Registration Nos. 2-25272/811-3347
- --------------------------------------------------------------------------------
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. 21 /X/
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 /X/
Amendment No. 21 /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:
immediately upon filing pursuant to paragraph (b)
x on January 31,1997 pursuant to paragraph (b)
----- ------- -- ----
60 days after filing pursuant to paragraph (a)
-----
on pursuant to paragraph (a) (1)
----- -----------------
75 days after filing pursuant to paragraph (a) (2)
-----
on _________________ pursuant to paragraph (a) (2) of Rule 485
-----
If appropriate, check the following box:
<PAGE>
o This post-effective amendment designates a new effective date for
a previously filed post-effective amendment.
================================================================================
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 or about May 30, 1996.
================================================================================
<PAGE>
SAFECO MONEY MARKET TRUST
Contents of Registration Statement
This registration statement consists of the following papers and
documents:
o Cover Sheet
o Contents of Registration Statement
o Cross Reference Sheets
o No-Load Class Shares of:
SAFECO Money Market Fund
SAFECO Tax-Free Money Market Fund
PART A - Prospectus
PART B - Statement of Additional Information
o Advisor Class A and Advisor Class B Shares of:
SAFECO Growth Fund
SAFECO Equity Fund
SAFECO Income Fund
SAFECO Northwest Fund
SAFECO Balanced Fund
SAFECO International Stock Fund
SAFECO High-Yield Bond Fund
SAFECO Small Company Stock Fund
SAFECO Intermediate-Term U.S. Treasury Fund
SAFECO Managed Bond Fund
SAFECO Money Market Fund
SAFECO Municipal Bond Fund
SAFECO California Tax-Free Income Fund
SAFECO Washington State Municipal Bond Fund
PART A - Prospectus
o Advisor Class A and Advisor Class B Shares of:
SAFECO Intermediate-Term U.S. Treasury Fund
SAFECO Managed Bond Fund
SAFECO Money Market Fund
SAFECO Municipal Bond Fund
SAFECO High-Yield Bond Fund
SAFECO California Tax-Free Income Fund
SAFECO Washington State Municipal Bond Fund
PART B - Statement of Additional Information
o PART C - Other Information
o Signature Page
o Exhibits
This filing is made to update the Prospectus and Statement of
Additional Information relating to the Advisor Class A and Advisor
Class B shares of SAFECO Money Market Fund. No changes are hereby
made to the Prospectuses and Statements of Additional Information
relating to the No-Load Class of the Registrant, SAFECO Common Stock
Trust, SAFECO Tax-Exempt Bond Trust, SAFECO Taxable Bond Trust, and
SAFECO Managed Bond Trust.
<PAGE>
SAFECO MONEY MARKET TRUST
SAFECO Money Market Fund
SAFECO Tax-Free Money Market Fund
No-Load Class
Form N-1A Cross Reference Sheet
Part A
------
Location
Item No. in Prospectus
- -------- -------------
Item 1. Cover Page Cover page
Item 2. Synopsis Introduction to the
Trusts and the Funds;
Expenses
Item 3. Condensed Financial Information Financial Highlights;
Performance Information
Item 4. General Description of Registrant Each Fund's Investment
Objective and Policies;
Information about Share
Ownership and Companies
that Provide Services to
the Trusts
Item 5. Management of the Trust Expenses; Sub-Adviser
Information for the
International Fund;
Information about Share
Ownership and Companies
that Provide Services to
the Trusts; Portfolio
Managers
Item 6. Capital Stock and Other Securities Cover Page; Share Price
Calculation; Information
About Share Ownership and
Companies That Provide
Services to the Trusts;
Fund Distributions and How
They Are Taxed; Persons
Controlling Certain Funds
Item 7. Purchase of Securities Being Offered How to Purchase Shares;
How to Systematically
Purchase or Redeem Shares;
How to Exchange Shares From
One Fund to Another;
Telephone Transactions;
Shares Price Calculation;
Tax- Deferred Retirement
Plans; Account Statements
Item 8. Redemption or Repurchase How to Redeem Shares;
How to Systematically
Purchase or Redeem Shares;
How to Exchange Shares From
One Fund to Another;
Telephone Transactions;
Account Statements; Account
Changes and Signature
Requirements
Item 9. Pending Legal Proceedings Not applicable
Part B
------
Location in Statement of
Item No. Additional Information
- -------- ----------------------
Item 10. Cover page Cover page
Item 11. Table of Contents Table of Contents
Item 12. General Information and History Not applicable
Item 13. Investment Objectives and Policies Investment Policies;
Additional Investment
Information; Description of
Ratings
Item 14. Management of the Trust Trustees and Officers
Item 15. Control Persons and Principal Principal Shareholders
Holders of Securities of Certain Funds
Item 16. Investment Advisory and Investment Advisory and
Other Services Other Services
Item 17. Brokerage Allocation and Other Brokerage Practices
Practices
Item 18. Capital Stock and Other Securities Additional Information
on Calculation of Net Asset
Value Per Share
Item 19. Purchase, Redemption and Pricing Additional Information
of Securities Being Offered On Calculation of Net
Asset Value Per Share;
Redemption in Kind
Item 20. Tax Status Additional Tax
Information
Item 21. Underwriters Investment Advisory and
Other Services
Item 22. Calculation of Performance Data Additional Performance
Information
Item 23. Financial Statements Financial Statements
Part C
------
Information required to be included in Part C is set forth under the appropriate
item, so numbered, in Part C of this Registration Statement.
<PAGE>
SAFECO MONEY MARKET TRUST
SAFECO Money Market Fund
SAFECO TAX-EXEMPT BOND TRUST
SAFECO Municipal Bond Fund
SAFECO California Tax-Free Income Fund
SAFECO Washington State Municipal Bond Fund
SAFECO COMMON STOCK TRUST
SAFECO Growth Fund
SAFECO Equity Fund
SAFECO Income Fund
SAFECO Northwest Fund
SAFECO Balanced Fund
SAFECO International Stock Fund
SAFECO Small Company Stock Fund
SAFECO TAXABLE BOND TRUST
SAFECO Intermediate-Term U.S. Treasury Fund
SAFECO High-Yield Bond Fund
SAFECO MANAGED BOND TRUST
SAFECO Managed Bond Fund
Advisor Class A and Advisor Class B
Form N-1A Cross Reference Sheet
Part A
------
Location
Item No. in Prospectus
- -------- -------------
Item 1. Cover Page Cover page
Item 2. Synopsis Introduction to the
Trusts and the Funds;
Expenses
Item 3. Condensed Financial Information Financial Highlights;
Performance Information
Item 4. General Description of Registrant Each Fund's Investment
Objective and Policies;
Information about Share
Ownership and Companies
that Provide Services to
the Trusts
Item 5. Management of the Trust Expenses; Sub-Adviser
Information for the
International Fund;
Information about Share
Ownership and Companies
that Provide Services to
the Trusts; Portfolio
Managers
Item 6. Capital Stock and Other Securities Cover Page; Share Price
Calculation; Information
About Share Ownership and
Companies That Provide
Services to the Trusts;
Fund Distributions and How
They Are Taxed; Persons
Controlling Certain Funds
<PAGE>
Item 7. Purchase of Securities Being Offered How to Purchase Shares;
How to Systematically
Purchase or Redeem Shares;
How to Exchange Shares From
One Fund to Another;
Telephone Transactions;
Shares Price Calculation;
Tax- Deferred Retirement
Plans; Account Statements
Item 8. Redemption or Repurchase How to Redeem Shares;
How to Systematically
Purchase or Redeem Shares;
How to Exchange Shares From
One Fund to Another;
Telephone Transactions;
Account Statements; Account
Changes and Signature
Requirements
Item 9. Pending Legal Proceedings Not applicable
<PAGE>
SAFECO MONEY MARKET TRUST
SAFECO Money Market Fund
SAFECO TAX-EXEMPT BOND TRUST
SAFECO Municipal Bond Fund
SAFECO California Tax-Free Income Fund
SAFECO Washington State Municipal Bond Fund
SAFECO TAXABLE BOND TRUST
SAFECO Intermediate-Term U.S. Treasury Fund
SAFECO High-Yield Bond Fund
SAFECO MANAGED BOND TRUST
SAFECO Managed Bond Fund
Advisor Class A and Advisor Class B Shares
Form N-1A Cross Reference Sheet
Part B
------
Location in Statement of
Item No. Additional Information
- -------- ----------------------
Item 10. Cover page Cover page
Item 11. Table of Contents Table of Contents
Item 12. General Information and History Not applicable
Item 13. Investment Objectives and Policies Investment Policies;
Additional Investment
Information; Description of
Ratings
Item 14. Management of the Trust Trustees and Officers
Item 15. Control Persons and Principal Principal Shareholders
Holders of Securities of Certain Funds
Item 16. Investment Advisory and Investment Advisory and
Other Services Other Services
Item 17. Brokerage Allocation and Other Brokerage Practices
Practices
Item 18. Capital Stock and Other Securities Additional Information
on Calculation of Net Asset
Value Per Share; Conversion
of Advisor Class B Shares
Item 19. Purchase, Redemption and Pricing Additional Information
of Securities Being Offered
On Calculation of Net Asset
Value Per Share; Redemption
in Kind
Item 20. Tax Status Additional Tax
Information
Item 21. Underwriters Investment Advisory and
Other Services
Item 22. Calculation of Performance Data Additional Performance
Information
Item 23. Financial Statements Financial Statements
Part C
------
Information required to be included in Part C is set forth under the appropriate
item, so numbered, in Part C of this Registration Statement.
<PAGE>
SAFECO MONEY MARKET TRUST
SUPPLEMENT TO THE PROSPECTUS
DATED JULY 19, 1996
SUPPLEMENT DATED JANUARY 31, 1997
The following information supplements the Trust's Prospectus:
1. The following supplemental information is inserted following the section
captioned "Financial Highlights" on page 7.
FINANCIAL HIGHLIGHTS
(For a No-Load Class Share Outstanding Throughout the Period)
The supplemental financial information and performance data has been derived
from the Financial Statements and should be read in conjunction therewith.
<TABLE>
<CAPTION>
For the period from April 1, 1996
to September 30, 1996
-------------------------------------
SAFECO SAFECO
Money Tax-Free
Market Money
Fund Market Fund
(Unaudited) (Unaudited)
----------- -----------
<S> <C> <C>
Net Asset Value at Beginning of Period $ 1.00 $ 1.00
Income from Investment Operations:
Net Investment Income .02 .02
Less Distributions:
Dividends from Net Investment Income (.02) (.02)
-------- --------
Net Asset Value at End of Period $ 1.00 $ 1.00
====== ======
Total Return 2.33%** 1.52%**
Net Assets at End of Period (000's omitted) $167,231 $75,361
Ratio of Expenses to Average Net Assets .83%* .66%*
Ratio of Net Investment Income to Average Net Assets 4.63%* 3.04%*
- --------------------------------------------------------------------------------
</TABLE>
* Annualized
** Not Annualized
More information about each Fund is contained in the Semi-Annual Report to
shareholders which may be obtained without charge by calling the number on the
first page of the Prospectus.
2. The following information replaces the first sentence in Item 2 under the
caption "COMMON INVESTMENT PRACTICES" on page 14.
May invest in variable and floating rate instruments. Issuers of floating or
variable rate notes include, but are not limited to, corporations, partnerships,
the U.S. government, its agencies and instrumentalities, and municipalities.
<PAGE>
SAFECO MONEY MARKET TRUST
SUPPLEMENT TO THE PROSPECTUS DATED JULY 19, 1996
SUPPLEMENT DATED NOVEMBER 25, 1996
THE FOLLOWING INFORMATION SUPPLEMENTS THE TRUST'S NO-LOAD PROSPECTUS:
1. THE FOLLOWING INFORMATION REPLACES THE SENTENCE FOLLOWING THE FIFTH BULLET
UNDER THE SUBHEADING "EACH FUND" ON PAGE 5:
"Has a minimum initial investment requirement of $1,000
for regular accounts, $250 for individual retirement
accounts ("IRAs") and accounts established under the
Uniform Gift to Minors Act ("UGMA") or Uniform Transfer
to Minors Act ("UTMA"). No minimum initial investment is
required to establish the Automatic Investment Method
("AIM") or Payroll Deduction Plan."
2. THE FOLLOWING INFORMATION REPLACES THE FIRST THREE SENTENCES UNDER THE
SUBHEADING "INITIAL PURCHASES" ON PAGE 25:
"MINIMUM INITIAL INVESTMENT $1,000 (IRA [MONEY FUND
ONLY], UGMA AND UTMA $250).
Minimum initial investments are negotiable for
retirement accounts other than IRAs.
No minimum initial investment is required to establish
the Automatic Investment Method (except for certain UGMA
or UTMA accounts) or Payroll Deduction Plan."
3. THE FOLLOWING INFORMATION REPLACES THE FIRST SENTENCE UNDER THE SUBHEADING
"ADDITIONAL PURCHASES" ON PAGE 26:
"MINIMUM ADDITIONAL INVESTMENT $100 FOR ALL ACCOUNTS,
EXCEPT FOR UGMA OR UTMA AUTOMATIC INVESTMENT METHOD
("AIM") ACCOUNTS OPENED WITH AN INITIAL INVESTMENT OF
$250 OR MORE. THESE ACCOUNTS HAVE A MINIMUM ADDITIONAL
INVESTMENT OF ONLY $50. THERE IS NO MINIMUM INVESTMENT
FOR DIVIDEND REINVESTMENTS."
