NEXT
$500 MILLION OF SUCH ASSETS, AND 0.375% OF ALL ASSETS ABOVE $1 BILLION; 0.35% OF
THE BOND PORTFOLIO'S AVERAGE DAILY NET ASSETS; 0.50% OF THE EQUITY PORTFOLIO'S
AVERAGE DAILY NET ASSETS; 0.30% OF THE MONEY MARKET PORTFOLIO'S AVERAGE DAILY
NET ASSETS AND 0.60% OF THE MANAGED INDEX PORTFOLIO'S AVERAGE DAILY NET ASSETS.
THE ADVISOR RESERVES THE RIGHT TO (I) WAIVE ALL OR A PART OF ITS FEE; (II)
REIMBURSE THE FUND FOR EXPENSES; AND (III) PAY BROKER-DEALERS IN CONSIDERATION
OF THEIR PROMOTIONAL OR ADMINISTRATIVE SERVICES.
THE ADVISOR MAY, BUT IS NOT REQUIRED TO WAIVE CURRENT PAYMENT OF ITS FEES, OR TO
REIMBURSE EXPENSES OF THE FUND. THE ADVISOR HAS AGREED TO REIMBURSE THE MONEY
MARKET, BALANCED, AND BOND PORTFOLIOS FOR THEIR RESPECTIVE OPERATING EXPENSES
(EXCLUDING BROKERAGE, TAXES, INTEREST, DISTRIBUTION PLAN EXPENSES AND
EXTRAORDINARY ITEMS,) EXCEEDING, ON A PRO RATA BASIS, 1.5% OF THE FIRST $30
MILLION OF THE RESPECTIVE PORTFOLIO'S AVERAGE DAILY NET ASSETS, AND 1% OF SUCH
ASSETS IN EXCESS OF $30 MILLION.
ANY FEES THE CURRENT PAYMENT OF WHICH IS WAIVED BY THE ADVISOR AND ANY EXPENSES
PAID ON BEHALF OF OR REIMBURSED TO THE MANAGED INDEX 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.
FOR THOSE PORTFOLIOS WITH MULTIPLE CLASSES, INVESTMENT ADVISORY FEES ARE
ALLOCATED AS A PORTFOLIO-LEVEL EXPENSE BASED ON NET ASSETS.
THE ADVISORY FEES PAID TO THE ADVISOR BY THE MONEY MARKET PORTFOLIO FOR THE
FISCAL YEARS ENDED SEPTEMBER 30, 1997, 1998, AND 1999 WERE $829,686, $846,146,
AND $713,040, RESPECTIVELY. THE ADVISORY FEES PAID TO THE ADVISOR BY THE
BALANCED PORTFOLIO FOR THE SAME YEARS WERE $3,739,407, $4,374,411, AND
$3,809,681, RESPECTIVELY. THE ADVISORY FEES PAID TO THE ADVISOR FOR THESE YEARS
BY THE BOND PORTFOLIO WERE $363,612, $345,357, AND $301,347; BY THE EQUITY
PORTFOLIO $683,046, $889,599, AND $896,683; AND BY THE MANAGED INDEX PORTFOLIO
$54,079 (DATE OF INCEPTION APRIL 15, 1998) AND $189,815, FOR 1999. THESE FIGURES
ARE NET OF THE FOLLOWING CREDITS: BOND PORTFOLIO.
SUBADVISORS
BROWN CAPITAL MANAGEMENT, INC. IS CONTROLLED BY EDDIE C. BROWN. IT RECEIVES
A SUBADVISORY FEE, PAID BY THE ADVISOR, OF 0.25% OF NET ASSETS IT MANAGES FOR
THE BALANCED PORTFOLIO.
NCM CAPITAL MANAGEMENT GROUP, INC. IS A SUBSIDIARY OF THE NORTH CAROLINA
MUTUAL LIFE INSURANCE COMPANY. IT RECEIVES A SUBADVISORY FEE, PAID BY THE
ADVISOR, OF 0.25% OF NET ASSETS IT MANAGES FOR THE BALANCED PORTFOLIO.
ATLANTA CAPITAL MANAGEMENT COMPANY IS OWNED AND OPERATED BY DAN BOONE, GREG
COLEMAN, JERRY DE VORE, BILL HACKNEY, MARILYN R. IRVIN, DALLAS LUNDY, CHIP
REAMES, AND CHRIS REYNOLDS. IT RECEIVES A SUBADVISORY FEE, PAID BY THE ADVISOR,
OF 0.30% OF THE ASSETS IT MANAGES FOR THE EQUITY PORTFOLIO.
STATE STREET GLOBAL ADVISORS IS A DIVISION OF STATE STREET BANK AND TRUST.
IT RECEIVES A SUBADVISORY FEE PAID BY THE ADVISOR, OF 0.35% OF THE MANAGED INDEX
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.
ADMINISTRATIVE SERVICES AGENT
-----------------------------
CALVERT ADMINISTRATIVE SERVICES COMPANY ("CASC"), AN AFFILIATE OF THE
ADVISOR, HAS BEEN RETAINED BY THE FUND TO PROVIDE CERTAIN ADMINISTRATIVE
SERVICES NECESSARY TO THE CONDUCT OF ITS AFFAIRS, INCLUDING THE PREPARATION OF
REGULATORY FILINGS AND SHAREHOLDER REPORTS. FOR PROVIDING SUCH SERVICES, CASC
RECEIVES AN ANNUAL ADMINISTRATIVE SERVICE FEE PAYABLE MONTHLY (AS A PERCENTAGE
OF NET ASSETS) AS FOLLOWS:
CLASS A, B, AND C CLASS I
BALANCED 0.275% 0.125%
BOND 0.30% 0.10%
EQUITY 0.20% 0.10%
MANAGED INDEX 0.15% 0.10%
MONEY MARKET 0.20% N/A
THE ADMINISTRATIVE FEES PAID TO CASC BY THE MANAGED INDEX PORTFOLIO FROM
ITS INCEPTION THROUGH SEPTEMBER 30, 1998, WAS $9,840 AND FOR THE FISCAL YEAR
ENDED SEPTEMBER 30, 1999, WAS $38,282. THE ADMINISTRATIVE FEES PAID TO CASC BY
THE BALANCED PORTFOLIO, BOND PORTFOLIO, EQUITY PORTFOLIO AND MONEY MARKET
PORTFOLIO FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 1999, WERE $1,246,925,
$83,992, $ 223,502, AND $226,646, RESPECTIVELY. NO SUCH FEES WERE PAID FOR ANY
EARLIER PERIODS BY ANY PORTFOLIO. ADMINISTRATIVE SERVICES FEES ARE ALLOCATED
AMONG CLASSES AS A CLASS-LEVEL EXPENSE BASED ON NET ASSETS.
METHOD OF DISTRIBUTION
----------------------
CALVERT DISTRIBUTORS, INC. ("CDI") IS THE PRINCIPAL UNDERWRITER AND
DISTRIBUTOR FOR THE FUND. CDI IS AN AFFILIATE OF THE FUND'S ADVISOR. UNDER THE
TERMS OF ITS UNDERWRITING AGREEMENT WITH THE FUNDS, CDI MARKETS AND DISTRIBUTES
THE FUND'S SHARES AND IS RESPONSIBLE FOR PREPARING ADVERTISING AND SALES
LITERATURE, AND PRINTING AND MAILING PROSPECTUSES TO PROSPECTIVE INVESTORS.
PURSUANT TO RULE 12B-1 UNDER THE INVESTMENT COMPANY ACT OF 1940, THE FUND
HAS ADOPTED DISTRIBUTION PLANS (THE "PLANS") WHICH PERMIT THE FUND TO PAY
CERTAIN EXPENSES ASSOCIATED WITH THE DISTRIBUTION AND SERVICING OF ITS SHARES.
SUCH EXPENSES FOR CLASS A SHARES MAY NOT EXCEED, ON AN ANNUAL BASIS, 0.35% OF
THE BALANCED, EQUITY AND BOND PORTFOLIOS' RESPECTIVE AVERAGE DAILY NET ASSETS
AND 0.25% OF THE MONEY MARKET AND MANAGED INDEX PORTFOLIOS' AVERAGE DAILY NET
ASSETS. HOWEVER, THE FUND'S BOARD OF TRUSTEES HAS DETERMINED THAT, UNTIL FURTHER
ACTION BY THE BOARD, NO PORTFOLIO SHALL PAY CLASS A DISTRIBUTION EXPENSES IN
EXCESS OF 0.25% OF ITS AVERAGE DAILY NET ASSETS; AND FURTHER, THAT CLASS A
DISTRIBUTION EXPENSES ONLY BE CHARGED ON THE AVERAGE DAILY NET ASSETS OF THE
BALANCED PORTFOLIO IN EXCESS OF $30,000,000.
EXPENSES UNDER THE FUND'S CLASS B AND CLASS C PLANS MAY NOT EXCEED, ON AN
ANNUAL BASIS, 1.00% OF THE BALANCED, BOND, EQUITY AND MANAGED INDEX PORTFOLIOS'
CLASS B AND CLASS C AVERAGE DAILY NET ASSETS, RESPECTIVELY. CLASS A DISTRIBUTION
PLANS REIMBURSE CDI ONLY FOR EXPENSES IT INCURS, WHILE THE CLASS B AND C
DISTRIBUTION PLANS COMPENSATE CDI AT A SET RATE REGARDLESS OF CDI'S EXPENSES.
THE FUND'S 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 INVESTMENT COMPANY ACT OF 1940) 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
FUND AND ITS SHAREHOLDERS, INCLUDING ECONOMIES OF SCALE AT HIGHER ASSET LEVELS,
BETTER INVESTMENT OPPORTUNITIES AND MORE FLEXIBILITY IN MANAGING A GROWING
PORTFOLIO.
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
OF THE FUND. IF THE FUND SHOULD EVER SWITCH TO A NEW PRINCIPAL UNDERWRITER
WITHOUT TERMINATING THE CLASS B PLAN, THE FEE WOULD BE PRORATED BETWEEN CDI AND
THE NEW PRINCIPAL UNDERWRITER. ANY CHANGE IN THE PLANS THAT WOULD MATERIALLY
INCREASE THE DISTRIBUTION COST TO A PORTFOLIO REQUIRES APPROVAL OF THE
SHAREHOLDERS OF THE AFFECTED 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 FUND.
THE ADVISOR AND/OR CDI HAS AGREED TO PAY CERTAIN FIRMS COMPENSATION BASED ON
SALES OF FUND SHARES OR ON ASSETS HELD IN THOSE FIRM'S ACCOUNTS FOR THEIR
MARKETING AND DISTRIBUTION OF THE FUND SHARES, ABOVE THE USUAL SALES CHARGES AND
SERVICE FEES. THIS LIST MAY BE CHANGED FROM TIME TO TIME. AS OF DECEMBER 31,
1999, THE ADVISOR AND/OR CDI HAD SPECIAL ARRANGEMENTS WITH THE FOLLOWING FIRMS:
FIDELITY, MORGAN STANLEY DEAN WITTER, PRUDENTIAL SECURITIES, SALOMON SMITH
BARNEY, AMERICAN EXPRESS FINANCIAL ADVISORS, MERRILL LYNCH, AND THE ADVISORS
GROUP.
CDI, MAKES A CONTINUOUS OFFERING OF THE FUND'S SECURITIES ON A "BEST
EFFORTS" BASIS. UNDER THE TERMS OF THE AGREEMENT, CDI IS ENTITLED TO RECEIVE,
PURSUANT TO THE DISTRIBUTION PLANS, A DISTRIBUTION FEE AND A SERVICE FEE FROM
THE FUND BASED ON THE AVERAGE DAILY NET ASSETS OF EACH PORTFOLIO'S RESPECTIVE
CLASSES. THESE FEES ARE PAID PURSUANT TO THE FUND'S DISTRIBUTION PLAN. TOTAL
DISTRIBUTION PLAN EXPENSES PAID TO CDI BY THE FUND FOR THE FISCAL YEAR ENDED
SEPTEMBER 30, 1999 WERE $1,745,398 FOR CLASS A, $65,329 FOR CLASS B AND $133,012
FOR CLASS C FOR THE BALANCED PORTFOLIO. TOTAL DISTRIBUTION PLAN EXPENSES PAID TO
CDI BY THE FUND FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 1999 WERE $133,657 FOR
CLASS A, $18,171 FOR CLASS B AND $12,147 FOR CLASS C FOR THE BOND PORTFOLIO.
TOTAL DISTRIBUTION PLAN EXPENSES PAID TO CDI BY THE FUND FOR THE FISCAL YEAR
ENDED SEPTEMBER 30, 1999 WERE $373,197 FOR CLASS A, $45,687 FOR CLASS B AND
$83,727 FOR CLASS C FOR THE EQUITY PORTFOLIO. TOTAL DISTRIBUTION PLAN EXPENSES
PAID TO CDI BY THE FUND FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 1999 WERE
$22,697 FOR CLASS A, $27,946 FOR CLASS B AND $14,179 FOR CLASS C FOR THE MANAGED
INDEX PORTFOLIO. FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 1999, THE FUND'S
DISTRIBUTION PLAN EXPENSES FOR EACH CLASS WERE SPENT FOR THE FOLLOWING PURPOSES:
MONEY MARKET
THE PORTFOLIO HAS NEVER PAID DISTRIBUTION PLAN EXPENSES.
BALANCED
CLASS A CLASS B CLASS C CLASS I
COMPENSATION TO BROKER-DEALERS $1,022,462 $10,345 $80,656
N/A
COMPENSATION TO SALES PERSONNEL $79,812 $9,365 $6,753
N/A
ADVERTISING $384,375 $45,104 $32,523
N/A
PRINTING AND MAILING OF PROSPECTUSES
TO OTHER THAN CURRENT SHAREHOLDERS $154,554 $18,136
$13,078 N/A
COMPENSATION TO UNDERWRITERS $104,198 $0 $0 N/A
INTEREST, FINANCING CHARGES -- -- -- N/A
OTHER -- -- -- N/A
BOND
CLASS A CLASS B CLASS C CLASS I
COMPENSATION TO BROKER-DEALERS $129,891 $4,543 $1,047
N/A
COMPENSATION TO SALES PERSONNEL $1,230 $5,024 $4,093
N/A
ADVERTISING $1,585 $6,475 $5,273 N/A
PRINTING AND MAILING OF PROSPECTUSES
TO OTHER THAN CURRENT SHAREHOLDERS $521 $2,128 $1,734
N/A
COMPENSATION TO UNDERWRITERS $430 $0 $0 N/A
INTEREST, FINANCING CHARGES -- -- -- N/A
OTHER -- -- -- N/A
EQUITY
CLASS A CLASS B CLASS C CLASS I
COMPENSATION TO BROKER-DEALERS $348,812 $7,447 $59,899
N/A
COMPENSATION TO SALES PERSONNEL $5,775 $10,389 $6,473
N/A
ADVERTISING $10,688 $19,226 $11,979 N/A
PRINTING AND MAILING OF PROSPECTUSES
TO OTHER THAN CURRENT SHAREHOLDERS $4,796 $8,628 $5,375
N/A
COMPENSATION TO UNDERWRITERS $3,126 $0 $0 N/A
INTEREST, FINANCING CHARGES -- -- -- N/A
OTHER -- -- -- N/A
MANAGED INDEX
CLASS A CLASS B CLASS C CLASS I
COMPENSATION TO BROKER-DEALERS $18,299 $4,511 $1,698
N/A
COMPENSATION TO SALES PERSONNEL $1,153 $6,389 $3,402
N/A
ADVERTISING $1,935 $10,722 $5,709 N/A
PRINTING AND MAILING OF PROSPECTUSES
TO OTHER THAN CURRENT SHAREHOLDERS $1,142 $6,328 $3,369
N/A
COMPENSATION TO UNDERWRITERS $169 $0 $0 N/A
INTEREST, FINANCING CHARGES -- -- -- N/A
OTHER -- -- -- N/A
BALANCED, EQUITY, AND MANAGED INDEX PORTFOLIOS
CLASS A SHARES ARE OFFERED AT NET ASSET VALUE PLUS A FRONT-END SALES CHARGE AS
FOLLOWS:
AS A % OF AS A % OF ALLOWED TO
AMOUNT OF OFFERING NET AMOUNT BROKERS AS A % OF
INVESTMENT PRICE INVESTED OFFERING 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%
BOND PORTFOLIO
CLASS A SHARES ARE OFFERED AT NET ASSET VALUE PLUS A FRONT-END SALES CHARGE AS
FOLLOWS:
AS A % OF AS A % OF ALLOWED TO
AMOUNT OF OFFERING NET AMOUNT BROKERS AS A % OF
INVESTMENT PRICE INVESTED OFFERING PRICE
LESS THAN $50,000 3.75% 3.90% 3.00%
$50,000 BUT LESS THAN $100,000 3.00% 3.09% 2.25%
$100,000 BUT LESS THAN $250,000 2.25% 2.30% 1.75%
$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%
CDI RECEIVES ANY FRONT-END SALES CHARGE OR CDSC PAID. A PORTION OF THE
FRONT-END SALES CHARGE MAY BE REALLOWED TO DEALERS. THE AGGREGATE AMOUNT OF
SALES CHARGES (GROSS UNDERWRITING COMMISSIONS) AND, FOR CLASS A ONLY, THE NET
AMOUNT RETAINED BY CDI (I.E., NOT REALLOWED TO DEALERS) FOR THE LAST THREE
FISCAL YEARS ARE:
FISCAL YEAR 1997 1998 1999
CLASS A GROSS NET GROSS NET GROSS NET
BALANCED $934,782 $331,679 $969,119 $356,525 $824,681
$271,056
BOND $136,085 $53,362 $138,075 $54,024 $139,354 $45,110
EQUITY $557,333 $211,952 $585,617 $216,176 $397,125
$134,333
MANAGED INDEX N/A N/A $32,049 $4,026 $103,336
$34,279
FISCAL YEAR 1997 1998 1999
CLASS B
BALANCED NA $309 $14,358
BOND NA $0 $1,649
EQUITY NA $1,517 $10,382
MANAGED INDEX NA $164 $8,065
FISCAL YEAR 1997 1998 1999
CLASS C
BALANCED NA $36 $1,072
BOND NA $0 $514
EQUITY NA $13 $916
MANAGED INDEX NA $0 $222
FUND TRUSTEES AND CERTAIN OTHER AFFILIATED PERSONS OF THE FUND ARE EXEMPT
FROM THE SALES CHARGE SINCE THE DISTRIBUTION COSTS ARE MINIMAL TO PERSONS
ALREADY FAMILIAR WITH THE FUND. OTHER GROUPS (E.G., GROUP RETIREMENT PLANS) ARE
EXEMPT DUE TO ECONOMIES OF SCALE IN DISTRIBUTION. SEE EXHIBIT A TO THE
PROSPECTUS.
TRANSFER AND SHAREHOLDER SERVICING AGENTS
-----------------------------------------
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 FUND SHARES AND CONFIRMING SUCH
TRANSACTIONS, AND DAILY UPDATING OF SHAREHOLDER ACCOUNTS TO REFLECT DECLARATION
AND PAYMENT OF DIVIDENDS.
CALVERT SHAREHOLDER SERVICES, INC. ("CSSI"), 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.
FOR THESE SERVICES, NFDS AND CSSI RECEIVE A FEE BASED ON THE NUMBER OF
SHAREHOLDER ACCOUNTS AND TRANSACTIONS.
PORTFOLIO TRANSACTIONS
----------------------
PORTFOLIO TRANSACTIONS ARE UNDERTAKEN ON THE BASIS OF THEIR DESIRABILITY
FROM AN INVESTMENT STANDPOINT. THE FUND'S ADVISOR AND SUBADVISORS MAKE
INVESTMENT DECISIONS AND THE CHOICE OF BROKERS AND DEALERS UNDER THE DIRECTION
AND SUPERVISION OF THE FUND'S BOARD OF TRUSTEES.
BROKER-DEALERS WHO EXECUTE PORTFOLIO TRANSACTIONS ON BEHALF OF THE FUND ARE
SELECTED ON THE BASIS OF THEIR EXECUTION CAPABILITY AND TRADING EXPERTISE
CONSIDERING, AMONG OTHER FACTORS, THE OVERALL REASONABLENESS OF THE BROKERAGE
COMMISSIONS, CURRENT MARKET CONDITIONS, SIZE AND TIMING OF THE ORDER, DIFFICULTY
OF EXECUTION, PER SHARE PRICE, MARKET FAMILIARITY, RELIABILITY, INTEGRITY, AND
FINANCIAL CONDITION, SUBJECT TO THE ADVISOR/SUBADVISOR OBLIGATION TO SEEK BEST
EXECUTION. THE ADVISOR OR SUBADVISOR MAY ALSO CONSIDER SALES OF FUND SHARES AS A
FACTOR IN THE SELECTION OF BROKERS.
FOR THE LAST THREE FISCAL YEARS, TOTAL BROKERAGE COMMISSIONS PAID ARE AS
FOLLOWS:
1997 1998 1999
BALANCED $547,048 $542,108 $552,292
EQUITY $329,488 $487,723 $213,314*
BOND $0 $0 $0
MANAGED INDEX $0 $9,405 $19,518
*1998 WAS HIGHER DUE TO NEW SUBADVISOR TAKING OVER MANAGEMENT OF THE PORTFOLIO.
THE FUND DID NOT PAY ANY BROKERAGE COMMISSIONS TO AFFILIATED PERSONS DURING THE
LAST THREE FISCAL YEARS.
WHILE THE FUND'S ADVISOR AND SUBADVISOR(S) SELECT BROKERS PRIMARILY ON THE BASIS
OF BEST EXECUTION, IN SOME CASES THEY MAY DIRECT TRANSACTIONS TO BROKERS BASED
ON THE QUALITY AND AMOUNT OF THE RESEARCH AND RESEARCH-RELATED SERVICES WHICH
THE BROKERS PROVIDE TO THEM. THESE RESEARCH SERVICES INCLUDE ADVICE, EITHER
DIRECTLY OR THROUGH PUBLICATIONS OR WRITINGS, AS TO THE VALUE OF SECURITIES, THE
ADVISABILITY OF INVESTING IN, PURCHASING OR SELLING SECURITIES, AND THE
AVAILABILITY OF SECURITIES OR PURCHASERS OR SELLERS OF SECURITIES; FURNISHING OF
ANALYSES AND REPORTS CONCERNING ISSUERS, SECURITIES OR INDUSTRIES; PROVIDING
INFORMATION ON ECONOMIC FACTORS AND TRENDS; ASSISTING IN DETERMINING PORTFOLIO
STRATEGY; PROVIDING COMPUTER SOFTWARE USED IN SECURITY ANALYSES; PROVIDING
PORTFOLIO PERFORMANCE EVALUATION AND TECHNICAL MARKET ANALYSES; AND PROVIDING
OTHER SERVICES RELEVANT TO THE INVESTMENT DECISION MAKING PROCESS. OTHER SUCH
SERVICES ARE DESIGNED PRIMARILY TO ASSIST THE ADVISOR IN MONITORING THE
INVESTMENT ACTIVITIES OF THE SUBADVISOR(S) OF THE FUND. SUCH SERVICES INCLUDE
PORTFOLIO ATTRIBUTION SYSTEMS, RETURN-BASED STYLE ANALYSIS, AND TRADE-EXECUTION
ANALYSIS. THE ADVISOR AND/OR SUBADVISORS MAY ALSO DIRECT SELLING CONCESSIONS
AND/OR DISCOUNTS IN FIXED-PRICE OFFERINGS FOR RESEARCH SERVICES.
IF, IN THE JUDGMENT OF THE ADVISOR OR SUBADVISOR(S), THE FUND OR OTHER
ACCOUNTS MANAGED BY THEM WILL BE BENEFITED BY SUPPLEMENTAL RESEARCH SERVICES,
THEY ARE AUTHORIZED TO PAY BROKERAGE COMMISSIONS TO A BROKER FURNISHING SUCH
SERVICES WHICH ARE IN EXCESS OF COMMISSIONS WHICH ANOTHER BROKER MAY HAVE
CHARGED FOR EFFECTING THE SAME TRANSACTION. IT IS THE POLICY OF THE ADVISOR THAT
SUCH RESEARCH SERVICES WILL BE USED FOR THE BENEFIT OF THE FUND AS WELL AS OTHER
CALVERT GROUP FUNDS AND MANAGED ACCOUNTS.
FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 1999, THE ADVISOR AND/OR
SUBADVISORS DIRECTED BROKERAGE FOR RESEARCH SERVICES IN THE FOLLOWING AMOUNTS:
RELATED
PORTFOLIO AMOUNT OF TRANSACTIONS COMMISSIONS
BALANCED $224,914,459 $224,727
EQUITY $63,298,419 $84,520
BOND $0 $0
MANAGED INDEX $0 $0
THE PORTFOLIO TURNOVER RATES FOR THE LAST TWO FISCAL YEARS ARE AS FOLLOWS:
1998 1999
BALANCED 185% 175%
EQUITY 110% 51%*
BOND 620% 570%
MANAGED INDEX N/A 56%
*1998 WAS HIGHER DUE TO NEW SUBADVISOR TAKING OVER MANAGEMENT OF THE PORTFOLIO.
PERSONAL SECURITIES TRANSACTIONS
--------------------------------
THE FUND, ITS ADVISORS, AND PRINCIPAL UNDERWRITER HAVE ADOPTED A CODE OF
ETHICS PURSUANT TO RULE 17J-1 OF THE INVESTMENT COMPANY ACT OF 1940. THE CODE OF
ETHICS IS DESIGNED TO PROTECT THE PUBLIC FROM ABUSIVE TRADING PRACTICES AND TO
MAINTAIN ETHICAL STANDARDS FOR ACCESS PERSONS AS DEFINED IN THE RULE WHEN
DEALING WITH THE PUBLIC. THE CODE OF ETHICS PERMITS THE FUND'S INVESTMENT
PERSONNEL TO INVEST IN SECURITIES THAT MAYBE PURCHASED OR HELD BY THE FUND. THE
CODE OF ETHICS CONTAINS CERTAIN CONDITIONS SUCH AS PRECLEARANCE AND RESTRICTIONS
ON USE OF MATERIAL INFORMATION.
INDEPENDENT ACCOUNTANTS AND CUSTODIANS
--------------------------------------
PRICEWATERHOUSECOOPERS LLP HAS BEEN SELECTED BY THE BOARD OF TRUSTEES TO
SERVE AS INDEPENDENT ACCOUNTANTS FOR FISCAL YEAR 2000. STATE STREET BANK & TRUST
COMPANY, N.A., 225 FRANKLIN STREET, BOSTON, MA 02110, SERVES AS CUSTODIAN OF THE
FUND'S INVESTMENTS. ALLFIRST FINANCIAL, INC., 25 SOUTH CHARLES STREET,
BALTIMORE, MARYLAND 21203 ALSO SERVES AS CUSTODIAN OF CERTAIN OF THE FUND'S CASH
ASSETS. THE CUSTODIANS HAVE NO PART IN DECIDING THE FUND'S INVESTMENT POLICIES
OR THE CHOICE OF SECURITIES THAT ARE TO BE PURCHASED OR SOLD FOR THE FUND'S
PORTFOLIOS.
CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES
---------------------------------------------------
AS OF JANUARY 14, 2000, THE FOLLOWING SHAREHOLDERS OWNED OF RECORD 5% OR
MORE OF THE CLASS OF THE FUND AS SHOWN:
NAME AND ADDRESS % OF OWNERSHIP
MONEY MARKET PORTFOLIO
UNITED MINE WORKERS OF AMERICA 5.01
%
CASH DEFERRED SAVINGS TRUST OF 98
C/O MARC CLAY
4455 CONNECTICUT AVE., NW
WASHINGTON, DC 20008-2328
AMNESTY INTERNATIONAL USA INC.
9.45%
GARY GISCOMBE
322 8TH AVENUE
NEW YORK, NY 10001-8001
MLPF&S FOR THE SOLE BENEFIT OF ITS CUSTOMERS 13.16% OF CLASS
B
FUND ADMINISTRATION
4800 DEER LAKE DR. E FL 3
JACKSONVILLE, FL 32246-6484
COMMONWEALTH OF MASSACHUSETTS DEFERRED 92.77% OF CLASS I
COMPENSATION PLAN TRUST
ONE ASHBURTON PL
BOSTON, MASSACHUSETTS 02108-1518
ACACIA GROUP CAPITAL 7.23% OF CLASS I
ACCUMULATION PLAN
LAURA PIERRON
7315 WISCONSIN AVENUE
BETHESDA, MD 20814-3202
BOND PORTFOLIO
CHARLES SCHWAB & CO. INC. 7.92% OF CLASS A
REINVEST ACCOUNT
MUTUAL FUND DEPARTMENT
101 MONTGOMERY STREET
SAN FRANCISCO, CA 94104-4122
MLPF&S FOR THE SOLE BENEFIT OF ITS CUSTOMERS 7.59% OF
CLASS B
FUND ADMINISTRATION
4800 DEER LAKE DR. E FL 3
JACKSONVILLE, FL 32246-6484
MLPF&S FOR THE SOLE BENEFIT OF ITS CUSTOMERS 6.90% OF CLASS C
FUND ADMINISTRATION
4800 DEER LAKE DR. E FL 3
JACKSONVILLE, FL 32246-6484
NFSC FEBO # HDM- 155276 6.39% OF CLASS C
WILMA K WILKIE TRUST
4503 FARMERS RD
HONOLULU, HI 96816-5216
DONALDSON LUFKIN JENRETTE 36.51% OF CLASS C
SECURITIES CORP INC.
PO BOX 2052
JERSEY CITY, NJ 07303-2052
EQUITY PORTFOLIO
MLPF&S FOR THE SOLE BENEFIT OF ITS CUSTOMERS 5.16% OF CLASS
A
FUND ADMINISTRATION
4800 DEER LAKE DR. E FL 3
JACKSONVILLE, FL 32246-6484
MLPF&S FOR THE SOLE BENEFIT OF ITS CUSTOMERS 17.76% OF CLASS B
FUND ADMINISTRATION
4800 DEER LAKE DR. E FL 3
JACKSONVILLE, FL 32246-6484
MLPF&S FOR THE SOLE BENEFIT OF ITS CUSTOMERS 7.97% OF CLASS C
FUND ADMINISTRATION
4800 DEER LAKE DR. E FL 3
JACKSONVILLE, FL 32246-6484
TRINITY COLLEGE 100% OF CLASS I
125 MICHIGAN AVENUE, NE
WASHINGTON, DC 20017-1090
MANAGED INDEX PORTFOLIO
MLPF&S FOR THE SOLE BENEFIT OF ITS CUSTOMERS 11.73% OF
CLASS C
FUND ADMINISTRATION
4800 DEER LAKE DR. E FL 3
JACKSONVILLE, FL 32246-6484
GENERAL TEAMSTERS LOCAL #174 5.11% OF CLASS
C
LABOR UNION STRIKE FUND
553 JOHN STREET
SEATTLE, WASHINGTON 98109-5014
LEGG MASON WOOD WALKER INC. 19.00%
OF CLASS C
302-10415-16
PO BOX 1476
BALTIMORE, MD 21203-1476
ACACIA RETIREMENT PLAN 99.68% OF CLASS I
MS. TINA UDELL
5900 O STREET
LINCOLN, NE 68510-2234
GENERAL INFORMATION
-------------------
THE FUND IS AN OPEN-END MANAGEMENT INVESTMENT COMPANY, ORGANIZED AS A
MASSACHUSETTS BUSINESS TRUST ON DECEMBER 14, 1981. PRIOR TO DECEMBER 1, 1998,
THE BALANCED PORTFOLIO WAS NAMED THE MANAGED GROWTH PORTFOLIO. ALL PORTFOLIOS
ARE DIVERSIFIED EXCEPT THE BOND PORTFOLIO, WHICH IS NONDIVERSIFIED. 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.
EACH SHARE OF EACH SERIES REPRESENTS AN EQUAL PROPORTIONATE INTEREST IN
THAT SERIES WITH EACH OTHER SHARE AND IS ENTITLED TO SUCH DIVIDENDS AND
DISTRIBUTIONS OUT OF THE INCOME BELONGING TO SUCH SERIES AS DECLARED BY THE
BOARD. THE BALANCED, BOND, EQUITY, AND MANAGED INDEX PORTFOLIOS EACH OFFER 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 FUND, SHAREHOLDERS OF EACH CLASS ARE
ENTITLED TO SHARE PRO RATA IN THE NET ASSETS BELONGING TO THAT SERIES AVAILABLE
FOR DISTRIBUTION.
THE FUND IS NOT REQUIRED TO HOLD ANNUAL SHAREHOLDER MEETINGS, BUT SPECIAL
MEETINGS MAY BE CALLED FOR CERTAIN PURPOSES SUCH AS ELECTING TRUSTEES, CHANGING
FUNDAMENTAL POLICIES, OR APPROVING A MANAGEMENT CONTRACT. AS A SHAREHOLDER, YOU
RECEIVE ONE VOTE FOR EACH SHARE YOU OWN, EXCEPT THAT MATTERS AFFECTING CLASSES
DIFFERENTLY, SUCH AS DISTRIBUTION PLANS, WILL BE VOTED ON SEPARATELY BY THE
AFFECTED CLASS(ES).
APPENDIX
--------
CORPORATE BOND AND COMMERCIAL PAPER RATINGS
CORPORATE BONDS:
DESCRIPTION OF MOODY'S INVESTORS SERVICE INC.'S/STANDARD & POOR'S BOND RATINGS:
AAA/AAA: BEST QUALITY. THESE BONDS CARRY THE SMALLEST DEGREE OF INVESTMENT
RISK AND ARE GENERALLY REFERRED TO AS "GILT EDGE." INTEREST PAYMENTS ARE
PROTECTED BY A LARGE OR BY AN EXCEPTIONALLY STABLE MARGIN AND PRINCIPAL IS
SECURE. THIS RATING INDICATES AN EXTREMELY STRONG CAPACITY TO PAY PRINCIPAL AND
INTEREST.
AA/AA: BONDS RATED AA ALSO QUALIFY AS HIGH-QUALITY DEBT OBLIGATIONS.
CAPACITY TO PAY PRINCIPAL AND INTEREST IS VERY STRONG, AND IN THE MAJORITY OF
INSTANCES THEY DIFFER FROM AAA ISSUES ONLY IN SMALL DEGREE. THEY ARE RATED LOWER
THAN THE BEST BONDS BECAUSE MARGINS OF PROTECTION MAY NOT BE AS LARGE AS IN AAA
SECURITIES, FLUCTUATION OF PROTECTIVE ELEMENTS MAY BE OF GREATER AMPLITUDE, OR
THERE MAY BE OTHER ELEMENTS PRESENT WHICH MAKE LONG-TERM RISKS APPEAR SOMEWHAT
LARGER THAN IN AAA SECURITIES.
A/A: UPPER-MEDIUM GRADE OBLIGATIONS. FACTORS GIVING SECURITY TO PRINCIPAL
AND INTEREST ARE CONSIDERED ADEQUATE, BUT ELEMENTS MAY BE PRESENT WHICH MAKE THE
BOND SOMEWHAT MORE SUSCEPTIBLE TO THE ADVERSE EFFECTS OF CIRCUMSTANCES AND
ECONOMIC CONDITIONS.
BAA/BBB: MEDIUM GRADE OBLIGATIONS; ADEQUATE CAPACITY TO PAY PRINCIPAL AND
INTEREST. WHEREAS THEY NORMALLY EXHIBIT ADEQUATE PROTECTION PARAMETERS, ADVERSE
ECONOMIC CONDITIONS OR CHANGING CIRCUMSTANCES ARE MORE LIKELY TO LEAD TO A
WEAKENED CAPACITY TO PAY PRINCIPAL AND INTEREST FOR BONDS IN THIS CATEGORY THAN
FOR BONDS IN HIGHER RATED CATEGORIES.
BA/BB, B/B, CAA/CCC, CA/CC: DEBT RATED IN THESE CATEGORIES IS REGARDED AS
PREDOMINANTLY SPECULATIVE WITH RESPECT TO CAPACITY TO PAY INTEREST AND REPAY
PRINCIPAL. THE HIGHER THE DEGREE OF SPECULATION, THE LOWER THE RATING. WHILE
SUCH DEBT WILL LIKELY HAVE SOME QUALITY AND PROTECTIVE CHARACTERISTICS, THESE
ARE OUTWEIGHED BY LARGE UNCERTAINTIES OR MAJOR RISK EXPOSURE TO ADVERSE
CONDITIONS.
C/C: THIS RATING IS ONLY FOR INCOME BONDS ON WHICH NO INTEREST IS BEING
PAID.
D: DEBT IN DEFAULT; PAYMENT OF INTEREST AND/OR PRINCIPAL IS IN ARREARS.
COMMERCIAL PAPER RATINGS:
MOODY'S INVESTORS SERVICE, INC.:
THE PRIME RATING IS THE HIGHEST COMMERCIAL PAPER RATING ASSIGNED BY
MOODY'S. AMONG THE FACTORS CONSIDERED BY MOODY'S IN ASSIGNING RATINGS ARE THE
FOLLOWING: (1) EVALUATION OF THE MANAGEMENT OF THE ISSUER; (2) ECONOMIC
EVALUATION OF THE ISSUER'S INDUSTRY OR INDUSTRIES AND AN APPRAISAL OF
SPECULATIVE-TYPE RISKS WHICH MAY BE INHERENT IN CERTAIN AREAS; (3) EVALUATION OF
THE ISSUER'S PRODUCTS IN RELATION TO COMPETITION AND CUSTOMER ACCEPTANCE; (4)
LIQUIDITY; (5) AMOUNT AND QUALITY OF LONG-TERM DEBT; (6) TREND OF EARNINGS OVER
A PERIOD OF TEN YEARS; (7) FINANCIAL STRENGTH OF A PARENT COMPANY AND THE
RELATIONSHIPS WHICH EXIST WITH THE ISSUER; AND (8) RECOGNITION BY MANAGEMENT OF
OBLIGATIONS WHICH MAY BE PRESENT OR MAY ARISE AS A RESULT OF PUBLIC INTEREST
QUESTIONS AND PREPARATIONS TO MEET SUCH OBLIGATIONS. ISSUERS WITHIN THIS PRIME
CATEGORY MAY BE GIVEN RATINGS 1, 2, OR 3, DEPENDING ON THE RELATIVE STRENGTHS OF
THESE FACTORS.
STANDARD & POOR'S CORPORATION:
COMMERCIAL PAPER RATED A BY STANDARD & POOR'S HAS THE FOLLOWING
CHARACTERISTICS: (I) LIQUIDITY RATIOS ARE ADEQUATE TO MEET CASH REQUIREMENTS;
(II) LONG-TERM SENIOR DEBT RATING SHOULD BE A OR BETTER, ALTHOUGH IN SOME CASES
BBB CREDITS MAY BE ALLOWED IF OTHER FACTORS OUTWEIGH THE BBB; (III) THE ISSUER
SHOULD HAVE ACCESS TO AT LEAST TWO ADDITIONAL CHANNELS OF BORROWING; (IV) BASIC
EARNINGS AND CASH FLOW SHOULD HAVE AN UPWARD TREND WITH ALLOWANCES MADE FOR
UNUSUAL CIRCUMSTANCES; AND (V) TYPICALLY THE ISSUER'S INDUSTRY SHOULD BE WELL
ESTABLISHED AND THE ISSUER SHOULD HAVE A STRONG POSITION WITHIN ITS INDUSTRY AND
THE RELIABILITY AND QUALITY OF MANAGEMENT SHOULD BE UNQUESTIONED. ISSUERS RATED
A ARE FURTHER REFERRED TO BY USE OF NUMBERS 1, 2 AND 3 TO DENOTE THE RELATIVE
STRENGTH WITHIN THIS HIGHEST CLASSIFICATION.
