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Registration Nos. 2-25272/811-3347
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 /X/
Pre-Effective Amendment No. _________ /_/
Post-Effective Amendment No. 18 /X/
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 /_/
Amendment No. 18 /X/
(Check appropriate box or boxes.)
SAFECO Money Market Trust
(Exact Name of Registrant as Specified in Charter)
SAFECO Plaza, Seattle, Washington 98185
(Address of Principal Executive Offices) Zip Code
Registrant's Telephone Number, including Area Code (206) 545-5000
Name and Address of Agent for Service
DAVID F. HILL
SAFECO Plaza
Seattle, Washington 98185
(206) 545-5269
Approximate Date of Proposed Public Offering: Continuous
It is proposed that this filing will become effective:
x immediately upon filing pursuant to paragraph (b)
-----
_____ on __________________ pursuant to paragraph (b)
_____ 60 days after filing pursuant to paragraph (a)
_____ on __________________ pursuant to paragraph (a) of Rule 485
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Registrant has registered an indefinite number of its shares under the
Securities Act of 1933 by declaration made pursuant to Section 24(f) of the
Investment Company Act of 1940 (Act). Pursuant to Rule 24f-2 under the Act,
Registrant's Rule 24f-2 Notice was filed on May 10, 1995.
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CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
Title of Amount of Proposed Proposed Amount
Securities Shares Maximum Maximum of
Being Being Offering Price Aggregate Registration
Registered Registered Per Unit Offering Price Fee
- ---------- ---------- -------------- -------------- ------------
<S> <C> <C> <C>
Shares of 39,848,998 Varying prices calculated as $100.00*
Common Stock, set forth in prospectus
Par Value
$.001, of
the SAFECO
Money Market
Trust
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</TABLE>
The fee for the above shares to be registered by this filing has been computed
on the basis of the price in effect on March 5, 1996.
____________________
* Calculation of the proposed maximum aggregate offering price has been made
pursuant to Rule 24e-2 under the Investment Company Act of 1940. During its
fiscal year ended March 31, 1995, Registrant redeemed or repurchased
1,432,236,537 shares of common stock. During its current fiscal year,
Registrant used 1,392,677,539 of the shares it redeemed or repurchased for a
reduction pursuant to paragraph (c) of Rule 24f-2 under the Investment Company
Act of 1940. Registrant is filing this post-effective amendment to register
the remaining 39,558,998 shares redeemed or repurchased during its fiscal year
ended March 31, 1995 plus an additional 290,000 shares. During its current
fiscal year Registrant has filed no other post-effective amendments for the
purpose of the reduction pursuant to paragraph (a) of Rule 24e-2.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the Investment
Company Act of 1940, the Registrant, SAFECO Money Market Trust, certifies that
it meets all of the requirements for effectiveness of this Post-Effective
Amendment No. 18 to its Registration Statement pursuant to Rule 485(b) under
the Securities Act of 1933 to be signed on its behalf by the undersigned
thereto duly authorized, in the City of Seattle and State of Washington on the
11th day of March, 1996.
SAFECO MONEY MARKET TRUST
By /s/
---------------------------
David F. Hill, President
Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement has been signed below by the following persons in the capacities and
on the dates indicated.
<TABLE>
<CAPTION>
Name Title Date
- ----- ----- ----
<S> <C> <C>
/s/ President 3/11/96
- ------------------------------ Principal Executive Officer --------------
David F. Hill
RONALD L. SPAULDING* Vice President
- ------------------------------ and Treasurer --------------
Ronald L. Spaulding
Vice President, Controller
NEAL A FULLER* and Assistant Secretary
- ------------------------------ (Principal Financial --------------
Neal A. Fuller Officer)
/s/ Chairman and Trustee 3/11/96
- ------------------------------ --------------
Boh A. Dickey
BARBARA J. DINGFIELD*
- ------------------------------ Trustee --------------
Barbara J. Dingfield
RICHARD W. HUBBARD*
- ------------------------------ Trustee --------------
Richard W. Hubbard
RICHARD E. LUNDGREN*
- ------------------------------ Trustee --------------
Richard E. Lundgren
L.D. MCCLEAN*
- ------------------------------ Trustee --------------
L.D. McClean
LARRY L. PINNT*
- ------------------------------ Trustee --------------
Larry L. Pinnt
JOHN W. SCHNEIDER*
- ------------------------------ Trustee
John W. Schneider
*By: /s/ *By: /s/
------------------------------ ---------------------------------
Boh A. Dickey David F. Hill
Attorney-in-Fact Attorney-in-Fact
</TABLE>
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EXHIBIT INDEX
EXHIBIT
NUMBER
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1 Opinion of Counsel
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EXHIBIT 1
OPINION OF COUNSEL
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March 11, 1996
Board of Trustees
SAFECO Money Market Trust
SAFECO Plaza
Seattle, WA 98185
Ladies and Gentlemen:
I have acted as counsel to the Registrant in connection with the filing with
the Securities and Exchange Commission of Post-Effective Amendment No. 18 to
Registration Statement No. 2-25272 on Form N-1A for the shares of the
Registrant. I have made such examination of law and have examined such records
and documents as in my opinion are necessary or appropriate to enable me to
render the following opinion:
1. The Registrant was established by a Trust Instrument dated May 13,
1993, and filed with the Delaware Secretary of State on May 17, 1993.
The Trust is at the present time validly existing as a Delaware
business trust under the laws of the state of Delaware.
2. The Registrant is authorized to issue an unlimited number of shares of
beneficial interest with a par value of $.001 per share which currently
represent two series: SAFECO Money Market Fund and SAFECO Tax-Free
Money Market Fund.
3. All of the prescribed procedures for the issuance of the shares have
been followed, and, when such shares are issued in accordance with the
Prospectus contained in the Registration Statement all state
requirements relating to such shares will have been complied with.
4. Upon the acceptance of payment for shares issued in accordance with the
Prospectus contained in the Registration Statement and upon compliance
with applicable law, such shares will be legally-issued, fully paid and
non-assessable shares of the Registrant.
You may use this letter, or a copy hereof, as an exhibit to the Registration
Statement.
Sincerely,
/s/
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Lizbeth A. Englund
Counsel