4. THE FOLLOWING INFORMATION REPLACES THE SENTENCE UNDER THE SUBHEADING
"AUTOMATIC INVESTMENT METHOD (AIM)" ON PAGE 30:
"AIM enables you to make regular monthly investments by
authorizing SAFECO Services to withdraw a specific
amount from your bank account and invest the amount in
any Fund. AIM has a minimum of $100 per withdrawal per
Fund for all accounts (except UGMA and UTMA accounts
which have a lower $50 minimum for additional
investments, provided that the account was opened with
an initial investment of at least $250)."
5. THE FOLLOWING INFORMATION REPLACES THE DISCUSSION FOLLOWING THE FIRST
SENTENCE IN ITEM 4, PAGE 13 UNDER THE SUBHEADING "TAX-FREE MONEY FUND":
"Such shares will be purchased only if SAM determines
that they provide a better combination of yield and
liquidity than a direct investment in short-term,
tax-exempt securities. The Fund will not invest more
than 5% of its total assets in a single investment
company."
<PAGE>
SAFECO MONEY MARKET TRUST
SUPPLEMENT TO THE PROSPECTUS DATED JULY 19, 1996
SUPPLEMENT DATED SEPTEMBER 30, 1996
THE FOLLOWING INFORMATION SUPPLEMENTS THE TRUST'S PROSPECTUS:
1. "Effective September 30, 1996, all of the then-existing shares of
the SAFECO Money Market Fund and the SAFECO Tax-Exempt Money Market
Fund (each a "Fund") were redesignated as "No-Load Class" shares,
and the SAFECO Money Market Fund ("Money Market Fund") commenced
offering Advisor Class A and Advisor Class B shares. Advisor Class A
shares and Advisor Class B shares are offered through a separate
prospectus to investors who engage the services of an investment
professional. Advisor Class A shares are sold subject to an initial
sales charge and Advisor Class B shares are sold subject to a
contingent deferred sales charge. Advisor Class A and Advisor Class
B shares also incur different expenses than No-Load Class shares.
Accordingly, net asset value is calculated separately for each class
of shares of the Money Market Fund. In addition, the performance of
the three classes will differ and accordingly will be calculated
separately for each class. In the event of a special meeting of
shareholders of the Trust, separate votes are taken by each class of
shares, a Fund, or the Trust if a matter affects only that class of
shares, a Fund, or the Trust, respectively. For more information
about Advisor Class A shares and Advisor Class B shares of the Money
Market Fund, please call 1-800-463-8791."
2. THE FOLLOWING INFORMATION REPLACES THE SECOND SENTENCE IN ITEM 4 ON PAGE
11:
"U.S. Government securities include (a) direct obligations of the
U.S. Treasury, (b) securities supported by the full faith and credit
of the U.S. Government but that are not direct obligations of the
U.S. Treasury, (c) securities that are not supported by the full
faith and credit of the U.S. Government but are supported by the
issuer's ability to borrow from the U.S. Treasury such as securities
issued by the Federal National Mortgage Association ("FNMA") and the
Federal Home Loan Mortgage Corporation ("FHLMC"), and (d) securities
supported solely by the creditworthiness of the issuer, such as
securities issued by the Tennessee Valley Authority ("TVA")."
<PAGE>
SAFECO MONEY MARKET
FUND
SAFECO TAX-FREE MONEY
MARKET FUND JULY 19, 1996
- --------------------------------------------------------------------------------
Each Fund described in this Prospectus is a series of the SAFECO Money Market
Trust ("Trust"), an open-end, management investment company consisting of two
separate series.
There are market risks in all securities transactions. This Prospectus sets
forth the information a prospective investor should know before investing.
PLEASE READ AND RETAIN THE PROSPECTUS FOR FUTURE REFERENCE. A Statement of
Additional Information, dated July 19, 1996, and incorporated herein by
reference, has been filed with the Securities and Exchange Commission and is
available at no charge upon request by calling one of the numbers listed on this
page. The Statement of Additional Information contains more information about
most of the topics in this Prospectus as well as information about the Trustees
and officers of the Trust.
For additional assistance, please call or write:
Nationwide 1-800-624-5711 SAFECO Mutual Funds
Seattle 206-545-7319 P.O. Box 34890
Seattle, WA 98124-1890
TTY/TDD Service 1-800-438-8718
All telephone calls are tape-recorded for your protection.
INVESTMENTS IN THE FUNDS ARE NEITHER INSURED NOR GUARANTEED BY THE U.S.
GOVERNMENT, AND THERE CAN BE NO ASSURANCE THAT A FUND WILL MAINTAIN A STABLE
$1.00 SHARE PRICE.
MUTUAL FUND SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED BY, ANY
DEPOSITORY INSTITUTION. SHARES ARE NOT INSURED BY THE FDIC, THE FEDERAL RESERVE
BOARD, OR ANY OTHER AGENCY, AND ARE SUBJECT TO INVESTMENT RISK, INCLUDING THE
POSSIBLE LOSS OF PRINCIPAL.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
NO DEALER, SALESPERSON OR OTHER PERSON HAS BEEN AUTHORIZED TO MAKE ANY
REPRESENTATION, OTHER THAN THOSE CONTAINED IN THIS PROSPECTUS, AND, IF GIVEN OR
MADE, SUCH OTHER INFORMATION OR REPRESENTATIONS MUST NOT BE RELIED UPON AS
HAVING BEEN AUTHORIZED BY THE TRUST, ANY SERIES OF THE TRUST, OR SAFECO
SECURITIES, INC. THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFER TO SELL OR A
SOLICITATION OF AN OFFER TO BUY BY THE TRUST, ANY SERIES OF THE TRUST, OR SAFECO
SECURITIES IN ANY STATE IN WHICH SUCH OFFER OR SOLICITATION MAY NOT BE LAWFULLY
MADE.
SAFECO MONEY MARKET FUND has as its investment objective to seek as high a level
of current income as is consistent with the preservation of capital and
liquidity through investment in high-quality money market instruments maturing
in thirteen months or less.
<PAGE>
SAFECO TAX-FREE MONEY MARKET FUND has as its investment objective to provide as
high a level of current income exempt from federal income tax as is consistent
with a portfolio of high-quality, short-term municipal obligations selected on
the basis of liquidity and preservation of capital.
2
<PAGE>
TABLE OF CONTENTS
Introduction to the Trust and the Funds...................... 4
Fund Expenses................................................ 5
Financial Highlights......................................... 7
The Trust and Each Fund's Investment Policies................ 9
Information about Share Ownership and Companies that
Provide Services to the Trust...........................13
Performance Information......................................15
Fund Distributions and How They are Taxed....................15
Tax-Deferred Retirement Plans................................17
Account Statements...........................................17
Account Changes and Signature Requirements...................18
Share Price Calculation......................................18
How to Purchase Shares.......................................19
How to Redeem Shares.........................................20
How to Systematically Purchase or Redeem Shares..............22
How to Exchange Shares from One Fund to Another..............22
Telephone Transactions.......................................24
Transactions Through Registered Investment Advisers..........24
3
<PAGE>
- ---------------------------------------
INTRODUCTION TO THE TRUST AND THE FUNDS
- ---------------------------------------
The Trust is a series investment company that currently issues shares
representing two mutual funds: SAFECO Money Market Fund ("Money Fund") and
SAFECO Tax-Free Money Market Fund ("Tax-Free Money Fund") (together, the
"Funds"). Each Fund is a diversified series of the Trust, an open-end,
management investment company that continuously offers to sell and redeem (buy
back) its shares at the current net asset value per share without any sales or
redemption charges or 12b-1 fees. Each Fund intends to maintain a net asset
value per share of $1.00.
The MONEY FUND has as its investment objective to seek as high a level of
current income as is consistent with the preservation of capital and liquidity
through investment in high-quality money market instruments maturing in thirteen
months or less.
The TAX-FREE MONEY FUND has as its investment objective to provide as high a
level of current income exempt from federal income tax as is consistent with a
portfolio of high-quality, short-term municipal obligations selected on the
basis of liquidity and preservation of capital.
There is, of course, no assurance that a Fund will achieve its investment
objective. See "The Trust and Each Fund's Investment Policies" for more
information.
The principal risk associated with an investment in a mutual fund like either of
the Funds is that they may experience a delay or failure in principal or
interest payments at maturity of one or more of the portfolio securities. Each
Fund's yield will fluctuate with general money market interest rates. See "The
Trust and Each Fund's Investment Policies" for further information.
Each Fund is managed by SAFECO Asset Management Company ("SAM"). SAM is
headquartered in Seattle, Washington and managed over $2 billion in mutual fund
assets as of June 30, 1996. SAM has been an adviser to mutual funds and other
investment portfolios since 1973 and its predecessors have been such advisers
since 1932. See "Information about Share Ownership and Companies that Provide
Services to the Trust" for more information.
Each Fund:
o Seeks to maintain a $1.00 per share net asset value.
o Is 100% no-load; there are no sales or redemption charges or 12b-1 fees.
o Offers free exchanges as well as easy access to your money through telephone
redemptions and wire transfers.
o Pays dividends monthly.
o Has a minimum initial investment of $1,000 for regular accounts and $250 for
IRAs. No minimum initial investment is required to establish the Automatic
Investment Method ("AIM") or Payroll Deduction Plan.
4
<PAGE>
- -------------
FUND EXPENSES
- -------------
A. SHAREHOLDER TRANSACTION EXPENSES FOR EACH FUND
SALES
SALES LOAD IMPOSED DEFERRED
LOAD IMPOSED ON REINVESTED SALES REDEMPTION EXCHANGE
FUND ON PURCHASES DIVIDENDS LOAD FEES FEES
Money Fund None None None None None
Tax-Free
Money Fund None None None None None
SAFECO Services Corporation, the transfer agent for the Funds, charges a $10 fee
to wire redemption proceeds.
B. ANNUAL OPERATING EXPENSES (AS A PERCENTAGE OF AVERAGE NET ASSETS)
TOTAL
MANAGEMENT OTHER OPERATING
FUND 12B-1 FEE + FEE + EXPENSES = EXPENSES
- ------------- -------------- --------------- --------------- ---------------
Money Fund None .50% .28% .78%
Tax-Free
Money Fund None .50% .15% .65%
The amounts shown are actual expenses paid by shareholders of the Money and
Tax-Free Money Funds for the fiscal year ended March 31, 1996. See "Information
About Share Ownership and Companies that Provide Services to the Trust" on page
13 for more information.
C. EXAMPLE OF EXPENSES
You would pay the following expenses on a $1,000 investment assuming 5% annual
return and redemption at the end of each time period. The example assumes that
all dividends and other distributions are reinvested and that the percentage
amounts listed in "Annual Operating Expenses" above remain the same in the years
shown.
FUND 1 YEAR 3 YEARS 5 YEARS 10 YEARS
- ---- ------ ------- ------- --------
Money Fund $8 $25 $43 $97
Tax-Free Money Fund $7 $21 $36 $81
5
<PAGE>
The purpose of the tables is to assist you in understanding the various costs
and expenses that an investor in each Fund would bear, directly or indirectly.
THE EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES. A FUND'S ACTUAL EXPENSES OR PERFORMANCE MAY BE GREATER OR LESS THAN
THOSE SHOWN. THE ASSUMED 5% ANNUAL RETURN IS REQUIRED BY SECURITIES AND EXCHANGE
COMMISSION REGULATIONS APPLICABLE TO ALL MUTUAL FUNDS AND IT IS NOT A PREDICTION
OF, NOR DOES IT REPRESENT, PAST OR FUTURE EXPENSES OR THE PERFORMANCE OF ANY
FUND.
6
<PAGE>
FINANCIAL HIGHLIGHTS
(For a Share Outstanding Throughout the Period)
SAFECO Money Market Fund
The following supplemental financial information and performance data has been
derived from Financial Statements of the Safeco Money Market Fund which has been
audited by Ernst & Young LLP, independent suditors. The information should be
read in conjunction with the financial statements, related notes and other
financial information incorporated by reference herein.
<TABLE>
<CAPTION>
Year Ended March 31
1996 1995 1994 1993 1992
---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C>
Net asset value at
beginning of period ......... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
INCOME FROM INVESTMENT
OPERATIONS:
Net investment income........ .05 .04 .02 .03 .05
LESS DISTRIBUTIONS:
Dividends from net
investment income .......... (.05) (.04) (.02) (.03) (.05)
------- ------- ------- ------- -------
Net asset value at end
of period ................... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
======= ======= ======= ======= =======
Total return................... 5.15% 4.20% 2.48% 2.98% 5.04%
Net assets at end
of period (000's omitted).... $165,122 $171,958 $186,312 $144,536 $184,823
Ratio of expenses to
average net assets ........... .78% .78% .79% .77% .73%
Ratio of net investment income
to average net assets ........ 5.04% 4.21% 2.47% 3.02% 5.05%
</TABLE>
<TABLE>
<CAPTION>
Year Ended March 31
1990 1989 1988 1987
---- ---- ---- ----
<S> <C> <C> <C> <C>
Net asset value at
beginning of period ......... $ 1.00 $ 1.00 $ 1.00 $ 1.00
INCOME FROM INVESTMENT
OPERATIONS:
Net investment income........ .08 .08 .06 .06
LESS DISTRIBUTIONS:
Dividends from net
investment income .......... (.08) (.08) (.06) (.06)
------- ------- ------- -------
Net asset value at end
of period ................... $ 1.00 $ 1.00 $ 1.00 $ 1.00
======= ======= ======= =======
Total return................... 8.77% 7.86% 6.56% 5.90%+
Net assets at end
of period (000's omitted).... $225,974 $177,813 $119,709 $57,998
Ratio of expenses to
average net assets ........... .71% .74% .79% .82%
Ratio of net investment income
to average net assets ........ 8.45% 7.66% 6.49% 5.71%
* Annualized
** Not Annualized
+ Unaudited
</TABLE>
7
<PAGE>
FINANCIAL HIGHLIGHTS
(For a Share Outstanding Throughout the Period)
SAFECO Money Market Fund
The following supplemental financial information and performance data has been
derived from Financial Statements of the SAFECO Tax-Free Money Market Fund which
has been audited by Ernst & Young LLP, independent suditors. The information
should be read in conjunction with the financial statements, related notes and
other financial information incorporated by reference herein.