<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>
INVESTMENT ADVISOR
CALVERT ASSET MANAGEMENT COMPANY, INC.
4550 MONTGOMERY AVENUE
SUITE 1000N
BETHESDA, MARYLAND 20814
SHAREHOLDER SERVICES TRANSFER AGENT
CALVERT SHAREHOLDER SERVICES, INC. NATIONAL FINANCIAL DATA SERVICES, INC.
4550 MONTGOMERY AVENUE 330 WEST 9TH STREET
SUITE 1000N KANSAS CITY, MISSOURI 64105
BETHESDA, MARYLAND 20814
PRINCIPAL UNDERWRITER INDEPENDENT ACCOUNTANTS
CALVERT DISTRIBUTORS, INC. PRICEWATERHOUSECOOPERS LLP
4550 MONTGOMERY AVENUE 250 WEST PRATT STREET
SUITE 1000N BALTIMORE, MARYLAND 21201
BETHESDA, MARYLAND 20814
<PAGE>
PART C. OTHER INFORMATION
ITEM 23. EXHIBITS:
99B.1 DECLARATION OF TRUST INCORPORATED BY REFERENCE TO REGISTRANT'S
INITIAL REGISTRATION STATEMENT, NOVEMBER 30, 1981 FILED HEREWITH.99B.2
BY-LAWS OF THE TRUST INCORPORATED BY REFERENCE TO REGISTRANT'S PRE-
EFFECTIVE AMENDMENT NO. 2, SEPTEMBER 3, 1982, AMENDED IN 1988
FILED HEREWITH.
99.B5. INVESTMENT ADVISORY AGREEMENT, INCORPORATED BY REFERENCE TO
REGISTRANT'S POST-EFFECTIVE AMENDMENT NO. 27, MARCH 1, 1999,
ACCESSION NUMBER 0001047469-98-013128.
99.B5.A INVESTMENT SUB-ADVISORY CONTRACT (ATLANTA CAPITAL) FILED HEREWITH.
99.B5.B INVESTMENT SUB-ADVISORY CONTRACT (BROWN CAPITAL MANAGEMENT)
FILED HEREWITH.
99.B5.C INVESTMENT SUB-ADVISORY CONTRACT (NCM CAPITAL MANAGEMENT)
FILED HEREWITH.
99.B5.D INVESTMENT SUB-ADVISORY CONTRACT (STATE STREET GLOBAL ADVISORS)
FILED HEREWITH.
99.B6 UNDERWRITING AGREEMENT INCORPORATED BY REFERENCE TO POST-
EFFECTIVE AMENDMENT NO. 27, DATED MARCH 31, 1998, ACCESSION
NUMBER 0001047469-98-013128.
99.B7 . DEFERRED COMPENSATION AGREEMENT INCORPORATED BY REFERENCE TO
REGISTRANT'S POST-EFFECTIVE AMENDMENT NO. 17, DECEMBER 20, 1991
FILED HEREWITH.
99.B8. CUSTODIAL CONTRACT, INCORPORATED BY REFERENCE TO REGISTRANT'S POST-
EFFECTIVE AMENDMENT NO. 25, DATED JANUARY 31, 1998, ACCESSION NUMBER
0000356682-98-000001.
99.B9.A. TRANSFER AGENCY CONTRACT AND SHAREHOLDER SERVICING CONTRACT,
INCORPORATED BY REFERENCE TO POST-EFFECTIVE AMENDMENT NO. 27, DATED
MARCH 31, 1998, ACCESSION NUMBER 0001047469-98-013128.
99.B9.B. ADMINISTRATIVE SERVICES AGREEMENT INCORPORATED BY REFERENCE TO
REGISTRANT'S POST-EFFECTIVE AMENDMENT NO. 15, JANUARY 30, 1989,
AMENDED IN 1999 FILED HEREWITH.
99.B10 OPINION AND CONSENT OF COUNSEL FILED HEREWITH.
99.B11. CONSENT OF INDEPENDENT ACCOUNTANTS TO USE OF REPORT FILED HEREWITH.
99.B15 PLAN OF DISTRIBUTION INCORPORATED BY REFERENCE TO REGISTRANT'S
POST-EFFECTIVE AMENDMENT NO. 15, OCTOBER 29, 1990 FOR CLASS A
AND POST-EFFECTIVE AMENDMENT NO. 20, DECEMBER 2, 1994 FOR
CLASS B AND C SHARE FILED HEREWITH.
99.B17.A MULTIPLE-CLASS PLAN PURSUANT TO INVESTMENT COMPANY ACT OF 1940 RULE
18F-3, AS AMENDED ON SEPTEMBER 12, 1999, FILED HEREWITH.
99.B17.B POWER OF ATTORNEY FORMS SIGNED BY EACH DIRECTOR, INCORPORATED BY
REFERENCE TO REGISTRANT'S POST-EFFECTIVE AMENDMENT NO. 29, DATED
JANUARY 28, 1999, ACCESSION NUMBER 0000356682-99-000001.
99.B18 CODE OF ETHICS FILED HEREWITH.
ITEM 24. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH REGISTRANT
NOT APPLICABLE.
ITEM 25. 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 $5 MILLION IN EXCESS DIRECTORS
AND OFFICERS LIABILITY COVERAGE FOR THE INDEPENDENT TRUSTEES/DIRECTORS ONLY.
REGISTRANT ALSO MAINTAINS AN $9 MILLION INVESTMENT COMPANY BLANKET BOND ISSUED
BY ICI MUTUAL INSURANCE COMPANY, P.O. BOX 730, BURLINGTON, VERMONT, 05402.
ITEM 26. BUSINESS AND OTHER CONNECTIONS OF INVESTMENT ADVISER
NAME OF COMPANY, PRINCIPAL
NAME BUSINESS AND ADDRESS CAPACITY
BARBARA J. KRUMSIEK CALVERT VARIABLE SERIES, INC. 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, MARYLAND 20814
---------------
CALVERT NEW WORLD FUND, INC. DIRECTOR
INVESTMENT COMPANY
4550 MONTGOMERY AVENUE
BETHESDA, MARYLAND 20814
--------------
ALLIANCE CAPITAL MGMT. L.P. SR. VICE PRESIDENT
MUTUAL FUND DIVISION DIRECTOR
1345 AVENUE OF THE AMERICAS
NEW YORK, NY 10105
--------------
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
CALVERT VARIABLE SERIES, INC.
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. OFFICER
BROKER-DEALER AND
4550 MONTGOMERY AVENUE DIRECTOR
BETHESDA, MARYLAND 20814
---------------
CALVERT-SLOAN ADVISERS, LLC OFFICER
INVESTMENT ADVISOR
4550 MONTGOMERY AVENUE
BETHESDA, MARYLAND 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
CALVERT VARIABLE SERIES, INC.
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, MARYLAND 20814
---------------
CHARLES T. NASON AMERITAS ACACIA MUTUAL HOLDING COMPANY OFFICER
ACACIA 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
---------------
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 REALTY SQUARE, L.L.C. DIRECTOR
REALTY INVESTMENTS
7315 WISCONSIN AVENUE
BETHESDA, MARYLAND 20814
---------------
GARDNER MONTGOMERY COMPANY DIRECTOR
TAX RETURN PREPARATION SERVICES
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, LTD. DIRECTOR
BROKER-DEALER AND
INVESTMENT ADVISOR
7315 WISCONSIN AVENUE
BETHESDA, MARYLAND 20814
---------------
ROBERT-JOHN H. AMERITAS ACACIA MUTUAL HOLDING COMPANY OFFICER
ACACIA LIFE INSURANCE
ACACIA NATIONAL LIFE INSURANCE OFFICER
INSURANCE COMPANY AND
7315 WISCONSIN AVENUE DIRECTOR
BETHESDA, MARYLAND 20814
----------------
ACACIA 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 SQUARE, L.L.C. DIRECTOR
REALTY INVESTMENTS
7315 WISCONSIN AVENUE
BETHESDA, MARYLAND 20814
---------------
THE ADVISORS GROUP, LTD. DIRECTOR
BROKER-DEALER AND
INVESTMENT ADVISOR
7315 WISCONSIN AVENUE
BETHESDA, MARYLAND 20814
---------------
GARDNER MONTGOMERY COMPANY DIRECTOR
TAX RETURN PREPARATION SERVICES
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
CALVERT VARIABLE SERIES, INC.
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
CALVERT VARIABLE SERIES, INC.
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
CALVERT VARIABLE SERIES, INC.
CALVERT MUNICIPAL FUND, INC.
CALVERT WORLD VALUES FUND, INC.
CALVERT NEW WORLD FUND, INC.
INVESTMENT COMPANIES
4550 MONTGOMERY AVENUE
BETHESDA, MARYLAND 20814
---------------
JENNIFER STREAKS 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
VICTOR FRYE 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
----------------
THE ADVISORS GROUP, LTD. COUNSEL
BROKER-DEALER AND AND
INVESTMENT ADVISOR COMPLIANCE
7315 WISCONSIN AVENUE MANAGER
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
CALVERT VARIABLE SERIES, INC.
CALVERT MUNICIPAL FUND, INC.
CALVERT WORLD VALUES FUND, INC.
INVESTMENT COMPANIES
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
------------------
MATTHEW D. GELFAND CALVERT ASSET MANAGEMENT OFFICER
COMPANY, INC.
INVESTMENT ADVISOR
4550 MONTGOMERY AVENUE
BETHESDA, MARYLAND 20814
------------------
STRATEGIC INVESTMENT MANAGEMENT OFFICER
INVESTMENT ADVISOR
1001 19TH STREET NORTH
ARLINGTON, VIRGINIA 20009
------------------
ITEM 27. PRINCIPAL UNDERWRITERS
(A) REGISTRANT'S PRINCIPAL UNDERWRITER UNDERWRITES SHARES OF
FIRST VARIABLE RATE FUND FOR GOVERNMENT INCOME, CALVERT TAX-FREE RESERVES,
CALVERT SOCIAL INVESTMENT FUND, 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. (FORMERLY NAMED ACACIA
CAPITAL CORPORATION).
(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 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 SECRETARY
CRAIG CLOYED SENIOR VICE PRESIDENT NONE
KAREN BECKER VICE PRESIDENT, OPERATIONS NONE
MATTHEW GELFAND VICE PRESIDENT NONE
GEOFFREY ASHTON REGIONAL VICE PRESIDENT NONE
MARTIN BROWN REGIONAL VICE PRESIDENT NONE
BILL HAIRGROVE REGIONAL VICE PRESIDENT NONE
ANTHONY EAMES REGIONAL VICE PRESIDENT NONE
STEVE HIMBER REGIONAL VICE PRESIDENT NONE
TANYA WILLIAMS REGIONAL VICE PRESIDENT NONE
BEN OGBOGU REGIONAL VICE PRESIDENT NONE
TOM STANTON REGIONAL VICE PRESIDENT NONE
CHRISTINE TESKE REGIONAL VICE PRESIDENT NONE
JENNIFER STREAKS ASSISTANT SECRETARY NONE
SUSAN WALKER BENDER ASSISTANT SECRETARY ASSISTANT SECRETARY
IVY WAFFORD DUKE ASSISTANT SECRETARY ASSISTANT SECRETARY
VICTOR FRYE ASSISTANT SECRETARY NONE
AND COMPLIANCE OFFICER
(C) INAPPLICABLE.
ITEM 28. LOCATION OF ACCOUNTS AND RECORDS
RONALD M. WOLFSHEIMER, TREASURER
AND
WILLIAM M. TARTIKOFF, ASSISTANT SECRETARY
4550 MONTGOMERY AVENUE, SUITE 1000N
BETHESDA, MARYLAND 20814
ITEM 29. MANAGEMENT SERVICES
NOT APPLICABLE
ITEM 30. UNDERTAKINGS
NOT APPLICABLE
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 UNDER RULE
485(B) UNDER THE SECURITIES ACT AND HAS DULY CAUSED THIS REGISTRATION
STATEMENT TO BE SIGNED ON ITS BEHALF BY THE UNDERSIGNED, DULY AUTHORIZED, IN
THE CITY OF BETHESDA, AND STATE OF MARYLAND, ON THE 25TH DAY OF JANUARY, 2000.
CALVERT SOCIAL INVESTMENT FUND
BY:
_________________**________________
BARBARA J. KRUMSIEK
SENIOR VICE PRESIDENT AND TRUSTEE
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 1/25/2000
D. WAYNE SILBY TRUSTEE (PRINCIPAL EXECUTIVE OFFICER)
__________**____________ EXECUTIVE VICE 1/25/2000
JOHN G. GUFFEY, JR. PRESIDENT AND TRUSTEE
__________**____________ SENIOR VICE PRESIDENT 1/25/2000
BARBARA J. KRUMSIEK AND TRUSTEE
__________**____________ PRINCIPAL ACCOUNTING 1/25/2000
RONALD M. WOLFSHEIMER OFFICER
__________**____________ TRUSTEE 1/25/2000
REBECCA L. ADAMSON
__________**____________ TRUSTEE 1/25/2000
RICHARD L. BAIRD, JR.
________________________ TRUSTEE 1/25/2000
JOY V. JONES
__________**____________ TRUSTEE 1/25/2000
TERRENCE J. MOLLNER
__________**____________ TRUSTEE 1/25/2000
SYDNEY AMARA MORRIS
__________**____________ TRUSTEE 1/25/2000
CHARLES T. NASON
** SIGNED BY SUSAN BENDER PURSUANT TO POWER OF ATTORNEY.
EXHIBIT 99B.1
CALVERT SOCIAL INVESTMENT FUND
DECLARATION OF TRUST
ARTICLE I NAME AND DEFINITIONS 1
1. NAME 1
2. DEFINITIONS
(A) AFFILIATED PERSON, ASSIGNMENT,
COMMISSION, INTERESTED PERSON,
MAJORITY SHAREHOLDER NOTE,
PRINCIPAL UNDERWRITER 1
(B) TRUST L
(C) ACCUMULATED NET INCOME 1
(D) SHAREHOLDER 1
(E) TRUSTEES 1
(F) SHARES 2
. (G) 1940 ACT 2
(H) COMMISSION 2
(I) BUSINESS DAY 2
ARTICLE II PURPOSE OF TRUST 2
ARTICLE III BENEFICIAL INTEREST 2
1. SHARES OF BENEFICIAL INTEREST 2
2. OWNERSHIP OF SHARES 3
3. INVESTMENT IN THE TRUST 3
4. NO PRE-EMPTIVE RIGHTS 4
5. PROVISIONS RELATING TO
SERIES OF SHARES 4
ARTICLE IV THE TRUSTEES 5
1. MANAGEMENT OF THE TRUST 5
2 ELECTION OF TRUSTEES 5
3. TERM OF OFFICE OF TRUSTEES 5
4. TERMINATION OF SERVICE AND
APPOINTMENT OF TRUSTEES 6
5. TEMPORARY ABSENCE OF TRUSTEE 6
6. NUMBER OF TRUSTEES 6
7. EFFECT OF DEATH, RESIGNATION, ETC.
OF A TRUSTEE 7
8. OWNERSHIP OF THE TRUST 7
ARTICLE V POWERS OF THE TRUSTEES 7
1. POWERS 7
2. TRUSTEES AND OFFICERS AS SHAREHOLDERS 10
3. PARTIES TO CONTRACT 10
ARTICLE VI TRUSTEES' EXPENSES AND COMPENSATION 11
1. TRUSTEE REIMBURSEMENT 11
2. TRUSTEE COMPENSATION 12
ARTICLE VII INVESTMENT ADVISER, ADMINISTRATIVE
SERVICES, PRINCIPAL UNDERWRITER
AND TRANSFER AGENT 12
1. INVESTMENT ADVISER 12
2. ADMINISTRATIVE SERVICES 13
3. PRINCIPAL UNDERWRITER 13
4. TRANSFER AGENT 13
ARTICLE VIII SHAREHOLDERS' VOTING POWERS
AND MEETINGS 14
1. VOTING POWERS 14
2. MEETINGS 14
3. QUORUM AND REQUIRED VOTE 14
4. PROXIES 15
5. ADDITIONAL PROVISIONS 15
ARTICLE IX CUSTODIANS 15
1. APPOINTMENT OF CUSTODIAN AND DUTIES 15
2. CENTRAL CERTIFICATE SYSTEM 16
3. SPECIAL CUSTODIANS 16
4. SPECIAL DEPOSITORIES 17
ARTICLE X DISTRIBUTIONS AND REDEMPTIONS 17
1. DISTRIBUTIONS 17
2. REDEMPTIONS AND REPURCHASES 18
3. DETERMINATION OF ACCUMULATED NET
INCOME 19
4. NET ASSET VALUE OF SHARES 19
5. SUSPENSION OF THE RIGHT
OF REDEMPTION 20
6. TRUST'S RIGHT TO REDEEM SHARES 20
ARTICLE XI LIMITATION OF LIABILITY
AND INDEMNIFICATION 21
1. LIMITATION OF PERSONAL LIABILITY AND
INDEMNIFICATION OF SHAREHOLDERS 21
2. LIMITATION OF PERSONAL LIABILITY OF
TRUSTEES, OFFICERS, EMPLOYEES
OR AGENTS OF THE TRUST 22
3. EXPRESS EXCULPATORY CLAUSES AND
INSTRUMENTS 22
4. MANDATORY INDEMNIFICATION 23
ARTICLE XII MISCELLANEOUS 24
1. TRUST IS NOT A PARTNERSHIP 24
2. TRUSTEE'S GOOD FAITH ACTION, EXPERT
ADVICE, NO BOND OR SURETY 24
3. ESTABLISHMENT OF RECORD DATES 24
4. TERMINATION OF TRUST 25
5. OFFICES OF THE TRUST, FILING OF COPIES
REFERENCES, HEADINGS 25
6. APPLICABLE LAW 26
7. AMENDMENTS 26
8. CONFLICTS WITH LAW OR REGULATIONS 27
9. USE OF NAME 27
CALVERT SOCIAL INVESTMENT FUND
DECLARATION OF TRUST
DECLARATION OF TRUST MADE THIS 30TH DAY OF NOVEMBER, 1981,
BY JOHN G. GUFFEY, JR., AND D. WAYNE SILBY.
WHEREAS, THE TRUSTEES DESIRE TO ESTABLISH A TRUST FUND FOR
THE INVESTMENT AND REINVESTMENT OF FUNDS CONTRIBUTED THERETO;
NOW, THEREFORE, THE TRUSTEES DECLARE THAT ALL MONEY AND PROPERTY
CONTRIBUTED TO THE TRUST FUND HEREUNDER SHALL BE HELD AND MANAGED
UNDER THIS DECLARATION OF TRUST IN TRUST AS HEREIN SET FORTH BELOW.
ARTICLE I
NAMES AND DEFINITIONS
SECTION 1. NAME. THIS TRUST SHALL BE KNOWN AS "CALVERT SOCIAL INVESTMENT
FUND." SHOULD THE TRUSTEES DETERMINE THAT THE USE OF SUCH NAME IS NOT
ADVISABLE OR OTHERWISE CEASE USING SUCH NAME, THEN THEY MAY HOLD THE PROPERTY
OF THE TRUST AND CONDUCT ITS BUSINESS UNDER ANOTHER NAME OF THEIR CHOOSING,
AND SHALL UNDERTAKE TO CHANGE THE NAME OF THE TRUST ACCORDINGLY.
SECTION 2. DEFINITIONS. WHEREVER USED HEREIN, UNLESS OTHERWISE REQUIRED BY
THE CONTEXT OR SPECIFICALLY PROVIDED:
(A) THE TERMS "AFFILIATED PERSON", "ASSIGNMENT", "INTERESTED PERSON",
"MAJORITY SHAREHOLDER VOTE" (THE 67% OR 50% REQUIREMENT OF THE THIRD SENTENCE
OF SECTION 2(A) (42) OF THE 1940 ACT, WHICHEVER MAY BE APPLICABLE), AND
"PRINCIPAL UNDERWRITER" SHALL HAVE THE MEANINGS GIVEN THEM IN THE INVESTMENT
COMPANY ACT OF 1940, AS AMENDED FROM TIME TO TIME;
(B) THE "TRUST" REFERS TO CALVERT SOCIAL INVESTMENT FUND;
(C) "ACCUMULATED NET INCOME" MEANS THE ACCUMULATED NET INCOME
OF THE TRUST DETERMINED IN THE MANNER PROVIDED OR AUTHORIZED IN
ARTICLE X, SECTION,3;
(D) "SHAREHOLDER" MEANS A RECORD OWNER OF SHARES OF THE TRUST;
(E) THE "TRUSTEES" REFERS TO THE INDIVIDUAL TRUSTEES IN THEIR
CAPACITY AS TRUSTEES HEREUNDER OF THE TRUST AND THEIR SUCCESSOR OR
SUCCESSORS FOR THE TIME BEING IN OFFICE AS SUCH TRUSTEES;
(F) "SHARES" MEANS THE EQUAL PROPORTIONATE UNITS OF INTEREST
INTO WHICH THE BENEFICIAL INTEREST IN THE TRUST SHALL BE DIVIDED FROM
TIME TO TIME AND INCLUDES FRACTIONS OF SHARES AS WELL AS WHOLE SHARES;
(G) THE "1940 ACT" REFERS TO THE INVESTMENT COMPANY ACT OF 1940, AS
AMENDED FROM TIME TO TIME;
(H) THE "COMMISSION" REFERS TO THE COMMISSION DESCRIBED IN THE 1940 ACT
AND TO ANY SUCCEEDING GOVERNMENTAL AUTHORITY; AND
(I) A "BUSINESS DAY" MEANS A DAY WHEN THE NEW YORK STOCK EXCHANGE IS
OPEN FOR TRADING AND THE TRUSTEES HAVE NOT DETERMINED THAT THE TRUST SHALL BE
CLOSED FOR BUSINESS IN OBSERVANCE OF A HOLIDAY OBSERVED GENERALLY BY BANKS IN
NEW YORK CITY, WASHINGTON, D.C., OR BY THE OFFICES OF THE FEDERAL GOVERNMENT
IN WASHINGTON, D.C.
ARTICLE II
PURPOSE OF TRUST
THIS TRUST IS ORGANIZED TO OPERATE AS AN INVESTMENT COMPANY REGISTERED
UNDER THE 1940 ACT FOR THE PURPOSE OF INVESTING AND REINVESTING ITS
ASSETS IN SECURITIES.
ARTICLE III
BENEFICIAL INTEREST
SECTION 1. SHARES OF BENEFICIAL INTEREST.
THE BENEFICIAL INTEREST IN THE TRUST SHALL AT ALL TIMES BE DIVIDED INTO
TRANSFERABLE SHARES, WITHOUT PAR VALUE, EACH OF WHICH SHALL REPRESENT
AN EQUAL PROPORTIONATE INTEREST IN THE TRUST WITH EACH OTHER SHARE
OUTSTANDING, NONE HAVING PRIORITY OR PREFERENCE OVER ANOTHER, EXCEPT TO
THE EXTENT MODIFIED BY THE TRUSTEES UNDER THE PROVISIONS OF THIS SECTION.
THE NUMBER OF SHARES WHICH MAY BE ISSUED IS UNLIMITED. THE TRUSTEES MAY
FROM TIME TO TIME DIVIDE OR COMBINE THE OUTSTANDING SHARES INTO A GREATER
OR LESSER NUMBER WITHOUT THEREBY CHANGING THE PROPORTIONATE BENEFICIAL
INTEREST IN THE TRUST. CONTRIBUTIONS TO THE TRUST MAY BE ACCEPTED FOR, AND
SHARES SHALL BE REDEEMED AS, WHOLE SHARES AND/OR FRACTIONS. SHARES MAY BE
REPRESENTED BY CERTIFICATES OR BY SUITABLE ENTRIES IN THE BOOKS OF THE TRUST.
FROM TIME TO TIME AS THEY DEEM APPROPRIATE, THE TRUSTEES MAY CREATE SERIES
AND/OR CLASSES OF SHARES. REFERENCES IN THIS DECLARATION OF TRUST TO SHARES
OF THE TRUST SHALL APPLY TO EACH SUCH SERIES OF SHARES AND (TO THE EXTENT NOT
INCONSISTENT WITH THE RIGHTS AND RESTRICTIONS OF A CLASS) TO EACH SUCH CLASS
OF SHARES, EXCEPT TO THE EXTENT MODIFIED BY THE TRUSTEES UNDER THE PROVISIONS
OF THIS SECTION.
ANY SERIES OF SHARES CREATED HEREUNDER SHALL REPRESENT THE BENEFICIAL
INTEREST IN THE ASSETS (AND RELATED LIABILITIES) ALLOCATED BY THE
TRUSTEES TO SUCH SERIES OF SHARES AND ACQUIRED BY THE TRUST ONLY AFTER
CREATION OF THE RESPECTIVE SERIES OF SHARES AND ONLY ON THE ACCOUNT OF
SUCH SERIES. UPON CREATION OF ANY SERIES OF SHARES, THE TRUSTEES SHALL
DESIGNATE IT APPROPRIATELY AND DETERMINE THE INVESTMENT POLICIES WITH
RESPECT TO THE ASSETS ALLOCATED TO SUCH SERIES OF SHARES, PREFERENCES,
REDEMPTION RIGHTS, DIVIDEND RIGHTS, CONVERSION RIGHTS, LIQUIDATION
RIGHTS, VOTING RIGHTS, AND SUCH OTHER RIGHTS AND RESTRICTIONS AS THE
TRUSTEES DEEM APPROPRIATE, TO THE EXTENT NOT INCONSISTENT WITH THE
PROVISIONS OF THIS DECLARATION OF TRUST.
THE TRUSTEES MAY DIVIDE THE SHARES OR ANY SERIES OF SHARES INTO MORE
THAN ONE CLASS. UPON CREATION OF ANY ADDITIONAL CLASS OF SHARES, THE
TRUSTEES SHALL DESIGNATE IT APPROPRIATELY AND DETERMINE ITS PREFERENCES,
REDEMPTION RIGHTS, DIVIDEND RIGHTS, CONVERSION RIGHTS, LIQUIDATION
RIGHTS, VOTING RIGHTS, AND SUCH OTHER RIGHTS AND RESTRICTIONS AS THE
TRUSTEES DEEM APPROPRIATE.
SECTION 2. OWNERSHIP OF SHARES. THE OWNERSHIP OF SHARES SHALL BE
RECORDED IN THE BOOKS OF THE TRUST OR OF A TRANSFER AGENT. THE TRUSTEES
MAY MAKE SUCH RULES AS THEY CONSIDER APPROPRIATE FOR THE TRANSFER OF
SHARES AND SIMILAR MATTERS. THE RECORD BOOKS OF THE TRUST OR ANY
TRANSFER AGENT, AS THE CASE MAY BE, SHALL BE CONCLUSIVE AS TO WHO ARE
THE HOLDERS OF SHARES AND AS TO THE NUMBER OF SHARES HELD FROM TIME TO
TIME BY EACH.
SECTION 3. INVESTMENT IN THE TRUST. THE TRUSTEES MAY ACCEPT
INVESTMENTS IN A TRUST FROM SUCH PERSONS AND ON SUCH TERMS AS
THEY MAY FROM TIME TO TIME AUTHORIZE AND MAY CEASE OFFERING SHARES
TO THE PUBLIC AT ANY TIME. AFTER THE DATE OF THE INITIAL CONTRIBUTION
OF CAPITAL TO THE TRUST, THE NUMBER OF SHARES DETERMINED BY THE TRUSTEES
TO REPRESENT THE INITIAL CONTRIBUTION SHALL BE CONSIDERED AS
OUTSTANDING, AND THE AMOUNT RECEIVED BY THE TRUSTEES ON ACCOUNT OF THE
CONTRIBUTION SHALL BE TREATED AS AN ASSET OF THE TRUST. SUBSEQUENT TO
SUCH INITIAL CONTRIBUTION OF CAPITAL, SHARES (INCLUDING SHARES WHICH MAY
HAVE BEEN REDEEMED OR REPURCHASED BY THE TRUST) MAY BE
ISSUED OR SOLD AT A PRICE WHICH WILL NET THE TRUST, BEFORE PAYING
ANY TAXES IN CONNECTION WITH SUCH ISSUE OR SALE, NOT LESS THAN THE
NET ASSET VALUE (AS DEFINED IN ARTICLE X, SECTION 4) HEREOF; PROVIDED,
HOWEVER, THAT THE TRUSTEES MAY IN THEIR DISCRETION IMPOSE A SALES
CHARGE UPON INVESTMENTS IN THE TRUST.
SECTION 4. NO PRE-EMPTIVE RIGHTS. SHAREHOLDERS SHALL HAVE NO
PRE-EMPTIVE OR OTHER RIGHT TO SUBSCRIBE TO ANY ADDITIONAL
SHARES OR OTHER SECURITIES ISSUED BY THE TRUST OR THE TRUSTEES.
SECTION 5. PROVISIONS RELATING TO SERIES OF SHARES. WHENEVER NO
SHARES OF A SERIES ARE OUTSTANDING, THEN THE TRUSTEES MAY ABOLISH
SUCH SERIES (OR ANY CLASS OF SHARES OF A SERIES FOR WHICH THERE ARE
NO OUTSTANDING SHARES). WHENEVER MORE THAN ONE SERIES OF SHARES IS
OUTSTANDING, THEN THE FOLLOWING PROVISIONS SHALL APPLY:
(A) ASSETS BELONGING TO EACH SERIES. ALL CONSIDERATION
RECEIVED BY THE TRUST FOR THE ISSUE OR SALE OF SHARES OF A PARTICULAR
SERIES, TOGETHER WITH ALL ASSETS IN WHICH SUCH CONSIDERATION IS INVESTED
OR REINVESTED, ALL INCOME, EARNINGS AND PROCEEDS THEREOF, AND ANY FUNDS
DERIVED FROM ANY REINVESTMENT OF SUCH PROCEEDS, SHALL IRREVOCABLY BELONG
TO THAT SERIES FOR ALL PURPOSES, SUBJECT ONLY TO THE RIGHTS OF CREDITORS,
AND SHALL BE SO RECORDED UPON THE BOOKS OF THE TRUST. IN THE EVENT THERE
ARE ASSETS, INCOME, EARNINGS, AND PROCEEDS THEREOF WHICH ARE NOT READILY
IDENTIFIABLE AS BELONGING TO A PARTICULAR SERIES, THEN THE TRUSTEES SHALL
ALLOCATE SUCH ITEMS TO THE VARIOUS SERIES THEN EXISTING, IN SUCH MANNER
AND ON SUCH BASIS AS THEY, IN THEIR SOLE DISCRETION, DEEM FAIR AND
EQUITABLE. THE AMOUNT OF EACH SUCH ITEM ALLOCATED TO A PARTICULAR SERIES
BY THE TRUSTEES SHALL THEN BELONG TO THAT SERIES, AND EACH SUCH ALLOCATION
SHALL BE CONCLUSIVE AND BINDING UPON THE SHAREHOLDERS OF ALL SERIES FOR
ALL PURPOSES.
(B) LIABILITIES BELONGING TO EACH SERIES. THE ASSETS BELONGING TO
EACH PARTICULAR SERIES SHALL BE CHARGED WITH THE LIABILITIES, EXPENSES,
COSTS AND RESERVES OF THE TRUST ATTRIBUTABLE TO THAT SERIES; ANY
GENERAL LIABILITIES, EXPENSES, COSTS AND RESERVES OF THE TRUST WHICH
ARE NOT READILY IDENTIFIABLE AS ATTRIBUTABLE TO A PARTICULAR SERIES
SHALL BE ALLOCATED BY THE TRUSTEES TO THE VARIOUS SERIES THEN EXISTING,
IN SUCH MANNER AND ON SUCH BASIS AS THEY, IN THEIR SOLE DISCRETION,
DEEM FAIR AND EQUITABLE. EACH SUCH ALLOCATION SHALL BE CONCLUSIVE AND
BINDING UPON THE SHAREHOLDERS OF ALL SERIES FOR ALL PURPOSES.
(C) SERIES SHARES, DIVIDENDS AND LIQUIDATION. EACH SHARE OF EACH
RESPECTIVE CLASS OF A SERIES SHALL HAVE THE SAME RIGHTS AND PRO RATA
BENEFICIAL INTEREST IN THE ASSETS AND LIABILITIES OF THE SERIES AS ANY
OTHER SUCH SHARE. ANY DIVIDENDS PAID ON THE SHARES OF ANY SERIES SHALL
ONLY BE PAYABLE FROM AND TO THE EXTENT OF THE ASSETS (NET OF
LIABILITIES) BELONGING TO THAT SERIES. IN THE EVENT OF LIQUIDATION OF A
SERIES, ONLY THE ASSETS (LESS PROVISION FOR LIABILITIES) OF THAT SERIES
SHALL BE DISTRIBUTED TO THE HOLDERS OF THE SHARES OF THAT SERIES.
(D) VOTING BY SERIES. EXCEPT AS PROVIDED IN THIS SECTION OR AS LIMITED
BY THE RIGHTS AND RESTRICTIONS OF ANY CLASS, EACH SHARE OF THE TRUST
SHALL VOTE WITH AND IN THE SAME MANNER AS ANY OTHER SHARE ON MATTERS
SUBMITTED TO A VOTE OF THE SHAREHOLDERS, WITHOUT DIFFERENTIATION AMONG
VOTES FROM THE SEPARATE SERIES; PROVIDED, HOWEVER, THAT (I) AS TO ANY
MATTER WITH RESPECT TO WHICH A SEPARATE VOTE OF ANY SERIES IS REQUIRED
BY THE 1940 ACT OR WOULD BE REQUIRED UNDER THE MASSACHUSETTS BUSINESS
CORPORATION LAW IF THE TRUST WERE A MASSACHUSETTS BUSINESS CORPORATION,
SUCH REQUIREMENTS AS TO A SEPARATE VOTE BY THE SERIES SHALL APPLY IN
LIEU OF THE VOTING DESCRIBED ABOVE HEREIN; (II) IN THE EVENT THAT THE
SEPARATE VOTE REQUIREMENTS REFERRED TO IN (I) ABOVE APPLY WITH RESPECT
TO ONE OR MORE SERIES, THEN, SUBJECT TO (III) BELOW, THE SHARES OF ALL
OTHER SERIES SHALL VOTE WITHOUT DIFFERENTIATION AMONG THEIR VOTES; AND
(III) AS TO ANY MATTER WHICH DOES NOT AFFECT THE INTEREST OF A
PARTICULAR SERIES, ONLY THE HOLDERS OF SHARES OF THE ONE OR MORE
AFFECTED SERIES SHALL BE ENTITLED TO VOTE.
ARTICLE IV,
THE TRUSTEES
SECTION 1. MANAGEMENT OF THE TRUST. THE BUSINESS AND AFFAIRS OF THE
TRUST SHALL BE MANAGED BY THE TRUSTEES, AND THEY SHALL HAVE ALL POWERS
NECESSARY AND DESIRABLE TO CARRY OUT THAT RESPONSIBILITY.
SECTION 2. ELECTION OF TRUSTEES. DURING THE YEAR FOLLOWING THE END OF
THE TRUST'S FIRST FISCAL YEAR SUBSEQUENT TO ITS INITIAL PUBLIC OFFERING
OF SHARES, THE SHAREHOLDERS SHALL ELECT, AT A MEETING CALLED BY THE
THEN TRUSTEES OF THE TRUST, THE TRUSTEES WHO WILL SERVE FOR SUCH
REGULAR TERMS AS MAY BE PROVIDED IN THE BY-LAWS OF THE TRUST.
SECTION 3. TERM OF OFFICE OF TRUSTEES. THE TRUSTEES SHALL HOLD OFFICE
DURING THE LIFETIME OF THIS TRUST, AND UNTIL THE EXPIRATION OF THE
TERM OF OFFICE FOR WHICH EACH WAS ELECTED; EXCEPT THAT (A) ANY TRUSTEE
MAY RESIGN HIS TRUST BY WRITTEN INSTRUMENT SIGNED BY HIM AND DELIVERED
TO THE OTHER TRUSTEES, WHICH SHALL TAKE EFFECT UPON SUCH DELIVERY OR
UPON SUCH LATER DATE AS IS SPECIFIED THEREIN; (B) ANY TRUSTEE MAY BE
REMOVED AT ANY TIME BY WRITTEN INSTRUMENT SIGNED BY AT LEAST TWO-THIRDS
OF THE NUMBER OF TRUSTEES PRIOR TO SUCH REMOVAL, SPECIFYING THE DATE
WHEN SUCH REMOVAL SHALL BECOME EFFECTIVE; (C) ANY TRUSTEE WHO REQUESTS
IN WRITING TO BE RETIRED OR WHO HAS BECOME MENTALLY OR PHYSICALLY
INCAPACITATED MAY BE RETIRED BY WRITTEN INSTRUMENT SIGNED BY A
MAJORITY OF THE OTHER TRUSTEES, SPECIFYING THE DATE OF HIS RETIREMENT;
AND (D) A TRUSTEE MAY BE REMOVED AT ANY SPECIAL MEETING OF
SHAREHOLDERS OF THE TRUST BY A VOTE OF TWO-THIRDS OF THE OUTSTANDING
SHARES.
SECTION 4. TERMINATION OF SERVICE AND APPOINTMENT OF TRUSTEES. IN CASE
OF THE DEATH, RESIGNATION, RETIREMENT, REMOVAL OR MENTAL OR PHYSICAL
INCAPACITY OF ANY OF THE TRUSTEES, OR IN CASE A VACANCY SHALL, BY
REASON OF AN INCREASE IN NUMBER, OR FOR ANY OTHER REASON, EXIST, THE
REMAINING TRUSTEES SHALL FILL SUCH VACANCY BY APPOINTING FOR THE
REMAINING TERM OF THE PREDECESSOR TRUSTEE SUCH OTHER PERSON AS THEY IN
THEIR DISCRETION SHALL SEE FIT. SUCH APPOINTMENT SHALL BE EFFECTED BY
THE SIGNING OF A WRITTEN INSTRUMENT BY A MAJORITY OF THE TRUSTEES IN
OFFICE. WITHIN THREE MONTHS OF SUCH APPOINTMENT, THE TRUSTEES SHALL
CAUSE NOTICE OF SUCH APPOINTMENT TO BE MAILED TO EACH SHAREHOLDER AT
HIS ADDRESS AS RECORDED ON THE BOOKS OF THE TRUST. AN APPOINTMENT OF A
TRUSTEE MAY BE MADE BY THE TRUSTEES THEN IN OFFICE AND NOTICE THEREOF
MAILED TO SHAREHOLDERS AS AFORESAID IN ANTICIPATION OF A VACANCY TO
OCCUR BY REASON OF RETIREMENT, RESIGNATION OR INCREASE IN NUMBER OF
TRUSTEES EFFECTIVE AT A LATER DATE, PROVIDED THAT SAID APPOINTMENT
SHALL BECOME EFFECTIVE ONLY AT OR AFTER THE EFFECTIVE DATE OF SAID
RETIREMENT, RESIGNATION OR INCREASE IN NUMBER OF TRUSTEES. AS SOON AS
ANY TRUSTEE SO APPOINTED SHALL HAVE ACCEPTED THIS TRUST, THE TRUST
ESTATE SHALL VEST IN THE NEW TRUSTEE OR TRUSTEES, TOGETHER WITH
THE CONTINUING TRUSTEES, WITHOUT ANY FURTHER ACT OR CONVEYANCE, AND HE
SHALL BE DEEMED A TRUSTEE HEREUNDER. ANY APPOINTMENT AUTHORIZED BY
THIS SECTION 4 IS SUBJECT TO THE PROVISIONS OF SECTION 16(A) OF THE
1940 ACT.
SECTION 5. TEMPORARY ABSENCE OF TRUSTEE. ANY TRUSTEE MAY, BY POWER OF
ATTORNEY, DELEGATE HIS POWER FOR A PERIOD NOT EXCEEDING SIX MONTHS AT
ANY ONE TIME TO ANY OTHER TRUSTEE OR TRUSTEES, PROVIDED THAT IN NO
CASE SHALL LESS THAN TWO OF THE TRUSTEES PERSONALLY EXERCISE THEIR
POWER HEREUNDER, EXCEPT AS HEREIN OTHERWISE EXPRESSLY PROVIDED.
SECTION 6. NUMBER OF TRUSTEES. THE NUMBER OF TRUSTEES SERVING
HEREUNDER AT ANY TIME SHALL BE DETERMINED BY THE TRUSTEES THEMSELVES,
BUT ONCE SHARES HAVE BEEN ISSUED SHALL NOT BE LESS THAN THREE (3) NOR
MORE THAN FIFTEEN (15).
WHENEVER A VACANCY IN THE BOARD OF TRUSTEES SHALL OCCUR, UNTIL SUCH
VACANCY IS FILLED OR WHILE ANY TRUSTEE IS PHYSICALLY OR MENTALLY
INCAPACITATED, THE OTHER TRUSTEES SHALL HAVE ALL THE POWERS HEREUNDER
AND THE CERTIFICATE SIGNED BY A MAJORITY OF THE OTHER TRUSTEES OF SUCH
VACANCY, ABSENCE OR INCAPACITY, SHALL BE CONCLUSIVE, PROVIDED, HOWEVER,
THAT NO VACANCY WHICH REDUCES THE NUMBER OF TRUSTEES BELOW THREE (3)
SHALL REMAIN UNFILLED FOR A PERIOD LONGER THAN SIX CALENDAR MONTHS.
SECTION 7. EFFECT OF DEATH, RESIGNATION, ETC., OF A TRUSTEE. THE DEATH,
RESIGNATION, RETIREMENT, REMOVAL, OR MENTAL OR PHYSICAL INCAPACITY OF
THE TRUSTEES, OR ANY ONE OF THEM, SHALL NOT OPERATE TO ANNUL THE TRUST
OR TO REVOKE ANY EXISTING AGENCY CREATED PURSUANT TO THE TERMS OF THIS
DECLARATION OF TRUST.
SECTION 8. OWNERSHIP OF THE TRUST. THE ASSETS OF THE TRUST SHALL BE
HELD SEPARATE AND APART FROM ANY ASSETS NOW OR HEREAFTER HELD IN ANY
CAPACITY OTHER THAN AS TRUSTEE HEREUNDER BY THE TRUSTEES OR BY ANY
SUCCESSOR TRUSTEES. ALL OF THE ASSETS OF THE TRUST SHALL AT ALL TIMES
BE CONSIDERED AS VESTED IN THE TRUSTEES. NO SHAREHOLDER SHALL BE
DEEMED TO HAVE SEVERABLE OWNERSHIP IN ANY INDIVIDUAL ASSET OF THE
TRUST OR ANY RIGHT OF PARTITION OR POSSESSION THEREOF, BUT EACH
SHAREHOLDER SHALL HAVE A PROPORTIONATE UNDIVIDED BENEFICIAL INTEREST
IN THE TRUST.
ARTICLE V
POWERS OF THE TRUSTEES
SECTION 1. POWERS. THE TRUSTEES IN ALL INSTANCES SHALL ACT AS
PRINCIPALS, AND ARE AND SHALL BE FREE FROM THE CONTROL OF THE
SHAREHOLDERS. THE TRUSTEES SHALL HAVE FULL POWER AND AUTHORITY TO DO
ANY AND ALL ACTS AND TO MAKE AND EXECUTE ANY AND ALL CONTRACT AND
INSTRUMENTS THAT THEY MAY CONSIDER NECESSARY OR APPROPRIATE IN
CONNECTION WITH THE MANAGEMENT OF THE TRUST. THE TRUSTEES SHALL NOT BE
BOUND OR LIMITED BY PRESENT OR FUTURE LAWS OR CUSTOMS IN REGARD TO
INVESTMENT BY TRUSTEES OR FIDUCIARIES, BUT SHALL HAVE FULL AUTHORITY
AND POWER TO MAKE ANY AND ALL INVESTMENTS WHICH THEY, IN THEIR
UNCONTROLLED DISCRETION, SHALL DEEM PROPER TO ACCOMPLISH THE PURPOSE
OF THIS TRUST. WITHOUT LIMITING THE FOREGOING, THE TRUSTEES SHALL HAVE
THE FOLLOWING SPECIFIC POWERS AND AUTHORITY, SUBJECT TO ANY APPLICABLE
LIMITATION IN THIS DECLARATION OF TRUST OR IN THE BY-LAWS OF THE TRUST
(A) TO BUY, AND INVEST FUNDS OF THE TRUST, IN SECURITIES INCLUDING,
BUT NOT LIMITED TO, COMMON STOCKS, PREFERRED STOCKS, BONDS, DEBENTURES,
WARRANTS AND RIGHTS TO PURCHASE SECURITIES, OPTIONS, CERTIFICATES OF
BENEFICIAL INTEREST, MONEY MARKET INSTRUMENTS, NOTES OR OTHER EVIDENCES
OF INDEBTEDNESS ISSUED BY CORPORATIONS, TRUSTS, ASSOCIATIONS, OR
BANKING INSTITUTIONS, DOMESTIC OR FOREIGN, OR ISSUED OR GUARANTEED BY
THE UNITED STATES OF AMERICA OR ANY AGENCY OR INSTRUMENTALITY THEREOF,
BY THE GOVERNMENT OF ANY FOREIGN COUNTRY, BY ANY STATE OF THE UNITED
STATES (INCLUDING THE DISTRICT OF COLUMBIA, PUERTO RICO AND GUAM) OR
BY ANY POLITICAL SUBDIVISION OR AGENCY OR INSTRUMENTALITY OF ANY STATE
OR FOREIGN COUNTRY, OR IN "WHEN-ISSUED" OR "DELAYED-DELIVERY" CONTACTS
FOR ANY SUCH SECURITIES, OR IN ANY REPURCHASE AGREEMENT (AGREEMENTS
UNDER WHICH THE SELLER AGREES AT THE TIME OF SALE TO REPURCHASE THE
SECURITY AT AN AGREED TIME AND PRICE); OR RETAIN TRUST ASSETS IN CASH,
AND FROM TIME TO TIME CHANGE THE INVESTMENTS CONSTITUTING THE ASSETS
OF THE TRUST;
(B) TO ADOPT BY-LAWS NOT INCONSISTENT WITH THE DECLARATION OF TRUST
PROVIDING FOR THE CONDUCT OF THE BUSINESS OF THE TRUST AND TO AMEND
AND REPEAL THEM TO THE EXTENT THAT THEY DO NOT RESERVE THAT RIGHT TO
THE SHAREHOLDERS;
(C) TO ELECT AND REMOVE SUCH OFFICERS AND APPOINT AND TERMINATE SUCH
AGENTS AS THEY CONSIDER APPROPRIATE;
(D) TO APPOINT OR OTHERWISE ENGAGE ONE OR MORE BANKS OR TRUST COMPANIES
OR MEMBER FIRMS OF ANY NATIONAL SECURITIES EXCHANGE REGISTERED UNDER
THE SECURITIES EXCHANGE ACT OF 1934 AS CUSTODIAN OF ANY ASSETS OF THE
TRUST, SUBJECT TO ANY CONDITIONS SET FORTH IN THIS DECLARATION OF TRUST
OR IN THE BY-LAWS.
(E) TO APPOINT OR OTHERWISE ENGAGE CUSTODIAL AGENTS, TRANSFER AGENTS,
DIVIDEND DISBURSING AGENTS, SHAREHOLDER SERVICING AGENTS, INVESTMENT
ADVISERS, SUB-INVESTMENT ADVISERS, PRINCIPAL UNDERWRITERS,
ADMINISTRATIVE SERVICE AGENTS, AND SUCH OTHER AGENTS AS THE TRUSTEES
MAY FROM TIME TO TIME APPOINT OR OTHERWISE ENGAGE;
(F) TO PROVIDE FOR THE DISTRIBUTION OF INTERESTS OF THE TRUST EITHER
THROUGH A PRINCIPAL UNDERWRITER IN THE MANNER HEREINAFTER PROVIDED FOR
OR BY THE TRUST ITSELF, OR BOTH;
(G) TO SET RECORD DATES IN THE MANNER HEREINAFTER PROVIDED FOR;
(H) TO DELEGATE SUCH AUTHORITY AS THEY CONSIDER DESIRABLE TO A
COMMITTEE OR COMMITTEES COMPOSED OF TRUSTEES, INCLUDING WITHOUT
LIMITATION, AN EXECUTIVE COMMITTEE, OR TO ANY OFFICERS OF THE TRUST
AND TO ANY AGENT, CUSTODIAN OR UNDERWRITER;
(I) TO SELL OR EXCHANGE ANY OR ALL OF THE ASSETS OF THE TRUST, SUBJECT
TO THE PROVISIONS OF ARTICLE XII, SECTION 4(B) HEREOF;
(J) TO VOTE OR GIVE ASSENT, OR EXERCISE ANY RIGHTS OF OWNERSHIP, WITH
RESPECT TO STOCK OR OTHER SECURITIES OR PROPERTY; AND TO EXECUTE AND
DELIVER POWERS OF ATTORNEY TO SUCH PERSON OR PERSONS AS THE TRUSTEES
SHALL DEEM PROPER, GRANTING TO SUCH PERSON OR PERSONS SUCH POWER AND
DISCRETION WITH RELATION TO SECURITIES OR PROPERTY AS THE TRUSTEES
SHALL DEEM PROPER;
(K) TO EXERCISE POWERS AND RIGHTS OF SUBSCRIPTION OR OTHERWISE WHICH
IN ANY MANNER ARISE OUT OF OWNERSHIP OF SECURITIES;
(1) TO HOLD ANY SECURITY OR PROPERTY IN A FORM NOT INDICATING ANY
TRUST, WHETHER IN BEARER, UNREGISTERED OR OTHER NEGOTIABLE FORM; OR
EITHER IN ITS OWN NAME OR IN THE NAME OF A CUSTODIAN OR A NOMINEE OR
NOMINEES, SUBJECT IN EITHER CASE TO PROPER SAFEGUARDS ACCORDING TO THE
USUAL PRACTICE OF MASSACHUSETTS TRUST COMPANIES OR INVESTMENT
COMPANIES;
(M) TO CONSENT TO OR PARTICIPATE IN ANY PLAN FOR THE REORGANIZATION,
CONSOLIDATION OR MERGER OF ANY CORPORATION OR CONCERN, ANY SECURITY OF
WHICH IS HELD IN THE TRUST; TO CONSENT TO ANY CONTRACT, LEASE,
MORTGAGE, PURCHASE, OR SALE OF PROPERTY BY SUCH CORPORATION OR
CONCERN, AND TO PAY CALLS OR SUBSCRIPTIONS WITH RESPECT TO ANY
SECURITY HELD IN THE TRUST.
(N) TO ENGAGE IN AND TO PROSECUTE, COMPOUND, COMPROMISE, ABANDON, OR
ADJUST, BY ARBITRATION, OR OTHERWISE, ANY ACTIONS, SUITS, PROCEEDINGS,
DISPUTES, CLAIMS, DEMANDS, AND THINGS RELATING TO THE TRUST, AND OUT
OF THE ASSETS OF THE TRUST TO PAY, OR TO SATISFY, ANY DEBTS, CLAIMS OR
EXPENSES INCURRED IN CONNECTION THEREWITH, INCLUDING THOSE OF
LITIGATION, UPON ANY EVIDENCE THAT THE TRUSTEES MAY DEEM SUFFICIENT
(SUCH POWERS SHALL INCLUDE WITHOUT LIMITATION ANY ACTIONS, SUITS,
PROCEEDINGS, DISPUTES, CLAIMS, DEMANDS AND THINGS RELATING TO THE
TRUST WHEREIN ANY OF THE TRUSTEES MAY BE NAMED INDIVIDUALLY AND THE
SUBJECT MATTER OF WHICH ARISES BY REASON OF BUSINESS FOR OR ON BEHALF
OF THE TRUST);
(O) TO MAKE DISTRIBUTIONS OF INCOME AND OF CAPITAL GAINS TO
SHAREHOLDERS IN THE MANNER HEREINAFTER PROVIDED FOR;
(P) TO BORROW MONEY AND ENTER INTO REVERSE REPURCHASE AGREEMENTS
(AGREEMENTS IN WHICH THE TRUST SELLS ASSETS WHILE CONCURRENTLY AGREEING
TO REPURCHASE SUCH ASSETS AT A LATER DATE AT A SPECIFIC PRICE) IF SUCH
BORROWINGS ARE MADE TEMPORARILY FOR EXTRAORDINARY OR EMERGENCY PURPOSES
OR TO PERMIT REDEMPTIONS OF SHARES WITHOUT SELLING PORTFOLIO
SECURITIES. ANY BORROWINGS HEREUNDER MAY BE MADE WITH OR WITHOUT
COLLATERAL SECURITY AND THE TRUSTEES MAY, IN THEIR DISCRETION, PLEDGE,
MORTGAGE, CHARGE, HYPOTHECATE OR OTHERWISE ENCUMBER THE GROSS ASSETS OF
THE TRUST AS SECURITY FOR ANY LOANS OR REVERSE REPURCHASE AGREEMENTS,
SUBJECT TO THE LIMITATIONS PROVIDED HEREIN.
(Q) TO LEND PORTFOLIO SECURITIES OF THE TRUST PURSUANT TO POLICIES
ESTABLISHED BY THE TRUSTEES.
(R) TO INVEST IN SECURITIES HAVING LEGAL OR CONTRACTUAL RESTRICTIONS
ON THEIR RESALE OR FOR WHICH NO READILY AVAILABLE MARKET EXISTS.
(S) FROM TIME TO TIME TO ISSUE AND SELL THE SHARES OF THE TRUST EITHER
FOR CASH OR FOR PROPERTY WHENEVER AND IN SUCH AMOUNTS AS THE TRUSTEES
MAY DEEM DESIRABLE, BUT SUBJECT TO THE LIMITATIONS SET FORTH IN
SECTION 3 OF ARTICLE III.
(T) TO PURCHASE INSURANCE OF ANY KIND, INCLUDING, WITHOUT LIMITATION,
INSURANCE ON BEHALF OF ANY PERSON WHO IS OR WAS A TRUSTEE, OFFICER,
EMPLOYEE OR AGENT OF THE TRUST, OR IS OR WAS SERVING AT THE REQUEST OF
THE TRUST AS A TRUSTEE, DIRECTOR, OFFICER, AGENT OR EMPLOYEE OF
ANOTHER CORPORATION, PARTNERSHIP, JOINT VENTURE, TRUST OR OTHER
ENTERPRISE AGAINST ANY LIABILITY ASSERTED AGAINST SUCH PERSON AND
INCURRED BY SUCH PERSON IN ANY SUCH CAPACITY OR ARISING OUT OF SUCH
PERSON'S STATUS AS SUCH.
NO ONE DEALING WITH THE TRUSTEES SHALL BE UNDER OBLIGATION TO MAKE ANY
INQUIRY CONCERNING THE AUTHORITY OF THE TRUSTEES.
SECTION 2. TRUSTEES AND OFFICERS AS SHAREHOLDERS. ANY TRUSTEE, OFFICER
OR OTHER AGENT OF THE TRUST MAY ACQUIRE, OWN AND DISPOSE OF SHARES OF
THE TRUST TO THE SAME EXTENT AS IF HE WERE NOT A TRUSTEE, OFFICER OR
AGENT; AND THE TRUSTEES MAY ISSUE AND SELL OR CAUSE TO BE ISSUED OR
SOLD SHARES OF THE TRUST TO AN INTERESTED PERSON SUBJECT ONLY TO THE
GENERAL LIMITATIONS HEREIN CONTAINED AS TO THE SALE AND PURCHASE OF
SUCH SHARES; AND ALL SUBJECT TO ANY RESTRICTIONS WHICH MAY BE
CONTAINED IN THE BY-LAWS.
SECTION 3. PARTIES TO CONTRACT. THE TRUSTEES MAY ENTER INTO ANY
CONTRACT OF THE CHARACTER DESCRIBED IN SECTIONS 1, 2, 3, OR 4 OF
ARTICLE VII, OR IN ARTICLE IX HEREOF, OR OF ANY OTHER CHARACTER NOT
PROHIBITED BY THE 1940 ACT WITH ANY CORPORATION, FIRM, TRUST OR
ASSOCIATION, ALTHOUGH ONE OR MORE OF THE SHAREHOLDERS, TRUSTEES,
OFFICERS, EMPLOYEES OR AGENTS OF THE TRUST OR THEIR AFFILIATES MAY BE
AN OFFICER, DIRECTOR, TRUSTEE, SHAREHOLDER OR INTERESTED PERSON OF
SUCH OTHER PARTY TO THE CONTRACT, AND NO SUCH CONTRACT SHALL BE
INVALIDATED OR RENDERED VOIDABLE BY REASON OF THE EXISTENCE OF ANY
SUCH RELATIONSHIP, NOR SHALL ANY PERSON HOLDING SUCH RELATIONSHIP BE
LIABLE MERELY BY REASON OF SUCH RELATIONSHIP FOR ANY LOSS OR EXPENSE
TO THE TRUST UNDER OR BY REASON OF SAID CONTRACT OR ACCOUNTABLE FOR
ANY PROFIT REALIZED DIRECTLY OR INDIRECTLY THEREFROM, IN THE ABSENCE
OF ACTUAL FRAUD. THE SAME PERSON (INCLUDING A FIRM, CORPORATION, TRUST
OR ASSOCIATION) MAY BE THE OTHER PARTY TO CONTRACTS ENTERED INTO
PURSUANT TO SECTIONS 1, 2, 3, AND 4 OF ARTICLE VII OR ARTICLE IX OR
ANY OTHER CAPACITY DEEMED LEGAL UNDER THE 1940 ACT, AND ANY INDIVIDUAL
MAY BE FINANCIALLY INTERESTED OR OTHERWISE AN INTERESTED PERSON OF
PARTIES TO ANY OR ALL OF THE CONTRACTS MENTIONED IN THIS SECTION 4.
ARTICLE VI
TRUSTEES' EXPENSES AND COMPENSATION
SECTION 1. TRUSTEE REIMBURSEMENT. THE TRUSTEES SHALL BE REIMBURSED FROM
THE TRUST ESTATE FOR ALL OF THEIR EXPENSES AND DISBURSEMENTS NOT
OTHERWISE REIMBURSED, INCLUDING, WITHOUT LIMITATION, EXPENSES OF
ORGANIZING THE TRUST AND CONTINUING ITS EXISTENCE; FEES AND EXPENSES OF
TRUSTEES AND OFFICERS OF THE TRUST; FEES FOR INVESTMENT, ADVISORY
SERVICES, ADMINISTRATIVE SERVICES AND PRINCIPAL UNDERWRITING SERVICES
PROVIDED FOR IN ARTICLE VII, SECTIONS 1, 2, AND 3; FEES AND EXPENSES OF
PREPARING AND PRINTING ITS REGISTRATION STATEMENTS UNDER THE
SECURITIES ACT OF 1933 AND THE INVESTMENT COMPANY ACT OF 1940 AND ANY
AMENDMENTS THERETO; EXPENSES OF REGISTERING AND QUALIFYING THE TRUST
AND ITS SHARES UNDER FEDERAL AND STATE LAWS AND REGULATIONS; EXPENSES
OF PREPARING, PRINTING AND DISTRIBUTING PROSPECTUSES AND ANY AMENDMENTS
THEREOF SENT TO SHAREHOLDERS, UNDERWRITERS, BROKER-DEALERS AND TO
INVESTORS WHO MAY BE CONSIDERING THE PURCHASE OF SHARES; EXPENSES OF
REGISTERING, LICENSING OR OTHER AUTHORIZATION OF THE TRUST AS A BROKER-
DEALER AND OF ITS OFFICERS AS AGENTS AND SALESMEN UNDER FEDERAL AND
STATE LAWS AND REGULATIONS; INTEREST EXPENSE, TAXES, FEES AND
COMMISSIONS OF EVERY KIND; EXPENSES OF ISSUE (INCLUDING COST OF SHARE
CERTIFICATES), REPURCHASE AND REDEMPTION OF SHARES, INCLUDING EXPENSES
ATTRIBUTABLE TO A PROGRAM OF PERIODIC ISSUE; CHARGES AND EXPENSES OF
CUSTODIANS, TRANSFER AGENTS, DIVIDEND DISBURSING AGENTS, SHAREHOLDER
SERVICING AGENTS AND REGISTRARS; PRINTING AND MAILING COSTS; AUDITING,
ACCOUNTING AND LEGAL EXPENSES; REPORTS TO SHAREHOLDERS AND GOVERNMENTAL
OFFICERS AND COMMISSIONS; EXPENSES OF MEETINGS OF SHAREHOLDERS AND
PROXY SOLICITATIONS THEREFOR; INSURANCE EXPENSES; ASSOCIATION
MEMBERSHIP DUES AND NONRECURRING ITEMS AS MAY ARISE, INCLUDING ALL
LOSSES AND LIABILITIES BY THEM INCURRED IN ADMINISTERING THE TRUST,
INCLUDING EXPENSES INCURRED IN CONNECTION WITH LITIGATION, PROCEEDINGS
AND CLAIMS AND THE OBLIGATIONS OF THE TRUST UNDER ARTICLE XI HEREOF TO
INDEMNIFY ITS TRUSTEES, OFFICERS, EMPLOYEES, SHAREHOLDERS AND AGENTS,
AND FOR THE PAYMENT OF SUCH EXPENSES, DISBURSEMENTS, LOSSES AND
LIABILITIES, THE TRUSTEES SHALL HAVE A LIEN ON THE TRUST ESTATE PRIOR
TO ANY RIGHTS OR INTERESTS OF THE SHAREHOLDERS THERETO. THIS SECTION
SHALL NOT PRECLUDE THE TRUST FROM DIRECTLY PAYING ANY OF THE
AFOREMENTIONED FEES AND EXPENSES.
SECTION 2. TRUSTEE COMPENSATION. THE TRUSTEES SHALL BE
ENTITLED TO COMPENSATION FROM THE TRUST FOR THEIR RESPECTIVE
SERVICES AS TRUSTEES, TO BE DETERMINED FROM TIME TO TIME BY VOTE OF THE
TRUSTEES, AND THE TRUSTEES SHALL ALSO DETERMINE THE COMPENSATION OF ALL
OFFICERS, CONSULTANTS AND AGENTS WHO THEY MAY ELECT OR APPOINT. THE
TRUST MAY PAY ANY TRUSTEE OR ANY CORPORATION, FIRM, TRUST OR
ASSOCIATION OF WHICH A TRUSTEE IS AN INTERESTED PERSON FOR SERVICES
RENDERED TO THE TRUST IN ANY CAPACITY NOT PROHIBITED BY THE 1940 ACT,
AND SUCH PAYMENTS, SHALL NOT BE DEEMED COMPENSATION FOR SERVICES AS A
TRUSTEE UNDER THE FIRST SENTENCE OF THIS SECTION 2 OF ARTICLE VI.
ARTICLE VII
INVESTMENT ADVISER, ADMINISTRATIVE SERVICES,
PRINCIPAL UNDERWRITER AND TRANSFER AGENT
SECTION 1. INVESTMENT ADVISER. SUBJECT TO A MAJORITY SHAREHOLDER VOTE,
THE TRUSTEES MAY IN THEIR DISCRETION FROM TIME TO TIME ENTER INTO AN
INVESTMENT ADVISORY CONTRACT WHEREBY THE OTHER PARTY TO SUCH CONTRACT
SHALL UNDERTAKE TO FURNISH THE TRUSTEES INVESTMENT ADVISORY SERVICES
UPON SUCH TERMS AND CONDITIONS AND FOR SUCH COMPENSATION AS THE
TRUSTEES MAY IN THEIR DISCRETION DETERMINE. SUBJECT TO A MAJORITY
SHAREHOLDER VOTE, THE INVESTMENT ADVISER MAY ENTER INTO A SUB-
INVESTMENT ADVISORY CONTRACT TO RECEIVE INVESTMENT ADVICE, STATISTICAL
AND FACTUAL INFORMATION FROM THE SUB-INVESTMENT ADVISER UPON SUCH TERMS
AND CONDITIONS AND FOR SUCH COMPENSATION AS THE TRUSTEES MAY IN THEIR
DISCRETION AGREE TO. NOTWITHSTANDING ANY PROVISIONS OF THIS DECLARATION
OF TRUST, THE TRUSTEES MAY AUTHORIZE THE INVESTMENT ADVISER OR SUB-
INVESTMENT ADVISER OR ANY PERSON FURNISHING ADMINISTRATIVE PERSONNEL
AND SERVICES AS SET FORTH IN ARTICLE VII, SECTION 2 (SUBJECT TO SUCH
GENERAL OR SPECIFIC INSTRUCTIONS AS THE TRUSTEES MAY FROM TIME TO TIME
ADOPT) TO EFFECT PURCHASES, SALES OR EXCHANGES OF PORTFOLIO SECURITIES
OF THE TRUST ON BEHALF OF THE TRUSTEES OR MAY AUTHORIZE ANY OFFICER OR
TRUSTEE TO EFFECT SUCH PURCHASES, SALES OR EXCHANGES PURSUANT TO
RECOMMENDATIONS OF THE INVESTMENT ADVISER (AND ALL WITHOUT FURTHER
ACTION BY THE TRUSTEES). ANY SUCH PURCHASES, SALES AND EXCHANGES SHALL
BE DEEMED TO HAVE BEEN AUTHORIZED BY THE TRUSTEES. THE TRUSTEES MAY
ALSO AUTHORIZE THE INVESTMENT ADVISER TO DETERMINE WHAT FIRMS SHALL BE
EMPLOYED TO EFFECT TRANSACTIONS IN SECURITIES FOR THE ACCOUNT OF THE
TRUST AND TO DETERMINE WHAT FIRMS SHALL PARTICIPATE IN ANY SUCH
TRANSACTIONS OR SHALL SHARE IN COMMISSIONS OR FEES CHARGED IN
CONNECTION WITH SUCH TRANSACTIONS.
SECTION 2. ADMINISTRATIVE SERVICES. THE TRUSTEES MAY IN THEIR
DISCRETION FROM TIME TO TIME CONTRACT FOR ADMINISTRATIVE PERSONNEL AND
SERVICES WHEREBY THE OTHER PARTY SHALL AGREE TO PROVIDE THE TRUSTEES
ADMINISTRATIVE PERSONNEL AND SERVICES TO OPERATE THE TRUST ON A DAILY
BASIS, ON SUCH TERMS AND CONDITIONS AS THE TRUSTEES MAY IN THEIR
DISCRETION DETERMINE. SUCH SERVICES MAY BE PROVIDED BY ONE OR MORE
ENTITIES.
SECTION 3. PRINCIPAL UNDERWRITER. THE TRUSTEES MAY IN THEIR DISCRETION
FROM TIME TO TIME ENTER INTO AN EXCLUSIVE OR NON-EXCLUSIVE CONTRACT OR
CONTRACTS PROVIDING FOR THE SALE OF THE SHARES OF THE TRUST TO NET THE
TRUST NOT LESS THAN THE AMOUNT PROVIDED IN ARTICLE III, SECTION 3
HEREOF, WHEREBY THE TRUST MAY EITHER AGREE TO SELL THE SHARES TO THE
OTHER PARTY TO THE CONTRACT OR APPOINT SUCH OTHER PARTY ITS SALES AGENT
FOR SUCH SHARES. IN EITHER CASE, THE CONTRACT SHALL BE ON SUCH TERMS
AND CONDITIONS AS THE TRUSTEES MAY IN THEIR DISCRETION DETERMINE NOT
INCONSISTENT WITH THE PROVISIONS OF THIS ARTICLE VII; AND SUCH
CONTRACTS MAY ALSO PROVIDE FOR THE REPURCHASE OR SALES OF SHARES OF THE
TRUST BY SUCH OTHER PARTY AS PRINCIPAL OR AS AGENT OF THE TRUST AND MAY
PROVIDE THAT THE OTHER PARTY MAY MAINTAIN A MARKET FOR SHARES OF THE
TRUST.
SECTION 4. TRANSFER AGENT. THE TRUSTEES MAY IN THEIR DISCRETION FROM
TIME TO TIME ENTER INTO TRANSFER AGENCY AND SHAREHOLDER SERVICES
CONTRACTS WHEREBY THE OTHER PARTY SHALL UNDERTAKE TO FURNISH THE
TRUSTEES TRANSFER AGENCY AND SHAREHOLDER SERVICES. THE CONTRACTS SHALL
BE ON SUCH TERMS AND CONDITIONS AS THE TRUSTEES MAY IN THEIR DISCRETION
DETERMINE NOT INCONSISTENT WITH THE PROVISIONS OF THIS DECLARATION OF
TRUST. SUCH SERVICES MAY BE PROVIDED BY ONE OR MORE ENTITIES.
ARTICLE VIII
SHAREHOLDERS' VOTING POWERS AND MEETINGS
SECTION 1. VOTING POWERS. THE SHAREHOLDERS SHALL HAVE POWER TO VOTE (I)
FOR THE ELECTION OF TRUSTEES AS PROVIDED IN ARTICLE IV, SECTION 2; (II)
FOR THE REMOVAL OF TRUSTEES AS PROVIDED IN ARTICLE IV, SECTION 3(D);
(III) WITH RESPECT TO ANY INVESTMENT ADVISER OR SUB-INVESTMENT ADVISER
AS PROVIDED IN ARTICLE VII, SECTION 1; (IV) WITH RESPECT TO THE
AMENDMENT OF THIS DECLARATION OF TRUST AS PROVIDED IN ARTICLE XII,
SECTION 7; (V) TO THE SAME EXTENT AS THE SHAREHOLDERS OF A
MASSACHUSETTS BUSINESS CORPORATION AS TO WHETHER OR NOT A COURT ACTION,
PROCEEDING OR CLAIM SHOULD BE BROUGHT OR MAINTAINED DERIVATIVELY OR AS
A CLASS ACTION ON BEHALF OF THE TRUST OR THE SHAREHOLDERS; AND (VI)
WITH RESPECT TO SUCH ADDITIONAL MATTERS RELATING TO THE TRUST AS MAY BE
REQUIRED BY LAW, BY THIS DECLARATION OF TRUST, OR BY BY-LAWS OF THE
TRUST OR ANY REGULATION OF THE TRUST BY THE COMMISSION OR ANY STATE, OR
AS THE TRUSTEES MAY CONSIDER DESIRABLE. EACH WHOLE SHARE SHALL BE
ENTITLED TO ONE VOTE AS TO ANY MATTER ON WHICH IT IS ENTITLED TO VOTE,
AND EACH FRACTIONAL SHARE SHALL BE ENTITLED TO A PROPORTIONATE
FRACTIONAL VOTE. THERE SHALL BE NO CUMULATIVE VOTING IN THE ELECTION OF
TRUSTEES. UNTIL SHARES ARE ISSUED, THE TRUSTEES MAY EXERCISE ALL RIGHTS
OF SHAREHOLDERS AND MAY TAKE ANY ACTION REQUIRED OR PERMITTED
BY LAW, THIS DECLARATION OF TRUST OR ANY BY-LAWS OF THE TRUST TO BE
TAKEN BY SHAREHOLDERS.
SECTION 2. MEETINGS. SHAREHOLDER MEETINGS SHALL BE HELD AS SPECIFIED IN
SECTION 2 OF ARTICLE IV AND IN THE BY-LAWS AT THE PRINCIPAL OFFICE OF
THE TRUST OR AT SUCH OTHER PLACE AS THE TRUSTEES MAY DESIGNATE. SPECIAL
MEETINGS OF THE SHAREHOLDERS MAY BE CALLED BY THE TRUSTEES OR BY
OFFICERS OF THE TRUST GIVEN SUCH AUTHORITY IN THE BY-LAWS AND SHALL
BE CALLED BY THE TRUSTEES AT A PLACE DESIGNATED BY THEM UPON THE
WRITTEN REQUEST OF SHAREHOLDERS OWNING AT LEAST ONE-TENTH OF THE
OUTSTANDING SHARES ENTITLED TO VOTE. SHAREHOLDERS SHALL BE ENTITLED TO
AT LEAST TEN DAYS' NOTICE OF ANY MEETING.
SECTION 3. QUORUM AND REQUIRED VOTE. EXCEPT AS OTHERWISE PROVIDED BY
LAW, TO CONSTITUTE A QUORUM FOR THE TRANSACTION OF ANY BUSINESS AT ANY
MEETING OF SHAREHOLDERS THERE MUST BE PRESENT, IN PERSON OR BY PROXY,
HOLDERS OF ONE-FOURTH OF THE TOTAL NUMBER OF SHARES OF THE TRUST THEN
OUTSTANDING AND ENTITLED TO VOTE AT SUCH MEETING. IF A QUORUM, AS ABOVE
DEFINED, SHALL NOT BE PRESENT FOR THE PURPOSE OF ANY VOTE THAT MAY
PROPERLY COME BEFORE THE MEETING, THE SHAREHOLDERS PRESENT IN PERSON OR
BY PROXY AND ENTITLED TO VOTE AT SUCH MEETING ON SUCH MATTER HOLDING A
MAJORITY OF THE SHARES PRESENT ENTITLED TO VOTE ON SUCH MATTER MAY BY
VOTE ADJOURN THE MEETING FROM TIME TO TIME TO BE HELD AT THE SAME PLACE
WITHOUT FURTHER NOTICE THAN BY ANNOUNCEMENT TO BE GIVEN AT THE MEETING
UNTIL A QUORUM, AS ABOVE DEFINED, ENTITLED TO VOTE ON SUCH MATTER SHALL
BE PRESENT, WHEREUPON ANY SUCH MATTER MAY BE VOTED UPON AT THE MEETING
AS THOUGH HELD WHEN ORIGINALLY CONVENED. SUBJECT TO ANY APPLICABLE
REQUIREMENT OF LAW OR OF THIS DECLARATION OF TRUST OR BY THE BY-LAWS,
A PLURALITY OF THE VOTES CAST SHALL ELECT A TRUSTEE AND ALL OTHER
MATTERS SHALL BE DECIDED BY A MAJORITY OF THE VOTES CAST ENTITLED TO
VOTE THEREON.
SECTION 4. PROXIES. ANY VOTE BY A SHAREHOLDER OF THE TRUST MAY BE MADE
IN PERSON OR BY PROXY, PROVIDED THAT NO PROXY SHALL BE VOTED AT ANY
MEETING UNLESS IT SHALL HAVE BEEN PLACED ON FILE WITH THE TRUSTEES OR
THEIR DESIGNATE PRIOR TO THE TIME THE VOTE IS TAKEN. PURSUANT TO A
RESOLUTION OF A MAJORITY OF THE TRUSTEES, PROXIES MAY BE SOLICITED IN
THE NAME OF ONE OR MORE TRUSTEES OR ONE OR MORE OFFICERS OF THE TRUST.
ONLY SHAREHOLDERS OF RECORD SHALL BE ENTITLED TO VOTE. A PROXY
PURPORTING TO BE EXECUTED BY OR ON BEHALF OF A SHAREHOLDER SHALL
BE DEEMED VALID UNLESS CHALLENGED AT OR PRIOR TO ITS EXERCISE, AND THE
BURDEN OF PROVING INVALIDITY SHALL REST ON THE CHALLENGER.
SECTION 5. ADDITIONAL PROVISIONS. THE BY-LAWS MAY INCLUDE FURTHER
PROVISIONS FOR SHAREHOLDERS' VOTES AND MEETINGS AND RELATED MATTERS.
ARTICLE IX
CUSTODIANS
SECTION 1. APPOINTMENT OF CUSTODIAN AND DUTIES. THE TRUSTEES SHALL
APPOINT OR OTHERWISE ENGAGE A BANK OR TRUST COMPANY HAVING AN
AGGREGATE CAPITAL, SURPLUS AND UNDIVIDED PROFITS (AS SHOWN IN ITS LAST
PUBLISHED REPORT) OF AT LEAST TWO MILLION DOLLARS ($2,000,000) AS ITS
CUSTODIAN WITH AUTHORITY AS ITS AGENT, BUT SUBJECT TO SUCH
RESTRICTIONS, LIMITATIONS AND OTHER REQUIREMENTS, IF ANY, AS MAY BE
CONTAINED IN THE BY-LAWS OF THE TRUST:
(1) TO RECEIVE AND HOLD SECURITIES OWNED BY THE TRUST
AND DELIVER THE SAME UPON WRITTEN ORDER;
(2) TO RECEIVE AND RECEIPT FOR ANY MONEYS DUE TO THE
TRUST AND DEPOSIT THE SAME IN ITS OWN BANKING
DEPARTMENT OR ELSEWHERE AS THE TRUSTEES MAY DIRECT;
(3) TO DISBURSE SUCH FUNDS UPON ORDERS OR VOUCHERS;
(4) TO KEEP, IF AUTHORIZED TO DO SO BY THE TRUSTEES,
THE BOOKS AND ACCOUNTS OF THE TRUST AND FURNISH
CLERICAL AND ACCOUNTING SERVICES; AND
(5) TO COMPUTE, IF AUTHORIZED TO DO SO BY THE TRUSTEES,
THE ACCUMULATED NET INCOME OF THE TRUST AND THE NET
ASSET VALUE OF THE SHARES IN ACCORDANCE WITH THE
PROVISIONS HEREOF;
ALL UPON SUCH BASIS OF COMPENSATION AS MAY BE AGREED UPON BETWEEN THE
TRUSTEES AND THE CUSTODIAN. IF SO DIRECTED BY A MAJORITY SHAREHOLDER
VOTE, THE CUSTODIAN SHALL DELIVER AND PAY OVER ALL PROPERTY OF THE
TRUST HELD BY IT AS SPECIFIED IN SUCH VOTE.