<TABLE>
<CAPTION>
Year Ended March 31
1996 1995 1994 1993 1992 1991
---- ---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C>
Net asset value at
beginning of period ......... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
INCOME FROM INVESTMENT
OPERATIONS:
Net investment income........ .05 .04 .02 .03 .05 .07
LESS DISTRIBUTIONS:
Dividends from net
investment income .......... (.05) (.04) (.02) (.03) (.05) (.07)
------- ------- ------- ------- ------- -------
Net asset value at end
of period ................... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
======= ======= ======= ======= ======= =======
Total return................... 5.15% 4.20% 2.48% 2.98% 5.04% 7.60%
Net assets at end
of period (000's omitted).... $165,122 $171,958 $186,312 $144,536 $184,823 $224,065
Ratio of expenses to
average net assets ........... .78% .78% .79% .77% .73% .70%
Ratio of net investment income
to average net assets ........ 5.04% 4.21% 2.47% 3.02% 5.05% 7.34%
</TABLE>
<TABLE>
<CAPTION>
Year Ended March 31
1990 1989 1988 1987
---- ---- ---- ----
<S> <C> <C> <C> <C>
Net asset value at
beginning of period ......... $ 1.00 $ 1.00 $ 1.00 $ 1.00
INCOME FROM INVESTMENT
OPERATIONS:
Net investment income........ .08 .08 .06 .06
LESS DISTRIBUTIONS:
Dividends from net
investment income .......... (.08) (.08) (.06) (.06)
------- ------- ------- -------
Net asset value at end
of period ................... $ 1.00 $ 1.00 $ 1.00 $ 1.00
======= ======= ======= =======
Total return................... 8.77% 7.86% 6.56% 5.90%+
Net assets at end
of period (000's omitted).... $225,974 $177,813 $119,709 $57,998
Ratio of expenses to
average net assets ........... .71% .74% .79% .82%
Ratio of net investment income
to average net assets ........ 8.45% 7.66% 6.49% 5.71%
* Annualized
** Not Annualized
</TABLE>
8
<PAGE>
- ---------------------------------------------
THE TRUST AND EACH FUND'S INVESTMENT POLICIES
- ---------------------------------------------
The Trust is a Delaware business trust established by the Trust Instrument dated
May 13, 1993. The Trust currently consists of two mutual funds: Money Market
Fund and Tax-Free Money Market Fund, each of which is a diversified series of
the Trust.
The investment objective and investment policies for each Fund are described
below. The Trust's Board of Trustees may change the Money Market Fund's
objective without shareholder vote, but no such change will be made without 60
days' prior written notice to shareholders of that Fund. In the event a Fund
changes its investment objective, the new objective may not meet the investment
needs of every shareholder and may be different from the objective a shareholder
considered appropriate at the time of initial investment. It is the policy of
both the Money Fund and Tax-Free Money Fund to seek to maintain a net asset
value per share of $1.00. Current holdings and recent investment strategies are
described in the Funds' financial reports which are sent to shareholders twice a
year.
Each Fund has adopted a number of investment restrictions. If a Fund follows a
percentage limitation at the time of investment, a later increase or decrease in
values, net assets or other circumstances will not be considered in determining
whether a Fund complies with the applicable policy. Unless otherwise stated, all
investment policies and limitations described below are non-fundamental and may
be changed by the Trust's Board of Trustees without shareholder vote.
MONEY FUND
The investment objective of the Money Fund is to seek as high a level of current
income as is consistent with the preservation of capital and liquidity through
investment in high-quality money market instruments maturing in thirteen months
or less.
To pursue its objective, the Money Fund:
1. WILL PURCHASE ONLY HIGH-QUALITY SECURITIES THAT, IN THE OPINION OF SAM
OPERATING UNDER GUIDELINES ESTABLISHED BY THE BOARD OF TRUSTEES, PRESENT
MINIMAL CREDIT RISKS AFTER AN EVALUATION OF THE CREDIT QUALITY OF THE
ISSUER OR OF ANY ENTITY PROVIDING A CREDIT ENHANCEMENT FOR THE SECURITY.
The Fund complies with industry-standard guidelines on the quality and
maturity of its investments, which are designed to help maintain a stable
$1.00 share price. The Fund invests in instruments with remaining
maturities of 397 days or less and maintains a dollar-weighted average
portfolio maturity of not more than 90 days.
2. MAY INVEST IN COMMERCIAL PAPER OBLIGATIONS. Commercial paper is a
short-term instrument issued by corporations, financial institutions,
governmental entities and other entities. The principal risk associated
with commercial paper is the potential insolvency of the issuer. In
addition to commercial paper obligations of domestic corporations, the
Fund may also purchase dollar-denominated commercial paper issued in the
U.S. by foreign entities. While investments in foreign securities are
intended to reduce risk by providing further diversification, such
investments involve sovereign and other risks, in addition to the credit
and market risks normally associated with domestic securities. These
9
<PAGE>
additional risks include the possibility of adverse political and economic
developments (including political instability) and the potentially adverse
effects of unavailability of public information regarding issuers, reduced
governmental supervision regarding markets, reduced liquidity of certain
financial markets, and the lack of uniform accounting, auditing, and
financial standards or the application of standards that are different or
less stringent than those applied in the U.S. The Fund will purchase such
securities, only if, in the opinion of SAM, the security is of an
investment quality comparable to other obligations that may be purchased
by the Fund.
3. MAY INVEST IN NEGOTIABLE AND NON-NEGOTIABLE DEPOSITS, BANKERS' ACCEPTANCES
AND OTHER SHORT-TERM OBLIGATIONS OF U.S. BANKS. Companies in the financial
services industry are subject to various risks related to that industry,
such as government regulation, changes in interest rates, and exposure on
loans, including loans to foreign borrowers. The Fund may also invest in
dollar-denominated securities issued by foreign banks (including foreign
branches of U.S. banks) provided that, in the opinion of SAM, the security
is of an investment quality comparable to other obligations which may be
purchased by the Fund. Foreign banks may not be subject to accounting
standards or governmental supervision comparable to U.S. banks, and there
may be less public information available about their operations. In
addition, foreign securities may be subject to risks relating to the
political and economic conditions of the foreign country involved, which
could affect the payment of principal and interest.
4. MAY INVEST IN U.S. GOVERNMENT SECURITIES. U.S. government securities
include (a) securities supported by the full faith and credit of the U.S.
government but that are not direct obligations of the U.S. Treasury, (b)
securities that are not supported by the full faith and credit of the U.S.
government but are supported by the issuer's ability to borrow from the
U.S. Treasury such as securities issued by the Federal National Mortgage
Association ("FNMA") and the Federal Home Loan Mortgage Association
("FHLMC"), and (c) securities supported solely by the creditworthiness of
the issuer, such as securities issued by the Tennessee Valley Authority
("TVA"). While U.S. government securities are considered to be of the
highest credit quality available, they are subject to the same market
risks as comparable debt securities.
5. MAY INVEST IN EURODOLLAR AND YANKEE OBLIGATIONS. Eurodollar bank
obligations are dollar-denominated certificates of deposit and time
deposits issued outside the U.S. capital markets by foreign branches of
U.S. banks and by foreign banks. Yankee bank obligations are
dollar-denominated obligations issued in the U.S. capital markets by
foreign banks.
Eurodollar and Yankee obligations are subject to the same risks that
pertain to domestic issues, notably credit risk, market risk and liquidity
risk. Additionally, Eurodollar (and to a limited extent, Yankee)
obligations are subject to certain sovereign risks. One such risk is the
10
<PAGE>
possibility that a foreign government might prevent dollar-denominated
funds from flowing across its borders. Other risks include: adverse
political and economic developments in a foreign country; the extent and
quality of government regulation of financial markets and institutions;
the imposition of foreign withholding taxes; and expropriation or
nationalization of foreign issuers. Eurodollar and Yankee obligations will
undergo the same credit analysis as domestic issues in which the Fund
invests, and foreign issuers will be required to meet the same tests of
financial strength as the domestic issuers approved for the Fund.
TAX-FREE MONEY FUND
The investment objective of the Tax-Free Money Fund is to provide as high a
level of current income exempt from federal income tax as is consistent with a
portfolio of high-quality, short-term municipal obligations selected on the
basis of liquidity and preservation of capital. The Tax-Free Money Fund's
investment objective is a fundamental policy that may not be changed without
shareholder approval. The term "municipal obligations" as used in this
Prospectus means those obligations issued by or on behalf of states, territories
or possessions of the U.S. and the District of Columbia and their political
subdivisions, agencies and instrumentalities, the interest on which in the
opinion of counsel for the issuer is exempt from federal income tax.
To pursue its investment objective, the Tax-Free Money Fund:
1. WILL PURCHASE ONLY HIGH-QUALITY SECURITIES THAT, IN THE OPINION OF SAM
OPERATING UNDER GUIDELINES ESTABLISHED BY THE BOARD OF TRUSTEES, PRESENT
MINIMAL CREDIT RISKS AFTER AN EVALUATION OF THE CREDIT QUALITY OF THE
ISSUER OR OF ANY ENTITY PROVIDING A CREDIT ENHANCEMENT FOR THE SECURITY.
The Fund complies with industry-standard guidelines on the quality and
maturity of its investments, which are designed to help maintain a stable
$1.00 share price. The Fund invests in instruments with remaining
maturities of 397 days or less (determined in accordance with Rule 2a-7
under the 1940 Act) and maintains a dollar-weighted average portfolio
maturity of not more than 90 days.
2. WILL INVEST, DURING NORMAL MARKET CONDITIONS AND AS A MATTER OF
FUNDAMENTAL POLICY, AT LEAST 80% OF ITS NET ASSETS IN SECURITIES THE
INTEREST ON WHICH IS EXEMPT FROM FEDERAL INCOME TAX.
3. WILL INVEST IN MUNICIPAL NOTES. Municipal notes include bond anticipation
notes, tax anticipation notes and revenue anticipation notes, municipal
bonds, and municipal commercial paper. These instruments are generally
issued to provide for short-term capital needs of the issuer. The
principal risk associated with municipal notes is that the issuer may fail
to make timely payments of principal and interest to the Fund.
4. MAY INVEST UP TO 10% OF ITS TOTAL ASSETS IN SHARES OF NO-LOAD, OPEN-END
INVESTMENT COMPANIES THAT INVEST IN TAX-EXEMPT SECURITIES WITH REMAINING
MATURITIES OF THIRTEEN MONTHS OR LESS. Such shares will be purchased only
if SAM determines that they provide a better combination of yield and
liquidity than a direct investment in short-term, tax-exempt securities.
SAM will waive its advisory fees for assets invested in other investment
companies. The Fund will not invest more than 5% of its total assets in a
single investment company.
11
<PAGE>
5. MAY INVEST (AS A TEMPORARY ACCOMMODATION OR IN AN EMERGENCY SITUATION) UP
TO 20% OF ITS NET ASSETS IN SHORT-TERM TAXABLE INVESTMENTS SUCH AS DIRECT
OBLIGATIONS OF THE U.S. GOVERNMENT, CERTIFICATES OF DEPOSIT AND COMMERCIAL
PAPER MEETING THE NECESSARY QUALITY REQUIREMENTS.
COMMON INVESTMENT PRACTICES
Each Fund:
1. MAY INVEST IN REPURCHASE AGREEMENTS. In a repurchase agreement, a Fund
buys securities at one price and simultaneously agrees to sell them back
at a higher price. Delays or losses could result if the counterparty to
the agreement defaults or becomes insolvent. Each Fund will invest no more
than 10% of total assets in repurchase agreements and will not purchase
repurchase agreements that mature in more than seven days.
2. MAY INVEST IN VARIABLE AND FLOATING RATE INSTRUMENTS. The interest rates
on variable rate instruments reset periodically on specified dates so as
to cause the instruments' market value to approximate their par value. The
interest rates on floating rate instruments change whenever there is a
change in a designated benchmark rate. Variable and floating rate
instruments may have put features. These instruments may have optional put
features. Puts may also be mandatory, in which case the Fund would be
required to act to keep the instrument.