THE TRUSTEES MAY ALSO AUTHORIZE THE CUSTODIAN TO EMPLOY ONE OR MORE
SUB-CUSTODIANS FROM TIME TO TIME TO PERFORM SUCH OF THE ACTS AND
SERVICES OF THE CUSTODIAN AND UPON SUCH TERMS AND CONDITIONS, AS MAY BE
AGREED UPON BETWEEN THE CUSTODIAN AND SUCH SUB-CUSTODIAN AND APPROVED
BY THE TRUSTEES, PROVIDED THAT IN EVERY CASE SUCH SUB-CUSTODIAN SHALL
BE A BANK OR TRUST COMPANY ORGANIZED UNDER THE LAWS OF THE UNITED
STATES OR ONE OF THE STATES THEREOF AND HAVING AN AGGREGATE CAPITAL,
SURPLUS AND UNDIVIDED PROFITS (AS SHOWN IN ITS LAST PUBLISHED REPORT)
OF AT LEAST TWO MILLION DOLLARS ($2,000,000) OR A MEMBER FIRM OF A
NATIONAL SECURITIES EXCHANGE REGISTERED UNDER THE SECURITIES EXCHANGE
ACT OF 1934.
SECTION 2. CENTRAL-CERTIFICATE SYSTEM. SUBJECT TO SUCH RULES,
REGULATIONS AND ORDERS AS THE COMMISSION MAY ADOPT, THE TRUSTEES MAY
DIRECT THE CUSTODIAN TO DEPOSIT ALL OR ANY PART OF THE SECURITIES OWNED
BY THE TRUST IN A SYSTEM FOR THE CENTRAL HANDLING OF SECURITIES
ESTABLISHED BY A NATIONAL SECURITIES EXCHANGE OR A NATIONAL SECURITIES
ASSOCIATION REGISTERED WITH THE COMMISSION UNDER THE SECURITIES
EXCHANGE ACT OF 1934, OR SUCH OTHER PERSON AS MAY BE PERMITTED BY THE
COMMISSION OR OTHERWISE IN ACCORDANCE WITH THE 1940 ACT, PURSUANT TO
WHICH SYSTEM ALL SECURITIES OF ANY PARTICULAR CLASS OR SERIES OF ANY
ISSUER DEPOSITED WITHIN THE SYSTEM ARE TREATED AS FUNGIBLE AND MAY BE
TRANSFERRED OR PLEDGED BY BOOKKEEPING ENTRY WITHOUT PHYSICAL DELIVERY
OF SUCH SECURITIES, PROVIDED THAT ALL SUCH DEPOSITS SHALL BE SUBJECT TO
WITHDRAWAL ONLY UPON THE ORDER OF THE CUSTODIAN AT THE DIRECTION OF THE
TRUSTEES.
SECTION 3. SPECIAL CUSTODIANS. THE TRUSTEES MAY APPOINT OR OTHERWISE
ENGAGE ANY INSTITUTION WHICH WOULD BE PERMITTED TO ACT AS A SUB-
CUSTODIAN HEREUNDER TO ACT AS A SPECIAL CUSTODIAN OF THE TRUST. ANY
SPECIAL CUSTODIAN WHICH IS A MEMBER FIRM OF A NATIONAL SECURITIES
EXCHANGE SHALL HAVE CUSTODY ONLY OF SECURITIES OWNED BY THE TRUST AND
SHALL NOT HOLD ANY OF ITS CASH. SPECIAL CUSTODIANS SHALL BE APPOINTED
PURSUANT TO A WRITTEN AGREEMENT APPROVED AND THEREAFTER AT LEAST
ANNUALLY RATIFIED BY THE TRUSTEES, AND ANY SUCH WRITTEN AGREEMENT SHALL
MEET SUCH REQUIREMENTS AS MAY BE SPECIFIED BY LAW OR BY THE REGULATIONS
OF THE COMMISSION. ANY SUCH WRITTEN AGREEMENT WITH A MEMBER FIRM OF A
NATIONAL SECURITIES EXCHANGE SHALL ALSO REQUIRE THAT THE SPECIAL
CUSTODIAN SHALL DELIVER TO THE CUSTODIAN ITS RECEIPT, EVIDENCING THAT
IT HOLDS THE SPECIFIC SECURITIES IN QUESTION ON BEHALF OF THE TRUST IN
ITS SAFEKEEPING, BEFORE ANY PAYMENT CAN BE MADE FOR SUCH SECURITIES BY
THE TRUST. SPECIAL CUSTODIANS SHALL BE USED BY THE TRUST ONLY FOR
PURPOSES OF SAFEKEEPING DESIGNATED TYPES OF SECURITIES FOR PERIODS OF
LIMITED DURATION IN CASES WHERE, IN THE OPINION OF THE TRUSTEES,
OFFICERS OF THE TRUST, ITS INVESTMENT ADVISER OR OTHER AUTHORIZED
AGENT, SUCH SAFEKEEPING SERVICES WOULD BE MORE APPROPRIATE OR
CONVENIENT TO THE TRUST THAN THE SAFEKEEPING OF SUCH SECURITIES WITH
THE CUSTODIAN.
SECTION 4. SPECIAL DEPOSITORIES. THE TRUSTEES MAY BY RESOLUTION APPOINT
AS SPECIAL DEPOSITORIES ANY COMMERCIAL BANKS INSURED BY THE FEDERAL
DEPOSIT INSURANCE CORPORATION HAVING AGGREGATE CAPITAL, SURPLUS AND
UNDIVIDED PROFITS (AS SHOWN IN THEIR RESPECTIVE LAST PUBLISHED REPORTS)
OF AT LEAST TWO MILLION DOLLARS ($2,000,000). THE TRUST MAY MAINTAIN
WITH A SPECIAL DEPOSITORY ONLY DEMAND DEPOSIT ACCOUNTS AND SHALL NOT
PERMIT THE AGGREGATE BALANCES IN SUCH ACCOUNTS TO EXCEED THE AMOUNT OF
ANY FIDELITY BOND COVERING ANY OFFICER OF THE TRUST AUTHORIZED BY THE
TRUSTEES TO HAVE SIGNATURE AUTHORITY OVER SUCH DEMAND DEPOSIT ACCOUNTS.
ARTICLE X
DISTRIBUTIONS AND REDEMPTIONS
SECTION 1. DISTRIBUTIONS.
(A) THE TRUSTEES MAY FROM TIME TO TIME DECLARE AND PAY DIVIDENDS, AND
THE AMOUNT OF SUCH DIVIDENDS AND THE PAYMENT OF THEM SHALL BE WHOLLY IN
THE DISCRETION OF THE TRUSTEES.
(B) THE TRUSTEES MAY DECLARE ACCUMULATED NET INCOME OF THE TRUST (AS
DEFINED IN SECTION 3 OF THIS ARTICLE X) AS A DIVIDEND TO SHAREHOLDERS
OF RECORD AT SUCH TIME AS THE TRUSTEES SHALL DESIGNATE, PAYABLE IN
ADDITIONAL FULL AND FRACTIONAL SHARES OR IN CASH. THE TRUSTEES MAY, IF
THEY DEEM IT ADVISABLE, DECLARE A NEGATIVE DIVIDEND (OR REVERSE SPLIT)
AND DEDUCT SUCH AMOUNT FROM THE PREVIOUSLY ACCUMULATED DIVIDENDS OF
EACH SHAREHOLDER OR FROM SUCH SHAREHOLDER'S INTEREST IN THE TRUST.
(C) THE TRUSTEES MAY DISTRIBUTE IN RESPECT OF ANY FISCAL YEAR AS
ORDINARY DIVIDENDS AND AS CAPITAL GAINS DISTRIBUTIONS, RESPECTIVELY,
AMOUNTS SUFFICIENT TO ENABLE THE TRUST AS A REGULATED INVESTMENT
COMPANY TO AVOID ANY LIABILITY FOR FEDERAL INCOME TAXES IN RESPECT OF
THAT YEAR.
(D) THE DECISION OF THE TRUSTEES AS TO WHAT, IN ACCORDANCE WITH GOOD
ACCOUNTING PRACTICE, IS INCOME AND WHAT IS PRINCIPAL SHALL BE FINAL,
AND EXCEPT AS SPECIFICALLY PROVIDED HEREIN, THE DECISION OF THE
TRUSTEES AS TO WHAT EXPENSES AND CHARGES OF THE TRUST SHALL BE CHARGED
AGAINST PRINCIPAL AND WHAT AGAINST INCOME SHALL BE FINAL. ANY INCOME
NOT DISTRIBUTED IN ANY YEAR MAY BE PERMITTED TO ACCUMULATE AND AS LONG
AS NOT DISTRIBUTED MAY BE INVESTED FROM TIME TO TIME IN THE SAME MANNER
AS THE PRINCIPAL FUNDS OF THE TRUST.
(E) THE TRUSTEES SHALL HAVE POWER, TO THE FULLEST EXTENT PERMITTED BY
LAW, AT ANY TIME, OR FROM TIME TO TIME, TO DECLARE AND CAUSE TO BE PAID
DIVIDENDS, WHICH AT THE ELECTION OF THE TRUSTEES, MAY BE ACCRUED,
AUTOMATICALLY REINVESTED IN ADDITIONAL SHARES (OR FRACTIONS THEREOF) OF
THE TRUST OR PAID IN CASH OR ADDITIONAL SHARES, ALL UPON SUCH TERMS AND
CONDITIONS AS THE TRUSTEES MAY PRESCRIBE.
(F) ANYTHING IN THIS INSTRUMENT TO THE CONTRARY NOTWITHSTANDING, THE
TRUSTEES MAY AT ANY TIME DECLARE AND DISTRIBUTE A DIVIDEND CONSISTING
OF SHARES OF THE TRUST.
SECTION 2. REDEMPTIONS AND REPURCHASES.
(A) IN CASE ANY SHAREHOLDER OF RECORD OF THE TRUST AT ANY TIME DESIRES
OR AUTHORIZES THE DISPOSITION OF SHARES RECORDED IN HIS NAME, HE OR HIS
AUTHORIZED AGENT MAY DEPOSIT A WRITTEN REQUEST (OR SUCH OTHER FORM OF
REQUEST AS THE TRUSTEES MAY FROM TIME TO TIME AUTHORIZE) REQUESTING
THAT THE TRUST PURCHASE HIS SHARES, TOGETHER WITH SUCH OTHER
INSTRUMENTS OR AUTHORIZATION TO EFFECT THE TRANSFER AS THE TRUSTEES MAY
FROM TIME TO TIME REQUIRE, AT THE OFFICE OF THE TRUST, AND THE TRUST
SHALL PURCHASE HIS SAID SHARES, BUT ONLY AT THE NET ASSET VALUE OF SUCH
SHARES (AS DEFINED IN SECTION 4 OF THIS ARTICLE X) DETERMINED BY OR ON
BEHALF OF THE TRUSTEES NEXT AFTER SAID REQUEST.
PAYMENT FOR SUCH SHARES SHALL BE MADE BY THE TRUST TO THE SHAREHOLDER
OF RECORD AT A TIME DETERMINED BY THE TRUSTEES WITHIN SEVEN (7) DAYS
AFTER THE DATE UPON WHICH THE REQUEST (AND, IF REQUIRED, SUCH OTHER
INSTRUMENTS OR AUTHORIZATIONS OF TRANSFER) IS DEPOSITED, SUBJECT TO
THE RIGHT OF THE TRUSTEES TO POSTPONE THE DATE OF PAYMENT PURSUANT TO
SECTION 5 OF THIS ARTICLE X. IF THE REDEMPTION IS POSTPONED BEYOND THE
DATE ON WHICH IT WOULD NORMALLY OCCUR BY REASON OF A DECLARATION BY THE
TRUSTEES SUSPENDING THE RIGHT OF REDEMPTION PURSUANT TO SECTION 5 OF
THIS ARTICLE X, THE RIGHT OF THE SHAREHOLDER TO HAVE HIS SHARES
PURCHASED BY THE TRUST SHALL BE SIMILARLY SUSPENDED, AND HE MAY
WITHDRAW HIS REQUEST (OR SUCH OTHER INSTRUMENTS OR AUTHORIZATIONS OF
TRANSFER) FROM DEPOSIT IF HE SO ELECTS; OR, IF HE DOES NOT SO ELECT,
THE PURCHASE PRICE SHALL BE THE NET ASSET VALUE OF HIS SHARES,
DETERMINED NEXT AFTER TERMINATION OF SUCH SUSPENSION AND PAYMENT
THEREFOR SHALL BE MADE WITHIN SEVEN (7) DAYS THEREAFTER.
(B) THE TRUST MAY PURCHASE SHARES OF THE TRUST BY AGREEMENT WITH THE
OWNER THEREOF (1) AT A PRICE NOT EXCEEDING THE NET ASSET VALUE PER
SHARE DETERMINED NEXT AFTER THE PURCHASE OR CONTRACT OF PURCHASE IS
MADE OR (2) AT A PRICE NOT EXCEEDING THE NET ASSET VALUE PER SHARE
DETERMINED AT SOME LATER TIME.
(C) SHARES PURCHASED BY THE TRUST EITHER PURSUANT TO PARAGRAPH (A) OR
PARAGRAPH (B) OF THIS SECTION 2 SHALL BE DEEMED TREASURY SHARES AND MAY
BE RESOLD BY THE TRUST.
(D) IF THE TRUSTEES DETERMINE THAT ECONOMIC CONDITIONS WOULD MAKE IT
SERIOUSLY DETRIMENTAL TO THE BEST INTERESTS OF THE REMAINING
SHAREHOLDERS OF THE TRUST TO MAKE PAYMENT WHOLLY OR PARTLY IN CASH, THE
TRUST MAY PAY THE REDEMPTION PRICE IN WHOLE OR IN PART BY A
DISTRIBUTION IN KIND OF SECURITIES FROM THE PORTFOLIO OF THE TRUST, IN
LIEU OF CASH IN CONFORMITY WITH APPLICABLE RULES OF THE COMMISSION,
TAKING SUCH SECURITIES AT THE SAME VALUE EMPLOYED IN DETERMINING NET
ASSET VALUE AND SELECTING THE SECURITIES IN SUCH MANNER AS THE TRUSTEES
MAY DEEM FAIR AND EQUITABLE.
SECTION 3. DETERMINATION OF ACCUMULATED NET INCOME. THE ACCUMULATED NET
INCOME OF THE TRUST SHALL BE DETERMINED BY OR ON BEHALF OF THE TRUSTEES
DAILY OR MORE FREQUENTLY AT THE DISCRETION OF THE TRUSTEES, ON EACH
BUSINESS DAY AT SUCH TIME OR TIMES AS THE TRUSTEES SHALL IN THEIR
DISCRETION DETERMINE. SUCH DETERMINATION SHALL BE MADE IN ACCORDANCE
WITH GENERALLY ACCEPTED ACCOUNTING PRINCIPLES AND PRACTICES AND THE
ACCOUNTING POLICIES ESTABLISHED BY THE TRUSTEES, AND MAY INCLUDE
REALIZED AND/OR UNREALIZED GAINS FROM THE SALE OR DISPOSITION OF
SECURITIES OR OTHER PROPERTY OF THE TRUST. THE POWER AND DUTY TO
DETERMINE ACCUMULATED NET INCOME MAY BE DELEGATED BY THE TRUSTEES FROM
TIME TO TIME TO ONE OR MORE OF THE TRUSTEES OR OFFICERS OF THE TRUST,
TO THE OTHER PARTY TO ANY CONTRACT ENTERED INTO PURSUANT TO SECTION 1
OR 2 OF ARTICLE VII, OR TO THE CUSTODIAN OR TO A TRANSFER AGENT.
SECTION 4. NET ASSET VALUE OF SHARES. THE NET ASSET VALUE OF EACH SHARE
OF THE TRUST OUTSTANDING SHALL BE DETERMINED AT LEAST ONCE ON EACH
BUSINESS DAY BY OR ON BEHALF OF THE TRUSTEES. THE POWER AND DUTY TO
DETERMINE NET ASSET VALUE MAY BE DELEGATED BY THE TRUSTEES FROM TIME
TO TIME TO ONE OR MORE OF THE TRUSTEES OR OFFICERS OF THE TRUST, TO THE
OTHER PARTY TO ANY CONTRACT ENTERED INTO PURSUANT TO SECTION 1 OR 2 OF
ARTICLE VII, OR TO THE CUSTODIAN OR TO A TRANSFER AGENT.
THE NET ASSET VALUE OF EACH SHARE OF THE TRUST AS OF ANY PARTICULAR
TIME SHALL BE THE QUOTIENT (ADJUSTED TO THE NUMBER OF SIGNIFICANT
DIGITS DETERMINED BY THE TRUSTEES) OBTAINED BY DIVIDING THE VALUE, AS
OF SUCH TIME, OF THE NET ASSETS OF THE TRUST (I.E., THE VALUE OF THE
ASSETS OF THE TRUST LESS ITS LIABILITIES EXCLUSIVE OF CAPITAL AND
SURPLUS) BY THE TOTAL NUMBER OF SHARES OUTSTANDING (EXCLUSIVE OF
TREASURY SHARES) AT SUCH TIME IN ACCORDANCE WITH THE REQUIREMENTS OF
THE 1940 ACT AND ANY APPLICABLE RULES, REGULATIONS AND ORDERS
THEREUNDER, AND APPLICABLE PROVISIONS OF THE BY-LAWS OF THE TRUST IN
CONFORMITY WITH GENERALLY ACCEPTED ACCOUNTING PRACTICES AND PRINCIPLES.
SECTION 5. SUSPENSION OF THE RIGHT OF REDEMPTION. THE TRUSTEES MAY
DECLARE A SUSPENSION OF THE DETERMINATION OF NET ASSET VALUE AND/OR THE
RIGHT OF REDEMPTION OR POSTPONE THE GATE OF PAYMENT OR THE WHOLE OR ANY
PART OF ANY PERIOD (I) DURING WHICH THE NEW YORK STOCK EXCHANGE IS
CLOSED OTHER THAN CUSTOMARY WEEKEND AND HOLIDAY CLOSINGS, (II) DURING
WHICH TRADING ON THE NEW YORK STOCK EXCHANGE IS RESTRICTED, (III)
DURING WHICH AN EMERGENCY EXISTS AS A RESULT OF WHICH DISPOSAL BY THE
TRUST OF SECURITIES OWNED BY IT IS NOT REASONABLY PRACTICABLE OR IT IS
NOT REASONABLY PRACTICABLE FOR THE TRUST FAIRLY TO DETERMINE THE VALUE
OF ITS NET ASSETS, OR (IV) DURING ANY OTHER PERIOD WHEN THE COMMISSION
MAY FOR THE PROTECTION OF SECURITY HOLDERS OF THE TRUST BY ORDER, RULE
OR INTERPRETATION PERMIT SUSPENSION OF THE RIGHT OF REDEMPTION OR
POSTPONEMENT OF THE DATE OF PAYMENT ON REDEMPTION; PROVIDED THAT
APPLICABLE RULES, INTERPRETATIONS AND REGULATIONS OF THE COMMISSION
SHALL GOVERN AS TO WHETHER THE CONDITIONS PRESCRIBED IN (II) OR (III)
EXIST. SUCH SUSPENSION SHALL TAKE EFFECT AT SUCH TIME AS THE TRUSTEES
SHALL SPECIFY BUT NOT LATER THAN THE CLOSE OF BUSINESS ON THE BUSINESS
DAY NEXT FOLLOWING THE DECLARATION OF SUSPENSION, AND THEREAFTER THERE
SHALL BE NO RIGHT OF REDEMPTION OR PAYMENT UNTIL THE TRUSTEES SHALL
DECLARE THE SUSPENSION AT AN END, EXCEPT THAT THE SUSPENSION SHALL
TERMINATE IN ANY EVENT ON THE FIRST DAY ON WHICH SAID STOCK EXCHANGE
SHALL HAVE REOPENED OR THE PERIOD SPECIFIED IN (II) OR (III) SHALL HAVE
EXPIRED (AS TO WHICH IN THE ABSENCE OF AN OFFICIAL RULING BY THE
COMMISSION, THE DETERMINATION OF THE TRUSTEES SHALL BE CONCLUSIVE).
SECTION 6. TRUST'S RIGHT TO REDEEM SHARES. THE TRUST SHALL HAVE THE
RIGHT TO CAUSED A REDEMPTION OF SHARES IN ANY SHAREHOLDER'S ACCOUNT FOR
THEIR THEN CURRENT NET ASSET VALUE (WHICH WILL BE PROMPTLY PAID TO THE
SHAREHOLDER IN CASH) IF AT ANY TIME THE TOTAL INVESTMENT IN THE ACCOUNT
DOES NOT HAVE A MINIMUM DOLLAR VALUE DETERMINED FROM TIME TO TIME BY
THE TRUSTEES IN THEIR SOLE DISCRETION. SHARES OF THE TRUST ARE
REDEEMABLE AT THE OPTION OF THE TRUST IF, IN THE OPINION OF THE
TRUSTEES, OWNERSHIP OF TRUST SHARES HAS OR MAY BECOME CONCENTRATED TO
AN EXTENT WHICH WOULD CAUSE THE TRUST TO BE A PERSONAL HOLDING COMPANY
WITHIN THE MEANING OF THE INTERNAL REVENUE CODE OF 1954, AS AMENDED,
AND ANY SUCCESSOR STATUTE (AND THEREBY DISQUALIFIED UNDER SUB-CHAPTER M
OF SAID CODE); IN SUCH CIRCUMSTANCES THE TRUST MAY COMPEL THE
REDEMPTION OF SHARES, REJECT ANY ORDER FOR THE PURCHASE OF SHARES OR
REFUSE TO GIVE EFFECT TO THE TRANSFER OF SHARES.
ARTICLE XI
LIMITATION OF LIABILITY AND INDEMNIFICATION
SECTION 1. LIMITATION OF PERSONAL LIABILITY AND INDEMNIFICATION OF
SHAREHOLDERS. THE TRUSTEES, OFFICERS, EMPLOYEES OR AGENTS OF THE TRUST
SHALL HAVE NO POWER TO BIND ANY SHAREHOLDER PERSONALLY OR TO CALL UPON
ANY SHAREHOLDER FOR THE PAYMENT OF ANY SUM OF MONEY OR ASSESSMENT
WHATSOEVER, OTHER THAN SUCH AS THE SHAREHOLDER MAY AT ANY TIME AGREE TO
PAY BY WAY OF SUBSCRIPTION TO ANY SHARES OR OTHERWISE.
NO SHAREHOLDER OR FORMER SHAREHOLDER OF THE TRUST SHALL BE LIABLE
SOLELY BY REASON OF HIS BEING OR HAVING BEEN A SHAREHOLDER FOR ANY
DEBT, CLAIM, ACTION, DEMAND, SUIT, PROCEEDING, JUDGMENT, DECREE,
LIABILITY OR OBLIGATION OF ANY KIND, AGAINST, OR WITH RESPECT TO THE
TRUST ARISING OUT OF ANY ACTION TAKEN OR OMITTED FOR OR ON BEHALF OF
THE TRUST, AND THE TRUST SHALL BE SOLELY LIABLE THEREFOR AND RESORT
SHALL BE HAD SOLELY TO THE TRUST PROPERTY FOR THE PAYMENT OR
PERFORMANCE THEREOF.
EACH SHAREHOLDER OR FORMER SHAREHOLDER OF THE TRUST (OR THEIR HEIRS,
EXECUTORS, ADMINISTRATORS OR OTHER LEGAL REPRESENTATIVES OR, IN CASE OF
A CORPORATE ENTITY, ITS CORPORATE OR GENERAL SUCCESSOR) SHALL BE
ENTITLED TO INDEMNITY AND REIMBURSEMENT OUT OF THE TRUST PROPERTY TO
THE FULL EXTENT OF SUCH LIABILITY AND THE COSTS OF ANY LITIGATION OR
OTHER PROCEEDINGS IN WHICH SUCH LIABILITY SHALL HAVE BEEN DETERMINED,
INCLUDING, WITHOUT LIMITATION, THE FEES AND DISBURSEMENTS OF COUNSEL
IF, CONTRARY TO THE PROVISIONS HEREOF, SUCH SHAREHOLDER OR FORMER
SHAREHOLDER OF THE TRUST SHALL BE HELD TO PERSONAL LIABILITY.
THE TRUST SHALL, UPON REQUEST BY THE SHAREHOLDER OR FORMER SHAREHOLDER,
ASSUME THE DEFENSE OF ANY CLAIM MADE AGAINST ANY SHAREHOLDER FOR ANY
ACT OR OBLIGATION OF THE TRUST AND SATISFY ANY JUDGMENT THEREON.
SECTION 2. LIMITATION OF PERSONAL LIABILITY OF TRUSTEES, OFFICERS,
EMPLOYEES OR AGENTS OF THE TRUST. NO TRUSTEE, OFFICER, EMPLOYEE OR
AGENT OF THE TRUST SHALL HAVE THE POWER TO BIND ANY OTHER TRUSTEE,
OFFICER, EMPLOYEE OR AGENT OF THE TRUST PERSONALLY. THE TRUSTEES,
OFFICERS, EMPLOYEES OR AGENTS OF THE TRUST INCURRING ANY DEBTS,
LIABILITIES OR OBLIGATIONS, OR IN TAKING OR OMITTING ANY OTHER ACTIONS
FOR OR IN CONNECTION WITH THE TRUST ARE, AND EACH SHALL BE DEEMED TO
BE, ACTING AS TRUSTEE, OFFICER, EMPLOYEE OR AGENT OF THE TRUST AND NOT
IN HIS OWN INDIVIDUAL CAPACITY.
PROVIDED THEY HAVE ACTED UNDER THE BELIEF THAT THEIR ACTIONS ARE IN THE
BEST INTEREST OF THE TRUST, THE TRUSTEES AND OFFICERS SHALL NOT BE
RESPONSIBLE FOR OR LIABLE IN ANY EVENT FOR NEGLECT OR WRONGDOING BY
THEM OR ANY OFFICER, AGENT, EMPLOYEE, INVESTMENT ADVISER, PRINCIPAL
UNDERWRITER, TRANSFER AGENT OR CUSTODIAN OF THE TRUST OR OF ANY ENTITY
PROVIDING ADMINISTRATIVE SERVICES FOR THE TRUST, BUT NOTHING HEREIN
CONTAINED SHALL PROTECT ANY TRUSTEE OR OFFICER AGAINST ANY LIABILITY TO
WHICH HE WOULD OTHERWISE BE SUBJECT BY REASON OF WILLFUL MISFEASANCE,
BAD FAITH, GROSS NEGLIGENCE OR RECKLESS DISREGARD OF THE DUTIES
INVOLVED IN THE CONDUCT OF HIS OFFICE.
SECTION 3. EXPRESS EXCULPATORY CLAUSES AND INSTRUMENTS. THE TRUSTEES
SHALL USE APPROPRIATE MEANS TO ASSURE THAT ALL PERSONS HAVING
DEALINGS WITH THE TRUST SHALL BE INFORMED THAT THE PROPERTY OF THE
SHAREHOLDERS AND THE TRUSTEES, OFFICERS, EMPLOYEES AND AGENTS OF THE
TRUST SHALL NOT BE SUBJECT TO CLAIMS AGAINST OR OBLIGATIONS OF THE
TRUST TO ANY EXTENT WHATSOEVER. THE TRUSTEES MAY CAUSE TO BE INSERTED
IN ANY WRITTEN AGREEMENT, UNDERTAKING OR OBLIGATION MADE OR ISSUED ON
BEHALF OF THE TRUST (INCLUDING CERTIFICATES FOR SHARES OF THE TRUST) AN
APPROPRIATE REFERENCE TO THIS DECLARATION, PROVIDING THAT NEITHER THE
SHAREHOLDERS, THE TRUSTEES, THE OFFICERS, THE EMPLOYEES NOR ANY AGENT
OF THE TRUST SHALL BE LIABLE THEREUNDER, AND THAT THE OTHER PARTIES TO
SUCH INSTRUMENT SHALL LOOK SOLELY TO THE TRUST PROPERTY FOR THE PAYMENT
OF ANY CLAIM THEREUNDER OR FOR THE PERFORMANCE THEREOF; BUT THE
OMISSION OF SUCH PROVISIONS FROM ANY SUCH INSTRUMENT SHALL NOT RENDER
ANY SHAREHOLDER, TRUSTEE, OFFICER, EMPLOYEE OR AGENT LIABLE, NOR SHALL
THE TRUSTEE, OR ANY OFFICER, AGENT OR EMPLOYEE OF THE TRUST BE LIABLE
TO ANYONE FOR SUCH OMISSION. IF, NOTWITHSTANDING THIS PROVISION, ANY
SHAREHOLDER, TRUSTEE, OFFICER, EMPLOYEE OR AGENT SHALL BE HELD LIABLE
TO ANY OTHER PERSON BY REASON OF THE OMISSION OF SUCH PROVISION FROM
ANY SUCH AGREEMENT, UNDERTAKING OR OBLIGATION, THE SHAREHOLDER,
TRUSTEE, OFFICER, EMPLOYEE OR AGENT SHALL BE ENTITLED TO INDEMNITY AND
REIMBURSEMENT OUT OF THE TRUST PROPERTY, AS PROVIDED IN THIS ARTICLE
XI.
SECTION 4. MANDATORY INDEMNIFICATION.
(A) SUBJECT ONLY TO THE PROVISIONS HEREOF, EVERY PERSON WHO IS OR HAS
BEEN A TRUSTEE, OFFICER, EMPLOYEE OR AGENT OF THE TRUST AND EVERY
PERSON WHO SERVES AT THE TRUST'S REQUEST AS DIRECTOR, OFFICER, EMPLOYEE
OR AGENT OF ANOTHER CORPORATION, PARTNERSHIP, JOINT VENTURE, TRUST OR
OTHER ENTERPRISE SHALL BE INDEMNIFIED BY THE TRUST TO THE FULLEST
EXTENT PERMITTED BY LAW AGAINST ALL LIABILITIES AND AGAINST ALL
EXPENSES REASONABLY INCURRED OR PAID BY HIM IN CONNECTION WITH ANY
DEBT, CLAIM, ACTION, DEMAND, SUIT, PROCEEDING, JUDGMENT, DECREE,
LIABILITY OR OBLIGATION OF ANY KIND IN WHICH HE BECOMES INVOLVED AS A
PARTY OR OTHERWISE OR IS THREATENED BY VIRTUE OF HIS BEING OR HAVING
BEEN A TRUSTEE, OFFICER, EMPLOYEE OR AGENT OF THE TRUST OR OF ANOTHER
CORPORATION, PARTNERSHIP, JOINT VENTURE, TRUST OR OTHER ENTERPRISE AT
THE REQUEST OF THE TRUST AGAINST AMOUNTS PAID OR INCURRED BY HIM IN THE
COMPROMISE OR SETTLEMENT THEREOF.
(B) THE WORDS "CLAIM," "ACTION," "SUIT," OR "PROCEEDING" SHALL APPLY TO
ALL CLAIMS, ACTIONS, SUITS OR PROCEEDINGS (CIVIL, CRIMINAL,
ADMINISTRATIVE, LEGISLATIVE, INVESTIGATIVE OR OTHER, INCLUDING
APPEALS), ACTUAL OR, THREATENED, AND THE WORDS "LIABILITIES" AND
"EXPENSES" SHALL INCLUDE, WITHOUT LIMITATION, ATTORNEYS' FEES, COSTS,
JUDGMENTS, AMOUNTS PAID IN SETTLEMENT, FINES, PENALTIES AND OTHER
LIABILITIES.
(C) NO INDEMNIFICATION SHALL BE PROVIDED TO ANY PERSON HEREUNDER
AGAINST ANY LIABILITIES TO THE TRUST OR ITS SHAREHOLDERS ADJUDICATED TO
HAVE BEEN INCURRED BY REASON OF WILLFUL MISFEASANCE, BAD FAITH, GROSS
NEGLIGENCE, OR RECKLESS DISREGARD OF THE DUTIES INVOLVED IN THE CONDUCT
OF SUCH PERSON'S OFFICE.
(D) THE RIGHTS OF INDEMNIFICATION HEREIN PROVIDED MAY BE INSURED
AGAINST BY POLICIES MAINTAINED BY THE TRUST, SHALL BE SEVERABLE, SHALL
NOT AFFECT ANY OTHER RIGHTS TO WHICH ANY TRUSTEE, OFFICER, EMPLOYEE OR
AGENT MAY NOW OR HEREAFTER BE ENTITLED, SHALL CONTINUE AS TO A PERSON
WHO HAS CEASED TO BE SUCH TRUSTEE, OFFICER, EMPLOYEE, OR AGENT AND
SHALL INURE TO THE BENEFIT OF THE HEIRS, EXECUTORS AND ADMINISTRATORS
OF SUCH A PERSON; PROVIDED, HOWEVER, THAT NO PERSON MAY SATISFY ANY
RIGHT OF INDEMNITY OR REIMBURSEMENT GRANTED HEREIN EXCEPT OUT OF THE
PROPERTY OF THE TRUST, AND NO OTHER PERSON SHALL BE PERSONALLY LIABLE
TO PROVIDE INDEMNITY OR REIMBURSEMENT HEREUNDER (EXCEPT AN INSURER OR
SURETY OF PERSON OTHERWISE BOUND BY CONTRACT).
(E) EXPENSES IN CONNECTION WITH THE PREPARATION AND PRESENTATION OF A
DEFENSE TO ANY CLAIM, ACTION, SUIT OR PROCEEDING OF THE CHARACTER
DESCRIBED IN PARAGRAPH (A) OF THIS SECTION 4 MAY BE PAID BY THE TRUST
PRIOR TO FINAL DISPOSITION THEREOF UPON RECEIPT OF A WRITTEN
UNDERTAKING BY OR ON BEHALF OF THE TRUSTEE, OFFICER, EMPLOYEE OR AGENT
TO REIMBURSE TO THE TRUST IF IT IS ULTIMATELY DETERMINED UNDER THIS
SECTION 4 THAT HE IS NOT ENTITLED TO INDEMNIFICATION.
ARTICLE XII
MISCELLANEOUS
SECTION 1. TRUST IS NOT A PARTNERSHIP. IT IS HEREBY EXPRESSLY DECLARED
THAT A TRUST AND NOT A PARTNERSHIP IS CREATED HEREBY.
SECTION 2. TRUSTEE'S GOOD FAITH ACTION, EXPERT ADVICE, NO BOND OR
SURETY. THE EXERCISE BY THE TRUSTEES OF THEIR POWERS AND DISCRETIONS
HEREUNDER IN GOOD FAITH AND WITH REASONABLE CARE UNDER THE
CIRCUMSTANCES THEN PREVAILING, SHALL BE BINDING UPON EVERYONE
INTERESTED. SUBJECT TO THE PROVISIONS OF ARTICLE XI, THE TRUSTEES SHALL
NOT BE LIABLE FOR ERRORS OF JUDGMENT OR MISTAKES OF FACT OR LAW. THE
TRUSTEES MAY TAKE ADVICE OF COUNSEL OR OTHER EXPERTS WITH RESPECT TO
THE MEANING AND OPERATION OF THIS DECLARATION OF TRUST, AND SUBJECT TO
THE PROVISIONS OF ARTICLE XI, SHALL BE UNDER NO LIABILITY FOR ANY ACT
OR OMISSION IN ACCORDANCE WITH SUCH ADVICE OR FOR FAILING TO FOLLOW
SUCH ADVICE. THE TRUSTEES SHALL NOT BE REQUIRED TO GIVE ANY BOND AS
SUCH, NOR ANY SURETY IF A BOND IS REQUIRED.
SECTION 3. ESTABLISHMENT OF RECORD DATES. THE TRUSTEES MAY CLOSE THE
SHARE TRANSFER BOOKS OF THE TRUST FOR A PERIOD NOT EXCEEDING SIXTY (60)
DAYS PRECEDING THE DATE OF ANY MEETING OF SHAREHOLDERS, OR THE DATE FOR
THE PAYMENT OF ANY DIVIDEND OR THE MAKING OF ANY DISTRIBUTION TO
SHAREHOLDERS, OR THE DATE FOR THE ALLOTMENT OF RIGHTS, OR THE DATE WHEN
ANY CHANGE OR CONVERSION OR EXCHANGE OF SHARES SHALL GO INTO EFFECT; OR
IN LIEU OF CLOSING THE SHARE TRANSFER BOOKS AS AFORESAID, THE TRUSTEES
MAY FIX IN ADVANCE A DATE, NOT EXCEEDING SIXTY (60) DAYS PRECEDING THE
DATE OF ANY MEETING OF SHAREHOLDERS, OR THE DATE FOR THE PAYMENT OF ANY
DIVIDEND OR THE MAKING OF ANY DISTRIBUTION TO SHAREHOLDERS, OR THE DATE
FOR THE ALLOTMENT OF RIGHTS, OR THE DATE WHEN ANY CHANGE OR CONVERSION
OR EXCHANGE OF SHARES SHALL GO INTO EFFECT, OR THE LAST DAY ON WHICH
THE CONSENT OR DISSENT OF SHAREHOLDERS MAY BE EFFECTIVELY EXPRESSED FOR
ANY PURPOSE, AS A RECORD DATE FOR THE DETERMINATION OF THE SHAREHOLDERS
ENTITLED TO NOTICE OF, AND, TO VOTE AT, ANY SUCH MEETING AND ANY
ADJOURNMENT THEREOF, OR ENTITLED TO RECEIVE PAYMENT OF ANY SUCH
DIVIDEND OR DISTRIBUTION, OR TO ANY SUCH ALLOTMENT OF RIGHTS, OR TO
EXERCISE THE RIGHTS IN RESPECT OF ANY SUCH CHANGE, CONVERSION OR
EXCHANGE OF SHARES, OR TO EXERCISE THE RIGHT TO GIVE SUCH CONSENT OR
DISSENT, AND IN SUCH CASE, SUCH SHAREHOLDERS AND ONLY SUCH SHAREHOLDERS
AS SHALL BE SHAREHOLDERS OF RECORD ON THE DATE SO FIXED SHALL BE
ENTITLED TO SUCH NOTICE OF, AND TO VOTE AT, SUCH MEETING, OR TO RECEIVE
PAYMENT OF SUCH DIVIDEND OR DISTRIBUTION, OR TO RECEIVE SUCH ALLOTMENT
OR RIGHTS, OR TO EXERCISE SUCH RIGHTS, AS THE CASE MAY BE,
NOTWITHSTANDING ANY TRANSFER OF ANY SHARES ON THE BOOKS OF THE TRUST
AFTER ANY SUCH DATE FIXED AS AFORESAID.
SECTION 4. TERMINATION OF TRUST.
(A) THIS TRUST SHALL CONTINUE WITHOUT LIMITATION OF TIME BUT SUBJECT TO
THE PROVISIONS OF PARAGRAPHS (B), (C) AND (D) OF THIS SECTION 4.
(B) THE TRUSTEES, WITH THE APPROVAL OF THE HOLDERS OF A MAJORITY OF THE
OUTSTANDING SHARES, MAY MERGE, CONSOLIDATE, OR SELL AND CONVEY THE
ASSETS OF THE TRUST INCLUDING ITS GOODWILL TO ANOTHER TRUST OR
CORPORATION ORGANIZED UNDER THE LAWS OF ANY STATE OF THE UNITED STATES
FOR AN ADEQUATE CONSIDERATION WHICH MAY INCLUDE THE ASSUMPTION OF ALL
OUTSTANDING OBLIGATIONS, TAXES, AND OTHER LIABILITIES, ACCRUED OR
CONTINGENT, OF THE TRUST AND WHICH MAY INCLUDE SHARES OF BENEFICIAL
INTEREST OR STOCK OF SUCH TRUST OR CORPORATION. UPON MAKING PROVISION
FOR THE PAYMENT OF ALL SUCH LIABILITIES, BY SUCH ASSUMPTION OR
OTHERWISE, THE TRUSTEES SHALL DISTRIBUTE THE NET PROCEEDS OF THE
TRANSACTION RATABLY AMONG THE HOLDERS OF THE SHARES OF THE TRUST THEN
OUTSTANDING.
(C) SUBJECT TO A MAJORITY SHAREHOLDER VOTE, THE TRUSTEES MAY AT ANY
TIME SELL AND CONVERT INTO MONEY ALL THE ASSETS OF THE TRUST. UPON
MAKING PROVISION FOR THE PAYMENT OF ALL OUTSTANDING OBLIGATIONS, TAXES
AND OTHER LIABILITIES, ACCRUED OR CONTINGENT, OF THE TRUST, THE
TRUSTEES SHALL DISTRIBUTE THE REMAINING ASSETS OF THE TRUST RATABLY
AMONG THE HOLDERS OF THE OUTSTANDING SHARES.
(D) UPON COMPLETION OF THE DISTRIBUTION OF THE REMAINING PROCEEDS OR
THE REMAINING ASSETS AS PROVIDED IN PARAGRAPHS (B) AND (C), THE TRUST
SHALL BE DISCHARGED OF ANY AND ALL FURTHER LIABILITIES AND DUTIES
HEREUNDER AND THE RIGHT, TITLE, AND INTEREST OF ALL PARTIES SHALL BE
CANCELED AND DISCHARGED.
SECTION 5. OFFICES OF THE TRUST, FILING OF COPIES, REFERENCES,
HEADINGS. THE TRUST MAY MAINTAIN SUCH OFFICES IN SUCH LOCATIONS AS THE
TRUSTEES MAY FROM TIME TO TIME DETERMINE. THE ORIGINAL OR A COPY OF
THIS INSTRUMENT AND OF EACH DECLARATION OF TRUST SUPPLEMENTAL HERETO
SHALL BE KEPT AT THE OFFICE OF THE TRUST WHERE IT MAY BE INSPECTED BY
ANY SHAREHOLDER. A COPY OF THIS INSTRUMENT AND OF EACH SUPPLEMENTAL
DECLARATION OF TRUST SHALL BE FILED BY THE TRUSTEES WITH THE
MASSACHUSETTS SECRETARY OF STATE, AS WELL AS ANY OTHER GOVERNMENTAL
OFFICE WHERE SUCH FILING MAY FROM TIME TO TIME BE REQUIRED. ANYONE
DEALING WITH THE TRUST MAY RELY ON A CERTIFICATE BY AN OFFICER OF THE
TRUST AS TO WHETHER OR NOT ANY SUCH SUPPLEMENTAL DECLARATION OF TRUST
HAS BEEN MADE AND AS TO ANY MATTERS IN CONNECTION WITH THE TRUST
HEREUNDER, AND WITH THE SAME EFFECT AS IF IT WERE THE ORIGINAL, MAY
RELY ON A COPY CERTIFIED BY AN OFFICER OF THE TRUST TO BE A COPY OF
THIS INSTRUMENT OR OF ANY SUCH SUPPLEMENTAL DECLARATION OF TRUST. IN
THIS INSTRUMENT OR IN ANY SUCH SUPPLEMENTAL DECLARATION OF TRUST,
REFERENCES TO THIS INSTRUMENT, AND ALL EXPRESSIONS LIKE "HEREIN,"
"HEREOF" AND "HEREUNDER," SHALL BE DEEMED TO REFER TO THIS INSTRUMENT
AS AMENDED OR AFFECTED BY ANY SUCH SUPPLEMENTAL DECLARATION OF TRUST.
HEADINGS ARE PLACED HEREIN FOR CONVENIENCE OR REFERENCE ONLY, AND IN
CASE OF ANY CONFLICT, THE TEXT OF THIS INSTRUMENT, RATHER THAN THE
HEADINGS, SHALL CONTROL. THIS INSTRUMENT MAY BE EXECUTED IN ANY NUMBER
OF COUNTERPARTS EACH OF WHICH SHALL BE DEEMED AN ORIGINAL.
SECTION 6. APPLICABLE LAW. THE TRUST SET FORTH IN THIS INSTRUMENT IS
CREATED UNDER AND IS TO BE GOVERNED BY AND CONSTRUED AND ADMINISTERED
ACCORDING TO THE LAWS OF THE COMMONWEALTH OF MASSACHUSETTS. THE TRUST
SHALL BE OF THE TYPE COMMONLY CALLED A MASSACHUSETTS BUSINESS TRUST,
AND WITHOUT LIMITING THE PROVISIONS HEREOF, THE TRUST MAY EXERCISE ALL
POWERS WHICH ARE ORDINARILY EXERCISED BY SUCH A TRUST.
SECTION 7. AMENDMENTS. PRIOR TO THE INITIAL ISSUANCE OF SHARES PURSUANT
TO THE SECOND SENTENCE OF SECTION 3 OF ARTICLE III, A MAJORITY OF THE
TRUSTEES THEN IN OFFICE MAY AMEND OR OTHERWISE SUPPLEMENT THIS
INSTRUMENT BY MAKING A DECLARATION OF TRUST SUPPLEMENTAL HERETO, WHICH
THEREAFTER SHALL FORM A PART HEREOF. SUBSEQUENT TO SUCH INITIAL
ISSUANCE OF SHARES, IF AUTHORIZED BY A MAJORITY OF THE TRUSTEES THEN IN
OFFICE AND BY A MAJORITY SHAREHOLDER VOTE, OR BY ANY LARGER VOTE WHICH
MAY BE REQUIRED BY APPLICABLE LAW OR THIS DECLARATION OF TRUST IN ANY
PARTICULAR CASE, THE TRUSTEES SHALL AMEND OR OTHERWISE SUPPLEMENT THIS
INSTRUMENT, BY MAKING A DECLARATION OF TRUST SUPPLEMENTAL HERETO, WHICH
THEREAFTER SHALL FORM A PART HEREOF. ANY SUCH SUPPLEMENTAL DECLARATION
OF TRUST SHALL BE SIGNED BY AT LEAST A MAJORITY OF THE
TRUSTEES THEN IN OFFICE. COPIES OF THE SUPPLEMENTAL DECLARATION OF
TRUST SHALL BE FILED AS SPECIFIED IN SECTION 5 OF THIS ARTICLE XII.
SECTION 8. CONFLICTS WITH LAW OR REGULATIONS.
(A) THE PROVISIONS OF THIS DECLARATION OF TRUST ARE SEVERABLE, AND IF
THE TRUSTEES DETERMINE, WITH THE ADVICE OF COUNSEL, THAT ANY SUCH
PROVISION IS IN UNRESOLVABLE CONFLICT WITH THE 1940 ACT, WITH THE
PROVISIONS OF THE INTERNAL REVENUE CODE RELATING TO THE TAX TREATMENT
OF A REGULATED INVESTMENT COMPANY OR OTHER MATTERS CONCERNING REGULATED
INVESTMENT COMPANIES, OR WITH OTHER APPLICABLE LAWS OR REGULATIONS, THE
CONFLICTING PROVISION SHALL BE DEEMED NEVER TO HAVE CONSTITUTED A PART
OF THIS DECLARATION OF TRUST; PROVIDED, HOWEVER, THAT SUCH
DETERMINATION SHALL NOT AFFECT ANY OF THE REMAINING PROVISIONS HEREOF
NOR RENDER INVALID OR IMPROPER ANY ACTION TAKEN OR OMITTED PRIOR TO
SUCH DETERMINATION.
(B) IF ANY PROVISION OF THIS DECLARATION OF TRUST SHALL BE HELD INVALID
OR UNENFORCEABLE IN ANY JURISDICTION, SUCH INVALIDITY OR
UNENFORCEABILITY SHALL NOT ATTACH TO SUCH PROVISION IN ANY OTHER
JURISDICTION OR ANY OTHER PROVISION HEREOF IN ANY JURISDICTION.
SECTION 9. USE OF NAME. THE TRUSTEES OF THE TRUST ACKNOWLEDGE THAT, IN
CONSIDERATION OF ITS ASSUMPTION OF CERTAIN EXPENSES OF FORMATION OF THE
TRUST, CALVERT ASSET MANAGEMENT COMPANY, INC., 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 CALVERT ASSET MANAGEMENT COMPANY, INC., WHICH
CONSENT MAY BE WITHDRAWN AT ANY TIME, EFFECT IMMEDIATELY, UPON WRITTEN
NOTICE THEREOF TO THE TRUST.
IN WITNESS WHEREOF, THE UNDERSIGNED HAVE EXECUTED THIS INSTRUMENT ON
THE DATE FIRST WRITTEN ABOVE.
JOHN G. GUFFEY, JR.
D. WAYNE SILBY
FILED 1/5/82
CALVERT SOCIAL INVESTMENT FUND
SUPPLEMENTAL DECLARATION OF TRUST
SUPPLEMENTAL DECLARATION OF TRUST MADE THIS 23RD DAY OF DECEMBER, 1981,
BY JOHN G. GUFFEY, JR., TRUSTEE, AND D. WAYNE SILBY, TRUSTEE.
WHEREAS, BY DECLARATION OF TRUST MADE ON NOVEMBER 30, 1981, THE ABOVE-
NAMED TRUSTEES ESTABLISHED CALVERT SOCIAL INVESTMENT FUND ("THE FUND");
AND
WHEREAS, THE ABOVE-NAMED TRUSTEES, COMPRISING ALL OF THE TRUSTEES OF
FUND, DESIRE TO AMEND SAID DECLARATION OF TRUST PRIOR TO THE ISSUANCE
OF SHARES OF THE FUND, IN ACCORDANCE WITH THE PROVISIONS OF ARTICLE
XII, SECTION 7, THEREOF;
NOW, THEREFORE, THE TRUSTEES DO HEREBY DECLARE THAT SUCH DECLARATION OF
TRUST SHALL BE AND HEREBY IS AMENDED AS FOLLOWS:
ARTICLE XI, SECTION 4(A), SHALL BE AND HEREBY IS AMENDED TO PROVIDE:
"SECTION 4. MANDATORY INDEMNIFICATION.
(A) SUBJECT ONLY TO THE PROVISIONS HEREOF AND ANY APPLICABLE
PROVISIONS OF THE BY-LAWS OF THE TRUST, EVERY PERSON WHO IS OR HAS BEEN
A TRUSTEE, OFFICER, EMPLOYEE OR AGENT OF THE TRUST AND EVERY PERSON WHO
SERVES AT THE TRUST'S REQUEST AS DIRECTOR, OFFICER, EMPLOYEE OR AGENT
OF ANOTHER CORPORATION, PARTNERSHIP, JOINT VENTURE, TRUST OR OTHER
ENTERPRISE SHALL BE INDEMNIFIED BY THE TRUST TO THE FULLEST EXTENT
PERMITTED BY LAWS AGAINST ALL LIABILITIES AND AGAINST ALL EXPENSES
REASONABLY INCURRED OR PAID BY HIM IN CONNECTION WITH ANY DEBT, CLAIM,
ACTION, DEMAND, SUIT, PROCEEDING, JUDGMENT, DECREE, LIABILITY OR
OBLIGATION OF ANY KIND IN WHICH HE BECOMES INVOLVED AS A PARTY OR
OTHERWISE OR IS THREATENED BY VIRTUE OF HIS BEING OR HAVING BEEN A
TRUSTEE, OFFICER, EMPLOYEE OR AGENT OF THE TRUST OR OF ANOTHER
CORPORATION, PARTNERSHIP, JOINT VENTURE, TRUST OR OTHER ENTERPRISE AT
THE REQUEST OF THE TRUST AGAINST AMOUNTS PAID OR INCURRED BY HIM IN THE
COMPROMISE OR SETTLEMENT THEREOF."
AND FURTHER, ARTICLE XII, SECTION 3, SHALL BE AND HEREBY IS AMENDED TO
PROVIDE:
"SECTION 3. ESTABLISHMENT OF RECORD DATES. THE TRUSTEES MAY CLOSE THE
SHARE TRANSFER BOOKS OF THE TRUST FOR A PERIOD NOT EXCEEDING NINETY
(90) DAYS PRECEDING THE DATE OF ANY MEETING OF SHAREHOLDERS, OR THE
DATE OF THE PAYMENT OF ANY DIVIDEND OR THE MAKING OF ANY DISTRIBUTION
TO SHAREHOLDERS, OR THE DATE FOR THE ALLOTMENT OF RIGHTS, OR THE DATE
WHEN ANY CHANGE OR CONVERSION OR EXCHANGE OF SHARES SHALL GO INTO
EFFECT; OR IN LIEU OF CLOSING THE SHARE TRANSFER BOOKS AS AFORESAID,
THE TRUSTEES MAY FIX IN ADVANCE A DATE, NOT EXCEEDING NINETY (90) DAYS
PRECEDING THE DATE OF ANY MEETING OF SHAREHOLDERS, OR THE DATE FOR THE
PAYMENT OF ANY DIVIDEND OR THE MAKING OR ANY DISTRIBUTION TO
SHAREHOLDERS, OR THE DATE FOR THE ALLOTMENT OF RIGHTS, OR THE DATE WHEN
ANY CHANGE OR CONVERSION OR EXCHANGE OF SHARES SHALL GO INTO EFFECT, OR
THE LAST DAY ON WHICH THE CONSENT OR DISSENT OF SHAREHOLDERS MAY BE
EFFECTIVELY EXPRESSED FOR ANY PURPOSE, AS A RECORD DATE FOR THE
DETERMINATION OF THE SHAREHOLDERS ENTITLED TO NOTICE OF, AND, TO VOTE
AT, ANY SUCH MEETING AND ANY ADJOURNMENT THEREOF, OR, ENTITLED TO
RECEIVE PAYMENT OF ANY SUCH DIVIDEND OR DISTRIBUTION, OR TO ANY SUCH
ALLOTMENT OF RIGHTS, OR TO EXERCISE THE RIGHTS IN RESPECT OF ANY SUCH
CHANGE, CONVERSION OR EXCHANGE OF SHARES, OR TO EXERCISE THE RIGHT TO
GIVE SUCH CONSENT OR DISSENT, AND IN SUCH CASE, SUCH SHAREHOLDERS AND
ONLY SUCH SHAREHOLDERS AS SHALL BE SHAREHOLDERS OF RECORD ON THE DATE
SO FIXED SHALL BE ENTITLED TO SUCH NOTICE OF, AND TO VOTE AT, SUCH
MEETING, OR TO RECEIVE PAYMENT OF SUCH DIVIDEND OR DISTRIBUTION, OR TO
RECEIVE SUCH ALLOTMENT OR RIGHTS, OR TO EXERCISE SUCH RIGHTS, AS THE
CASE MAY BE, NOTWITHSTANDING ANY TRANSFER OF ANY SHARES ON THE BOOKS OF
THE TRUST AFTER ANY SUCH DATE FIXED AS AFORESAID."
IN WITNESS WHEREOF, THE UNDERSIGNED HAVE EXECUTED THIS INSTRUMENT ON
THE DATE FIRST WRITTEN ABOVE.
/S/JOHN G. GUFFEY, JR., TRUSTEE
/S/D. WAYNE SILBY, TRUSTEE
EXHIBIT 99B2
BY-LAWS
OF
CALVERT SOCIAL INVESTMENT FUND
ARTICLE I
SHAREHOLDERS
SECTION 1. MEETINGS. MEETINGS OF THE SHAREHOLDERS SHALL BE HELD
AT THE PRINCIPAL OFFICES OF THE TRUST IN WASHINGTON, D.C., OR AT
SUCH PLACE WITHIN OR WITHOUT THE COMMONWEALTH OF MASSACHUSETTS AND
ON SUCH DATES AND AT SUCH TIMES AS THE TRUSTEES SHALL DESIGNATE.
SECTION 2. NOTICE OF MEETINGS. NOTICE OF ALL MEETINGS OF THE
SHAREHOLDERS, STATING THE TIME, PLACE, AND PURPOSES OF THE MEETING,
SHALL BE GIVEN BY THE TRUSTEES BY MAIL TO EACH SHAREHOLDER AT HIS
ADDRESS AS RECORDED WITH THE TRUST AT LEAST TEN (10) DAYS AND NOT
MORE THAN NINETY (90) DAYS BEFORE THE MEETING. ANY ADJOURNED MEETING
MAY BE HELD AS ADJOURNED WITHOUT FURTHER NOTICE. NO NOTICE NEED BE
GIVEN TO ANY SHAREHOLDER WHO SHALL HAVE FAILED TO INFORM THE TRUST
OF HIS CURRENT ADDRESS OR IF A WRITTEN WAIVER OF NOTICE, EXECUTED
BEFORE OR AFTER THE MEETING BY THE SHAREHOLDER OR HIS ATTORNEY
THEREUNTO AUTHORIZED, IS FILED WITH THE RECORDS OF THE MEETING.
SECTION 3. RECORD DATE FOR MEETINGS AND OTHER PURPOSES. FOR THE
PURPOSE OF DETERMINING THE SHAREHOLDERS WHO ARE ENTITLED TO NOTICE
OF AND TO VOTE AT ANY MEETING, INCLUDING ANY ADJOURNMENT THEREOF, OR
WHO ARE ENTITLED TO PARTICIPATE IN ANY DISTRIBUTION, OR FOR THE
PURPOSE OF ANY OTHER ACTION, THE TRUSTEES MAY FROM TIME-TO-TIME
CLOSE THE TRANSFER BOOKS, THE TRUSTEES MAY FIX A DATE NOT MORE THAN
NINETY (90) DAYS PRIOR TO THE DATE OF ANY MEETING OF SHAREHOLDERS OR
DISTRIBUTION OR OTHER ACTION AS A RECORD DATE FOR THE DETERMINATION
OF THE PERSONS TO BE TREATED AS SHAREHOLDERS GOVERNED BY THE
DECLARATION OF TRUST.
SECTION 4. PROXIES. AT ANY MEETING OF SHAREHOLDERS, ANY HOLDER
OF SHARES ENTITLED TO VOTE THERE AT MAY VOTE EITHER IN PERSON OR BY
PROXY, PROVIDED THAT NO PROXY SHALL BE VOTED AT ANY MEETING UNLESS
IT SHALL HAVE BEEN PLACED ON FILE WITH THE SECRETARY, OR WITH SUCH
OTHER OFFICER OR AGENT OF THE TRUST AS THE SECRETARY MAY DIRECT, FOR
VERIFICATION PRIOR TO THE TIME AT WHICH SUCH VOTE SHALL BE TAKEN.
PURSUANT TO A RESOLUTION OF A MAJORITY OF THE TRUSTEES, PROXIES MAY
BE SOLICITED IN THE NAME OF ONE OR MORE TRUSTEES OR ONE OR MORE
OFFICERS OF THE TRUST. ONLY SHAREHOLDERS OF RECORD SHALL BE ENTITLED
TO VOTE. EACH FULL SHARE SHALL BE ENTITLED TO ONE VOTE, AND
FRACTIONAL SHARES SHALL BE ENTITLED TO A VOTE OF SUCH FRACTION. WHEN
ANY SHARE IS HELD JOINTLY BY SEVERAL PERSONS, ANY ONE OF THEM MAY
VOTE AT ANY MEETING IN PERSON OR BY PROXY IN RESPECT OF SUCH SHARE,
BUT IF MORE THAN ONE OF THEM SHALL BE PRESENT AT SUCH MEETING IN
PERSON OR BY PROXY, AND SUCH JOINT OWNERS OR THEIR PROXIES DISAGREE
AS TO ANY VOTE TO BE CAST, SUCH VOTE SHALL NOT BE RECEIVED IN
RESPECT TO SUCH SHARE. A PROXY PURPORTING TO BE EXECUTED BY OR ON
BEHALF OF A SHAREHOLDER SHALL BE DEEMED VALID UNLESS CHALLENGED AT
OR PRIOR TO ITS EXERCISE, AND THE BURDEN OF PROVING INVALIDITY SHALL
REST ON THE CHALLENGER. IF THE HOLDER OF ANY SUCH SHARE IS A MINOR
OR A PERSON OF UNSOUND MIND, AND SUBJECT TO GUARDIANSHIP OR TO THE
LEGAL CONTROL OF ANY OTHER PERSON AS REGARDS THE CHARGE OR
MANAGEMENT OF SUCH SHARE, HE MAY VOTE BY HIS GUARDIAN OR SUCH OTHER
PERSON APPOINTED OR HAVING SUCH CONTROL, AND SUCH VOTE MAY BE GIVEN
IN PERSON OR BY PROXY.
SECTION 5. INSPECTION OF RECORDS. THE RECORDS, ACCOUNTS AND
BOOKS OF THE TRUST SHALL BE OPEN TO INSPECTION BY SHAREHOLDERS TO
THE SAME EXTENT AS IS PERMITTED SHAREHOLDERS OF A MASSACHUSETTS
BUSINESS CORPORATION.
SECTION 6. ACTION WITHOUT MEETING. ANY ACTION WHICH MAY BE
TAKEN BY SHAREHOLDERS MAY BE TAKEN WITHOUT A MEETING IF ALL
SHAREHOLDERS ENTITLED TO VOTE ON THE MATTER CONSENT TO THE ACTION IN
WRITING AND THE WRITTEN CONSENTS ARE FILED WITH THE RECORDS OF THE
MEETING OF SHAREHOLDERS. SUCH CONSENTS SHALL BE TREATED FOR ALL
PURPOSES AS A VOTE TAKEN AT A MEETING OF SHAREHOLDERS
ARTICLE II
TRUSTEES
SECTION 1. THE TRUSTEES. THE TRUST SHALL HAVE FOUR (4)
TRUSTEES, UNLESS AND UNTIL SUCH NUMBER BE CHANGED BY AMENDMENT OF
THE BY-LAWS OR BY RESOLUTION OF THE TRUSTEES. THE TERM OF OFFICE OF
EACH TRUSTEE SHALL EXPIRE UPON THE ELECTION OF A SUCCESSOR TRUSTEE
AT A MEETING OF SHAREHOLDERS.
SECTION 2. MEETING OF TRUSTEES. THE TRUSTEES MAY IN THEIR
DISCRETION PROVIDE FOR REGULAR OR STATED MEETINGS OF THE TRUSTEES.
NOTICE OF REGULAR OR STATED MEETINGS NEED NOT BE GIVEN. MEETINGS OF
THE TRUSTEES OTHER THAN REGULAR OR STATED MEETINGS SHALL BE HELD
WHENEVER CALLED BY THE PRESIDENT, OR BY ONE OF THE TRUSTEES, AT THE
TIME BEING IN OFFICE. NOTICE OF THE TIME AND PLACE OF EACH MEETING
OTHER THAN REGULAR OR STATED MEETINGS SHALL BE GIVEN BY THE
SECRETARY OR ASSISTANT SECRETARY OR BY THE OFFICER OR TRUSTEE
CALLING THE MEETING AND SHALL BE MAILED TO EACH TRUSTEE AT LEAST TWO
DAYS BEFORE THE MEETING, OR SHALL BE TELEGRAPHED, CABLED, OR
PERSONALLY DELIVERED TO HIM AT LEAST ONE DAY BEFORE THE MEETING.
NOTICE BY TELEPHONE SHALL CONSTITUTE PERSONAL DELIVERY FOR THESE
PURPOSES. NOTICE MAY, HOWEVER, BE WAIVED BY ANY TRUSTEE BEFORE OR
AFTER ANY MEETING. NEITHER THE BUSINESS TO BE TRANSACTED AT, NOR THE
PURPOSE OF ANY MEETING OF THE TRUSTEES NEED TO BE STATED IN THE
NOTICE OR WAIVER OF NOTICE OF SUCH MEETING, AND NO NOTICE NEED BE
GIVEN OF ACTION PROPOSED TO BE TAKEN BY UNANIMOUS WRITTEN CONSENT.
THE ATTENDANCE OF A TRUSTEE AT A MEETING SHALL CONSTITUTE A WAIVER
OF NOTICE OF SUCH MEETING EXCEPT WHERE A TRUSTEE ATTENDS A MEETING
FOR THE EXPRESS PURPOSE OF OBJECTING TO THE TRANSACTION OF ANY
BUSINESS ON THE GROUND THAT THE MEETING HAS NOT BEEN LAWFULLY CALLED
OR CONVENED. THE TRUSTEES MAY MEET BY MEANS OF A TELEPHONE
CONFERENCE CIRCUIT OR SIMILAR COMMUNICATIONS EQUIPMENT, BY MEANS OF
WHICH ALL PERSONS PARTICIPATING IN THE MEETING CAN HEAR EACH OTHER,
WHICH TELEPHONE CONFERENCE MEETING SHALL BE DEEMED TO HAVE BEEN HELD
AT A PLACE DESIGNATED BY THE TRUSTEES AT THE MEETING. PARTICIPATION
IN A TELEPHONE CONFERENCE MEETING SHALL CONSTITUTE PRESENCE IN
PERSON AT SUCH MEETING. ANY ACTION REQUIRED OR PERMITTED TO BE TAKEN
AT ANY MEETING OF THE TRUSTEES MAY BE TAKEN BY THE TRUSTEES WITHOUT
A MEETING IF ALL THE TRUSTEES CONSENT TO THE ACTION IN WRITING AND
THE WRITTEN CONSENTS ARE FILED WITH THE RECORDS OF THE TRUSTEES'
MEETINGS. SUCH CONSENTS SHALL BE TREATED AS A VOTE FOR ALL PURPOSES.
SECTION 3. QUORUM AND VOTE. A MAJORITY OF THE TRUSTEES SHALL BE
PRESENT IN PERSON AT ANY REGULAR OR SPECIAL MEETING OF THE TRUSTEES
IN ORDER TO CONSTITUTE A QUORUM FOR THE TRANSACTION OF BUSINESS AT
SUCH MEETING AND (EXCEPT AS OTHERWISE REQUIRED BY LAW, THE
DECLARATION OF TRUST OR THESE BY-LAWS) THE ACT OF A MAJORITY OF THE
TRUSTEES PRESENT AT ANY MEETING AT WHICH THE QUORUM IS PRESENT SHALL
BE THE ACT OF THE TRUSTEES. IN THE ABSENCE OF A QUORUM, A MAJORITY
OF THE TRUSTEES PRESENT MAY ADJOURN THE MEETING FROM TIME-TO-TIME
UNTIL A QUORUM SHALL BE PRESENT. NOTICE OF ANY ADJOURNED MEETING
NEED NOT BE GIVEN.
SECTION 4. COMPENSATION OF TRUSTEES. THE COMPENSATION OF THE
TRUSTEES SHALL BE FIXED FROM TIME TO TIME BY THE TRUSTEES. NO
TRUSTEE SHALL BE PRECLUDED FROM SERVING THE TRUST IN ANY OTHER
CAPACITY, AS AN OFFICER, AGENT OR OTHERWISE, AND RECEIVING
COMPENSATION THEREFOR.
ARTICLE III
COMMITTEES
SECTION 1. EXECUTIVE AND OTHER COMMITTEES. THE TRUSTEES BY VOTE
OF A MAJORITY OF ALL THE TRUSTEES MAY ELECT FROM THEIR OWN NUMBER AN
EXECUTIVE COMMITTEE, TO CONSIST OF NOT LESS THAN TWO (2) MEMBERS TO
HOLD OFFICE AT THE PLEASURE OF THE TRUSTEES, WHICH SHALL HAVE THE
POWER TO CONDUCT THE CURRENT AND ORDINARY BUSINESS OF THE TRUST
WHILE THE TRUSTEES ARE NOT IN SESSION AND SUCH OTHER POWERS OF THE
TRUSTEES AS THE TRUSTEES MAY, FROM TIME-TO-TIME, DELEGATE TO THEM
EXCEPT THOSE POWERS WHICH BY LAW, THE DECLARATION OF TRUST, OR THESE
BY-LAWS THEY ARE PROHIBITED FROM DELEGATING. THE TRUSTEES MAY ALSO
ELECT FROM THEIR OWN NUMBER OTHER COMMITTEES FROM TIME-TO-TIME, THE
NUMBER COMPOSING SUCH COMMITTEES, THE POWERS CONFERRED UPON THE SAME
(SUBJECT TO THE SAME LIMITATIONS AS THE EXECUTIVE COMMITTEE) AND THE
TERM OF MEMBERSHIP OF SUCH COMMITTEES TO BE DETERMINED BY THE
TRUSTEES.
THE TRUSTEES MAY DESIGNATE A CHAIRMAN OF ANY SUCH COMMITTEE; IN THE
ABSENCE OF SUCH A DESIGNATION, THE COMMITTEE MAY ELECT ITS OWN
CHAIRMAN.
SECTION 2. MEETING, QUORUM AND MANNER OF ACTING. THE TRUSTEES
MAY (1) PROVIDE FOR STATED MEETINGS OF ANY COMMITTEES, (2) SPECIFY
THE MANNER OF CALLING AND NOTICE REQUIRED FOR SPECIAL
MEETINGS OF ANY COMMITTEE, (3) SPECIFY THE NUMBER OF MEMBERS OF A
COMMITTEE REQUIRED TO CONSTITUTE A QUORUM AND THE NUMBER OF MEMBERS
OF A COMMITTEE REQUIRED TO EXERCISE SPECIFIED POWERS DELEGATED TO
SUCH COMMITTEE, (4) AUTHORIZE THE MAKING OF DECISIONS TO EXERCISE
SPECIFIED POWERS BY WRITTEN ASSENT OF THE REQUISITE NUMBER OF
MEMBERS OF A COMMITTEE WITHOUT A MEETING, AND (5) AUTHORIZE THE
MEMBERS OF A COMMITTEE TO MEET BY MEANS OF A TELEPHONE CONFERENCE
CIRCUIT.
ALL COMMITTEES SHALL KEEP REGULAR MINUTES OF THEIR MEETINGS AND
RECORDS OF DECISIONS TAKEN WITHOUT A MEETING AND CAUSE THEM TO BE
RECORDED IN A BOOK DESIGNATED FOR THAT PURPOSE AND KEPT IN THE
OFFICE OF THE TRUST. ALL ACTION BY COMMITTEES SHALL BE REPORTED TO
THE TRUSTEES AT THEIR MEETING NEXT SUCCEEDING SUCH ACTION.
SECTION 3. COMPENSATION. THE MEMBERS OF ANY DULY APPOINTMENTED
COMMITTEE SHALL RECEIVE SUCH COMPENSATION AND/OR FEES AS, FROM TIME-
TO-TIME, MAY BE FIXED BY THE TRUSTEES.
BY-LAWS OF CALVERT SOCIAL INVESTMENT FUND
ARTICLE IV
OFFICERS
SECTION 1. GENERAL PROVISIONS. THE OFFICERS OF THE TRUST SHALL
BE A PRESIDENT AND A SECRETARY WHO SHALL BE ELECTED BY THE TRUSTEES.
THE TRUSTEES MAY ELECT OR APPOINT SUCH OTHER OFFICERS OR AGENTS AS
THE BUSINESS OF THE TRUST MAY REQUIRE, INCLUDING A CHAIRMAN, A
TREASURER, ONE OR MORE VICE PRESIDENTS, ONE OR MORE ASSISTANT
SECRETARIES, AND ONE OR MORE ASSISTANT TREASURERS. THE TRUSTEES MAY
DELEGATE TO ANY OFFICER OR COMMITTEE THE POWER TO APPOINT ANY
SUBORDINATE OFFICERS OR AGENTS.
SECTION 2. TERM OF OFFICE AND QUALIFICATIONS. EXCEPT AS
OTHERWISE PROVIDED BY LAW, THE DECLARATION OF TRUST OR THESE BY-
LAWS, THE PRESIDENT AND THE SECRETARY SHALL EACH HOLD OFFICE UNTIL
HIS SUCCESSOR SHALL HAVE BEEN DULY ELECTED AND QUALIFIED, AND ALL
OTHER OFFICERS SHALL HOLD OFFICE AT THE PLEASURE OF THE TRUSTEES.
ANY TWO OR MORE OF THE OFFICERS MAY BE HELD BY THE SAME PERSON,
EXCEPT THAT THE SAME PERSON MAY NOT BE BOTH PRESIDENT AND SECRETARY.
THE CHAIRMAN, IF THERE BE SUCH AN OFFICER, AND THE PRESIDENT SHALL
BE TRUSTEES, BUT NO OTHER OFFICER OF THE TRUST NEED BE A TRUSTEE.
SECTION 3. REMOVAL. THE TRUSTEES, AT ANY REGULAR OR SPECIAL
MEETING OF THE TRUSTEES, MAY REMOVE ANY OFFICER WITH OR WITHOUT
CAUSE BY A VOTE OF THE MAJORITY OF THE TRUSTEES. ANY OFFICER OR
AGENT APPOINTED BY ANY OFFICER OR COMMITTEE MAY BE REMOVED WITH OR
WITHOUT CAUSE BY SUCH APPOINTING OFFICER OR COMMITTEE.
SECTION 4. BONDS AND SURETY. ANY OFFICER MAY BE REQUIRED BY THE
TRUSTEES TO A BONDED FOR THE FAITHFUL PERFORMANCE OF HIS DUTIES IN
SUCH AMOUNT AND WITH SUCH SURETIES AS THE TRUSTEES MAY DETERMINE.
SECTION 5. CHAIRMAN, PRESIDENT, AND VICE-PRESIDENTS. THE
CHAIRMAN, IF THERE BE SUCH AN OFFICER, SHALL, IF PRESENT, PRESIDE AT
ALL MEETINGS OF THE SHAREHOLDERS AND OF THE TRUSTEES AND SHALL
EXERCISE AND PERFORM SUCH OTHER POWERS AND DUTIES AS MAY BE FROM
TIME TO TIME ASSIGNED TO HIM BY THE TRUSTEES. SUBJECT TO SUCH
SUPERVISORY POWERS, IF ANY, AS MAY BE GIVEN BY THE TRUSTEES TO THE
CHAIRMAN, THE PRESIDENT SHALL BE THE CHIEF EXECUTIVE OFFICER OF THE
TRUST AND, SUBJECT TO THE CONTROL OF THE TRUSTEES, SHALL HAVE
GENERAL SUPERVISION, DIRECTION AND CONTROL OF THE BUSINESS OF THE
TRUST AND OF ITS EMPLOYEES AND SHALL EXERCISE SUCH GENERAL POWERS OF
MANAGEMENT AS ARE USUALLY VESTED IN THE OFFICE OF PRESIDENT OF A
CORPORATION. IN THE ABSENCE OF THE CHAIRMAN, THE PRESIDENT SHALL
PRESIDE AT ALL MEETINGS OF THE SHAREHOLDERS AND OF THE TRUSTEES. THE
PRESIDENT SHALL HAVE THE POWER IN THE NAME AND ON BEHALF OF THE
TRUST TO GRANT, ISSUE, EXECUTE OR SIGN ANY AND ALL DOCUMENTS,
CONTRACTS, AGREEMENTS, DEEDS, MORTGAGES, PROXIES, POWERS OF ATTORNEY
OR OTHER INSTRUMENTS AS MAY BE DEEMED ADVISABLE OR NECESSARY IN
FURTHERANCE OF THE INTERESTS OF THE TRUST. THE PRESIDENT SHALL HAVE
THE POWER TO EMPLOY ATTORNEYS AND COUNSEL FOR THE TRUST AND TO
EMPLOY SUCH SUBORDINATE OFFICERS, AGENTS, CLERKS AND EMPLOYEES AS HE
MAY FIND NECESSARY TO TRANSACT THE BUSINESS OF THE TRUST. THE
PRESIDENT SHALL HAVE SUCH FURTHER POWERS AND DUTIES AS, FROM TIME-
TO-TIME, MAY BE CONFERRED UPON HIM OR ASSIGNED TO HIM BY THE
TRUSTEES. IN THE ABSENCE OR DISABILITY OF THE PRESIDENT, THE VICE-
PRESIDENT OR, IF THERE BE MORE THAN ONE VICE-PRESIDENT, AND VICE-
PRESIDENT DESIGNATED BY THE TRUSTEES SHALL PERFORM ALL OF THE DUTIES
OF THE PRESIDENT, AND WHEN SO ACTING SHALL HAVE ALL THE POWERS OF
THE PRESIDENT, SUBJECT TO THE DIRECTION OF THE TRUSTEES. EACH VICE-
PRESIDENT SHALL PERFORM SUCH OTHER DUTIES AS MAY BE ASSIGNED TO HIM
FROM TIME-TO-TIME BY THE TRUSTEES OR THE PRESIDENT.
SECTION 6. SECRETARY. THE SECRETARY SHALL KEEP THE MINUTES OF
ALL MEETINGS OF, AND RECORD ALL VOTES OF, THE SHAREHOLDERS, THE
TRUSTEES AND COMMITTEES, IF ANY, IN PROPER BOOKS PROVIDED FOR THAT
PURPOSE. HE SHALL BE CUSTODIAN OF THE SEAL OF THE TRUST; HE SHALL
HAVE CHARGE OF THE SHARE TRANSFER BOOKS, LISTS AND RECORDS UNLESS
THE SAME ARE IN THE CHARGE OF A TRANSFER AGENT. HE SHALL ATTEND TO
THE GIVING AND SERVING OF ALL NOTICES BY THE TRUST IN ACCORDANCE
WITH THE PROVISIONS OF THESE BY-LAWS AND AS REQUIRED BY LAW; AND
SUBJECT TO THESE BY-LAWS, HE SHALL IN GENERAL PERFORM ALL DUTIES
INCIDENT TO THE OFFICE OF SECRETARY AND SUCH OTHER DUTIES AS FROM
TIME TO TIME MAY BE ASSIGNED TO HIM BY THE TRUSTEES. THE SECRETARY
MAY DELEGATE ANY OF HIS POWER, AUTHORITY OR DUTIES TO ANY ASSISTANT
SECRETARY OF THE TRUST.
SECTION 7. TREASURER. THE TREASURER, IF THERE BE SUCH AN
OFFICER, SHALL BE THE PRINCIPAL FINANCIAL AND ACCOUNTING OFFICER OF
THE TRUST. HE SHALL DELIVER ALL FUNDS OF THE TRUST WHICH MAY COME
INTO HIS HANDS TO SUCH CUSTODIAN, SUBCUSTODIAN, OR SPECIAL
DEPOSITORY AS THE TRUSTEES SHALL EMPLOY PURSUANT TO ARTICLE IX OF
THE DECLARATION OF TRUST. HE SHALL RENDER A STATEMENT OF CONDITION
OF THE FINANCES OF THE TRUST TO THE TRUSTEES AS OFTEN AS THEY SHALL
REQUIRE THE SAME, AND HE SHALL IN GENERAL PERFORM ALL THE DUTIES
INCIDENT TO THE OFFICE OF TREASURER AND SUCH OTHER DUTIES AS FROM
TIME-TO-TIME MAY BE ASSIGNED TO HIM BY THE TRUSTEES. THE TREASURER
MAY DELEGATE ANY OF HIS POWER, AUTHORITY OR DUTIES TO ANY ASSISTANT
TREASURER OF THE TRUST.