3. MAY INVEST UP TO 5% OF ITS TOTAL ASSETS IN RESTRICTED SECURITIES ELIGIBLE
FOR RESALE UNDER RULE 144A UNDER THE SECURITIES ACT OF 1933 ("1933 ACT")
("RULE 144A SECURITIES") AND COMMERCIAL PAPER SOLD PURSUANT TO SECTION
4(2) OF THE 1933 ACT ("SECTION 4(2) PAPER"), PROVIDED THAT SAM HAS
DETERMINED THAT SUCH SECURITIES ARE LIQUID UNDER GUIDELINES ADOPTED BY THE
BOARD OF TRUSTEES. Restricted securities may be sold only in offerings
registered under the 1933 Act or in transactions exempt from the
registration requirements under the 1933 Act. Rule 144A under the 1933 Act
provides an exemption for the resale of certain restricted securities to
qualified institutional buyers. Investing in such Rule 144A Securities
could have the effect of increasing a Fund's illiquidity to the extent
that qualified institutional buyers or other buyers are unwilling to
purchase the securities. Section 4(2) of the 1933 Act exempts securities
sold by the issuer in private transactions from the 1933 Act's
registration requirements. Because Section 4(2) paper is a restricted
security, investing in Section 4(2) paper could have the effect of
increasing a Fund's illiquidity to the extent that buyers are unwilling to
purchase the securities.
The following restrictions are fundamental policies and cannot be changed
without shareholder vote. Each Fund:
1. MAY INVEST UP TO 5% OF ITS ASSETS IN THE SECURITIES OF ANY ONE ISSUER
OTHER THAN U.S. GOVERNMENT SECURITIES (EXCEPT, WITH RESPECT TO THE
TAX-FREE MONEY FUND ONLY, THAT UP TO 25% OF THAT FUND'S ASSETS MAY BE
INVESTED WITHOUT REGARD TO THE 5% LIMITATION, WHICH 25% DOES NOT INCLUDE
SECURITIES ISSUED BY OTHER INVESTMENT COMPANIES).
12
<PAGE>
2. MAY INVEST UP TO 25% OF ITS TOTAL ASSETS IN ANY ONE INDUSTRY (INCLUDING
SECURITIES ISSUED BY FOREIGN BANKS AND FOREIGN BRANCHES OF U.S. BANKS),
PROVIDED, HOWEVER, THAT THIS LIMITATION DOES NOT APPLY TO U.S. GOVERNMENT
SECURITIES, OR TO CERTIFICATES OF DEPOSIT OR BANKERS' ACCEPTANCES ISSUED
BY DOMESTIC BANKS. The Tax-Free Money Fund will not invest more than 25%
of its total assets to be invested in any one industry, or in municipal
obligations and other permitted investments, the interest on which is
payable from revenues on similar types of projects.
3. MAY BORROW MONEY FOR TEMPORARY OR EMERGENCY PURPOSES (BUT NOT FOR
INVESTMENT PURPOSES) FROM A BANK OR AFFILIATES OF SAFECO CORPORATION AT AN
INTEREST RATE NOT GREATER THAN THAT AVAILABLE FROM COMMERCIAL BANKS. A
Fund will not borrow amounts in excess of 20% of total assets and will not
purchase securities if borrowings equal to or greater than 5% of total
assets are outstanding. Each Fund intends to primarily exercise its
borrowing authority to meet shareholder redemptions under circumstances
where redemptions exceed available cash.
In addition to the fundamental policy set forth in number 1, above, the Tax-Free
Money Fund is subject to a more restrictive non-fundamental policy pursuant to
which it may not invest more than 5% of its total assets in the securities of
any one issuer other than U.S. Government securitities. Notwithstanding this
policy, the Tax-Free Money Fund may invest up to 25% of its total assets in the
first tier securities of a single issuer for up to three business days after
purchase. First tier securities are securities (1) rated in the highest
short-term category by two nationally recognized statistical rating
organizations ("NRSROs"); (2) rated in the highest short-term rating category by
a single NRSRO if only that NRSRO has assigned the securities a short-term
rating; or (3) unrated, but determined by SAM to be of comparable quality.
For more information, see the "Investment Policies" and "Additional Investment
Information" sections of the Trust's Statement of Additional Information.
RISK FACTORS
When you sell your shares, they should be worth the same amount as when you
bought them. Of course, there is no guarantee that either Fund will maintain a
stable $1.00 share price. The principal risk associated with an investment in a
mutual fund like either of the Funds is that they may experience a delay or
failure in principal or interest payments at maturity of one or more of the
portfolio securities. It is possible that a major change in interest rates or a
default on one or more of the Funds' investments could cause their share prices
(and the value of your investment) to fall. Both Funds' yield will fluctuate
with general interest rates, and the value of the Funds' portfolios will
fluctuate inversely with changes in interest rates. With respect to the Tax-Free
Money Fund, the ability of issuers of municipal obligations to make principal
and interest payments is dependent on the receipt of revenue and subject to
bankruptcy and insolvency laws.
13
<PAGE>
- -----------------------------------------------
INFORMATION ABOUT SHARE OWNERSHIP AND COMPANIES
THAT PROVIDE SERVICES TO THE TRUST
- -----------------------------------------------
Each Fund is a series of SAFECO Money Market Trust, a Delaware business trust
that issues an unlimited number of shares of beneficial interest. The Board of
Trustees may establish additional series of shares of the Trust without approval
of shareholders.
Shares of each Fund represent equal proportionate interests in the assets of
that Fund only and have identical voting, dividend, redemption, liquidation and
other rights. All shares issued are fully paid and non-assessable, and
shareholders have no preemptive or other right to subscribe to any additional
shares.
The Trust does not intend to hold annual meetings of shareholders of the Funds.
The Trustees will call a special meeting of shareholders of a Fund only if
required under the Investment Company Act of 1940 or in their discretion or upon
the written request of holders of 10% or more of the outstanding shares of the
Fund entitled to vote.
Under Delaware law, the shareholders of the Funds will not be personally liable
for the obligations of any Fund; a shareholder is entitled to the same
limitation of personal liability extended to shareholders of corporations. To
guard against the risk that Delaware law might not be applied in other states,
the Trust Instrument requires that every written obligation of the Trust or Fund
contain a statement that such obligation may be enforced only against the assets
of the Trust or Fund.
SAM is the investment adviser for each Fund under an agreement with the Trust.
Under the agreement, SAM is responsible for the management of the Trust's and
each Fund's business affairs. Each Fund pays SAM an annual management fee based
on a percentage of that Fund's net assets ascertained each business day and paid
monthly in accordance with the schedules below. A reduction in the fees paid by
a Fund occurs only when that Fund's net assets reach the dollar amounts of the
break points and applies only to the assets that fall within the specified
range:
MONEY FUND
NET ASSETS ANNUAL FEE
$0 - $250,000,000 .5 of 1%
$250,000,001 - $500,000,000 .4 of 1%
$500,000,001 - $750,000,000 .3 of 1%
Over $750,000,000 .25 of 1%
TAX-FREE MONEY FUND
NET ASSETS ANNUAL FEE
$0 - $100,000,000 .5 of 1%
$100,000,001 - $250,000,000 .4 of 1%
$250,000,001 - $500,000,000 .3 of 1%
Over $500,000,000 .2 of 1%
For the year ended March 31, 1996, the ratios of expenses to average net assets
for the Money and Tax-Free Money Funds were .78% and .65%, respectively, and the
14
<PAGE>
ratios of the net compensation paid to SAM to the average net assets of the
Money and Tax-Free Money Funds were .50% and .50%, respectively.
The distributor of each Fund's shares under an agreement with the Trust is
SAFECO Securities, Inc. ("SAFECO Securities"), a broker-dealer registered under
the Securities Exchange Act of 1934 and a member of the National Association of
Securities Dealers, Inc. SAFECO Securities receives no compensation from the
Trust or the Funds for its services.
The transfer, dividend and distribution disbursement and shareholder servicing
agent for each Fund under an agreement with the Trust is SAFECO Services
Corporation ("SAFECO Services"). SAFECO Services receives a fee from each Fund
for every shareholder account held in the Fund. SAFECO Services may enter into
subcontracts with registered broker-dealers, third party administrators and
other qualified service providers that generally perform shareholder,
administrative, and/or accounting services which would otherwise be provided by
SAFECO Services. Fees incurred by a Fund for these services will not exceed the
transfer agency fee payable to SAFECO Services. Any distribution expenses
associated with these arrangements will be borne by SAM.
SAM, SAFECO Securities and SAFECO Services are wholly-owned subsidiaries of
SAFECO Corporation (a holding company whose primary subsidiaries are engaged in
the insurance and related financial services businesses) and are each located at
SAFECO Plaza, Seattle, Washington 98185.
- -----------------------
PERFORMANCE INFORMATION
- -----------------------
Each Fund's yield, effective yield and tax-equivalent yield may be quoted in
advertisements.
Yield is the annualization on a 365-day basis of either Fund's net income over a
7-day period. Effective yield is the annualization, on a 365-day basis, of
either Fund's net income over a 7-day period with dividends reinvested. The
effective yield will be slightly higher than the yield because of the
compounding effect of this assumed reinvestment. Tax-equivalent yield is, given
an investor's tax bracket, the taxable yield necessary to equal the Tax-Free
Money Fund's yield on an after-tax basis over the same period of time.
From time to time, the Funds may advertise rankings. Rankings are calculated by
independent companies that monitor mutual fund performance (e.g., CDA Investment
Technologies, Lipper Analytical Services, Inc., and Morningstar, Inc.) and are
reported periodically in national financial publications such as BARRON'S,
BUSINESS WEEK, FORBES, INVESTOR'S BUSINESS DAILY, MONEY MAGAZINE, and THE WALL
STREET JOURNAL. In addition, non-standardized performance figures may accompany
the standardized figures described above. Non-standardized figures may be
calculated in a variety of ways, including, but not necessarily limited to,
different time periods and different initial investment amounts. Each Fund may
also compare its performance to the performances of relevant indices.
Performance information and quoted rankings are indicative only of past
performance and are not intended to represent future investment results. Each
Fund's yield will fluctuate.
15
<PAGE>
- -----------------------------------------
FUND DISTRIBUTIONS AND HOW THEY ARE TAXED
- -----------------------------------------
DIVIDEND AND OTHER DISTRIBUTIONS
Each Fund declares an income dividend each business day based on net investment
income; i.e., all of its interest income earned on the securities in its
portfolio less all of its expenses. Income dividends are payable on the last
business day of each month. Your shares become entitled to declared dividends on
the next business day after shares are purchased in your account. If you request
redemption of all your shares at any time during the month, you will receive all
declared income dividends through the date of redemption together with the
proceeds of the redemption.
A shareholder's dividends and other distributions are reinvested in additional
shares of the distributing Fund at net asset value per share generally
determined as of the close of business on the ex-distribution date, unless the
shareholder elects in writing to receive dividends or other distributions in
cash and that election is provided to SAFECO Services at the address on the
Prospectus cover. An election to receive cash will remain in effect until
revoked by written notice by the shareholder in the same manner as the
distribution election. For retirement accounts, all dividends and other
distributions declared by the Money Fund must be reinvested in additional shares
of the Money Fund.
TAXES
Each Fund intends to continue to qualify for favorable tax treatment as a
regulated investment company under the Internal Revenue Code. By so qualifying,
each Fund will not be subject to federal income taxes to the extent it
distributes its net investment income and realized capital gains to its
shareholders.
TAX STATUS OF DIVIDENDS
Each Fund will inform you as to the amount and nature of dividends and other
distributions to your account. Dividends and other distributions declared in
December, but received by shareholders in January, are taxable to shareholders
in the year in which declared.
Distributions you receive from the Money Fund will be taxable as dividend income
whether received in cash or in additional Money Fund shares. Distributions you
receive from the Tax-Free Money Fund will normally be exempt from federal income
tax. However, from time to time, a portion of the Tax-Free Money Fund's assets
may be temporarily invested in fixed-income obligations, the interest on which
when distributed to the Fund's shareholders will be subject to federal income
taxes. Substantially all dividends of the Tax-Free Money Fund are expected to be
exempt from federal income tax, but may be subject to state or local taxes.
16
<PAGE>
TAX WITHHOLDING INFORMATION
You will be asked to certify on your account application or on a separate form
that the taxpayer identification number you provide is correct and that you are
not subject to, or are exempt from, backup withholding for previous
underreporting to the Internal Revenue Service.
Retirement plan distributions may be subject to federal income tax withholding.
However, you may elect to not have any distributions withheld by checking the
appropriate box on the Redemption Request form or by instructing SAFECO Services
in writing at the address on the Prospectus cover.
The foregoing is only a summary of some of the important federal tax
considerations generally affecting each Fund and its shareholders; see the
Trust's Statement of Additional Information for a further discussion. There may
be other federal, state or local tax considerations applicable to a particular
investor. You therefore are urged to consult your tax adviser.
- -----------------------------
TAX-DEFERRED RETIREMENT PLANS
- -----------------------------
SAFECO Services offers a variety of tax-deferred retirement plans for
individuals, businesses and non-profit organizations. An account may be
established under one of the following plans which allow you to defer investment
income from federal income tax while you save for retirement. Many of the SAFECO
Funds may be used as an investment vehicle for these plans.
INDIVIDUAL RETIREMENT ACCOUNT (IRAS). IRAs are tax-deferred retirement accounts
for anyone under age 70 1/2 with earned income. The maximum annual contribution
is $2,000 per person ($2,250 for you and a non-working spouse). An annual
custodial fee will be charged for any part of a calendar year in which you have
an IRA investment in a Fund.
SIMPLIFIED EMPLOYEE PENSION IRA (SEP-IRAS). SEP-IRAs are easily administered
retirement plans for small businesses and self-employed individuals. Currently,
annual contributions of up to $22,500 may be made to SEP-IRA accounts. SEP-IRAs
have the same investment minimums and custodial fees as regular IRAs.