SECTION 8. OTHER OFFICERS AND DUTIES. THE TRUSTEES MAY ELECT
SUCH OTHER OFFICERS AN ASSISTANT OFFICERS AS THEY SHALL FROM TIME-
TO-TIME DETERMINE TO BE NECESSARY OR DESIRABLE IN ORDER TO CONDUCT
THE BUSINESS OF THE TRUST. ASSISTANT OFFICERS SHALL ACT GENERALLY IN
THE ABSENCE OR DISABILITY OF THE OFFICER WHOM THEY ASSIST AND SHALL
ASSIST THAT OFFICER IN THE DUTIES OF HIS OFFICE. EACH OFFICER,
EMPLOYEE, AGENT OF THE TRUST SHALL HAVE SUCH OTHER DUTIES AND
AUTHORITY AS MAY BE ASSIGNED HIM BY THE PRESIDENT.
SECTION 9. EVIDENCE OF AUTHORITY. ANYONE DEALING WITH THE TRUST
SHALL BE FULLY JUSTIFIED IN RELYING ON A COPY OF A RESOLUTION OF THE
TRUSTEES OR OF ANY COMMITTEE THEREOF EMPOWERED TO ACT IN THE
PREMISES WHICH IS CERTIFIED AS TRUE BY THE SECRETARY OR AN ASSISTANT
SECRETARY UNDER THE SEAL OF THE TRUST.
SECTION 10. COMPENSATION. THE COMPENSATION OF THE OFFICERS
SHALL BE FIXED FROM TIME-TO-TIME BY THE TRUSTEES OR BY ANY COMMITTEE
OR OFFICER UPON WHOM SUCH POWER MAY BE CONFERRED BY THE TRUSTEES. NO
OFFICER SHALL BE PREVENTED FROM RECEIVING SUCH COMPENSATION BY
REASON OF THE FACT THAT HE IS ALSO A TRUSTEE.
ARTICLE V
FISCAL YEAR
THE FISCAL YEAR OF THE TRUST SHALL BEGIN ON THE FIRST DAY OF OCTOBER
IN EACH YEAR AND SHALL END ON THE LAST DAY OF SEPTEMBER IN EACH
YEAR, PROVIDED, HOWEVER, THAT THE TRUSTEES MAY FROM TIME-TO-TIME
CHANGE THE FISCAL YEAR.
ARTICLE VI
SEAL
THE TRUSTEES MAY ADOPT A SEAL WHICH SHALL BE IN SUCH FORM AND SHALL
HAVE SUCH INSCRIPTION THEREON AS THE TRUSTEES MAY FROM TIME-TO-TIME
PRESCRIBE.
ARTICLE VII
WAIVERS OF NOTICE
WHENEVER ANY NOTICE WHATEVER IS REQUIRED TO BE GIVEN BY LAW, THE
DECLARATION OF TRUST OR THESE BY-LAWS, A WAIVER THEREOF IN WRITING,
SIGNED BY THE PERSON OR PERSONS ENTITLED TO SAID NOTICE, WHETHER
BEFORE OR AFTER THE TIME STATED THEREIN, SHALL BE DEEMED EQUIVALENT
THERETO. A NOTICE SHALL BE DEEMED TO HAVE BEEN GIVEN IF TELEGRAPHED,
CABLED, OR SENT BY WIRELESS AT THE TIME WHEN IT HAS BEEN DELIVERED
TO A REPRESENTATIVE OF ANY TELEGRAPH, CABLE OR WIRELESS COMPANY WITH
INSTRUCTIONS THAT IT BE TELEGRAPHED, CABLED OR SENT BY WIRELESS. ANY
NOTICE SHALL BE DEEMED TO HAVE BEEN GIVEN IF MAILED AT THE TIME WHEN
IT HAS BEEN DEPOSITED IN THE MAIL.
ARTICLE VIII
SHARES OF BENEFICIAL INTEREST
SECTION 1. BENEFICIAL INTEREST. THE BENEFICIAL INTEREST IN THE
TRUST SHALL AT ALL TIMES BE DIVIDED INTO AN UNLIMITED NUMBER OF
SHARES WITHOUT PAR VALUE WHICH THE TRUSTEES MAY FROM TIME-TO-TIME
ISSUE AND SELL OR CAUSE TO BE ISSUED AND SOLD.
SECTION 2. BOOK ENTRY SHARES. NO CERTIFICATES NEED BE ISSUED TO
REPRESENT SHARES IN THE TRUST. THE TRUST SHALL MAINTAIN ADEQUATE
RECORDS TO DETERMINE THE HOLDINGS OF EACH SHAREHOLDER OF RECORD, AND
SUCH RECORDS SHALL BE DEEMED THE EQUIVALENT OF A CERTIFICATE
REPRESENTING THE SHARES FOR ALL PURPOSES.
SECTION 3. CERTIFICATES. ALL CERTIFICATES FOR SHARES SHALL BE
SIGNED BY THE CHAIRMAN, PRESIDENT OR ANY VICE-PRESIDENT AND BY THE
TREASURER, SECRETARY OR ASSISTANT TREASURER OR ASSISTANT SECRETARY
AND SEALED WITH THE SEAL OF THE TRUST. THE SIGNATURES MAY BE EITHER
MANUAL OR FACSIMILE SIGNATURES, AND THE SEAL MAY BE EITHER FACSIMILE
OR ANY OTHER FORM OF SEAL. CERTIFICATES FOR SHARES FOR WHICH THE
TRUST HAS APPOINTED A TRANSFER AGENT SHALL NOT BE VALID UNLESS
COUNTERSIGNED BY SUCH TRANSFER AGENT.
SECTION 4. TRANSFER OF SHARES. THE SHARES OF THE TRUST SHALL BE
TRANSFERABLE, SO AS TO AFFECT THE RIGHTS OF THE TRUST, ONLY BY
TRANSFER RECORDED IN THE BOOKS OF THE TRUST, IN PERSON OR BY
ATTORNEY.
SECTION 5. EQUITABLE INTEREST NOT RECOGNIZED. THE TRUST SHALL
BE ENTITLED TO TREAT THE HOLDER OF RECORD OF ANY SHARE AS THE
ABSOLUTE OWNER THEREOF AND SHALL NOT BE BOUND TO RECOGNIZE ANY
EQUITABLE OR OTHER CLAIM OR INTEREST IN SUCH SHARE ON THE PART OF
ANY OTHER PERSON EXCEPT AS MAY BE OTHERWISE EXPRESSLY PROVIDED BY
LAW.
SECTION 6. LOST, DESTROYED OR MUTILATED CERTIFICATES. IN CASE
ANY CERTIFICATE FOR SHARES IS LOST, MUTILATED OR DESTROYED, THE
TRUSTEES MAY ISSUE A NEW CERTIFICATE IN PLACE THEREOF UPON SUCH
INDEMNITY TO THE TRUST AGAINST LOSS AND UPON SUCH OTHER TERMS AND
CONDITIONS AS THE TRUSTEES MAY DEEM ADVISABLE.
ARTICLE IX
AMENDMENTS
THESE BY-LAWS, OR ANY OF THEM, MAY BE ALTERED, AMENDED OR
REPEALED, OR NEW BY-LAWS MAY BE ADOPTED BY (A) VOTE OF A MAJORITY OF
THE SHARES OUTSTANDING AND ENTITLED TO VOTE OR (B) BY THE TRUSTEES,
PROVIDED, HOWEVER, THAT NO BY-LAWS MAY BE AMENDED, ADOPTED OR
REPEALED BY THE TRUSTEES IF SUCH AMENDMENT, ADOPTION OR REPEAL
REQUIRES, PURSUANT TO LAW, THE DECLARATION OF TRUST OR THESE BY-
LAWS, A VOTE OF THE SHAREHOLDERS.
ARTICLE X
BOOKS AND RECORDS
THE BOOKS, ACCOUNTS AND RECORDS OF THE TRUST, INCLUDING THE
STOCK LEDGER OR LEDGERS, MAY BE KEPT IN OR OUTSIDE THE COMMONWEALTH
OF MASSACHUSETTS AT SUCH OFFICES OR AGENCIES OF THE TRUST AS MAY
FROM TIME-TO-TIME BE DETERMINED BY THE TRUSTEES.
AS ADOPTED JUNE 16, 1988
3
INVESTMENT SUBADVISORY AGREEMENT
INVESTMENT SUBADVISORY AGREEMENT, EFFECTIVE SEPTEMBER 21, 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 ATLANTA CAPITAL MANAGEMENT COMPANY, L.L.C., A GEORGIA
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, RECORDS AND PROCEDURES.
(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 PERIODICALLY SHALL SUPPLY TO THE TRUST'S BOARD OF
TRUSTEES ITS POLICIES ON "SOFT DOLLARS," TRADE ALLOCATIONS AND BROKERAGE
ALLOCATION. 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", AS THAT TERM IS
COMMONLY UNDERSTOOD.
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 OR AS OTHERWISE PROVIDED BY LAW, OR PURSUANT TO AN
EXEMPTIVE ORDER GOVERNING SUCH VOTE. 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:
(A) THE DUTIES OF THE ADVISOR DELEGATED TO THE SUBADVISOR UNDER THIS
AGREEMENT WITH RESPECT TO SUCH FUND AUTOMATICALLY SHALL REVERT TO THE ADVISOR,
AND
(B) BOTH PARTIES AGREE TO USE REASONABLE EFFORTS TO JOINTLY ISSUE PUBLIC
STATEMENTS, OTHER THAN THOSE PUBLIC STATEMENTS REQUIRED BY LAW, REGARDING THE
TERMINATION.
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 REGISTER AS AN INVESTMENT ADVISOR
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, OR AT SUCH OTHER ADDRESS OR TO SUCH 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
<PAGE>
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: ATLANTA CAPITAL MANAGEMENT COMPANY, L.L.C.
TWO MIDTOWN PLAZA, SUITE 1600
1360 PEACHTREE STREET
ATLANTA, GA 30309
BY:________________________ BY:_______________________________
<PAGE>
FEE SCHEDULE TO THE INVESTMENT SUBADVISORY AGREEMENT
BETWEEN CALVERT ASSET MANAGEMENT COMPANY, INC.
AND ATLANTA CAPITAL MANAGEMENT COMPANY, L.L.C.
AS COMPENSATION PURSUANT TO SECTION 4 OF THE INVESTMENT SUBADVISORY
AGREEMENT BETWEEN CALVERT ASSET MANAGEMENT COMPANY, INC. (THE "ADVISOR") AND
ATLANTA CAPITAL MANAGEMENT COMPANY, L.L.C. (THE "SUBADVISOR") FOR THE PROVIDING
OF INVESTMENT SUBADVISORY SERVICES TO THE EQUITY PORTFOLIO OF THE CALVERT SOCIAL
INVESTMENT FUND, THE ADVISOR SHALL PAY THE SUBADVISOR AN ANNUAL SUBADVISORY FEE
COMPUTED DAILY AND PAYABLE MONTHLY, AT AN ANNUAL RATE EQUAL TO 30 BASIS POINTS
OF AVERAGE DAILY NET ASSETS OF THE EQUITY PORTFOLIO.
Calvert Social Investment Fund - Brown Capital
Investment Subadvisory Agreement
March 1, 1999
Page 5 of 8
CALVERT SOCIAL INVESTMENT FUND
INVESTMENT SUBADVISORY AGREEMENT
BROWN CAPITAL MANAGEMENT, INC.
INVESTMENT SUBADVISORY AGREEMENT, MADE THIS 1ST DAY OF MARCH, 1999, BY AND
BETWEEN CALVERT ASSET MANAGEMENT COMPANY, INC., A DELAWARE CORPORATION
REGISTERED AS AN INVESTMENT ADVISOR UNDER THE INVESTMENT ADVISERS ACT OF 1940
(THE "ADVISOR"), AND BROWN CAPITAL MANAGEMENT, INC., A MARYLAND CORPORATION (THE
"SUBADVISOR").
WHEREAS, THE ADVISOR IS THE INVESTMENT ADVISOR TO CALVERT SOCIAL INVESTMENT
FUND, AN OPEN-END 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 CALVERT SOCIAL INVESTMENT FUND, BALANCED
PORTFOLIO (THE "FUND");
NOW, THEREFORE, IN CONSIDERATION OF THE PROMISES AND THE TERMS AND
CONDITIONS HEREINAFTER SET FORTH, IT IS AGREED AS FOLLOWS:
1. SERVICES TO BE RENDERED BY THE SUBADVISOR TO THE FUND.
(A) INVESTMENT PROGRAM. SUBJECT TO THE CONTROL OF THE CALVERT SOCIAL
INVESTMENT FUND BOARD OF TRUSTEES ("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, WHICH IS SUBJECT TO SECTION 1(G) OF THIS AGREEMENT, AND WILL PLACE
ALL ORDERS FOR THE PURCHASE AND SALE OF PORTFOLIO SECURITIES. THE SUBADVISOR
WILL FOR ALL PURPOSES HEREIN BE DEEMED TO BE AN INDEPENDENT CONTRACTOR AND
SHALL, EXCEPT AS EXPRESSLY PROVIDED OR AUTHORIZED, HAVE NO AUTHORITY TO ACT FOR
OR REPRESENT THE FUND OR THE ADVISOR IN ANY WAY OR OTHERWISE BE DEEMED AN AGENT
OF THE FUND 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 FUND'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 TRUSTEES OR
ADVISOR MAY ESTABLISH. THE ADVISOR SHALL BE 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), 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 UPON 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 UPON 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 DULY 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 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. THE SUBADVISOR WILL BUY ONLY THOSE
SECURITIES WHICH THE ADVISOR DETERMINES PASS THE FUND'S SOCIAL SCREENS.
(H) VOTING PROXIES. THE SUBADVISOR AGREES TO TAKE APPROPRIATE ACTION (WHICH
MAY INCLUDE VOTING) ON ALL PROXIES FOR THE FUND'S PORTFOLIO INVESTMENTS IN A
TIMELY MANNER. SUCH ACTION IS SUBJECT TO THE DIRECTION OF THE TRUSTEES AND
ADVISOR AND WILL BE CONSISTENT WITH THE SOCIAL SCREENS AND CRITERIA GOVERNING
INVESTMENT SELECTION FOR THE FUND.
(I) FURNISHING INFORMATION FOR THE FUND'S PROXIES. THE SUBADVISOR AGREES TO
PROVIDE THE ADVISOR IN A TIMELY MANNER WITH ALL INFORMATION NECESSARY, INCLUDING
THE SUBADVISOR'S CERTIFIED BALANCE SHEET AND INFORMATION CONCERNING THE
SUBADVISOR'S CONTROLLING PERSONS, FOR PREPARATION OF THE FUND'S PROXY
STATEMENTS, 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
ADVISERS ACT OF 1940 AND ANY OTHER 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) 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 A SUITABLE CODE OF ETHICS THAT
COVERS ITS ACTIVITIES WITH RESPECT TO ITS SERVICES TO THE FUND.
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 THIS
AGREEMENT, THE SUBADVISOR WILL NOT PROVIDE INVESTMENT ADVISORY SERVICES
("SERVICES") TO ANY INVESTMENT COMPANY REGISTERED UNDER THE 1940 ACT ("MUTUAL
FUND") INVESTING IN SOCIALLY SCREENED SECURITIES, OTHER THAN CALVERT-AFFILIATED
MUTUAL FUNDS.
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. THE SCHEDULES MAY BE
AMENDED FROM TIME TO TIME, PROVIDED THAT AMENDMENTS ARE MADE IN CONFORMITY WITH
APPLICABLE LAWS AND REGULATIONS AND THE DECLARATION OF TRUST AND BYLAWS OF THE
FUND. ANY CHANGE IN THE SCHEDULE PERTAINING TO ANY NEW OR EXISTING SERIES OF
CALVERT SOCIAL INVESTMENT FUND SHALL NOT BE DEEMED TO AFFECT THE INTEREST OF ANY
OTHER SERIES AND SHALL NOT REQUIRE THE APPROVAL OF SHAREHOLDERS OF ANY OTHER
SERIES.
5. ASSIGNMENT AND AMENDMENT OF AGREEMENT. THIS AGREEMENT AUTOMATICALLY SHALL
TERMINATE WITHOUT THE PAYMENT OF ANY PENALTY IN THE EVENT OF ITS ASSIGNMENT OR
IF THE INVESTMENT ADVISORY AGREEMENT BETWEEN THE ADVISOR AND THE FUND SHALL
TERMINATE FOR ANY REASON. 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 CALVERT
SOCIAL INVESTMENT FUND WHO ARE NOT INTERESTED PERSONS OF THE FUND, 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 SERIES NOW EXISTING OR HEREAFTER CREATED
UNLESS IT HAS FIRST BEEN APPROVED (A) BY A VOTE OF THE MAJORITY OF THOSE
TRUSTEES OF CALVERT SOCIAL INVESTMENT FUND 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
SERIES' OUTSTANDING VOTING SECURITIES. THIS AGREEMENT SHALL REMAIN IN FULL FORCE
AND EFFECT CONTINUOUSLY THEREAFTER (UNLESS TERMINATED AUTOMATICALLY AS SET FORTH
IN SECTION 5) EXCEPT AS FOLLOWS:
(A) CALVERT SOCIAL INVESTMENT FUND 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 CALVERT SOCIAL INVESTMENT
FUND OR (II) OUTSTANDING VOTING SECURITIES OF THE APPLICABLE SERIES.
(B) THIS AGREEMENT WILL TERMINATE AUTOMATICALLY WITH RESPECT TO A SERIES
UNLESS, BY DECEMBER 31, 1999, AND AT LEAST ANNUALLY THEREAFTER, THE CONTINUANCE
OF THE AGREEMENT IS SPECIFICALLY APPROVED BY (I) THE TRUSTEES OF CALVERT SOCIAL
INVESTMENT FUND OR THE SHAREHOLDERS OF SUCH SERIES BY THE AFFIRMATIVE VOTE OF A
MAJORITY OF THE OUTSTANDING SHARES OF SUCH SERIES, AND (II) A MAJORITY OF THE
TRUSTEES OF CALVERT SOCIAL INVESTMENT FUND, WHO ARE NOT INTERESTED PERSONS OF
THE FUND, 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 SERIES 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 SERIES 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.
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 BE REGISTERED AS AN INVESTMENT ADVISOR
UNDER THE INVESTMENT ADVISERS ACT OF 1940, AS AMENDED, AND UNDER THE LAWS OF ANY
JURISDICTION IN WHICH THE SUBADVISOR IS REQUIRED TO BE REGISTERED AS AN
INVESTMENT ADVISOR IN ORDER TO PERFORM ITS OBLIGATIONS UNDER THIS AGREEMENT;
(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, INVOLVING THE AFFAIRS OF THE FUND; OR
(C) A VIOLATION OF THE SUBADVISOR'S CODE OF ETHICS IS DISCOVERED AND,
AGAIN, WHEN ACTION HAS BEEN TAKEN TO RECTIFY SUCH VIOLATION; OR
(D) ANY OTHER EVENT 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 FUND AND THEIR RESPECTIVE DIRECTORS OR TRUSTEES, OFFICERS AND
SHAREHOLDERS FROM ANY AND ALL CLAIMS, LOSSES, EXPENSES, OBLIGATION 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 FUND,
THEIR RESPECTIVE DIRECTORS OR TRUSTEES, OFFICERS AND SHAREHOLDERS FROM ANY AND
ALL CLAIMS, LOSSES, EXPENSES, OBLIGATION 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 FUND.
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. 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.
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.
IN WITNESS WHEREOF, AND HAVE EACH CAUSED THIS INSTRUMENT TO BE SIGNED IN
DUPLICATE ON ITS BEHALF BY ITS DULY AUTHORIZED REPRESENTATIVE, ALL AS OF THE DAY
AND YEAR FIRST ABOVE WRITTEN.
CALVERT ASSET MANAGEMENT COMPANY, INC.
BY:
TITLE:
BROWN CAPITAL MANAGEMENT, INC.
BY:
TITLE:
<PAGE>
SCHEDULE TO THE INVESTMENT SUBADVISORY AGREEMENT
BETWEEN CALVERT ASSET MANAGEMENT COMPANY, INC.
AND BROWN CAPITAL MANAGEMENT, INC.
AS COMPENSATION PURSUANT TO SECTION 4 OF THE SUBADVISORY AGREEMENT BETWEEN
CALVERT ASSET MANAGEMENT COMPANY, INC. (THE "ADVISOR") AND BROWN CAPITAL
MANAGEMENT, INC. (THE "SUBADVISOR"), THE ADVISOR SHALL PAY THE SUBADVISOR AN
ANNUAL SUBADVISORY FEE, COMPUTED DAILY AND PAYABLE MONTHLY, AT AN ANNUAL RATE OF
25 BASIS POINTS OF THE AVERAGE DAILY NET ASSETS OF THE PORTION OF THE BALANCED
PORTFOLIO MANAGED BY THE SUBADVISOR.
INVESTMENT SUBADVISORY AGREEMENT
INVESTMENT SUBADVISORY AGREEMENT, EFFECTIVE JULY 1, 1995, 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 NCM CAPITAL MANAGEMENT GROUP, INC., A NORTH CAROLINA CORPORATION (THE
"SUBADVISOR").
WHEREAS, THE ADVISOR IS THE INVESTMENT MANAGER TO CALVERT SOCIAL INVESTMENT
FUND, MANAGED GROWTH PORTFOLIO ("FUND"), AN OPEN-END, DIVERSIFIED MANAGEMENT
INVESTMENT COMPANY REGISTERED UNDER THE INVESTMENT COMPANY ACT OF 1940, AS
AMENDED (THE "1940 ACT");
WHEREAS, THE FUND IS A BALANCED FUND CONSISTING OF EQUITY, DEBT AND MONEY
MARKET SECURITIES;
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 FUND.
NOW, THEREFORE, IN CONSIDERATION OF THE PROMISES AND THE TERMS AND
CONDITIONS HEREINAFTER SET FORTH, IT IS AGREED AS FOLLOWS:
1. SERVICES TO BE RENDERED BY THE SUBADVISOR TO THE FUND.
(A) INVESTMENT PROGRAM. PURSUANT TO THE DIRECTIONS OF THE
ADVISOR, WHICH IS SUBJECT TO THE CONTROL OF THE FUND BOARD OF TRUSTEES
("TRUSTEES"), THE SUBADVISOR, AT ITS EXPENSE, WILL CONTINUOUSLY FURNISH TO THE
FUND AN INVESTMENT PROGRAM FOR SUCH PORTION, IF ANY, OF FUND ASSETS TO BE
MANAGED BY THE SUBADVISOR AS DESIGNATED BY THE ADVISOR FROM TIME TO TIME. WITH
RESPECT TO SUCH ASSETS, THE SUBADVISOR WILL MAKE INVESTMENT DECISIONS, WHICH ARE
SUBJECT TO SECTION 1(G) OF THIS AGREEMENT, AND WILL PLACE ALL ORDERS FOR THE
PURCHASE AND SALE OF PORTFOLIO SECURITIES. IN THE PERFORMANCE OF ITS DUTIES,
THE SUBADVISOR WILL ACT IN THE BEST INTERESTS OF THE FUND AND WILL IN
CONJUNCTION WITH THE ADVISOR, 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 FUND'S DECLARATION OF TRUST, BYLAWS
AND REGISTRATION STATEMENT AS FROM TIME TO TIME AMENDED, (III) RELEVANT
UNDERTAKINGS PROVIDED TO STATE SECURITIES REGULATORS, (IV) THE STATED INVESTMENT
OBJECTIVE, POLICIES AND RESTRICTIONS OF THE FUND, AND (V) SUCH OTHER GUIDELINES
AS THE TRUSTEES OR ADVISOR MAY ESTABLISH. AT THE REQUEST OF THE SUBADVISOR, THE
ADVISOR SHALL BE RESPONSIBLE FOR PROVIDING THE SUBADVISOR WITH CURRENT COPIES OF
THE MATERIALS SPECIFIED IN SUBSECTIONS (A)(II), (III), (IV) AND (V) 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), 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 UPON BY SUCH PARTIES FROM TIME TO TIME OR AS
REASONABLY REQUESTED BY THE TRUSTEES.
(E) VALUATION. THE ADVISOR 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 UPON 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. THE ADVISOR MAY DIRECT THE
SUBADVISOR IN WRITING 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.
(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.
(G) SOCIAL SCREENING. THE ADVISOR IS RESPONSIBLE FOR SCREENING
THOSE INVESTMENTS SUBJECT TO SOCIAL SCREENING ("SECURITIES") TO DETERMINE THAT
THE SECURITIES INVESTMENTS MEET THE FUND'S SOCIAL INVESTMENT CRITERIA, AS THEY
MAY BE AMENDED FROM TIME TO TIME BY THE TRUSTEES. THE SUBADVISOR WILL BUY ONLY
THOSE SECURITIES WHICH THE ADVISOR DETERMINES MEET THE FUND'S SOCIAL SCREENS.
(H) VOTING PROXIES. THE SUBADVISOR AGREES TO TAKE APPROPRIATE
ACTION (WHICH MAY INCLUDE VOTING) ON ALL PROXIES FOR THE FUND'S PORTFOLIO
INVESTMENTS IN A TIMELY MANNER. SUCH ACTION IS SUBJECT TO THE DIRECTION OF THE
TRUSTEES AND ADVISOR AND WILL BE CONSISTENT WITH THE SOCIAL SCREENS AND CRITERIA
GOVERNING INVESTMENT SELECTION FOR THE FUND.
(I) FURNISHING INFORMATION FOR THE FUND'S PROXIES. THE SUBADVISOR
AGREES TO PROVIDE THE ADVISOR IN A TIMELY MANNER WITH ALL INFORMATION NECESSARY,
FOR PREPARATION OF THE FUND'S PROXY STATEMENTS, AS MAY BE NEEDED FROM TIME TO
TIME.
(J) ALLOCATION OF FUND ASSETS. THE SUBADVISOR AGREES TO PROVIDE
INFORMAL ADVICE TO THE ADVISOR WITH RESPECT TO THE ALLOCATION OF FUND ASSETS
AMONG EQUITY, DEBT AND MONEY MARKET SECURITIES IN A FORUM AND AT SUCH TIMES AS
AGREED TO BY THE PARTIES.
(K) INDEPENDENT CONTRACTOR. THE SUBADVISOR WILL FOR ALL PURPOSES
HEREIN BE DEEMED TO BE AN INDEPENDENT CONTRACTOR AND SHALL, EXCEPT AS EXPRESSLY
PROVIDED OR AUTHORIZED, HAVE NO AUTHORITY TO ACT FOR OR REPRESENT THE FUND OR
THE ADVISOR IN ANY WAY OR OTHERWISE BE DEEMED AN AGENT OF THE FUND OR THE
ADVISOR.
2. BOOKS, RECORDS AND MISCELLANEOUS MATTERS.
(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 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) 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 TRUSTEES ITS POLICIES ON "SOFT
DOLLARS" AND TRADE ALLOCATIONS AND BROKERAGE ALLOCATION PROCEDURES. THE
SUBADVISOR SHALL MAINTAIN APPROPRIATE FIDELITY BOND AND ERRORS AND OMISSION
INSURANCE POLICIES.
3. 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 THE SCHEDULE ATTACHED HERETO AND MADE
PART OF THIS AGREEMENT. THE BASE FEE SHALL BE PAYABLE FOR EACH MONTH WITHIN 15
BUSINESS DAYS AFTER THE END OF SUCH MONTH AND THE PERFORMANCE FEE SHALL BE
PAYABLE FOR EACH MONTH WITHIN 45 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. THE SCHEDULE MAY BE AMENDED FROM TIME TO TIME,
PROVIDED THAT AMENDMENTS ARE MADE IN CONFORMITY WITH APPLICABLE LAWS AND
REGULATIONS AND THE DECLARATION OF TRUST AND BYLAWS OF THE FUND.
4. DURATION AND TERMINATION OF THE AGREEMENT. THIS AGREEMENT SHALL
REMAIN IN FULL FORCE AND EFFECT CONTINUOUSLY (UNLESS TERMINATED AUTOMATICALLY AS
SET FORTH IN THIS SECTION 5) EXCEPT AS FOLLOWS:
(A) THE FUND MAY AT ANY TIME TERMINATE THIS AGREEMENT WITHOUT
PENALTY 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 OR (II) OUTSTANDING VOTING SECURITIES OF THE FUND.
(B) THIS AGREEMENT WILL TERMINATE AUTOMATICALLY UNLESS, BY JANUARY
1, 1997, AND AT LEAST ANNUALLY THEREAFTER, THE CONTINUANCE OF THE AGREEMENT IS
SPECIFICALLY APPROVED BY (I) THE TRUSTEES OR THE SHAREHOLDERS OF THE FUND BY THE
AFFIRMATIVE VOTE OF A MAJORITY OF THE OUTSTANDING SHARES OF THE FUND, AND (II) A
MAJORITY OF THE TRUSTEES, WHO ARE NOT INTERESTED PERSONS OF THE FUND, ADVISOR OR
SUBADVISOR, AS CONTEMPLATED BY THE 1940 ACT. IF THIS AGREEMENT IS SUBMITTED TO
THE SHAREHOLDERS OF THE FUND FOR THEIR APPROVAL AND SUCH SHAREHOLDERS FAIL TO
APPROVE SUCH AGREEMENT, THE SUBADVISOR ONLY MAY CONTINUE TO SERVE HEREUNDER AT
THE TRUSTEE'S REQUEST AND 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 THE FUND 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 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.
NOTWITHSTANDING THE ABOVE, THIS AGREEMENT AUTOMATICALLY SHALL TERMINATE WITHOUT
THE PAYMENT OF ANY PENALTY IN THE EVENT (I) OF ITS ASSIGNMENT WITHOUT PRIOR
WRITTEN CONSENT, (II) TERMINATION FOR ANY REASON OF THE INVESTMENT ADVISORY
AGREEMENT BETWEEN THE ADVISOR AND THE FUND, OR (III) IF THE FORM OF THIS
AGREEMENT AND THE INVESTMENT ADVISORY AGREEMENT BETWEEN THE ADVISOR AND FUND IS
NOT APPROVED BY THE AFFIRMATIVE VOTE OF A MAJORITY OF THE OUTSTANDING SHARES OF
THE FUND.
UPON TERMINATION OF THIS AGREEMENT WITH RESPECT TO THE FUND, THE DUTIES OF THE
ADVISOR DELEGATED TO THE SUBADVISOR UNDER THIS AGREEMENT WITH RESPECT TO THE
FUND AUTOMATICALLY SHALL REVERT TO THE ADVISOR.
5. NOTIFICATION TO THE ADVISOR. THE SUBADVISOR WILL PROMPTLY NOTIFY
THE ADVISOR IN WRITING OF THE OCCURRENCE OF ANY OF THE FOLLOWING EVENTS:
(A) THE SUBADVISOR SHALL FAIL TO BE REGISTERED AS AN INVESTMENT
ADVISOR UNDER THE INVESTMENT ADVISORS ACT OF 1940, AS AMENDED, AND UNDER THE
LAWS OF ANY JURISDICTION IN WHICH THE SUBADVISOR IS REQUIRED TO BE REGISTERED AS
AN INVESTMENT ADVISOR IN ORDER TO PERFORM ITS OBLIGATIONS UNDER THIS AGREEMENT;
(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, INVOLVING THE AFFAIRS OF THE FUND;
(C) A VIOLATION OF THE SUBADVISOR'S CODE OF ETHICS IS DISCOVERED AND,
AGAIN, WHEN ACTION HAS BEEN TAKEN TO RECTIFY SUCH VIOLATION; OR
(D) ANY OTHER EVENT THAT MIGHT AFFECT THE ABILITY OF THE SUBADVISOR
TO PROVIDE THE SERVICES PROVIDED FOR UNDER THIS AGREEMENT.
6. 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.
7. INDEMNIFICATION. THE SUBADVISOR WILL INDEMNIFY AND HOLD HARMLESS
THE ADVISOR, THE FUND AND THEIR RESPECTIVE TRUSTEES, DIRECTORS, OFFICERS AND
POLICYHOLDERS 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 FUND,
THEIR RESPECTIVE TRUSTEES, OFFICERS AND POLICYHOLDERS FROM ANY AND ALL CLAIMS,
LOSSES, EXPENSES, OBLIGATION 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 FUND.
8. APPLICABLE LAW AND JURISDICTION. THIS AGREEMENT IS 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.
9. 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, OR AT SUCH OTHER ADDRESS OR TO SUCH OTHER PERSON AS A PARTY MAY FROM TIME
TO TIME SPECIFY IN WRITING.
<PAGE>
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.
IN WITNESS WHEREOF, AND HAVE EACH CAUSED THIS INSTRUMENT TO BE SIGNED IN
DUPLICATE ON ITS BEHALF BY ITS DULY AUTHORIZED REPRESENTATIVE, ALL AS OF THE DAY
AND YEAR FIRST ABOVE WRITTEN.
WITNESS: CALVERT ASSET MANAGEMENT COMPANY, INC.
BY:___________________________ BY:_________________________________
4550 MONTGOMERY AVENUE, SUITE 1000N
BETHESDA, MARYLAND 20814
WITNESS: NCM CAPITAL MANAGEMENT GROUP, INC.
BY:___________________________ BY:_________________________________
103 WEST MAIN STREET
DURHAM, NORTH CAROLINA 27701
<PAGE>
1
SCHEDULE TO THE INVESTMENT SUBADVISORY AGREEMENT
BETWEEN CALVERT ASSET MANAGEMENT COMPANY, INC.
AND NCM CAPITAL MANAGEMENT GROUP, INC.
AS COMPENSATION PURSUANT TO SECTION 3 OF THE SUBADVISORY AGREEMENT BETWEEN
CALVERT ASSET MANAGEMENT COMPANY, INC. (THE "ADVISOR") AND NCM CAPITAL
MANAGEMENT GROUP, INC., (THE "SUBADVISOR"), THE ADVISOR SHALL PAY THE SUBADVISOR
AN ANNUAL SUBADVISORY FEE FOR THE CALVERT SOCIAL INVESTMENT FUND, MANAGED GROWTH
PORTFOLIO ("FUND"), CONSISTING OF A BASE FEE AND A PERFORMANCE FEE AS DEFINED
BELOW.
1. BASE FEE. THE ANNUAL BASE FEE WILL CONSIST OF A FEE, COMPUTED DAILY AND
PAYABLE MONTHLY, AT AN ANNUAL RATE EQUAL TO 0.25% OF THE AVERAGE DAILY NET
ASSETS OF THE FUND UNDER THE MANAGEMENT OF THE SUBADVISOR.
2. PERFORMANCE FEE. IN ADDITION TO THE BASE FEE, THE SUBADVISOR WILL
RECEIVE A PERFORMANCE FEE BASED ON THE INVESTMENT PERFORMANCE OF AVERAGE DAILY
NET ASSETS OF THE FUND IN RELATION TO THE INVESTMENT RECORD OF THE RUSSELL 3000
("INDEX"). THE PERFORMANCE FEE WILL BE PAID MONTHLY ONCE IT ACCRUES PURSUANT
TO PARAGRAPH 2C. BELOW. THE PERFORMANCE FEE IS COMPUTED AS FOLLOWS:
A. THE PERFORMANCE FEE WILL BE CREATED BY APPLYING A PERFORMANCE
ADJUSTMENT RATE ("PERFORMANCE ADJUSTMENT RATE") TO THE AVERAGE DAILY NET ASSETS
OF THE FUND OVER THE PERFORMANCE PERIOD ("PERFORMANCE PERIOD"). ONE-TWELFTH OF
THE ANNUAL PERFORMANCE ADJUSTMENT RATE WILL BE APPLIED TO THE AVERAGE OF THE
DAILY NET ASSETS OF THE FUND (COMPUTED IN THE MANNER SET FORTH IN THE
DECLARATION OF TRUST OR BYLAWS OF THE FUND) UNDER THE MANAGEMENT OF THE
SUBADVISOR THROUGHOUT THE PERFORMANCE PERIOD DETERMINED AS OF THE CLOSE OF
BUSINESS ON EACH BUSINESS DAY. THE RESULTING DOLLAR AMOUNT WILL BE THE
PERFORMANCE FEE ADDED TO OR DEDUCTED FROM THE BASE FEE.
B. THE PERFORMANCE ADJUSTMENT RATE WILL BE COMPUTED AS FOLLOWS:
(I) 0.05% OF THE FUND'S AVERAGE DAILY NET ASSETS DURING THE PERFORMANCE
PERIOD UNDER THE MANAGEMENT OF THE SUBADVISOR ("AVERAGE DAILY NET ASSETS") IF
THE AVERAGE NET ASSETS INVESTMENT PERFORMANCE DURING THE PERFORMANCE PERIOD
("INVESTMENT PERFORMANCE") WAS BETTER OR WORSE THAN THE INVESTMENT RECORD OF THE
INDEX DURING THE PERFORMANCE PERIOD ("INVESTMENT RECORD") BY 6.0% OR MORE, BUT
LESS THAN 12.0%;
(II) 0.10% OF THE AVERAGE DAILY NET ASSETS IF THE INVESTMENT
PERFORMANCE WAS BETTER OR WORSE THAN THE INVESTMENT RECORD BY 12.0% OR MORE, BUT
LESS THAN 18.0%; AND
(III) 0.15% OF THE AVERAGE DAILY NET ASSETS IF THE INVESTMENT
PERFORMANCE WAS BETTER OR WORSE THAN THE INVESTMENT RECORD BY 18.0% OR MORE.
C. THE PERFORMANCE PERIOD WILL COMMENCE ON JANUARY 1, 1996 ("BEGINNING
DATE"). AT THE END OF THE TWELFTH MONTH FOLLOWING THE BEGINNING DATE, A
PERFORMANCE FEE WILL BE PAID, TO THE EXTENT WARRANTED UNDER THE TERMS OF THIS
SCHEDULE, BASED ON THE INVESTMENT PERFORMANCE OF THE FUND DURING THE PRECEDING
TWELVE MONTHS. FOLLOWING THE TWELFTH MONTH, A NEW MONTH WILL BE ADDED TO THE
PERFORMANCE PERIOD AND THE MONTHLY PAYMENT WILL BE BASED ON AN INCREASING
<PAGE>
2
DB:Documents:AGREEMENTS:Sub-Agree for NCM and CSIF Managed Growth
NUMBER OF MONTHS UNTIL THE PERFORMANCE PERIOD EQUALS 36 MONTHS.
THEREAFTER, THE PERFORMANCE PERIOD WILL CONSIST OF THE PREVIOUS 36 MONTHS, AND
EACH MONTHLY PAYMENT WILL BE BASED ON THE INVESTMENT RECORD FOR THAT 36-MONTH
PERFORMANCE PERIOD.
D. THE COMPUTATION OF THE INVESTMENT PERFORMANCE AND THE INVESTMENT
RECORD WILL BE MADE IN ACCORDANCE WITH RULE 205-1 UNDER THE INVESTMENT ADVISORS
ACT OF 1940 OR ANY OTHER APPLICABLE RULE OR EXEMPTION AS, FROM TIME TO TIME, MAY
BE ADOPTED, AMENDED OR GRANTED BY THE SECURITIES AND EXCHANGE COMMISSION.