403(B) PLANS. 403(b) plans are retirement plans for tax-exempt organizations and
school systems to which employers and employees both may contribute. Minimum
investment amounts are negotiable.
401(K) PLANS. 401(k) plans allow employers and employees to make tax-deductible
contributions to a retirement account. SAFECO Services offers a low-cost
administration package that includes a prototype plan, record keeping, testing
and employee communications. Minimum investment amounts are negotiable.
PROFIT-SHARING AND MONEY PURCHASE PENSION PLANS. These plans allow corporations,
partnerships and self-employed persons to make annual, tax-deductible
contributions to a retirement account for each person covered by a plan. A plan
may be adopted individually or paired with another plan to maximize
contributions. SAFECO Services offers an administration package for these plans.
Minimum investment amounts are negotiable.
17
<PAGE>
THE ASSETS OF THESE PLANS MAY NOT BE INVESTED IN THE TAX-FREE MONEY FUND.
For information about these tax-deferred retirement plans, please call
1-800-278-1985.
- ------------------
ACCOUNT STATEMENTS
- ------------------
Periodically, you will receive an account statement showing your current fund
holdings and transactions affecting your account. Confirmation statements will
be sent to you confirming each transaction that affects your account including
investments, redemptions and exchanges. Dividend distributions are confirmed at
the end of each quarter. Please review the information on each confirmation
statement for accuracy immediately upon receipt. If you do not notify us within
30 days of any processing error, SAFECO Services will consider the transactions
listed on the confirmation statement to be correct.
- ------------------------------------------
ACCOUNT CHANGES AND SIGNATURE REQUIREMENTS
- ------------------------------------------
Changes to your account registration or the services you have selected must be
in writing and signed by the persons specified on your account application as
having authority to make changes. Send written changes to SAFECO Services at the
address on the Prospectus cover. Certain changes to the Automatic Investment
Method and Systematic Withdrawal Plan can be made by telephone if you have
previously selected single signature authorization for your account.
You must specify on your account application the number of signatures required
to authorize redemptions and exchanges and to change account registration or the
services selected. Authorizing fewer than all account owners to take such
actions has important implications. For example, one owner of a joint tenant
account could redeem money or change the account registration to single
ownership without the co-owner's signature. If you do not indicate otherwise on
the application, the signatures of all account owners will be required to effect
a transaction. Your selection of fewer than all account owner signatures may be
revoked by any account owner who writes to SAFECO Services at the address on the
Prospectus cover.
SAFECO Services may require a signature guarantee for a signature that cannot be
verified by comparison to the signature(s) on your account application. A
signature guarantee may be obtained from most financial institutions, including
banks, savings and loans and broker-dealers.
18
<PAGE>
- -----------------------
SHARE PRICE CALCULATION
- -----------------------
The net asset value per share ("NAV") of each Fund is computed as of the close
of regular trading on the New York Stock Exchange (normally 1:00 p.m. Pacific
time) each day that Exchange is open for trading. The NAV is calculated by
subtracting a Fund's liabilities from its assets and dividing the result by the
number of outstanding shares. Each Fund intends to maintain a NAV of $1.00.
Like most money market funds, each Fund values the securities it owns on the
basis of amortized cost. Each Fund may use amortized cost valuation as long as
the Board of Trustees determines that it fairly reflects market value. Amortized
cost valuation involves valuing a security at its cost and adding or
subtracting, ratably to maturity, any discount or premium, regardless of the
impact of fluctuating interest rates on the market value of the security. This
method minimizes the effect of changes in a security's market value and helps
each Fund maintain a stable $1.00 share price.
- ----------------------
HOW TO PURCHASE SHARES
- ----------------------
A completed and signed application must accompany payment for an initial
purchase by mail and in all cases is necessary before a redemption can be made.
Specific applications for retirement accounts must be completed and signed
before any retirement account can be set up (Money Fund only). The Funds only
accept funds drawn in U.S. dollars and payable through a U.S. bank. The Funds do
not accept currency. The Funds issue shares in uncertificated form. Certificates
for whole shares will be issued without charge only upon written request. You
will be required to post a bond to replace missing certificates.
The Funds have the right to refuse any investment.
INITIAL PURCHASES
Minimum Initial Investment $1,000.
IRA $250 (Money Fund Only)
Minimum initial investments are negotiable for retirement accounts other than
IRAs (Money Fund Only).
No minimum initial investment is required to establish the Automatic Investment
Method or Payroll Deduction Plan.
BY WRITTEN REQUEST
Send a check or money order made payable to the applicable Fund and a completed
and signed application to the address on the Prospectus cover.
BY WIRE
Call toll-free 1-800-624-5711 or, in Seattle, 206-545-7319 for instructions.
Not available for retirement accounts.
ADDITIONAL PURCHASES
Minimum Additional Investments $100 (except dividend reinvestments).
19
<PAGE>
Minimum additional investments are negotiable for retirement plans other than
IRAs (Money Fund Only).
BY WRITTEN REQUEST
Send a check or money order payable to the applicable Fund to the address on the
Prospectus cover. Please specify your account number.
BY WIRE
Instruct your bank to send wires to U.S. Bank of Washington, N.A., Seattle,
Washington, ABA #1250-0010-5, Account #0017-086083.
To ensure timely credit to your account, ask your bank to include the following
information in its wire to U.S. Bank of Washington, N.A.:
. SAFECO Fund Name
. SAFECO account number
. Name of the registered owner(s) of the SAFECO account
Delays of purchases caused by inadequate wire instructions are not the
responsibility of the Funds or SAFECO Services.
Your bank may charge a fee for wire services.
BY TELEPHONE
Call 1-800-624-5711 or, in Seattle, 206-545-7319. You must have previously
selected this service on your account application or by written request. Not
available to open a new account or for retirement accounts.
Maximum purchase $100,000 per day, minimum purchase $100 per day.
Monies will be transferred from your predesignated bank account to your existing
Fund account. Your bank may charge a fee if monies are wired to your Fund
account. Please allow 15 business days after selecting this service for it to be
available for use. Telephone purchases may be unavailable from some bank
accounts and non-bank financial institutions. Please read "Telephone
Transactions" on page 24 for important information.
THROUGH REGISTERED INVESTMENT ADVISERS
Please read "Transactions Through Registered Investment Advisers" on page 24 for
important information.
SHARE PURCHASE PRICE
You will buy full and fractional shares at the NAV next computed after your
check, money order or wire is received. For telephone purchase orders, you will
receive the price per share calculated on the day monies are received from your
bank account. Each Fund intends to maintain a NAV of $1.00. See "Share Price
Calculation" on page 18 for more information.
20
<PAGE>
- --------------------
HOW TO REDEEM SHARES
- --------------------
BY WRITTEN REQUEST
Shares may be redeemed by sending a letter that specifies your account number,
the Fund's name and the number of shares or dollar amount you wish to redeem.
The request should be sent to the address on the Prospectus cover. The request
must be signed by the appropriate number of owners, and in some cases a
signature guarantee may be required. In all cases, SAFECO Services must have a
signed and completed application on file before a redemption can be made. See
"Account Changes and Signature Requirements" on page 18 for more information.
Retirement account shareholders of the Money Fund must specify whether or not
they elect 10% federal income tax withholding from a distribution.
BY TELEPHONE
Call 1-800-624-5711 or, in Seattle, 206-545-7319. You must have previously
selected this service on your account application or by written request.
Telephone redemptions are not available for retirement accounts or shares issued
in certificate form. You may request that redemption proceeds be sent directly
to your predesignated bank or mailed to your account address of record.
Please read "Telephone Transactions" on page 24 for important information.
BY REDEMPTION CHECK
SAFECO Services will send to you, free of charge, redemption checks (drafts)
payable through U.S. Bank of Washington, N.A. Redemption checks are not
available to IRA shareholders or for shares issued in certificate form.
Redemption checks may be made payable to any person or entity and must contain
the proper number of signatures. Redemption checks must be for $500 or more.
Neither the Funds nor SAFECO Services will be liable for payment of postdated
redemption checks. See "Account Changes and Signature Requirements" on page 18
for further information.
THROUGH REGISTERED INVESTMENT ADVISERS
Please read "Transactions Through Registered Investment Advisers" on page 24 for
important information.
PLEASE NOTE THE FOLLOWING:
o If your shares were purchased by wire, redemption proceeds will be
available immediately. If shares were purchased by means other than
wire, each Fund reserves the right to hold the proceeds of your
redemption for up to 15 business days after investment or until such
time as the Fund has received assurance that your investment will be
honored by the bank on which it was drawn, whichever occurs first.
o SAFECO Services charges a $10 fee to wire redemption proceeds. In
addition, some banks may charge a fee to receive wires.
21
<PAGE>
o If shares are issued in certificate form, the certificates must
accompany a redemption request and be duly endorsed.
o Under some circumstances (e.g., a change in corporate officer or death
of an owner), SAFECO Services may require certified copies of
supporting documents before a redemption will be made.
SHARE REDEMPTION PRICE AND PROCESSING
Your shares will be redeemed at the NAV next calculated after receipt of your
request that meets the redemption requirements of the Funds. Redemption proceeds
will normally be sent on the business day following receipt of your redemption
request. If your redemption request is received after the close of trading on
the New York Stock Exchange (normally 1:00 p.m. Pacific time), proceeds will
normally be sent on the second business day following receipt. Each Fund,
however, reserves the right to postpone payment of redemption proceeds for up to
seven days if making immediate payment could adversely affect its portfolio. In
addition, redemptions may be suspended or payment dates postponed if the New
York Stock Exchange is closed, its trading is restricted or the Securities and
Exchange Commission declares an emergency.
Due to the high cost of maintaining small accounts, your account may be closed
upon 60 days' written notice if at the time of any redemption or exchange the
total value falls below $100. Your shares will be redeemed at the share price
calculated on the day your account is closed.
- -----------------------------------------------
HOW TO SYSTEMATICALLY PURCHASE OR REDEEM SHARES
- -----------------------------------------------
Call 1-800-426-6730 or in Seattle, 206-545-5530, for more information.
AUTOMATIC INVESTMENT METHOD (AIM)
AIM enables you to make regular monthly investments by authorizing SAFECO
Services to withdraw a specific amount (minimum of $100 per withdrawal per Fund)
from your bank account and invest the amount in either Fund.
PAYROLL DEDUCTION PLAN
An employer or other entity using group billing may establish a
self-administered payroll deduction plan in either Fund. Payroll deduction
amounts are negotiable.
SYSTEMATIC WITHDRAWAL PLAN
This plan enables you to receive a portion of your investment on a monthly
basis. A Fund automatically redeems shares in your account and sends you a
withdrawal check (minimum amount $50 per Fund) on or about the fifth business
day of every month.
22
<PAGE>
- -----------------------------------------------
HOW TO EXCHANGE SHARES FROM ONE FUND TO ANOTHER
- -----------------------------------------------
An exchange is the redemption of shares of one SAFECO Fund and the purchase of
shares of another SAFECO Fund in accounts that are identically registered; i.e.,
have the same registered owners and account number. For income tax purposes,
depending on the cost or other basis of the shares you exchange, you may realize
a capital gain or loss when you make an exchange. You may purchase shares of a
SAFECO Fund by exchange only if it is registered for sale in the state where you
reside. Before exchanging into a SAFECO Fund, please read its current
Prospectus.
BY WRITTEN REQUEST
Shares may be exchanged by writing SAFECO Services at the address on the
Prospectus cover. Please designate the SAFECO Funds you wish to exchange out of
and into as well as your account number. The request must be signed by the
number of owners designated on your account application, and in some cases a
signature guarantee may be required. See "Account Changes and Signature
Requirements" on page 18 for more information.
If the shares you want to exchange are evidenced by certificates, the
certificates must accompany the request and be duly endorsed.
Under some circumstances (e.g., a change in corporate officer or death of an
owner), SAFECO Services may require certified copies of supporting documents
before an exchange can be made.
BY TELEPHONE
Call 1-800-624-5711 or, in Seattle, 206-545-7319.
Exchanges by telephone must be in amounts of $1,000 or more. Telephone exchanges
are not available for shares issued in certificate form. Please read "Telephone
Transactions" on page 24 for important information.
THROUGH REGISTERED INVESTMENT ADVISERS
Please read "Transactions Through Registered Investment Advisers" on page 24 for
important information.
LIMITATIONS
Each Fund reserves the right to refuse exchange purchases by any person or group
if, in SAM's judgment, the Fund would be unable to invest the money effectively
in accordance with that Fund's investment objective and policies or would
otherwise potentially be adversely affected.
The exchange privilege is not intended to provide a means for frequent trading
in response to short-term fluctuations in the market. Excessive exchange
transactions can be disadvantageous to other shareholders and the Funds. Your
exchanges may be restricted or refused if a Fund receives or anticipates
simultaneous orders affecting significant portions of that Fund's assets, for
example, a pattern of exchanges that coincides with a "market-timing" strategy.
Although a Fund will attempt to give you prior notice whenever it is reasonably
able to do so, it may impose the above restrictions at any time.
23
<PAGE>
SHARE EXCHANGE PRICE AND PROCESSING
The shares of the SAFECO Fund you are exchanging from will be redeemed at the
price next computed after your exchange request is received. Normally the
purchase of the SAFECO Fund you are exchanging into is executed on the same day.
However, each Fund reserves the right to delay the payment of proceeds and,
hence, the purchase in an exchange for up to seven days if making immediate
payment could adversely affect the portfolio of the Fund whose shares are being
redeemed. The exchange privilege may be modified or terminated with respect to a
Fund at any time, upon at least 60 days' notice to shareholders.
- ----------------------
TELEPHONE TRANSACTIONS
- ----------------------
To purchase, redeem or exchange shares by telephone, call 1-800-624-5711 or, in
Seattle, 206-545-7319 between 5:30 a.m. and 7:00 p.m. Pacific time, Monday
through Friday, except certain holidays. All telephone calls are tape-recorded
for your protection. During times of drastic or unusual market volatility, it
may be difficult for you to exercise the telephone transaction privileges.
To use the telephone purchase, redemption and exchange privileges, you must have
previously selected these services either on your account application or by
having submitted a request in writing to SAFECO Services at the address on the
Prospectus cover. Purchasing, redeeming or exchanging shares by telephone allows
the Funds and SAFECO Services to accept telephone instructions from an account
owner or a person preauthorized in writing by an account owner.
Each Fund and SAFECO Services reserve the right to refuse any telephone
transaction when a Fund or SAFECO Services, in its sole discretion, is unable to
confirm to its satisfaction that a caller is the account owner or a person
preauthorized by the account owner.
The Funds and SAFECO Services will not be liable for the authenticity of
instructions received by telephone that a Fund or SAFECO Services, in its
discretion, believes to be delivered by an account owner or preauthorized
person, provided that the Fund or SAFECO Services follows reasonable procedures
to identify the caller. The shareholder will bear the risk of any resulting
loss. The Funds and SAFECO Services will follow certain procedures designed to
make sure that telephone instructions are genuine. These procedures may include
requiring the account owner to select the telephone privilege in writing prior
to first use and to designate persons authorized to deliver telephone
instructions. SAFECO Services tape-records telephone transactions and may
request certain identifying information from the caller.
The telephone transaction privilege may be suspended, limited, modified or
terminated at any time without prior notice by the Funds or SAFECO Services.
- ---------------------------------------------------
TRANSACTIONS THROUGH REGISTERED INVESTMENT ADVISERS
- ---------------------------------------------------
SAFECO Services may accept instructions for share transactions and account
information changes from investment advisers who are acting on behalf of
shareholders, provided that the adviser is registered under the Investment
24
<PAGE>
Advisers Act of 1940, has a signed agreement with SAFECO Services and has an
executed power of attorney from the shareholder, in an acceptable form, on file
with SAFECO Services. Advisers may charge a fee to shareholders for their
services. The Trust, the Funds and SAFECO Services have no control over, or
involvement with, the fees charged by advisers for such services. Advisers are
responsible for the prompt forwarding of instructions on shareholders' accounts
to SAFECO Services and are bound by the terms of this Prospectus. The Trust, the
Funds, SAFECO Services and their affiliated companies will not be responsible to
any shareholder for any losses, liabilities, costs or expenses associated with
any investment advice or recommendation provided by the adviser to the
shareholder or for accepting and following any instructions from such adviser on
the shareholder's account(s).
25
<PAGE>
SAFECO FAMILY OF FUNDS
STABILITY OF PRINCIPAL
SAFECO Money Market Fund
SAFECO Tax-Free Money Market Fund
TAXABLE BOND INCOME
SAFECO Intermediate-Term U.S. Treasury Fund
SAFECO GNMA Fund
SAFECO High-Yield Bond Fund
TAX-FREE BOND INCOME
SAFECO Intermediate-Term Municipal Bond Fund
SAFECO Insured Municipal Bond Fund
SAFECO Municipal Bond Fund
SAFECO California Tax-Free Income Fund
SAFECO Washington State Municipal Bond Fund
HIGH CURRENT INCOME WITH LONG-TERM GROWTH
SAFECO Income Fund
LONG-TERM GROWTH
SAFECO Growth Fund
SAFECO Equity Fund
SAFECO Northwest Fund
SAFECO International Stock Fund
SAFECO Balanced Fund
SAFECO Small Company Stock Fund
FOR MORE COMPLETE INFORMATION ON ANY SAFECO MUTUAL FUND, INCLUDING MANAGEMENT
FEES AND EXPENSES, CALL OR WRITE FOR A FREE PROSPECTUS. PLEASE READ IT CAREFULLY
BEFORE YOU INVEST OR SEND MONEY.
26
<PAGE>
TO REQUEST A PROSPECTUS: PROSPECTUS
Nationwide: 1-800-426-6730 July 19, 1996
Seattle: 206-545-5530
SAFECO Money Market Fund
FOR 24-HOUR PERFORMANCE FIGURES:
SAFECO Tax-Free Money Market Fund
Nationwide: 1-800-835-4391
Seattle: 206-545-5113
No-Load Funds
FOR ACCOUNT INFORMATION OR TELEPHONE
TRANSACTIONS:
Nationwide: 1-800-624-5711
Seattle: 206-545-7319
Hearing Impaired TTY/TDD
Service: 1-800-438-8718
ALL TELEPHONE CALLS ARE TAPE-
RECORDED FOR YOUR PROTECTION.
Mailing Address:
SAFECO MUTUAL FUNDS
P.O. Box 34890
Seattle, Washington 98124-1890
EXPRESS/OVERNIGHT MAIL:
SAFECO Mutual Funds
4333 Brooklyn Avenue NE
Seattle, Washington 98105
INTERNET ADDRESS:
http:\\networth.galt.com\safeco
SAFECO Securities, Inc.
Distributor
27
<PAGE>
SAFECO Money Market Trust
SUPPLEMENT TO THE STATEMENT OF ADDITIONAL
INFORMATION DATED JULY 19, 1996
SUPPLEMENT DATED JANUARY 31, 1997
The following information supplements the Trust's No-Load Statement of
Additional Information.
1. The following information supplements the last paragraph following the
caption "FINANCIAL STATEMENTS" on page 20.
The following unaudited financial statements for the Money Fund and the Tax-Free
Money Fund are incorporated herein by reference to the Trust's Semi-Annual
Report for the period ended September 30, 1996:
Portfolio of Investments as of September 30, 1996 (unaudited) Statement
of Assets and Liabilities as of September 30, 1996 (unaudited) Statement
of Operations for the Period Ended September 30, 1996 (unaudited)
Statement of Changes in Net Assets for the Period Ended September 30,
1996 (unaudited) September 30, 1996 Notes to Financial Statements
(unaudited)
A copy of the Trust's Semi-Annual Report may be obtained by calling SAFECO
Services at 1-800-624-6730 nationwide or 206-545-5530 in Seattle or by writing
to the address on the Prospectus cover.
2. The following supplemental information is inserted following the first
paragraph of the section captioned "ADDITIONAL PERFORMANCE INFORMATION" on
page 12.
The yield and effective yield for the Money Fund for the 7-day period
ended September 30, 1996 was 4.59% and 4.69%, respectively.
3. The following supplemental information is inserted following the second
paragraph of the section captioned "ADDITIONAL PERFORMANCE INFORMATION" on
page 12.
The yield and tax-equivalent yield at a tax rate of 39.6% for the
Tax-Free Money Fund for the 7-day period ended September 30, 1996 was 3.13% and
5.18%, respectively.
<PAGE>
SAFECO MONEY MARKET TRUST:
SAFECO MONEY MARKET FUND
SAFECO TAX-FREE MONEY MARKET FUND
STATEMENT OF ADDITIONAL INFORMATION
This Statement of Additional Information is not a prospectus and should be read
in conjunction with the Prospectus for the SAFECO Money Market Fund and SAFECO
Tax-Free Money Market Fund. A copy of the Prospectus may be obtained by writing
SAFECO Mutual Funds, P.O. Box 34890, Seattle, Washington 98124-1890, or by
calling TOLL FREE:
Nationwide
1-800-426-6730
Seattle
206-545-5530
The date of the most current Prospectus of the Funds to which this Statement of
Additional Information relates is July 19, 1996.
The date of this Statement of Additional Information is July 19, 1996.
- ------------------------------------------------------------------------------
TABLE OF CONTENTS
Overview of Investment Policies 2 Additional Information 13
on Dividends
Investment Policies 2
Trustees and Officers 14
Additional Investment Information 8
Investment Advisory and 16
Additional Tax Information 11 Other Services
Regarding the Tax-Free
Money Fund Brokerage Practices 19
Additional Information On 11 Redemption in Kind 19
Calculation of Net Asset
Value Per Share Financial Statements 20
Additional Performance 12 Description of Ratings 20
Information
<PAGE>
OVERVIEW OF INVESTMENT POLICIES
SAFECO Money Market Fund ("Money Fund") and SAFECO Tax-Free Money Market Fund
("Tax-Free Money Fund") (together the "Funds") are each a series of the SAFECO
Money Market Trust ("Trust"). The investment policies of each Fund are described
in the Prospectus and this Statement of Additional Information. These policies
state the investment practices that the Funds will follow, in some cases
limiting investments to a certain percentage of assets. The types of securities
a Fund may purchase are also disclosed in the Prospectus. If a policy's
percentage limitation is adhered to immediately after and as a result of the
investment, a later increase or decrease in percentage beyond the specified
limit resulting from a change in values, net assets or other circumstances will
not be considered in determining whether a Fund complies with the applicable
limitation. With respect to the Tax-Free Money Fund's investment restrictions,
the entity that has the ultimate responsibility for the payment of interest and
principal on a particular security is deemed the issuer for purposes of the
investment policies.
Each Fund's fundamental policies may not be changed without the approval of a
majority of its outstanding voting securities. For purposes of such approval,
the vote of a majority of the outstanding voting securities of a Fund means the
vote, at a meeting of the shareholders of such Fund duly called, (i) of 67% or
more of the voting securities present at such meeting if the holders of more
than 50% of the outstanding voting securities are present or represented by
proxy, or (ii) of more than 50% of the outstanding voting securities, whichever
is less.
Non-fundamental investment policies may be changed by the Trust's Board of
Trustees without shareholder approval.
INVESTMENT POLICIES
FUNDAMENTAL INVESTMENT POLICIES OF THE MONEY FUND
The Money Fund has adopted the following fundamental policies. The Money Fund
will NOT:
1. Purchase securities of any issuer, other than obligations of, or
guaranteed by, the U.S. Government, its agencies or
instrumentalities, if, as a result, more than five percent (5%) of
the value of the Money Fund's assets would be invested in securities
of such issuer;
2. Purchase more than ten percent (10%) of any class of securities of
any issuer. All issues of debt securities of any issuer are
considered as one class;
3. Concentrate more than twenty-five percent (25%) of the value of its
total assets in any one industry including securities issued by
foreign banks and foreign branches of U.S. banks; provided, however,
that this limitation does not apply to obligations issued or
guaranteed by the U.S. Government, or its agencies or
instrumentalities, or to certificates of deposit or bankers'
acceptances issued by domestic banks;
2
<PAGE>
4. Invest more than five percent (5%) of the Money Fund's total assets
in securities of issuers that with their predecessors have a record
of less than three years' continuous operation; 5. Invest more than
five percent (5%) of the Money Fund's total assets in securities
restricted as to disposition under the federal securities laws;
6. Invest more than ten percent (10%) of the Money Fund's total assets
in time deposits, repurchase agreements maturing in more than seven
days and other non-negotiable instruments;
7. Enter into repurchase agreements if, as a result thereof, more than
ten percent (10%) of the Fund's total assets valued at the time of
the transaction would be subject to repurchase agreements maturing in
more than seven days;
8. Make loans to others, except through the purchase of publicly
distributed debt obligations or repurchase agreements;
9. Borrow money, except from a bank or affiliates of SAFECO Corporation
at an interest rate not greater than that available to the Money Fund
from commercial banks, for temporary or emergency purposes and not
for investment purposes, and then only in an amount not exceeding
twenty percent (20%) of its total assets (including borrowings) less
liabilities (other than borrowings) immediately after such borrowing.
The Money Fund will not purchase securities if borrowings equal to or
greater than five percent (5%) of the Fund's total assets are
outstanding;
10. Make short sales of securities or purchase securities on margin,
except for such short-term credits as are necessary for the clearance
of transactions, or purchase or sell any put or call options or
combinations thereof;
11. Pledge, mortgage or hypothecate, or in any other manner transfer as
security for indebtedness any security owned by the Money Fund,
except as may be necessary in connection with permissible borrowings
mentioned in paragraph 9 above, and then such pledging, mortgaging or
hypothecating may not exceed fifteen percent (15%) of the Money
Fund's total assets, taken at cost; provided, however, that as a
matter of operating policy the Money Fund will limit any such
pledging, mortgaging or hypothecating to ten percent (10%) of its net
assets, taken at market, in order to comply with certain state
investment restrictions;
12. Purchase or retain securities of any issuer if any of the officers or
directors of the Money Fund or its investment adviser owns
beneficially more than one-half of one percent (.5%) of the
securities of such issuer and together own more than five percent
(5%) of the securities of such issuer;
13. Invest in commodities or commodity futures contracts or in real
estate, although the Money Fund may invest in securities which are
secured by real estate and securities of issuers that invest or deal
in real estate;
3
<PAGE>
14. Invest in interests in oil, gas or other mineral exploration or
development programs, although it may invest in securities of issuers
that invest in or sponsor such programs;
15. Purchase securities of other investment companies;
16. Underwrite securities issued by others except to the extent the Money
Fund may be deemed to be an underwriter, under the federal securities
laws, in connection with the disposition of portfolio securities; or
17. Issue or sell any senior security, except that this restriction shall
not be construed to prohibit the Money Fund from borrowing funds (i)
on a temporary basis as permitted by Section 18(g) of the Investment
Company Act of 1940, or (ii) from any bank provided, that immediately
after such borrowing, there is an asset coverage of at least three
hundred percent (300%) for all such borrowings and provided, further,
that in the event that such asset coverage shall at any time fall
below three hundred percent (300%), the Money Fund shall, within
three (3) days thereafter (not including Sundays and holidays), or
such longer period as the Securities and Exchange Commission may
prescribe by rules and regulations, reduce the amount of its
borrowings to an extent that the asset coverage of such borrowings
shall be at least three hundred percent (300%) (for purposes of this
restriction, the terms "senior security" and "asset coverage" shall
be understood to have the meaning assigned to those terms in Section
18 of the Investment Company Act of 1940).