E. PAYMENT (OR SUBTRACTION) OF A PERFORMANCE FEE IS CONDITIONED ON: (1)
THE PERFORMANCE OF THE FUND AS A WHOLE HAVING EXCEEDED (OR TRAILED) THE LIPPER
BALANCED FUND INDEX ("FUND INDEX") DURING THE PERFORMANCE PERIOD; AND (2) TO THE
EXTENT PAYMENT OF A POSITIVE PERFORMANCE FEE IS DUE, SUCH PAYMENT NOT CAUSING
THE FUND'S PERFORMANCE TO FALL BELOW THE FUND INDEX.
F. TO THE EXTENT THAT MORE THAN ONE SUBADVISOR IS DUE A PERFORMANCE
FEE, THE AMOUNT OF PERFORMANCE FEE PAID WILL BE REDUCED PRO RATA AMONG SUCH
SUBADVISORS TO THE EXTENT SUCH PAYMENT WILL CAUSE THE FUND'S PERFORMANCE TO FALL
BELOW THE FUND INDEX.
G. THE PERFORMANCE FEE WILL BE BASED ON CLASS A SHARES ONLY.
3. FEE WAIVER. THE SUBADVISORS AGREES TO WAIVE ITS SUBADVISORY FEES TO THE
SAME EXTENT, CALCULATED AS A PERCENTAGE, AS THE ADVISOR AND ALL OTHER
SUBADVISORS WAIVE THEIR ADVISORY FEE AND SUBADVISOR FEES DUE TO STATE EXPENSE
LIMITATIONS OR AS MAY BE OTHERWISE REQUIRED BY LAW.
4
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.
DEFERRED COMPENSATION AGREEMENT
AGREEMENT ENTERED INTO THIS _____ DAY OF ______________, 19___, BETWEEN CALVERT
VARIABLE SERIES, INC., FIRST VARIABLE RATE FUND FOR GOVERNMENT INCOME, CALVERT
TAX-FREE RESERVES, THE CALVERT FUND, CALVERT CASH RESERVES, CALVERT SOCIAL
INVESTMENT FUND, CALVERT MUNICIPAL FUND, INC., CALVERT NEW WORLD FUND, INC.,
AND/OR CALVERT WORLD VALUES FUND, INC.(HEREINAFTER REFERRED TO AS THE FUND OR
FUNDS), AND ______________ (DIRECTOR OR TRUSTEE, HEREINAFTER REFERRED TO AS THE
TRUSTEE).
WHEREAS, THE TRUSTEE WILL BE RENDERING VALUABLE SERVICES TO THE FUND OR FUNDS AS
A MEMBER OF THE BOARD OF TRUSTEES, AND THE FUND OR FUNDS IS WILLING TO
ACCOMMODATE THE TRUSTEE'S DESIRE TO BE COMPENSATED FOR SUCH SERVICES ON A
DEFERRED BASIS;
NOW, THEREFORE, THE PARTIES HERETO AGREE AS FOLLOWS:
1. WITH RESPECT TO SERVICES PERFORMED BY THE TRUSTEE FOR THE FUND OR FUNDS
ON AND AFTER THE FIRST DAY OF , 19___, THE TRUSTEE SHALL DEFER % OF THE
AMOUNTS OTHERWISE PAYABLE TO THE TRUSTEE FOR SERVING AS A TRUSTEE. THE DEFERRED
COMPENSATION SHALL BE CREDITED TO A BOOK RESERVE MAINTAINED BY THE FUND OR FUNDS
IN THE TRUSTEE'S NAME TOGETHER WITH CREDITED AMOUNTS IN THE NATURE OF EARNINGS
("ACCOUNT(S)"). THE ACCOUNT MAINTAINED FOR THE TRUSTEE SHALL BE PAID TO THE
TRUSTEE ON A DEFERRED BASIS IN ACCORDANCE WITH THE TERMS OF THIS AGREEMENT.
2. THE FUND OR FUNDS SHALL CREDIT THE TRUSTEE'S ACCOUNT AS OF THE DAY SUCH
AMOUNT WOULD HAVE BEEN PAID TO THE TRUSTEE IF THIS AGREEMENT WERE NOT IN EFFECT.
SUCH ACCOUNTS SHALL BE VALUED AT FAIR MARKET VALUE AS OF THE LAST DAY OF THE
CALENDAR YEAR AND SUCH OTHER DATES AS ARE NECESSARY FOR THE PROPER
ADMINISTRATION OF THIS AGREEMENT, AND EACH TRUSTEE SHALL RECEIVE A WRITTEN
ACCOUNTING OF HIS ACCOUNT BALANCE(S) FOLLOWING SUCH VALUATION.
A TRUSTEE MAY REQUEST THAT HIS/HER DEFERRED COMPENSATION BE ALLOCATED AMONG
THE AVAILABLE FUNDS OR PLACED IN A MONEY MARKET DEPOSIT ACCOUNT. THE INITIAL
ALLOCATION REQUEST MAY BE MADE AT THE TIME OF ENROLLMENT. ONCE MADE, AN
INVESTMENT ALLOCATION REQUEST SHALL REMAIN IN EFFECT FOR ALL SUBSEQUENT DEFERRED
COMPENSATION UNTIL CHANGED BY THE TRUSTEE. A TRUSTEE MAY CHANGE HIS/HER
INVESTMENT ALLOCATION BY SUBMITTING A WRITTEN REQUEST TO THE ADMINISTRATOR ON
SUCH FORM AS MAY BE REQUIRED BY THE ADMINISTRATOR OR BY TELEPHONING THE
ADMINISTRATOR (OR HIS/HER DELEGATE). SUCH CHANGES SHALL BECOME EFFECTIVE AS SOON
AS ADMINISTRATIVELY FEASIBLE AFTER THE ADMINISTRATOR RECEIVES SUCH REQUEST.
ALTHOUGH THE FUND INTENDS TO INVEST THE DEFERRED COMPENSATION ACCORDING TO THE
TRUSTEE'S REQUESTS, IT RESERVES THE RIGHT TO INVEST THE DEFERRED COMPENSATION
WITHOUT REGARD TO SUCH REQUESTS. THE ADMINISTRATOR IS THE CALVERT GROUP, LTD.
CONTROLLER.
3. AS OF JANUARY 31 OF THE CALENDAR YEAR FOLLOWING THE CALENDAR YEAR THE
TRUSTEE DIES, RETIRES, RESIGNS OR OTHERWISE CEASES TO BE A MEMBER OF THE BOARD
OF TRUSTEES OF THE FUND OR FUNDS; THE FUND OR FUNDS SHALL: (CHECK ONE)
( ) PAY THE TRUSTEE (OR HIS OR HER BENEFICIARY) A LUMP SUM AMOUNT
EQUAL TO THE BALANCE IN THE TRUSTEE'S ACCOUNT ON THAT DATE OR
( ) COMMENCE MAKING ANNUAL PAYMENTS TO THE TRUSTEE (OR HIS OR HER
BENEFICIARY) FOR A PERIOD OF ____ (2 THROUGH 15) YEARS.
IF THE SECOND BOX IS SELECTED, SUCH PAYMENTS SHALL BE MADE ON JANUARY 31ST
OF EACH YEAR IN APPROXIMATELY EQUAL ANNUAL INSTALLMENTS AS ADJUSTED AND COMPUTED
BY THE FUND OR FUNDS, WITH THE FINAL PAYMENT EQUALING THE THEN REMAINING BALANCE
IN THE TRUSTEE'S ACCOUNT. IF THE BALANCE IN THE TRUSTEE'S ACCOUNT AS OF THE DATE
OF THE FIRST SCHEDULED PAYMENT IS LESS THAN $2,000, THE FUND OR FUNDS SHALL
INSTEAD PAY SUCH AMOUNT IN A LUMP SUM AS OF THAT DATE. THE TRUSTEE MAY NOT
SELECT A PERIOD OF TIME, WHICH WILL CAUSE AN ANNUAL PAYMENT TO BE LESS THAN
$1,000. NOTWITHSTANDING THE FOREGOING, IN THE EVENT THAT THE TRUSTEE CEASES TO
BE A TRUSTEE OF THE FUND OR FUNDS AND BECOMES A PROPRIETOR, OFFICER, PARTNER,
EMPLOYEE, OR OTHERWISE BECOMES AFFILIATED WITH ANY BUSINESS OR ENTITY THAT IS IN
COMPETITION WITH THE FUND OR FUNDS, OR BECOMES EMPLOYED BY ANY GOVERNMENTAL
AGENCY HAVING JURISDICTION OVER THE AFFAIRS OF THE FUND OR FUNDS, THE FUND OR
FUNDS RESERVES THE RIGHT AT THE SOLE DISCRETION OF THE BOARD OF TRUSTEES TO MAKE
AN IMMEDIATE LUMP SUM PAYMENT TO THE TRUSTEE IN AN AMOUNT EQUAL TO THE BALANCE
IN THE TRUSTEE'S ACCOUNT AT THAT TIME.
NOTWITHSTANDING THE PRECEDING PARAGRAPH, THE FUND OR FUNDS MAY AT ANY TIME
MAKE A LUMP SUM PAYMENT TO THE TRUSTEE (OR SURVIVING BENEFICIARY) EQUAL TO A
PART OR ALL OF THE BALANCE IN THE TRUSTEE'S ACCOUNT UPON A SHOWING OF A
FINANCIAL EMERGENCY CAUSED BY CIRCUMSTANCES BEYOND THE CONTROL OF THE TRUSTEE
(OR SURVIVING BENEFICIARY) WHICH WOULD RESULT IN SERIOUS FINANCIAL HARDSHIP IF
SUCH PAYMENTS WERE NOT MADE. THE DETERMINATION OF WHETHER SUCH EMERGENCY EXISTS
SHALL BE MADE AT THE SOLE DISCRETION OF THE BOARD OF TRUSTEES OF THE FUND OR
FUNDS. THE AMOUNT OF THE PAYMENT SHALL BE LIMITED TO THE AMOUNT NECESSARY TO
MEET THE FINANCIAL EMERGENCY, AND ANY REMAINING BALANCE IN THE TRUSTEE'S ACCOUNT
SHALL THEREAFTER BE PAID AT THE TIME AND IN THE MANNER OTHERWISE SET FORTH IN
THIS SECTION.
4. IN THE EVENT THAT THE TRUSTEE DIES BEFORE PAYMENTS HAVE COMMENCED OR BEEN
COMPLETED UNDER SECTION 3 HEREOF, THE FUND OR FUNDS SHALL MAKE PAYMENT IN
ACCORDANCE WITH SECTION 3 TO THE TRUSTEE'S DESIGNATED BENEFICIARY, WHO SHALL BE:
IN THE EVENT THAT BOTH THE TRUSTEE AND THE DESIGNATED BENEFICIARY HAVE DIED
BEFORE THE COMMENCEMENT OR COMPLETION OF PAYMENTS UNDER SECTION 3, AN AMOUNT
EQUAL TO THE THEN REMAINING BALANCE IN THE TRUSTEE'S ACCOUNT (OR THE PORTION
THEREOF THAT WOULD HAVE BEEN PAYABLE TO THE BENEFICIARY) SHALL BE PAID IN A LUMP
SUM. SUCH PAYMENT SHALL BE MADE TO THE ESTATE OF THE TRUSTEE UNLESS PAYMENTS TO
THE BENEFICIARY HAVE ALREADY COMMENCED, IN WHICH CASE THE LUMP SUM PAYMENT SHALL
BE MADE TO THE ESTATE OF THE BENEFICIARY.
5. THE AGREEMENT SHALL REMAIN IN EFFECT WITH RESPECT TO THE TRUSTEE'S
COMPENSATION FOR SERVICES PERFORMED AS A TRUSTEE OF THE FUND OR FUNDS IN ALL
FUTURE YEARS UNLESS TERMINATED ON A PROSPECTIVE BASIS IN ACCORDANCE WITH THIS
SECTION. EITHER THE TRUSTEE OR THE FUND OR FUNDS MAY TERMINATE THIS AGREEMENT BY
WRITTEN NOTICE DELIVERED OR MAILED TO THE OTHER PARTY NO LATER THAN DECEMBER 31
OF THE CALENDAR YEAR PRECEDING THE CALENDAR YEAR IN WHICH SUCH TERMINATION IS TO
TAKE EFFECT. IN ADDITION, THE TRUSTEE MAY ALTER THE AMOUNT OF DEFERRAL FOR ANY
FUTURE CALENDAR YEAR IF THE TRUSTEE AND THE FUND OR FUNDS ENTER INTO AN
AMENDMENT ON OR BEFORE DECEMBER 31ST OF THE CALENDAR YEAR PRECEDING THE CALENDAR
YEAR FOR WHICH THE AMENDMENT IS TO TAKE EFFECT. THE AMENDMENT WILL BE DEEMED TO
SUPERSEDE THE AMOUNT OF DEFERRAL FOR ALL FUTURE YEARS UNLESS OTHERWISE AMENDED
OR TERMINATED. ANY TERMINATION OR NEW AMENDMENT SHALL RELATE SOLELY TO
COMPENSATION FOR SERVICES PERFORMED AFTER THE TERMINATION OR AMENDMENT BECOMES
EFFECTIVE AND SHALL NOT ALTER THE TERMS OF THE AGREEMENT WITH RESPECT TO THE
DEFERRED PAYMENT OF COMPENSATION FOR SERVICES PERFORMED DURING ANY CALENDAR YEAR
IN WHICH THIS AGREEMENT WAS IN EFFECT. NOTWITHSTANDING THE FOREGOING, THE
TRUSTEE MAY AT ANY TIME AMEND THE BENEFICIARY DESIGNATION HEREUNDER BY WRITTEN
NOTICE TO THE FUND OR FUNDS.
6. NOTHING CONTAINED IN THIS AGREEMENT AND NO ACTION TAKEN PURSUANT TO THE
PROVISIONS OF THIS AGREEMENT SHALL CREATE OR BE CONSTRUED TO CREATE A TRUST OF
ANY KIND, OR A FIDUCIARY RELATIONSHIP BETWEEN THE FUND OR FUNDS AND THE TRUSTEE,
ANY DESIGNATED BENEFICIARY OR ANY OTHER PERSON. ANY COMPENSATION DEFERRED UNDER
THE PROVISIONS OF THIS AGREEMENT SHALL CONTINUE FOR ALL PURPOSES TO BE A PART OF
THE GENERAL FUNDS OF THE FUND OR FUNDS. TO THE EXTENT THAT ANY PERSON ACQUIRES A
RIGHT TO RECEIVE PAYMENTS FROM THE FUND OR FUNDS UNDER THIS AGREEMENT, SUCH
RIGHT SHALL BE NO GREATER THAN THE RIGHT OF ANY UNSECURED GENERAL CREDITOR OF
THE FUND OR FUNDS.
7. THE RIGHT OF THE TRUSTEE OR ANY OTHER PERSON TO RECEIVE PAYMENTS UNDER
THIS AGREEMENT SHALL NOT BE ASSIGNED, TRANSFERRED, PLEDGED OR ENCUMBERED EXCEPT
BY WILL OR BY THE LAWS OF DESCENT AND DISTRIBUTION.
8. IF THE FUND OR FUNDS SHALL FIND THAT ANY PERSON TO WHOM ANY PAYMENT IS
PAYABLE UNDER THIS AGREEMENT IS UNABLE TO CARE FOR HIS OR HER AFFAIRS BECAUSE OF
ILLNESS OR ACCIDENT, OR IS A MINOR, ANY PAYMENT DUE (UNLESS A PRIOR CLAIM
THEREFOR SHALL HAVE BEEN MADE BY A DULY APPOINTED GUARDIAN, COMMITTEE OR OTHER
LEGAL REPRESENTATIVE) MAY BE PAID TO THE SPOUSE, A PARENT, OR A BROTHER OR
SISTER, OR TO ANY PERSON DEEMED BY THE FUND OR FUNDS TO HAVE INCURRED EXPENSE
FOR THE PERSON WHO IS OTHERWISE ENTITLED TO PAYMENT, IN SUCH MANNER AND
PROPORTIONS AS THE FUND OR FUNDS MAY DETERMINE. ANY SUCH PAYMENT SHALL SERVE TO
DISCHARGE THE LIABILITY OF THE FUND OR FUNDS UNDER THIS AGREEMENT TO MAKE
PAYMENT TO THE PERSON WHO IS OTHERWISE ENTITLED TO PAYMENT.
9. ANY WRITTEN NOTICE TO THE FUND OR FUNDS REFERRED TO IN THIS AGREEMENT
SHALL BE MADE BY MAILING OR DELIVERING SUCH NOTICE TO THE FUND OR FUNDS AT 4550
MONTGOMERY AVENUE, BETHESDA, MD 20814, TO THE ATTENTION OF THE CONTROLLER,
CALVERT GROUP, LTD. ANY WRITTEN NOTICE TO THE TRUSTEE REFERRED TO IN THIS
AGREEMENT SHALL BE MADE BY DELIVERY TO THE TRUSTEE IN PERSON OR BY MAILING SUCH
NOTICE TO THE TRUSTEE AT HIS OR HER PLACE OF RESIDENCE OR BUSINESS ADDRESS.
10. TO THE EXTENT REQUIRED BY LAW, THE FUND OR FUNDS SHALL WITHHOLD FEDERAL
OR STATE INCOME TAXES FROM ANY PAYMENTS HEREUNDER AND SHALL FURNISH THE TRUSTEE
(OR BENEFICIARY) AND THE APPLICABLE GOVERNMENTAL AGENCY OR AGENCIES WITH SUCH
REPORTS, STATEMENTS OR INFORMATION AS MAY BE REQUIRED IN CONNECTION WITH SUCH
PAYMENTS.
11. THIS AGREEMENT SHALL BE BINDING UPON AND INURE TO THE BENEFIT OF THE
FUND OR FUNDS AND ITS SUCCESSORS AND ASSIGNS AND THE TRUSTEE AND HIS OR HER
HEIRS, EXECUTORS, ADMINISTRATORS AND LEGAL REPRESENTATIVE.
12. THIS AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE
LAWS OF MARYLAND.
<PAGE>
IN WITNESS WHEREOF, THE PARTIES HAVE CAUSED THIS AGREEMENT TO BE EXECUTED AS OF
THE DATE FIRST ABOVE WRITTEN.
CALVERT VARIABLE SERIES, INC.
FIRST VARIABLE RATE FUND FOR GOVERNMENT INCOME
CALVERT TAX-FREE RESERVES
THE CALVERT FUND
CALVERT CASH RESERVES
CALVERT SOCIAL INVESTMENT FUND
CALVERT MUNICIPAL FUND, INC.
CALVERT WORLD VALUES FUND, INC.
CALVERT NEW WORLD FUND, INC.
BY
(PRINT NAME OF TRUSTEE)
(SIGNATURE OF TRUSTEE)
DATE
ACKNOWLEDGMENT:
BY RONALD M. WOLFSHEIMER
(PRINT NAME OF OFFICER)
TREASURER
(TITLE)
(SIGNATURE OF OFFICER)
DATE
<PAGE>
C:\temp\DCAGMT2.DOC
APPLICATION FOR CALVERT GROUP
TRUSTEE DEFERRED COMPENSATION PLAN
1. INSTRUCTIONS
PLEASE COMPLETE SECTIONS 2 THROUGH 4 BELOW. THIS APPLICATION SHOULD BE
SIGNED BY THE TRUSTEE AND RETURNED TO THE ADMINISTRATOR.
2. TRUSTEE INFORMATION (PLEASE PRINT)
NAME OF FUND:
NAME OF TRUSTEE:
ADDRESS OF FUND: 4550 MONTGOMERY AVE., STE. 1000N
BETHESDA, MD 20814
3. INVESTMENT OF CONTRIBUTIONS
CONTRIBUTIONS TO THE CALVERT GROUP TRUSTEE'S DEFERRED COMPENSATION PLAN
SHALL BE INVESTED IN THE CALVERT GROUP FUNDS:
CALVERT FIRST GOVERNMENT MONEY MARKET FUND %
CSIF MANAGED INDEX PORTFOLIO _________%
CSIF MONEY MARKET PORTFOLIO %
CSIF BALANCED PORTFOLIO %
CSIF BOND PORTFOLIO %
CSIF EQUITY PORTFOLIO %
CALVERT INCOME FUND %
CALVERT NEW VISION SMALL CAP FUND %
CALVERT INTERNATIONAL EQUITY PORTFOLIO %
CALVERT CAPITAL ACCUMULATION FUND %
CALVERT NEW AFRICA FUND %
TOTAL %
4. PURSUANT TO SECTION 3, I CHOOSE TO HAVE MY ANNUAL PAYMENTS BE MADE FOR:
A ____ LUMP SUM OR
B ____ YEARS (NO LESS THAN 2 NOR GREATER THAN 15).
5. ACCEPTANCE
TRUSTEE ACCEPTANCE: I HEREBY AGREE TO THE TERMS AND CONDITIONS OF THE
CALVERT GROUP TRUSTEE DEFERRED COMPENSATION PLAN. I HAVE READ THE PROSPECTUS(ES)
OF THE CHOSEN FUND(S).
NAME DATE
FOR OFFICE USE ONLY
FUND NUMBER(S): ACCOUNT NUMBER:
Calvert Social Investment Fund
Administrative Services Agreement
March 1, 1999
Page 3 of 5
ADMINISTRATIVE SERVICES AGREEMENT
CALVERT SOCIAL INVESTMENT FUND
ADMINISTRATIVE SERVICES AGREEMENT, MADE THIS 1ST DAY OF MARCH, 1999, BY AND
BETWEEN CALVERT ADMINISTRATIVE SERVICES COMPANY, A DELAWARE CORPORATION
("CASC"), AND CALVERT SOCIAL INVESTMENT FUND, ORGANIZED AS A MASSACHUSETTS
BUSINESS TRUST (THE "FUND"), EACH HAVING ITS PRINCIPAL PLACE OF BUSINESS AT 4550
MONTGOMERY AVENUE, BETHESDA, MARYLAND.
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 THE FUND
WITH CERTAIN ADMINISTRATIVE SERVICES THAT MAY BE REQUIRED IN THE CONDUCT OF
BUSINESS. SUCH SERVICES INCLUDE, BUT ARE NOT LIMITED TO, MAINTAINING THE FUND'S
ORGANIZATIONAL EXISTENCE, PREPARING THE FUND'S PROSPECTUS(ES), PREPARING
NOTICES, PROXY MATERIALS, REPORTS TO REGULATORY BODIES AND REPORTS TO
SHAREHOLDERS OF THE FUND, AND SUCH OTHER INCIDENTAL ADMINISTRATIVE SERVICES AS
ARE NECESSARY TO THE CONDUCT OF THE FUND'S AFFAIRS. CASC SHALL OVERSEE THE
DETERMINATION OF THE DAILY NET ASSET VALUE OF SHARES, THE AMOUNT OF DAILY
DIVIDENDS OF NET INVESTMENT INCOME PER SHARE, AND THE MAINTENANCE OF THE
PORTFOLIO AND GENERAL ACCOUNTING RECORDS OF THE FUND THROUGH ITS CHOSEN
ACCOUNTING AGENT. THE FUND HEREBY ENGAGES CASC TO PROVIDE IT WITH SUCH SERVICES,
OR TO CAUSE SUCH SERVICES TO BE PROVIDED TO THE FUND BY THIRD PARTIES.
2. SCOPE OF AUTHORITY. CASC IS 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 ITS DECLARATION OF
TRUST AND BYLAWS, EXCEPT THAT IT HAS 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 UNDER THIS AGREEMENT, CASC IS
AUTHORIZED TO TAKE ANY ACTION IT DEEMS ADVISABLE. CASC MAY CONTRACT WITH OTHER
PERSONS TO PROVIDE TO THE FUND ANY OF THE SERVICES CONTEMPLATED UNDER THE
AGREEMENT UNDER SUCH TERMS AS CASC DEEMS REASONABLE, AND CASC HAS THE AUTHORITY
TO DIRECT THE ACTIVITIES OF THOSE OTHER PERSONS IN THE MANNER CASC DEEMS
APPROPRIATE.
3. OTHER ACTIVITIES OF CASC. CASC AND ANY OF ITS AFFILIATES MAY RENDER
TO OTHER PERSONS SERVICES SIMILAR TO THOSE IT PROVIDES TO THE FUND UNDER THIS
AGREEMENT. CASC OR ANY INTERESTED PERSON OF CASC MAY INVEST IN THE FUND AS A
SHAREHOLDER, BECOME AN OFFICER OR TRUSTEE OF THE FUND IF PROPERLY ELECTED, OR
ENTER INTO ANY OTHER RELATIONSHIP WITH THE FUND APPROVED BY THE TRUSTEES, IF
NECESSARY, AND IN ACCORDANCE WITH LAW.
4. RECORDKEEPING AND OTHER INFORMATION. CASC WILL, COMMENCING NO LATER
THAN THE EFFECTIVE DATE OF THIS AGREEMENT, OR THE COMMENCEMENT DATE OF ANY
SUBSEQUENTLY-CONSTITUTED SERIES OR CLASSES, CREATE AND MAINTAIN ALL NECESSARY
ADMINISTRATIVE RECORDS OF THE RELEVANT SERIES OR CLASS 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 (THE "1940 ACT")
AND THE RULES UNDER THAT SECTION. ALL RECORDS ARE THE PROPERTY OF THE FUND AND
ARE 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 UNITED
STATES SECURITIES AND EXCHANGE COMMISSION ("SEC"), THE FUND OR ANY PERSON
RETAINED BY THE FUND IF THAT PERSON'S FUNCTION NECESSITATES ACCESS TO SUCH
RECORDS AND DATA.
6. COMPENSATION TO CASC. THE FUND WILL COMPENSATE CASC ON A MONTHLY
BASIS FOR THE SERVICES PERFORMED UNDER THIS AGREEMENT. THE RATE OF COMPENSATION,
BASED ON AVERAGE NET ASSETS, IS SHOWN IN SCHEDULE A. CASC WILL NOT BE
RESPONSIBLE FOR ANY COSTS OR EXPENSES OF THE FUND OTHER THAN THOSE SPECIFICALLY
ASSUMED IN PARAGRAPH 1. EXPENSES INCURRED BY CASC AND NOT INCLUDED IN THE
SERVICE FEE WILL BE REIMBURSED TO CASC BY THE FUND, AS APPROPRIATE. SUCH
EXPENSES MAY INCLUDE EXPENSES INCIDENTAL TO MEETINGS OF SHAREHOLDERS, TAXES AND
CORPORATE FEES LEVIED AGAINST THE FUND OR ITS SERIES, EXPENSES OF PRINTING STOCK
CERTIFICATES REPRESENTING SHARES OF THE SERIES, EXPENSES OF PRINTING, MAILING
NOTICES, PROXY MATERIAL, REPORTS TO REGULATORY BODIES AND REPORTS TO
SHAREHOLDERS OF THE FUND, EXPENSES OF TYPESETTING PROSPECTUSES AND PRINTING AND
MAILING PROSPECTUSES TO SHAREHOLDERS, AND DATA PROCESSING EXPENSES INCIDENTAL TO
MAINTENANCE OF BOOKS AND RECORDS. SUCH CHARGES ARE PAYABLE IN FULL UPON RECEIPT
OF A BILLING INVOICE. IN LIEU OF REIMBURSING CASC FOR EXPENSES INCURRED AND NOT
INCLUDED IN THE SERVICE FEE, THE FUND MAY, IN ITS DISCRETION, DIRECTLY PAY ANY
EXPENSES.
7. USE OF NAMES. THE FUND MAY NOT USE THE NAME OF CASC IN ANY
PROSPECTUS, SALES LITERATURE OR OTHER MATERIAL RELATING TO THE FUND OR ITS
SERIES OR CLASSES IN ANY MANNER WITHOUT PRIOR APPROVAL BY CASC, SUCH APPROVAL
NOT TO BE UNREASONABLY WITHHELD; PROVIDED, HOWEVER, THAT CASC HEREBY APPROVES
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. CASC MAY NOT USE
THE NAME OF THE FUND OR ITS SERIES OR CLASSES IN ANY MATERIAL RELATING TO CASC
IN ANY MANNER WITHOUT PRIOR APPROVAL BY THE FUND, SUCH APPROVAL NOT TO BE
UNREASONABLY WITHHELD; PROVIDED, HOWEVER, THAT THE FUND HEREBY APPROVES ALL USES
OF ITS NAME OR THE NAMES OF ITS SERIES OR CLASSES THAT MERELY REFER IN ACCURATE
TERMS TO THE APPOINTMENT OF CASC OR THAT ARE REQUIRED BY THE SEC.
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 INFORMATION FROM LOSS OR DAMAGE ATTRIBUTABLE TO
FIRE, THEFT OR ANY OTHER CAUSE (INCLUDING PROVISIONS FOR TWENTY-FOUR HOUR
RESTRICTED ACCESS) WITH RESPECT TO 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 CASC WILL IMPLEMENT THESE PROCEDURES AND SYSTEM IN A
MANNER CALCULATED TO ENSURE THE PERFORMANCE OF CASC'S 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 SERIES OR CLASSES AS A PARTY) OTHER THAN THE FUND NOT RESULTING FROM CASC'S
NEGLIGENCE, OR CAUSED BY ERRORS OF JUDGMENT 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 ON THE FUND'S LIABILITY. CASC
AGREES THAT THE FUND'S OBLIGATIONS IN ANY CASE EXTEND ONLY TO ITS SERIES AND
CLASSES AND THEIR ASSETS, AND THAT CASC WILL NOT SEEK SATISFACTION OF ANY
OBLIGATION FROM THE SHAREHOLDERS OR ANY TRUSTEE, OFFICER, EMPLOYEE OR AGENT OF
THE FUND.
11. FORCE MAJEURE. CASC WILL NOT BE LIABLE FOR DELAYS OR ERRORS CAUSED
BY CIRCUMSTANCES BEYOND CASC'S 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 IN THE EVENT INTERRUPTIONS OCCUR.
12. AMENDMENTS. CASC AND THE FUND WILL CONSULT 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 SERIES THAT WOULD REQUIRE A CHANGE IN CASC'S
OBLIGATIONS UNDER THIS AGREEMENT 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 DECEMBER 31, 1999, AND FOR ONE-YEAR TERMS THEREAFTER OR AS THE
PARTIES MAY MUTUALLY AGREE. THIS AGREEMENT MAY BE TERMINATED FOR CAUSE EITHER BY
THE FUND OR CASC, BUT ONLY AFTER A REASONABLE OPPORTUNITY TO CURE HAS BEEN
PROVIDED TO THE PARTY ACCUSED OF NOT PERFORMING ACCORDING TO THE TERMS OF THIS
AGREEMENT. WHAT CONSTITUTES A REASONABLE AMOUNT OF TIME TO CURE ANY DEFICIENCY
WILL BE DETERMINED BY THE PARTIES IN THE CONTEXT OF ACTION THAT NEEDS TO BE
TAKEN IN ORDER TO CURE THE DEFICIENCY, BUT IN NO EVENT WILL THE PARTY HAVE LESS
THAN 90 DAYS TO ATTEMPT TO CURE THE DEFICIENCY. IN THE EVENT THAT THE CAUSE
REMAINS UNREMEDIED, THE PARTIES HAVE THE OPTION TO TERMINATE THE CONTRACT PRIOR
TO ITS EXPIRATION DATE. ANY SUCH TERMINATION WILL NOT AFFECT THE RIGHTS AND
OBLIGATIONS OF THE PARTIES UNDER PARAGRAPHS 9 AND 10 OF THIS AGREEMENT. IN THE
EVENT 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 DO NOT 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 INDICATED ABOVE.
CALVERT ADMINISTRATIVE SERVICES COMPANY, INC.
BY
TITLE
CALVERT SOCIAL INVESTMENT FUND
BY
TITLE
<PAGE>
ADMINISTRATIVE SERVICES AGREEMENT
SCHEDULE A
LISTED BELOW ARE THE SERIES AND CLASSES OF CALVERT SOCIAL INVESTMENT FUND
THAT ARE ENTITLED TO RECEIVE ADMINISTRATIVE SERVICES FROM CALVERT ADMINISTRATIVE
SERVICES COMPANY, INC. ("CASC") UNDER THE ADMINISTRATIVE SERVICES AGREEMENT
DATED MARCH 1, 1999, AND WHICH WILL PAY ANNUAL FEES TO CASC PURSUANT TO THE
AGREEMENT.
CSIF BALANCED
CLASS A 0.275%
CLASS B 0.275%
CLASS C 0.275%
CLASS I 0.125%
CSIF BOND
CLASS A 0.30%
CLASS B 0.30%
CLASS C 0.30%
CLASS I 0.10%
CSIF EQUITY
CLASS A 0.20%
CLASS B 0.20%
CLASS C 0.20%
CLASS I 0.10%
CSIF MANAGED INDEX
CLASS A 0.15%
CLASS B 0.15%
CLASS C 0.15%
CLASS I 0.10%
CSIF MONEY MARKET
CLASS O 0.20%
FOR ITS SERVICES UNDER THIS ADMINISTRATIVE SERVICES AGREEMENT, CASC IS
ENTITLED TO RECEIVE THE FEE INDICATED ABOVE BASED ON AVERAGE NET ASSETS. THE
LIABILITY TO PAY FOR SERVICES UNDER THE AGREEMENT ARISES AT THE TIME A SERIES OR
CLASS COMMENCES OPERATIONS, ABSENT WAIVERS.
EXHIBIT 10
JANUARY 26, 2000
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. 30 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.
THEREFORE, I CONSENT TO FILING THIS OPINION OF COUNSEL WITH THE
SECURITIES AND EXCHANGE COMMISSION AS AN EXHIBIT TO THE TRUST'S POST-EFFECTIVE
AMENDMENT NO. 30 TO ITS REGISTRATION STATEMENT.
SINCERELY,
/S/SUSAN WALKER BENDER
ASSOCIATE GENERAL COUNSEL
E:\AGREEMENTS\12B1_PLANS_AND_SCHED\New BC Plan.doc
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 OF 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
E/12B-1/CLASS A/CSIF PLAN AND SCHED
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.
E/12B-1/CLASS A/CSIF PLAN AND SCHED.
<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>
-8-
(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 NEW WORLD 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 0.75 0.25
RESTATED FEB. 1998
E:\AGREEMENTS\MULTI FUND AGMTS\NEW BC PLAN.DOC
CONSENT OF INDEPENDENT ACCOUNTANTS
WE CONSENT TO THE INCORPORATION BY REFERENCE IN POST EFFECTIVE
AMENDMENT NO. 30 TO THE REGISTRATION STATEMENT OF CALVERT SOCIAL INVESTMENT FUND
(COMPRISED OF THE MONEY MARKET, BALANCED, BOND, EQUITY, AND MANAGED INDEX
PORTFOLIOS) ON FORM N -IA (FILE NUMBER 2-75106 AND 811-3334) OF OUR REPORT DATED
NOVEMBER 10,1999, ON OUR AUDIT OF THE FINANCIAL STATEMENTS AND FINANCIAL
HIGHLIGHTS OF
THE PORTFOLIOS, WHICH REPORT IS INCLUDED IN THE ANNUAL REPORT TO SHAREHOLDERS
FOR THE YEAR
ENDED SEPTEMBER 30, 1999, WHICH IS INCORPORATED BY REFERENCE IN THE REGISTRATION
STATEMENT. WE ALSO CONSENT TO THE REFERENCE OF OUR FIRM UNDER THE CAPTION
"FINANCIAL
HIGHLIGHTS" IN THE PROSPECTUS AND "INDEPENDENT ACCOUNTANTS" IN THE STATEMENT OF
ADDITIONAL INFORMATION,
PRICEWATERHOUSECOOPERS LLP
BALTIMORE, MARYLAND
JANUARY 26, 2000
18f-3 Multiple Class Plan
As Restated December 1998
Page 6 of 11
THE CALVERT GROUP OF FUNDS
RULE 18F-3 MULTIPLE CLASS PLAN
UNDER THE INVESTMENT COMPANY ACT OF 1940
AS RESTATED DECEMBER 1998
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, SERIES OR 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 AND CLASS T.
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. CLASS T SHARES ARE ONLY AVAILABLE THROUGH CERTAIN
DEALERS.
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 BANK
WIRE. CLASS T SHARES HAVE LIMITED SERVICES BY CALVERT, RATHER THE SERVICES TO
SHAREHOLDERS ARE PROVIDED BY THE DEALER OFFERING THE CLASS T SHARES.
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. SALES OF CLASS
A SHARES OF $1 MILLION OR MORE SOLD AT NAV SHALL BE SUBJECT TO A 1.00%
CONTINGENT DEFERRED SALES CHARGE ("CDSC") IF THE SHARES ARE REDEEMED WITHIN ONE
YEAR OF PURCHASE. 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 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.
CLASS T SHARES SHALL BE SUBJECT TO NEITHER A FRONT-END SALES CHARGE, NOR A CDSC,
BUT THEY ARE 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 AND SHAREHOLDER SERVICING FEES; (C) ADMINISTRATIVE SERVICE FEES;
AND (E) CERTAIN STATE REGISTRATION FEES.
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, CLASS O, AND CLASS
T 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.
CLASS T SHARES SHALL BE EXCHANGEABLE ONLY FOR: (A) CLASS T 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.
<PAGE>
EXHIBIT I
THE CALVERT FUND
CALVERT TAX-FREE RESERVES
CALVERT MUNICIPAL FUND, INC.
CALVERT SOCIAL INVESTMENT FUND
CALVERT WORLD VALUES FUND, INC.
CALVERT NEW WORLD FUND, INC.
FIRST VARIABLE RATE FUND
<PAGE>
EXHIBIT II
CALVERT SOCIAL INVESTMENT FUND (CSIF)
MAXIMUM MAXIMUM MAXIMUM
CLASS A CLASS A CLASS C
FRONT-END 12B-1 FEE 12B-1FEE
SALES CHARGE
CSIF BALANCED 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%
BALANCED,
CLASS B 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. 6 YRS.
<PAGE>
EXHIBIT II
CALVERT TAX-FREE RESERVES (CTFR)
MAXIMUM MAXIMUM MAXIMUM MAXIMUM
CLASS A CLASS A CLASS C CLASS T
FRONT-END 12B-1 FEE 12B-1FEE 12B-1 FEE
SALES CHARGE
CTFR MONEY MARKET N/A N/A N/A 0.25%
CTFR LONG-TERM 3.75% 0.35% 1.00%
CTFR VERMONT 3.75% N/A 1.00%
LONG-TERM MAXIMUM
CLASS B 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 6 YRS.
<PAGE>
EXHIBIT II
CALVERT MUNICIPAL FUND, INC. (CMF)
MAXIMUM MAXIMUM MAXIMUM
CLASS A CLASS A CLASS C
FRONT-END 12B-1 FEE 12B-1FEE
SALES CHARGE
NATIONAL INTERMEDIATE 2.75% 0.25% N/A
CALIFORNIA INTERMEDIATE 2.75% 0.25% N/A
MARYLAND INTERMEDIATE 2.75% 0.25% N/A
VIRGINIA INTERMEDIATE 2.75% 0.25% N/A
MAXIMUM
CLASS B CLASS B
CONTINGENT DEFERRED SALES CHARGE CMF 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.
<PAGE>
EXHIBIT II
THE CALVERT FUND
MAXIMUM MAXIMUM MAXIMUM
CLASS A CLASS A CLASS C
FRONT-END 12B-1 FEE 12B-1FEE
SALES CHARGE
NEW VISION SMALL CAP 4.75% 0.25% 1.00%
CALVERT INCOME FUND 3.75% 0.50% 1.00%
MAXIMUM
CLASS B CLASS B
CONTINGENT DEFERRED SALES CHARGE NEW VISION INCOME 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. 6 YRS.