NON-FUNDAMENTAL INVESTMENT POLICIES OF THE MONEY FUND
The Money Fund has adopted the following non-fundamental policies with respect
to its investment activities:
1. The Money Fund will not invest in securities with unlimited
liability; e.g., securities the holder of which may be assessed for
amounts in addition to the subscription or other price paid for the
security.
2. The Money Fund will not buy or sell foreign currency, except as may
be necessary to convert the proceeds of the sale of foreign
securities in the Fund's portfolio into U.S. dollars.
3. The Money Fund may invest up to five percent (5%) of its total assets
in restricted securities eligible for resale under Rule 144A ("Rule
144A securities") or Section 4(2) of the Securities Act of 1933
("Section 4(2) securities"), provided that SAFECO Asset Management
Company ("SAM"), the Fund's investment advisor, has determined that
such securities are liquid under guidelines adopted by the Board of
Trustees.
4
<PAGE>
FUNDAMENTAL INVESTMENT POLICIES OF THE TAX-FREE MONEY FUND
The Tax-Free Money Fund has adopted the following fundamental policies. The
Tax-Free Money Fund may NOT:
1. Purchase the securities of any issuer (except the U.S. Government, its
agencies or instrumentalities), if as a result more than five percent (5%)
of the value of its total assets would be invested in the securities of
such issuer, except that up to twenty-five percent (25%) of the value of
the Tax-Free Money Fund's assets (which twenty-five percent (25%) shall
not include securities issued by another investment company) may be
invested without regard to this five percent (5%) limitation;
2. Underwrite any issue of securities, except to the extent that the pur-
chase of municipal obligations or other permitted investments directly
from the issuer in accordance with the Tax-Free Money Fund's investment
objective, policies and restrictions and the later disposition thereof may
be deemed to be underwriting;
3. Purchase or sell real estate, but this shall not prevent the Tax-Free
Money Fund from investing in municipal obligations or other permitted
investments secured by real estate or interests therein;
4. Purchase or retain for the Tax-Free Money Fund's portfolio the securities
of any issuer if, to the Tax-Free Money Fund's knowledge, the officers or
directors of the Tax-Free Money Fund, or its investment adviser, who
individually own more than one-half of one percent (.5%) of the
outstanding securities of such an issuer, together own more than five
percent (5%) of such outstanding securities;
5. Participate on a joint or a joint-and-several basis in any trading account
in securities, except that the Tax-Free Money Fund may, for the purpose of
seeking better net results on portfolio transactions or lower brokerage
commission rates, join with other transactions executed by the investment
adviser or the investment adviser's parent company or any subsidiary
thereof;
6. Purchase from, or sell portfolio securities to, any officer or director,
the Tax-Free Money Fund's investment adviser, principal underwriter or any
affiliates or subsidiaries thereof;
7. Borrow money, except from a bank or affiliates of SAFECO Corporation at an
interest rate not greater than that available to the Tax-Free Money Fund
from commercial banks, for temporary or emergency purposes and not for
investment purposes, and then only in an amount not exceeding twenty
percent (20%) of its total assets (including borrowings) less liabilities
(other than borrowings) immediately after such borrowing. The Tax-Free
Money Fund will not purchase securities if borrowings equal to or greater
than five percent (5%) of the Fund's total assets are outstanding;
8. Pledge, mortgage or hypothecate its assets, except that, to secure
borrowings permitted by subparagraph 7 above, it may pledge securities
having a market value at the time of pledge not exceeding ten percent
(10%) of the cost of the Tax-Free Money Fund's total assets;
5
<PAGE>
9. Make loans, except through the purchase of a portion of an issue of debt
securities in accordance with the Tax-Free Money Fund's investment
objective, policies and restrictions, and through investments in qualified
repurchase agreements;
10. Purchase or sell commodities or commodity contracts or invest in oil, gas
or other mineral exploration or development programs;
11. Make short sales of securities or purchase securities on margin, except
for such short-term credits as are necessary for the clearance of
transactions;
12. Knowingly purchase or otherwise acquire any securities that are subject to
legal or contractual restrictions on resale or for which there is no
readily available market, except, however, the Tax-Free Money Fund may
invest up to ten percent (10%) of its net assets in qualified repurchase
agreements that mature in more than seven (7) days;
13. Purchase securities (other than obligations issued or guaranteed by the
U.S. Government, its agencies or instrumentalities), if as a result more
than twenty-five percent (25%) of the Tax-Free Money Fund's total assets
would be invested in any one industry (governmental issuers of special or
general tax-exempt securities are not considered part of any one
industry);
14. Purchase an industrial development bond, if as a result of such purchase
more than five percent (5%) of the Tax-Free Money Fund's total assets
would be invested in industrial development bonds where the payment of
principal and interest is the responsibility of a company with less than
three years' operating history;
15. Issue or sell any senior security, except that this restriction shall not
be construed to prohibit the Tax-Free Money Fund from borrowing funds (i)
on a temporary basis as permitted by Section 18(g) of the Investment
Company Act of 1940, or (ii) from any bank, provided that immediately
after such borrowing, there is an "asset coverage" of at least three
hundred percent (300%) for all such borrowings and provided, further, that
in the event that such "asset coverage" shall at any time fall below three
hundred percent (300%), the Tax-Free Money Fund shall, within three (3)
days thereafter (not including Sundays and holidays), or such longer
period as the Securities and Exchange Commission may prescribe by rules
and regulations, reduce the amount of its borrowings to an extent that the
asset coverage of such borrowings shall be at least three hundred percent
(300%) (for purposes of this restriction, the terms "senior security" and
"asset coverage" shall have the meanings assigned to those terms in the
Investment Company Act of 1940);
16. Permit more than twenty-five (25%) of its total assets to be invested in
municipal obligations and other permitted investments, the interest on
which is payable from revenues on similar types of projects, such as:
sports, convention or trade show facilities; airports or mass
transportation; sewage or solid waste disposal facilities; or air or water
pollution control projects;
6
<PAGE>
17. Write, purchase or sell puts, calls or combinations thereof; however, the
Tax-Free Money Fund may purchase municipal obligations subject to standby
commitments, variable rate demand notes or repurchase agreements in accord
with its investment objective and policies;
18. Permit more than twenty percent (20%) of its net assets to be invested,
during normal market conditions, in securities whose interest is NOT, in
the Tax-Free Money Fund's opinion, exempt from federal income tax, as long
as the Fund has as its investment objective to provide as high a level of
current interest income exempt from federal income tax as is consistent
with the relative stability of capital. As a matter of operating policy,
the Tax-Free Money Fund may base its opinion on an opinion of counsel for
the issuer. The Tax-Free Money Fund may invest in taxable securities if
the Fund's investment adviser believes the yields then available on
municipal obligations are not attractive and wishes to defer the
investment in municipal obligations having longer maturities until
conditions in the municipal bond market improve. If any taxable securities
are held, as a matter of operating policy, the Tax-Free Money Fund will
not hold more than five percent (5%) of its total assets in the securities
of any one issuer; or
19. Purchase securities if as a result of such purchase more than five percent
(5%) of the Tax-Free Money Fund's total assets would be invested in
securities where the payment of principal and interest is the
responsibility of a company with less than three years' operating history.
For purposes of the above investment restrictions, the entity which has
the ultimate responsibility for the payment of interest and principal on a
particular security will be deemed to be its issuer.
NON-FUNDAMENTAL INVESTMENT POLICIES OF THE TAX-FREE MONEY FUND
The Tax-Free Money Fund has adopted the following non-fundamental policies with
respect to its investment activities:
1. The Fund will not purchase the securities of any issuer, other than
securities issued or guaranteed by the U.S. Government, its agencies
or instrumentalities, if as a result, more than five percent (5%) of
the value of its total assets would be invested in the securities of
such issuer. Notwithstanding this policy, the Tax-Free Money Fund may
invest up to 25% of its total assets in the first tier securities (as
defined below) of a single issuer for up to three business days after
purchase. First tier securities are securities (1) rated in the
highest short-term category by two nationally recognized statistical
rating organizations ("NRSROs"); (2) rated in the highest short-term
rating category by a single NRSRO if only that NRSRO has assigned the
securities a short-term rating; or (3) unrated, but determined by SAM
to be of comparable quality.
2. The Fund will not invest in securities with unlimited liability;
e.g., securities the holder of which may be assessed for amounts in
addition to the subscription or other price paid for the security.
7
<PAGE>
3. The Fund will not buy or sell foreign currency, except as may be
necessary to convert the proceeds of the sale of foreign securities
in the Fund's portfolio into U.S. dollars.
4. The Fund may purchase shares of no-load, open-end investment
companies that invest in tax-exempt securities with remaining
maturities of thirteen (13) months or less.
5. While the Tax-Free Money Fund does not seek profits from short-term
trading, it may sell any security prior to maturity to enhance yield,
protect principal or improve liquidity.
6. The Fund reserves the right to hold cash, if necessary, as a
temporary defensive measure or in an emergency situation.
7. The Fund may invest up to five percent (5%) of its total assets in
Rule 144A securities or Section 4(2) securities, provided that SAM
has determined that such securities are liquid under guidelines
adopted by the Board of Trustees.
ADDITIONAL INVESTMENT INFORMATION
1. QUALITY AND MATURITY. Pursuant to procedures adopted by the Board of
Trustees, the Funds may purchase only high-quality securities that SAM
believes present minimal credit risks. To be considered high quality, a
security must be rated, or the issuer must have received a rating for a
comparable short-term security, in accordance with applicable rules in one
of the two highest categories for short-term securities by at least two
nationally recognized rating services (or by one, if only one rating
service has rated the security); or, if unrated, judged to be of
equivalent quality by SAM.
High-quality securities are divided into "first tier" and "second tier"
securities. First tier securities are those deemed to be in the highest
rating category (e.g., A-1 by Standard & Poor's Rating Group ("S&P")) and
second tier securities are those deemed to be in the second highest rating
category (e.g., A-2 by S&P).
The Money Market Fund may not invest more then 5% of its total assets in
second tier securities. In addition, the Money Market Fund may not invest
more than 1% of its total assets or $1 million (whichever is greater) in
the second tier securities of a single issuer.
The Funds currently intend to limit their investments to securities with
remaining maturities of 397 days or less, and to maintain a
dollar-weighted average maturity of 90 days or less. When determining the
maturity of a security, a Fund may look to an interest rate reset or
demand feature.
A security is considered to be rated if either the security itself is
assigned a rating or the issuer is assigned a rating for comparable
short-term debt obligations. Alternatively, a security (whether or not
rated) with an unconditional demand feature (as defined in Rule 2a-7) may
8
<PAGE>
be considered to be rated if the demand feature or its issuer has been
assigned a rating. See "Description of Ratings" on page 20 for further
explanation of rating categories.
2. RESTRICTED SECURITIES AND RULE 144A SECURITIES. Restricted securities are
securities that may be sold only in a public offering with respect to
which a registration statement is in effect under the 1933 Act or, if they
are unregistered, in a privately negotiated transaction or pursuant to an
exemption from registration. In recognition of the increased size and
liquidity of the institutional markets for unregistered securities and the
importance of institutional investors in the formation of capital, the
Securities and Exchange Commission ("SEC") has adopted Rule 144A under the
1933 Act, which is designed to further facilitate efficient trading among
institutional investors by permitting the sale of Rule 144A securities to
qualified institutional buyers. To the extent privately placed securities
held by a Fund qualify under Rule 144A and an institutional market
develops for those securities, the Fund likely will be able to dispose of
the securities without registering them under the 1933 Act. SAM, acting
under guidelines established by the Trust's Board of Trustees, may
determine that certain securities qualified for trading under Rule 144A
are liquid.
Where registration is required, a Fund may be obligated to pay all or part
of the registration expenses, and a considerable period may elapse between
the decision to sell and the time the Fund may be permitted to sell a
security under an effective registration statement. If, during such a
period, adverse market conditions were to develop, the Fund might obtain a
less favorable price then prevailed when it decided to sell. To the extent
privately placed securities are illiquid, purchases thereof will be
subject to any limitations on investments in illiquid securities.
Restricted securities for which no market exists are priced at fair value
as determined in accordance with procedures approved and periodically
reviewed by the Trust's Board of Trustees.
3. MUNICIPAL BONDS. Municipal bonds are issued to raise longer-term capital
but, when purchased by the Tax-Free Fund, will have thirteen (13) months
or less remaining until maturity or will have a variable or floating rate
of interest. These issues may be either general obligation bonds or
revenue bonds.