<PAGE>
EXHIBIT II
CALVERT WORLD VALUES FUND, INC. (CWVF)
MAXIMUM MAXIMUM MAXIMUM
CLASS A CLASS A CLASS C
FRONT-END 12B-1 FEE 12B-1FEE
SALES CHARGE
INTERNATIONAL EQUITY 4.75% 0.35% 1.00%
CAPITAL ACCUMULATION 4.75% 0.35% 1.00%
MAXIMUM
CLASS B CLASS B
CONTINGENT DEFERRED SALES CHARGE CWVF 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.
<PAGE>
EXHIBIT II
CALVERT NEW WORLD FUND, INC. (CNWF)
MAXIMUM MAXIMUM MAXIMUM
CLASS A CLASS A CLASS C
FRONT-END 12B-1 FEE 12B-1FEE
SALES CHARGE
CALVERT NEW AFRICA 4.75% 0.25% 1.00%
MAXIMUM
CLASS B CLASS B
CONTINGENT DEFERRED SALES CHARGE CNWF 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.
<PAGE>
EXHIBIT II
FIRST VARIABLE RATE FUND (FVRF)
MAXIMUM MAXIMUM MAXIMUM MAXIMUM
CLASS A CLASS A CLASS C CLASS T
FRONT-END 12B-1 FEE 12B-1FEE 12B-1 FEE
SALES CHARGE
FIRST GOVERNMENT
MONEY MARKET N/A N/A 1.00% 0.25%
MAXIMUM
CLASS B CLASS B
CONTINGENT DEFERRED SALES CHARGE 12B-1 FEE
CDSC OF ORIGINAL CLASS B FUND PURCHASED 1.00%
IS APPLIED UPON REDEMPTION FROM CLASS B
OF CALVERT FIRST GOVERNMENT MONEY MARKET FUND.
CONVERSION PERIOD OF ORIGINAL CLASS B FUND PURCHASED IS APPLIED.
CODE OF ETHICS AND INSIDER TRADING POLICY AND PROCEDURES
CALVERT ASSET MANAGEMENT COMPANY, INC.
CALVERT-SLOAN, ADVISERS, L.L.C.
CALVERT DISTRIBUTORS, INC.
FIRST VARIABLE RATE FUND FOR GOVERNMENT INCOME
CALVERT TAX-FREE RESERVES
CALVERT SOCIAL INVESTMENT FUND
THE CALVERT FUND
CALVERT MUNICIPAL FUND INC.
CALVERT WORLD VALUES FUND, INC.
CALVERT VARIABLE SERIES, INC.
CALVERT CASH RESERVES
CALVERT NEW WORLD FUND, INC.
THE CODE OF ETHICS AND INSIDER TRADING POLICIES AND PROCEDURES ARE DESIGNED TO
PROTECT THE PUBLIC FROM ABUSIVE TRADING PRACTICES AND TO MAINTAIN ETHICAL
STANDARDS FOR ACCESS PERSONS WHEN DEALING WITH THE PUBLIC. ACTIVE LEADERSHIP
AND INTEGRITY OF MANAGEMENT DICTATES THESE PRINCIPLES BE DILIGENTLY IMPLEMENTED
AND MONITORED. THE CODE OF ETHICS IMPOSES THE FOLLOWING GENERAL OBLIGATIONS:
- - INFORMATION CONCERNING THE PURCHASE AND SALE OF SECURITIES LEARNED IN
CONNECTION WITH AN ACCESS PERSON'S SERVICE, IS PROPERTY OF THE FUND, ADVISER OR
EMPLOYER AND MAY NOT BE USED FOR PERSONAL BENEFIT.
- - FIDUCIARY DUTIES MANDATE SUITABLE INVESTMENT OPPORTUNITIES BE PRESENTED
FIRST TO THE FUND, ADVISER, OR EMPLOYER AND SHOULD NOT BE EXERCISED EVEN AFTER
FULL DISCLOSURE FOR PERSONAL BENEFIT.
- - MATERIAL INSIDE INFORMATION MUST BE KEPT CONFIDENTIAL AND RESTRICTS
TRADING OF SECURITIES.
- - FRONT RUNNING, MARKET MANIPULATION AND DECEPTIVE TRADING PRACTICES ARE
ABUSIVE TECHNIQUES PROHIBITED BY THESE PROCEDURES AND MAY RESULT, IN FINES,
TERMINATION OR LEGAL ACTIONS BY THIRD PARTIES.
- - ACCESS PERSONS MAY NOT PURCHASE IPOS DUE TO THE HIGH POTENTIAL FOR ABUSIVE
TRADING PRACTICES.
- - ACCESS PERSONS MUST NOT TRADE IN SECURITIES WITH KNOWLEDGE THAT THE FUND,
ADVISER, SUB-ADVISER OR EMPLOYER IS CONSIDERING TO MAKE A SIMILAR PURCHASE OR
SALE OF THE SAME SECURITIES.
- - ACCESS PERSONS SHALL NOT ENGAGE IN TRANSACTIONS THAT CREATE A CONFLICT OF
INTEREST INCLUDING BUT NOT LIMITED TO INAPPROPRIATELY MAKING DECISIONS ON BEHALF
OF A FUND REGARDING SECURITIES OR PRIVATE PLACEMENTS PERSONALLY OWNED BY THE
ACCESS PERSON.
CODE OF ETHICS GUIDELINES
THE LEGAL DEFINITION OF A SECURITY IS VERY BROAD AND INCORPORATES THE PURCHASE
AND SALE OF PUBLIC, PRIVATE, REGISTERED AND EXEMPT FROM REGISTRATION SECURITIES,
AS WELL AS DERIVATIVES. TO EASE THE BURDEN OF FOLLOWING THESE GUIDELINES, THE
CODE OF ETHICS REPORTING AND DISCLOSURE OBLIGATIONS AS WELL AS PRECLEARANCE
POLICIES DO NOT APPLY TO THE FOLLOWING:
1) THE SALE AND PURCHASE OF OPEN-END MUTUAL FUNDS INCLUDING MONEY MARKET
FUNDS.
2) THE SALE AND PURCHASE OF U.S. GOVERNMENT, U.S. GOVERNMENT AGENCY
SECURITIES AND MUNICIPAL SECURITIES IN TRADE AMOUNTS OF LESS THAN $20,000.
3) ACQUISITIONS THROUGH STOCK DIVIDEND PLANS, SPIN-OFFS OR OTHER
DISTRIBUTIONS APPLIED TO ALL HOLDERS OF THE SAME CLASS OF SECURITIES.
4) ACQUISITIONS THROUGH THE EXERCISE OF RIGHTS ISSUED PRO RATA TO ALL
HOLDERS.
5) ACQUISITIONS THROUGH GIFTS OR BEQUESTS.
6) TRADES IN ANY S & P 500 COMPANY OF 500 SHARES OR LESS.
7) TRADES IN REITS AND VARIABLE INSURANCE PRODUCTS.
A. DUPLICATE STATEMENTS AND CONFIRMATIONS FOR THE PURCHASE AND SALE OF
SECURITIES OR OPTIONS ON SECURITIES BY ACCESS PERSONS.
TO ASSURE THAT ABUSIVE OR UNETHICAL TRADING PRACTICES ARE NOT CONDUCTED BY
ACCESS PERSONS, ACCESS PERSONS ARE REQUIRED TO SEND DUPLICATE BROKERAGE AND
CONFIRMATION STATEMENTS TO THE ATTENTION OF THE COMPLIANCE OFFICER AT CALVERT
GROUP, LTD., 4550 MONTGOMERY AVENUE, BETHESDA, MD 20814. DUPLICATE STATEMENTS
AND CONFIRMATIONS ARE REQUIRED FOR ANY ACCESS PERSON'S ACCOUNT OR AN ACCOUNT
OVER WHICH THE ACCESS PERSON HAS EITHER CUSTODY, CONTROL OR BENEFICIAL
OWNERSHIP. ACCOUNT STATEMENTS FOR IMMEDIATE FAMILY MEMBERS ARE ALSO
REQUIRED."BENEFICIAL OWNERSHIP" SHALL HAVE THE SAME MEANING AS IN RULE
16A-1(A)(2) UNDER THE SECURITIES EXCHANGE ACT OF 1934. GENERALLY, A PERSON HAS A
BENEFICIAL OWNERSHIP IN A SECURITY IF HE OR SHE, DIRECTLY OR INDIRECTLY, THROUGH
ANY CONTRACT, ARRANGEMENT, UNDERSTANDING, RELATIONSHIP OR OTHERWISE, HAS OR
SHARES A DIRECT OR INDIRECT PECUNIARY INTEREST IN THE SECURITY, HAS OR SHARES
VOTING POWER (THE POWER TO VOTE OR DIRECT THE VOTING OF THE SECURITY) OR
INVESTMENT POWER (THE POWER TO DISPOSE OF OR DIRECT THE DISPOSITION OF THE
SECURITY). BENEFICIAL OWNERSHIP" INCLUDES ACCOUNTS OF A SPOUSE, MINOR CHILDREN
AND RELATIVES RESIDENT IN THE ACCESS PERSON'S HOME, AS WELL AS ACCOUNTS OF
ANOTHER PERSON IF BY REASON OF ANY CONTRACT, UNDERSTANDING, RELATIONSHIP,
AGREEMENT OR OTHER ARRANGEMENT THE ACCESS PERSON OBTAINS THEREFROM BENEFITS
SUBSTANTIALLY EQUIVALENT TO THOSE OF OWNERSHIP, I.E., TRUSTEE, SETTLOR,
BENEFICIARY, POWER OF ATTORNEY.
ALL INFORMATION PROVIDED TO THE COMPLIANCE OFFICER WILL BE CONFIDENTIAL.
STATEMENTS AND CONFIRMATIONS WILL BE REVIEWED FOR ANY PATTERN OF TRANSACTIONS
INVOLVING PARALLEL TRANSACTIONS (PORTFOLIO AND INDIVIDUAL BOTH BUYING OR BOTH
SELLING THE SAME SECURITY) GENERALLY WITHIN A 15 DAY PERIOD BEFORE OR AFTER THE
TRANSACTION DATE. AMONG THE FACTORS THAT WILL BE CONSIDERED IN THE ANALYSIS OF
WHETHER ANY PROVISION OF THE CODE HAS BEEN VIOLATED WILL BE THE NUMBER AND
DOLLAR VALUE OF THE TRANSACTIONS, THE TRADING VOLUME OF THE SECURITIES IN
QUESTION, THE LENGTH OF TIME THE SECURITY IS HELD BY THE INDIVIDUAL AND THE
INDIVIDUAL'S INVOLVEMENT IN THE INVESTMENT PROCESS. WHILE THE FOCUS OF THIS
PROCEDURE OF THE CODE IS ON "PATTERNS", IT IS IMPORTANT TO NOTE THAT A VIOLATION
COULD RESULT FROM A SINGLE TRANSACTION IF THE CIRCUMSTANCES WARRANT A FINDING
THAT THE UNDERLYING PRINCIPLES OF FAIR DEALING HAVE BEEN VIOLATED.
B. PRECLEARANCE POLICY
BECAUSE OF THE SENSITIVE NATURE OF SECURITIES TRADING, THE COMPLIANCE OFFICER
WILL NOTIFY CERTAIN ACCESS PERSONS ABOUT THE NEED TO FOLLOW A PRECLEARANCE
POLICY. ATTACHMENT B WILL BE USED BY DESIGNATED ACCESS PERSONS FOR ALL
SECURITIES TRADES. THOSE INDIVIDUALS SUBJECT TO THE PRECLEARANCE POLICY WILL NOT
BE EXEMPT FROM THE GENERAL PROHIBITIONS LISTED IN THE CODE OR THE POLICIES AND
PROCEDURES DESIGNED TO PREVENT INSIDER TRADING. THE COMPLIANCE OFFICER WILL
REVIEW WITH THE DIRECTORS/TRUSTEES PERIODICALLY A LIST OF PERSONS WHO ARE
SUBJECT TO THE PRECLEARANCE POLICY AND THE CRITERIA USED TO SELECT SUCH
INDIVIDUALS.
THE PRECLEARANCE AUTHORIZATION SHALL BE VALID FOR A PERIOD OF THREE BUSINESS
DAYS UNLESS A FURTHER EXTENSION OF TIME IS INDICATED BY THE COMPLIANCE OFFICER.
C. NOTIFICATION OF REPORTING OBLIGATION
MEMBERS OF THE LEGAL DEPARTMENT WILL BE RESPONSIBLE FOR NOTIFYING ALL ACCESS
PERSONS ABOUT THE DUTY TO FORWARD TRADE CONFIRMATIONS TO THE COMPLIANCE OFFICER.
ONCE INFORMED OF THE DUTY TO FORWARD TRADE CONFIRMATIONS, AN ACCESS PERSON HAS A
CONTINUING OBLIGATION TO PROVIDE SUCH CONFIRMS, IN A TIMELY MANNER, UNTIL SUCH
TIME AS NOTIFIED OTHERWISE. INFORMATION COMPILED IN COMPLIANCE OFFICER REPORTS
IS AVAILABLE FOR INSPECTION BY THE SEC OR OTHER REGULATORY AUTHORITIES AT ANY
TIME DURING THE FIVE-YEAR PERIOD FOLLOWING THE END OF THE FISCAL YEAR IN WHICH
EACH REPORT IS MADE.
D. RESTRICTIONS AS TO GIFTS, ENTERTAINMENT, FAVORS AND DIRECTORSHIPS
1. GIFTS, ENTERTAINMENT AND FAVORS. ACCESS PERSONS MUST NOT MAKE BUSINESS
DECISIONS THAT ARE INFLUENCED OR APPEAR TO BE INFLUENCED BY GIVING OR ACCEPTING
GIFTS, ENTERTAINMENT OR FAVORS. ACCESS PERSONS ARE PROHIBITED FROM RECEIVING ANY
GIFT OR OTHER THING OF MORE THAN DE MINIMIS VALUE FROM ANY PERSON OR ENTITY THAT
DOES BUSINESS WITH OR ON BEHALF OF CALVERT ASSET MANAGEMENT COMPANY,
CALVERT-SLOAN ADVISERS, OR CALVERT DISTRIBUTORS INC. INVITATIONS TO AN
OCCASIONAL MEAL, SPORTING EVENT OR OTHER SIMILAR ACTIVITY WILL NOT BE DEEMED TO
VIOLATE THIS RESTRICTION UNLESS THE OCCURRENCE OF SUCH EVENTS IS SO FREQUENT OR
LAVISH AS TO SUGGEST AN IMPROPRIETY. THE PRESIDENT/CEO OF CALVERT GROUP MUST
APPROVE THE ACCEPTANCE OF ANY GIFT, ENTERTAINMENT OR FAVOR WITH A PER GIFT VALUE
OF MORE THAN $100.00.
2. DIRECTORSHIPS.
(A) GENERAL RULE:
NO ACCESS PERSON, OTHER THAN A DISINTERESTED FUND DIRECTOR/TRUSTEE, MAY SERVE ON
THE BOARD OF DIRECTORS OF A PUBLICLY-HELD OR PRIVATE FOR-PROFIT COMPANY ABSENT
PRIOR WRITTEN APPROVAL FROM THE CALVERT GROUP, LTD. BOARD OF DIRECTORS AND/OR
THE APPLICABLE FUND'S BOARD OF DIRECTORS/TRUSTEES. DISINTERESTED
DIRECTORS/TRUSTEES MUST PROVIDE ANNUAL DISCLOSURE ABOUT DIRECTORSHIPS AND OTHER
POTENTIAL CONFLICTS OF INTEREST.
(B) APPLICATIONS FOR APPROVAL:
APPLICATIONS FOR APPROVAL TO SERVE AS A DIRECTOR OF A PUBLICLY TRADED OR PRIVATE
FOR-PROFIT COMPANY SHALL BE DIRECTED, IN WRITING, TO THE OFFICE OF THE GENERAL
COUNSEL FOR PROMPT FORWARDING TO THE CALVERT GROUP, LTD. BOARD OF DIRECTORS AND
THE RESPECTIVE FUND'S BOARD OF DIRECTORS/TRUSTEES. AUTHORIZATION MAY BE GRANTED
WHERE IT IS DETERMINED THAT SUCH BOARD SERVICE WOULD BE CONSISTENT WITH THE
INTERESTS OF THE FUNDS AND THEIR SHAREHOLDERS.
(C) SUBSEQUENT INVESTMENT MANAGEMENT ACTIVITIES:
WHENEVER AN ACCESS PERSON IS GRANTED APPROVAL TO SERVE AS A DIRECTOR OF A
PUBLICLY-TRADED OR PRIVATE FOR-PROFIT COMPANY, HE OR SHE SHALL PERSONALLY
REFRAIN FROM PARTICIPATING IN ANY DELIBERATION, RECOMMENDATIONS, OR
CONSIDERATIONS OF WHETHER OR NOT TO RECOMMEND THAT ANY SECURITIES OF THAT
COMPANY BE PURCHASED, SOLD OR RETAINED IN THE INVESTMENT PORTFOLIO OF ANY
CALVERT GROUP FUND OR CALVERT ASSET MANAGEMENT COMPANY MANAGED ACCOUNT.
E. ENFORCEMENT AND SANCTIONS
EACH VIOLATION OF THIS CODE SHALL BE REPORTED TO THE BOARD OF
DIRECTORS/TRUSTEES OF THE APPLICABLE FUND OR ENTITY AT OR BEFORE THE NEXT
REGULAR MEETING OF THE BOARD. UPON DISCOVERING OR OTHERWISE BEING INFORMED OF A
VIOLATION OF THIS CODE, THE BOARD OF DIRECTORS/TRUSTEES MAY TAKE ANY ACTION IT
DEEMS APPROPRIATE INCLUDING, INTER ALIA, A LETTER OF CENSURE, TERMINATION WITH
RESPECT TO PORTFOLIO MANAGEMENT DUTIES REGARDING THE FUND, OR RECOMMENDING TO
THE OPERATING COMPANIES, SUSPENSION OR REMOVAL FROM OFFICE, IMPOSITION OF A FINE
OR TERMINATION OF EMPLOYMENT OF THE VIOLATOR.
F. RECORDKEEPING
EACH ENTITY SHALL MAINTAIN SUCH LISTS, RECORDS, AND REPORTS AS ARE REQUIRED
BY LAW.
G. INSIDER TRADING POLICY AND PROCEDURES
1. SCOPE OF POLICY STATEMENT
THIS POLICY STATEMENT IS DRAFTED BROADLY; IT WILL BE APPLIED AND
INTERPRETED IN A SIMILAR MANNER. THIS POLICY STATEMENT APPLIES TO SECURITIES
TRADING AND INFORMATION HANDLING BY ALL ACCESS PERSONS.
THE LAW OF INSIDER TRADING IS UNSETTLED; AN INDIVIDUAL LEGITIMATELY MAY BE
UNCERTAIN ABOUT THE APPLICATION OF THE POLICY STATEMENT IN A PARTICULAR
CIRCUMSTANCE. OFTEN, A SINGLE QUESTION CAN FORESTALL DISCIPLINARY ACTION OR
COMPLEX LEGAL PROBLEMS. YOU SHOULD DIRECT ANY QUESTIONS RELATING TO THE POLICY
STATEMENT TO AN ATTORNEY IN THE CALVERT GROUP LEGAL DEPARTMENT. YOU MUST ALSO
NOTIFY AN ATTORNEY IN THE LEGAL DEPARTMENT IF YOU HAVE ANY REASON TO BELIEVE
THAT A VIOLATION OF THE POLICY STATEMENT HAS OCCURRED OR IS ABOUT TO OCCUR.
2. POLICY STATEMENT ON INSIDER TRADING
CALVERT FORBIDS ANY OFFICER, DIRECTOR\TRUSTEE OR EMPLOYEE FROM TRADING,
EITHER PERSONALLY OR ON BEHALF OF OTHERS, INCLUDING MUTUAL FUNDS MANAGED BY
CALVERT, ON MATERIAL NONPUBLIC INFORMATION OR COMMUNICATING MATERIAL NONPUBLIC
INFORMATION TO OTHERS IN VIOLATION OF THE LAW. THIS CONDUCT IS FREQUENTLY
REFERRED TO AS "INSIDER TRADING." CALVERT'S POLICY APPLIES TO EACH FUND, ITS
INVESTMENT ADVISOR, ITS PRINCIPAL UNDERWRITER, AND EVERY OFFICER, DIRECTOR AND
EMPLOYEE THEREOF, AND EXTENDS TO ACTIVITIES WITHIN AND OUTSIDE THEIR DUTIES AT
CALVERT. EVERY OFFICER, DIRECTOR, TRUSTEE AND EMPLOYEE MUST READ AND RETAIN THIS
POLICY STATEMENT. ANY QUESTIONS REGARDING CALVERT'S POLICY AND PROCEDURES SHOULD
BE REFERRED TO AN ATTORNEY IN THE CALVERT LEGAL DEPARTMENT. AN OFFICER,
DIRECTOR, TRUSTEE OR EMPLOYEE MUST NOTIFY AN ATTORNEY IN THE LEGAL DEPARTMENT
IMMEDIATELY IF THEY HAVE ANY REASON TO BELIEVE THAT A VIOLATION OF THE POLICY
STATEMENT HAS OCCURRED OR IS ABOUT TO OCCUR.
THE TERM "INSIDER TRADING" IS NOT DEFINED IN THE FEDERAL SECURITIES LAWS,
BUT GENERALLY IS USED TO REFER TO THE USE OF MATERIAL NONPUBLIC INFORMATION TO
TRADE IN SECURITIES (WHETHER OR NOT ONE IS AN "INSIDER") OR TO COMMUNICATIONS OF
MATERIAL NONPUBLIC INFORMATION TO OTHERS.
WHILE THE LAW CONCERNING INSIDER TRADING IS NOT STATIC, IT IS GENERALLY
UNDERSTOOD THAT THE LAW PROHIBITS:
A) TRADING BY AN INSIDER, WHILE IN POSSESSION OF MATERIAL
NONPUBLIC INFORMATION; OR
B) TRADING BY A NON-INSIDER, WHILE IN POSSESSION OF MATERIAL NONPUBLIC
INFORMATION, WHERE THE INFORMATION EITHER WAS DISCLOSED TO THE NON-INSIDER IN
VIOLATION OF AN INSIDER'S DUTY TO KEEP IT CONFIDENTIAL OR WAS MISAPPROPRIATED;
OR
C) COMMUNICATING MATERIAL NONPUBLIC INFORMATION TO OTHERS.
I. WHO IS AN INSIDER?
THE CONCEPT OF "INSIDER" IS BROAD. IT INCLUDES OFFICERS, DIRECTORS,
TRUSTEES AND EMPLOYEES OF A COMPANY. IN ADDITION, A PERSON CAN BE A "TEMPORARY
INSIDER" IF HE OR SHE ENTERS INTO A SPECIAL CONFIDENTIAL RELATIONSHIP IN THE
CONDUCT OF A COMPANY'S AFFAIRS AND AS A RESULT IS GIVEN ACCESS TO INFORMATION
SOLELY FOR THE COMPANY'S PURPOSES. A TEMPORARY INSIDER CAN INCLUDE, AMONG
OTHERS, A COMPANY'S ATTORNEYS, ACCOUNTANTS, CONSULTANTS, BANK LENDING OFFICERS,
AND THE EMPLOYEES OF SUCH ORGANIZATIONS. IN ADDITION, CALVERT MAY BECOME A
TEMPORARY INSIDER OF A COMPANY IT ADVISES OR FOR WHICH IT PERFORMS OTHER
SERVICES. ACCORDING TO THE SUPREME COURT, THE COMPANY MUST EXPECT THE OUTSIDER
TO KEEP THE DISCLOSED NONPUBLIC INFORMATION CONFIDENTIAL AND THE RELATIONSHIP
MUST AT LEAST IMPLY SUCH A DUTY BEFORE THE OUTSIDER WILL BE CONSIDERED AN
INSIDER.
II. WHAT IS MATERIAL INFORMATION?
TRADING ON INSIDE INFORMATION IS NOT A BASIS FOR LIABILITY UNLESS THE
INFORMATION IS MATERIAL. "MATERIAL INFORMATION" GENERALLY IS DEFINED AS
INFORMATION FOR WHICH THERE IS A SUBSTANTIAL LIKELIHOOD THAT A REASONABLE
INVESTOR WOULD CONSIDER IT IMPORTANT IN MAKING HIS OR HER INVESTMENT DECISIONS,
OR INFORMATION THAT IS REASONABLY CERTAIN TO HAVE A SUBSTANTIAL EFFECT ON THE
PRICE OF A COMPANY'S SECURITIES. INFORMATION THAT OFFICERS, DIRECTORS AND
EMPLOYEES SHOULD CONSIDER MATERIAL INCLUDES, BUT IS NOT LIMITED TO: DIVIDEND
CHANGES, EARNINGS ESTIMATES, CHANGES IN PREVIOUSLY RELEASED EARNINGS ESTIMATES,
SIGNIFICANT MERGER OR ACQUISITION PROPOSALS OR AGREEMENTS, MAJOR LITIGATION,
LIQUIDATION PROBLEMS, AND EXTRAORDINARY MANAGEMENT DEVELOPMENTS.
MATERIAL INFORMATION ALSO MAY RELATE TO THE MARKET FOR A COMPANY'S SECURITIES.
INFORMATION ABOUT A SIGNIFICANT ORDER TO PURCHASE OR SELL SECURITIES MAY, IN
SOME CONTEXTS, BE DEEMED MATERIAL. SIMILARLY, PREPUBLICATION INFORMATION
REGARDING REPORTS IN THE FINANCIAL PRESS ALSO MAY BE DEEMED MATERIAL. FOR
EXAMPLE, THE SUPREME COURT UPHELD THE CRIMINAL CONVICTIONS OF INSIDER TRADING
DEFENDANTS WHO CAPITALIZED ON PREPUBLICATION INFORMATION ABOUT THE WALL STREET
JOURNAL'S HEARD ON THE STREET COLUMN.
IT IS CONCEIVABLE THAT SIMILAR ADVANCE REPORTS OF SECURITIES TO BE BOUGHT OR
SOLD BY A LARGE, INFLUENTIAL INSTITUTIONAL INVESTOR, SUCH AS A FUND, MAY BE
DEEMED MATERIAL TO AN INVESTMENT IN THOSE PORTFOLIO SECURITIES. ADVANCE
KNOWLEDGE OF IMPORTANT PROPOSED GOVERNMENT REGULATION, FOR EXAMPLE, COULD ALSO
BE DEEMED MATERIAL INFORMATION REGARDING COMPANIES IN THE REGULATED INDUSTRY.
III. WHAT IS NONPUBLIC INFORMATION?
INFORMATION IS NONPUBLIC UNTIL IT HAS BEEN DISSEMINATED BROADLY TO INVESTORS IN
THE MARKET PLACE. TANGIBLE EVIDENCE OF SUCH DISSEMINATION IS THE BEST INDICATION
THAT THE INFORMATION IS PUBLIC. FOR EXAMPLE, INFORMATION IS PUBLIC AFTER IT HAS
BECOME AVAILABLE TO THE GENERAL PUBLIC THROUGH A PUBLIC FILING WITH THE SEC OR
SOME OTHER GOVERNMENTAL AGENCY, THE DOW JONES "TAPE" OR THE WALL STREET JOURNAL
OR SOME OTHER PUBLICATION OF GENERAL CIRCULATION, AND AFTER SUFFICIENT TIME HAS
PASSED SO THAT THE INFORMATION HAS BEEN DISSEMINATED WIDELY
IV. PENALTIES FOR INSIDER TRADING
PENALTIES FOR TRADING ON OR COMMUNICATING MATERIAL NONPUBLIC
INFORMATION ARE SEVERE, BOTH FOR INDIVIDUALS INVOLVED IN SUCH UNLAWFUL CONDUCT
AND THEIR EMPLOYERS. A PERSON CAN BE SUBJECT TO SOME OR ALL OF THE PENALTIES
BELOW EVEN IF HE OR SHE DOES NOT PERSONALLY BENEFIT FROM THE VIOLATION.
PENALTIES INCLUDE:
- - CIVIL INJUNCTIONS
- - TREBLE DAMAGES
- - DISGORGEMENT OF PROFITS
- - JAIL SENTENCES
- - FINES FOR THE PERSON WHO COMMITTED THE VIOLATION OF UP TO THREE TIMES THE
PROFIT GAINED OR LOSS AVOIDED, WHETHER OR NOT THE PERSON ACTUALLY BENEFITED, AND
- - FINES FOR THE EMPLOYER OR OTHER CONTROLLING PERSON OF UP TO THE GREATER OF
$1,000,000 OR THREE TIMES THE AMOUNT OF THE PROFIT GAINED OR LOSS AVOIDED.
IN ADDITION, ANY VIOLATION OF THIS POLICY STATEMENT CAN BE EXPECTED TO
RESULT IN SERIOUS SANCTIONS BY CALVERT, UP TO AND INCLUDING DISMISSAL OF THE
PERSONS INVOLVED.
3. IDENTIFYING INSIDE INFORMATION
BEFORE A CALVERT EMPLOYEE EXECUTES ANY TRADE FOR HIM/HERSELF OR ON
BEHALF OF OTHERS, INCLUDING INVESTMENT COMPANIES MANAGED BY CALVERT, IN THE
SECURITIES OF A COMPANY ABOUT WHICH THE EMPLOYEE MAY HAVE POTENTIAL INSIDE
INFORMATION, THE FOLLOWING QUESTIONS SHOULD BE CONSIDERED:
A) IS THE INFORMATION MATERIAL? IS THIS INFORMATION THAT AN INVESTOR
WOULD CONSIDER IMPORTANT IN MAKING HIS OR HER INVESTMENT DECISIONS? IS THIS
INFORMATION THAT WOULD SUBSTANTIALLY AFFECT THE MARKET PRICE OF THE SECURITIES
IF GENERALLY DISCLOSED?
B) IS THE INFORMATION NONPUBLIC? HOW WAS THE INFORMATION OBTAINED? TO
WHOM HAS THIS INFORMATION BEEN PROVIDED? HAS THE INFORMATION BEEN DISSEMINATED
BROADLY TO INVESTORS IN THE MARKETPLACE BY BEING PUBLISHED IN REUTERS, THE WALL
STREET JOURNAL OR OTHER PUBLICATIONS OF GENERAL CIRCULATION? IS IT ON FILE WITH
THE SECURITIES AND EXCHANGE COMMISSION?
IF, AFTER CONSIDERATION OF THE ABOVE, IT IS FOUND THAT THE INFORMATION IS
MATERIAL AND NONPUBLIC, OR IF THERE ARE QUESTIONS AS TO WHETHER THE INFORMATION
IS MATERIAL AND NONPUBLIC, THE FOLLOWING STEPS SHOULD BE TAKEN:
A) REPORT THE MATTER IMMEDIATELY TO THE COMPLIANCE OFFICER OR AN
ATTORNEY IN THE LEGAL DEPARTMENT.
B) THE SECURITIES SHOULD NOT BE PURCHASED OR SOLD BY THE OFFICER,
DIRECTOR, TRUSTEE OR EMPLOYEE FOR HIM/HERSELF OR ON BEHALF OF OTHERS, INCLUDING
INVESTMENT COMPANIES MANAGED BY CALVERT.
C) THE INFORMATION SHOULD NOT BE COMMUNICATED INSIDE OR OUTSIDE
CALVERT, OTHER THAN TO THE LEGAL DEPARTMENT.
D) AFTER THE ISSUE HAS BEEN REVIEWED, THE LEGAL DEPARTMENT WILL
INSTRUCT THE OFFICER, DIRECTOR, OR EMPLOYEE AS TO WHETHER TO CONTINUE THE
PROHIBITIONS AGAINST TRADING AND COMMUNICATION, OR ALLOWING THE TRADE AND
COMMUNICATION OF THE INFORMATION.
4. CONTACTS WITH PUBLIC COMPANIES.
FOR CALVERT, CONTACTS WITH PUBLIC COMPANIES REPRESENT AN IMPORTANT PART OF
OUR RESEARCH EFFORTS. CALVERT MAY MAKE INVESTMENT DECISIONS ON THE BASIS OF THE
FIRM'S CONCLUSIONS FORMED THROUGH SUCH CONTACTS AND ANALYSIS OF
PUBLICLY-AVAILABLE INFORMATION. DIFFICULT LEGAL ISSUES ARISE, HOWEVER, WHEN, IN
THE COURSE OF THESE CONTACTS, A CALVERT EMPLOYEE OR OTHER PERSON SUBJECT TO THIS
POLICY STATEMENT BECOMES AWARE OF MATERIAL, NONPUBLIC INFORMATION. THIS COULD
HAPPEN, FOR EXAMPLE, IF A COMPANY'S CHIEF FINANCIAL OFFICER PREMATURELY
DISCLOSES QUARTERLY RESULTS TO AN ANALYST OR AN INVESTOR RELATION REPRESENTATIVE
MAKES A SELECTIVE DISCLOSURE OF ADVERSE NEWS TO A HANDFUL OF INVESTORS. IN SUCH
SITUATION, CALVERT MUST MAKE A JUDGMENT AS TO ITS FURTHER CONDUCT. FOR THE
PROTECTION OF THE COMPANY AND ITS EMPLOYEES, THE LEGAL DEPARTMENT SHOULD BE
CONTACTED IF AN EMPLOYEE BELIEVES THAT HE/SHE HAS RECEIVED MATERIAL, NONPUBLIC
INFORMATION.
5. TENDER OFFERS
TENDER OFFERS REPRESENT A PARTICULAR CONCERN IN THE LAW OF INSIDER TRADING
FOR TWO REASONS. FIRST, TENDER OFFER ACTIVITY OFTEN PRODUCES EXTRAORDINARY
GYRATIONS IN THE PRICE OF THE TARGET COMPANY'S SECURITIES. TRADING DURING THIS
TIME PERIOD IS MORE LIKELY TO ATTRACT REGULATORY ATTENTION (AND PRODUCES A
DISPROPORTIONATE PERCENTAGE OF INSIDER TRADING CASES). SECOND, THE SEC HAS
ADOPTED A RULE WHICH EXPRESSLY FORBIDS TRADING AND "TIPPING" WHILE IN POSSESSION
OF MATERIAL, NONPUBLIC INFORMATION REGARDING A TENDER OFFER RECEIVED FROM THE
TENDER OFFEROR, THE TARGET COMPANY OR ANYONE ACTING ON BEHALF OF EITHER. CALVERT
EMPLOYEES AND OTHERS SUBJECT TO THIS POLICY STATEMENT SHOULD EXERCISE PARTICULAR
CAUTION ANY TIME THEY BECOME AWARE OF NONPUBLIC INFORMATION RELATING TO A TENDER
OFFER.
6. EDUCATION
ANOTHER ASPECT OF CALVERT'S COMPLIANCE PROCEDURES WILL BE TO KEEP CALVERT
PERSONNEL AND OTHER ACCESS PERSONS INFORMED. THIS MEMORANDUM SERVES AS A BASIC
PRIMER ON WHAT CONSTITUTES INSIDE INFORMATION AND PERIODIC MEMORANDA WILL BE
DISTRIBUTED, PARTICULARLY WHEN A SIGNIFICANT CASE DEALING WITH THE SUBJECT HAS
BEEN DECIDED.
ALL NEW EMPLOYEES WILL BE GIVEN A COPY OF THIS STATEMENT AND WILL BE
REQUIRED TO READ IT AND AGREE TO ITS CONDITIONS. ALL EMPLOYEES WILL BE REQUIRED
TO CONFIRM THEIR UNDERSTANDING AND ACKNOWLEDGMENT OF THE STATEMENT ON AN ANNUAL
BASIS.
<PAGE>
ATTACHMENT A
[GRAPHIC OMITED]
MEMO
TO: LEGAL DEPARTMENT; COMPLIANCE
FROM:
RE: PRIOR APPROVAL OF ACCESS PERSON TRADING IN SECURITIES
THE FOLLOWING PROPOSED SECURITY(IES) TRANSACTION(S) WAS (WERE) REVIEWED BY THE
FUND, OR DESIGNATED EMPLOYEE OF THE ADVISOR (CHIEF INVESTMENT OFFICER OR
DIRECTOR OF RESEARCH) AND FOUND TO BE IN COMPLIANCE WITH CALVERT GROUP'S CODE OF
ETHICS:
NAME OF ADVISORY PERSON:
SECURITY (IES) TO BE PURCHASED OR SOLD:
BASIS OF APPROVAL OR DENIAL:
FUND OR ADVISOR DESIGNEE SIGNATURE
SIGNATURE PAGE
CODE OF ETHICS AND INSIDER TRADING POLICY AND PROCEDURES
ACKNOWLEDGEMENT FORM
I HAVE READ AND UNDERSTAND CALVERT GROUP'S CODE OF ETHICS AND INSIDER TRADING
POLICY AND PROCEDURES AND WILL COMPLY IN ALL RESPECTS WITH SUCH PROCEDURES.
SIGNATURE DATE
PRINT NAME
<PAGE>
ATTACHMENT B
ACCESS PERSONS AND INVESTMENT PERSONNEL SUBJECT TO PRECLEARANCE
MICHAEL ABRAMO
NASSER ALI
SUSAN BENDER
TOM DAILEY
IVY DUKE
PATRICK FAUL
VICTOR FRYE
DAVID GIBSON
CEASAR GONZALES
DONNA GOMEZ
GREG HABEEB
DAN HAYES
MOHAMMED JAVAID
TRACY KNIGHT
BARBARA KRUMSIEK
EMMETT LONG
RENO MARTINI
GARY MILLER
JOHN NICHOLS
CARMEN REID
CHRIS SANTOS
BILL TARTIKOFF
DOROTHEA VILLARDO
LAURIE WEBSTER
RON WOLFSHEIMER
MIKE YUHAS
The term "entity" will be used for any organization adopting these procedures.
For those organizations which are investment companies as defined under the
Investment Company Act of 1940, the term "Fund" may also be used if applicable.
Access person means any director/trustee, officer, general partner, or employee
of any entity adopting these procedures who participates in the selection of
securities (other than high social impact securities or special equity
securities) or who has access to information regarding impending purchases or
sales [See rule 17 j-1(e)]. The General Counsel or Compliance Officer may
designate any person including independent contractors or consultants as an
access person and request signed acknowledgement of these procedures. A current
list of access persons shall be maintained by the Compliance Officer.
A security is being considered for purchase once a recommendation has been
documented, communicated and under serious evaluation by the purchaser or
seller. Evidence of consideration may include such things as approved
recommendations in current research reports, pending or active order tickets,
and a watch list of securities under current evaluation.
Disinterested Directors and/or Trustees as defined by the Investment Company Act
of 1940, are excluded from the duplicate statement and confirmation requirement
unless the General Counsel or Compliance Officer imposes a different standard
due to an entity's active trading strategy and/or the information available to
the Disinterested Directors and/or Trustees.
All account information is subject to regulatory review. The trade confirmations
of persons other than disinterested directors or trustees may be disclosed to
other senior officers of the Fund or to legal counsel as deemed necessary for
compliance purposes and to otherwise administer the Code of Ethics.