4. VARIABLE AND FLOATING RATE INSTRUMENTS. Certain municipal obligations may
carry variable or floating rates of interest. Variable rate instruments
bear interest at rates that are readjusted at periodic intervals so as to
cause the instruments' market value to approximate their par value.
Floating rate instruments bear interest at rates which vary automatically
with changes in specified market rates or indices, such as the bank prime
rate. A Fund's right to obtain payment at par on a demand instrument upon
demand could be affected by events occurring between the date the Fund
elects to redeem the instrument and the date redemption proceeds are due
which affect the ability of the issuer to pay the instrument at par value.
5. TERM PUT BONDS. Term put bonds are variable rate obligations which have a
maturity in excess of one year with the option to put back (sell back) the
bonds on a specified put date. On the put date, the interest rate of the
bond is reset according to current market conditions and accrues at the
9
<PAGE>
reset rate until the next put date. The Fund may also hold mandatory put
bonds. Mandatory put bonds require the holder to take certain action to
retain the bonds. Put bonds are generally credit-enhanced by collateral,
guaranteed investment contracts, surety bonds, a letter of credit or
insurance which guarantees the payment of principal and interest.
6. BOND ANTICIPATION NOTES (BANS). These notes are usually general
obligations of state and local governmental issuers which are sold to
obtain interim financing for projects that will eventually be funded
through the sale of long-term debt obligations or bonds. The ability of an
issuer to meet the obligations on its BANs is primarily dependent on the
issuer's access to the long-term municipal bond market and the likelihood
that the proceeds of such bond sales will be used to pay the principal and
interest on the BANs.
7. TAX ANTICIPATION NOTES (TANS). These notes are issued by state and local
governments to finance their current operations. Repayment is generally to
be derived from specific future tax revenues. Tax anticipation notes are
usually general obligations of the issuer. A weakness in an issuer's
capacity to raise taxes due to, among other things, a decline in its tax
base or a rise in delinquencies, could adversely affect the issuer's
ability to meet its obligations on outstanding TANs.
8. REVENUE ANTICIPATION NOTES (RANS). These notes are issued by governments
or governmental bodies with the expectation that future revenues from a
designated source will be used to repay the notes. In general, they also
constitute general obligations of the issuer. A decline in the receipt of
project revenues, such as anticipated revenues from another level of
government, could adversely affect an issuer's ability to meet its
obligations on outstanding RANs. In addition, the possibility that the
revenues would, when received, be used to meet other obligations could
affect the ability of the issuer to pay the principal and interest on
RANs.
9. TAX-EXEMPT COMMERCIAL PAPER. These are short-term securities issued by
states, municipalities and their agencies. Tax-exempt commercial paper may
be structured similarly to put bonds with credit enhancements, long
nominal maturities, and mandatory put dates, which are agreed upon by the
buyer and the seller at the time of purchase. The put date acts as a
maturity date for the security, and generally will be shorter than the
maturities of Project Notes (PNs), BANs, RANs or TANs. There is a limited
secondary market for issues of tax-exempt commercial paper.
10. ILLIQUID SECURITIES. Illiquid securities are securities that cannot be
sold within seven days in the ordinary course of business for
approximately the amount at which they are valued. Due to the absence of
an active trading market, a Fund may experience difficulty in valuing or
disposing of illiquid securities. SAM determines the liquidity of the
securities under guidelines adopted by the Trust's Board of Trustees.
11. FOREIGN ISSUERS. Obligations of foreign issuers involve certain additional
risks. These risks may include future unfavorable political and economic
developments, withholding taxes, seizures of foreign deposits, currency
controls, interest limitations, or other governmental restrictions that
10
<PAGE>
might affect payment of principal or interest. Additionally, there may be
less public information available about foreign banks and their branches.
Foreign issuers may be subject to less governmental regulation and
supervision than U.S. issuers. Foreign issuers also generally are not
bound by uniform accounting, auditing, and financial reporting
requirements comparable to those applicable to U.S. issuers.
12. SECURITIES ISSUED BY BANKS. Investments may be made in U.S.
dollar-denominated time deposits, certificates of deposit, and bankers'
acceptances of U.S. banks and their branches located outside of the United
States, U.S. branches and agencies of foreign banks, and foreign branches
of foreign banks. The Funds may also invest in U.S. dollar-denominated
securities issued or guaranteed by other U.S. or foreign issuers,
including U.S. and foreign corporations or other business organizations,
foreign governments, foreign government agencies or instrumentalities, and
U.S. and foreign financial institutions, including savings and loan
institutions, insurance companies and mortgage bankers, as well as banks.
The obligations of foreign branches of U.S. banks may be general
obligations of the parent bank in addition to the issuing branch, or may
be limited by the terms of a specific obligation and by governmental
regulation. Payment of interest and principal on these obligations may
also be affected by governmental action in the country of domicile of the
branch (generally referred to as sovereign risk). In addition, evidence of
ownership of portfolio securities may be held outside of the U.S. and the
Funds may be subject to the risks associated with the holding of such
property overseas. Various provisions of federal law governing the
establishment and operation of U.S. branches do not apply to foreign
branches of U.S. banks.
Obligations of U.S. branches and agencies of foreign banks may be general
obligations of the parent bank in addition to the issuing branch, or may
be limited by the terms of a specific obligation and by federal and state
regulation, as well as by governmental action in the country in which the
foreign bank has its head office.
ADDITIONAL TAX INFORMATION REGARDING THE TAX-FREE MONEY FUND
The tax-exempt interest portions of each daily dividend will be based upon the
ratio of the Tax-Free Money Fund's tax-exempt income to taxable income for the
entire fiscal year (average annual method). As a result, the percentage of
tax-exempt income for any particular distribution may be substantially different
from the percentage of the Tax-Free Money Fund's income that was tax-exempt
during the period covered by that distribution. The Tax-Free Money Fund will
advise its shareholders of this ratio within 60 days after the close of the
Tax-Free Money Fund's fiscal year.
Interest on indebtedness incurred or continued by a shareholder to purchase or
carry shares of the Tax-Free Money Fund is not deductible. In addition, entities
or persons who are "substantial users" (or related persons) of facilities
financed by most "private activity" bonds should consult their tax advisers
before purchasing shares of the Tax-Free Money Fund. "Substantial user" is
11
<PAGE>
generally defined to include a "non-exempt person" who regularly uses in a trade
or business a part of a facility financed from the proceeds of most "private
activity" bonds.
In the future, proposals may be introduced before Congress for the purpose of
further restricting or even eliminating the federal income tax exemption for
interest on all or certain types of municipal obligations. If such a proposal
were enacted, the availability of municipal obligations for investment by the
Fund and the value of the Fund's portfolio would be affected. In such event, the
Fund would review its investment objective and policies.
ADDITIONAL INFORMATION ON CALCULATION OF NET ASSET VALUE PER SHARE
Each Fund determines its net asset value per share ("NAV") by subtracting its
liabilities (including accrued expenses and dividends payable) from its total
assets (the market value of the securities the Fund holds plus cash or other
assets, including interest accrued but not yet received) and dividing the result
by the total number of shares outstanding. The NAV of each Fund is calculated as
of the close of regular trading on the New York Stock Exchange ("Exchange")
every day the Exchange is open for trading and at such other times and/or on
such other days as there is sufficient trading. The Exchange is closed on the
following days: New Year's Day, President's Day, Good Friday, Memorial Day,
Independence Day, Labor Day, Thanksgiving Day, and Christmas Day.
The portfolio instruments of each Fund are valued on the basis of amortized
cost. The valuation of each Fund's portfolio securities based upon amortized
cost, and the maintenance of each Fund's NAV at $1.00, are permitted pursuant to
Rule 2a-7 under the Investment Company Act of 1940. Pursuant to that Rule, each
Fund maintains a dollar-weighted average portfolio maturity of 90 days or less,
purchases only securities having remaining maturities of thirteen months or
less, and invests only in securities determined by SAM, under guidelines adopted
by the Trust's Board of Trustees, to be of high quality and to present minimal
credit risks. The Board of Trustees has established procedures designed to
stabilize, to the extent reasonably possible, each Fund's price-per-share as
computed for the purpose of sales and redemptions at $1.00. These procedures
include a review of each Fund's portfolio holdings by the Board of Trustees, at
such intervals as the Board deems appropriate, to determine whether a Fund's net
asset value per share, calculated by using available market quotations, deviates
from $1.00 per share and, if so, whether such deviation may result in material
dilution or is otherwise unfair to existing shareholders of that Fund. In the
event the Board determines that such a deviation exists in a Fund, the Trustees
will take such corrective action with respect to the Fund as they regard as
necessary and appropriate, including: selling portfolio investments prior to
maturity to realize capital gains or losses or to shorten average portfolio
maturity, withholding dividends, redeeming shares in kind, establishing the NAV
by using available market quotations; or such other measures as the Trustees
deem appropriate.
ADDITIONAL PERFORMANCE INFORMATION
The yield and effective yield for the Money Fund for the 7-day period ended
March 31, 1996 was 4.60% and 4.70%, respectively.
12
<PAGE>
The yield and tax-equivalent yield at a tax rate of 39.6% for the Tax-Free Money
Fund for the 7-day period ended March 31, 1996 was 2.92% and 4.83%,
respectively.
Yield is computed using the following formula:
(x-y)-z 365
Yield = [ ------- ] = Base Period Return x ---
y 7
Where: x = value of one share at the end of a 7-day
period
y = value of one share at the beginning of a 7-day period
($1.00)
z = capital changes during the 7-day period, if any
Effective yield is computed using the following formula:
Effective yield = [(Base Period Return + 1) 365/7] -1
Tax-equivalent yield is computed using the following formula:
eg
Tax-equivalent yield = [ ----- ] + [e (1-g)]
1-f
Where: e = yield as calculated above
f = tax rate
g = percentage of yield which is tax-free
During periods of declining interest rates, each Fund's yield based on amortized
cost may be higher than the yield based on market valuations. Under these
circumstances, a shareholder in either Fund would be able to obtain a somewhat
higher yield than would result if each Fund utilized market valuations to
determine its NAV.
The converse would apply in a period of rising interest rates.
Each Fund may present in its advertisements and sales literature (i) a biography
or the credentials of its portfolio manager (including but not limited to
educational degrees, professional designations, work experience, work
responsibilities and outside interests), (ii) current facts (including but not
limited to number of employees, number of shareholders, business
characteristics) about its investment adviser (SAM) the investment adviser's
parent company (SAFECO Corporation) or the SAFECO Family of Funds, and (iii)
descriptions, including quotations attributable to the portfolio manager, of the
investment style used to manage a Fund's portfolio, the research methodologies
underlying securities selection and a Fund's investment objective, and (iv)
information about particular securities held in a Fund's portfolio.
13
<PAGE>
Performance information and quoted ratings are indicative only of past
performance and are not intended to represent future investment results.
ADDITIONAL INFORMATION ON DIVIDENDS
Because each Fund intends to hold its portfolio securities to maturity and
expects that most of its portfolio securities will be valued at their amortized
cost, realized gains or losses should not be a significant factor in the
computation of net income. Should, however, in an unusual circumstance, either
Fund experience a realized gain or loss, a shareholder of that Fund could
receive an increased, reduced, or no dividend for a period of time. In such an
event, the Trust's Board of Trustees would consider whether to adhere to its
present dividend policy or to revise it in light of the then-prevailing
circumstances.
<TABLE>
<CAPTION>
TRUSTEES AND OFFICERS
Position(s)
Held with Principal Occupation(s)
Name, Address and Age the Trust During Past 5 Years
- --------------------- ----------- -------------------
<S> <C> <C>
Boh A. Dickey* Chairman Executive Vice President, Chief Financial
Safeco Plaza and Trustee Officer and Director of SAFECO Corporation.
Seattle, Washington 98185 He has been an executive officer of SAFECO
(51) Corporation subsidiaries since 1982. See table
under "Investment Advisory and Other Services."
Barbara J. Dingfield Trustee Manager, Corporate Contributions and Community
Microsoft Corporation Programs for Microsoft Corporation, Redmond,
One Microsoft Way Washington, a computer software company;
Redmond, WA 98052 Director and former Executive Vice President
(50) of Wright Runstad & Co., Seattle, Washington,
a real estate development company; Director of
First SAFECO National Life Insurance Company
of New York.
Richard W. Hubbard* Trustee Retired Vice President and Treasurer of the Trust
1270 NW Blakely Court and other SAFECO Trusts; retired Senior Vice
Seattle, WA 98177 President and Treasurer of SAFECO Corporation;
(67) former President of SAFECO Asset Management
Company.
14
<PAGE>
Richard E. Lundgren Trustee Director of Marketing and Customer Relations,
764 S. 293rd Street Building Materials Distribution, Weyerhaeuser
Federal Way, Washington 98032 Company, Tacoma, Washington; Director of First
(58) SAFECO National Life Insurance Company of New
York.
Larry L. Pinnt Trustee Retired Vice President and Chief Financial
1600 Bell Plaza Officer, U S WEST Communications, Seattle,
Room 1802 Washington; Director of Key Bank of
Seattle, Washington 98191 Washington, Seattle, Washington; Director of
(61) University of Washington Medical Center,
Seattle, Washington; Director of Cascade
Natural Gas Corporation, Seattle, Washington;
Director of First SAFECO National Life
Insurance Company of New York.
John W. Schneider Trustee President of Wallingford Group, Inc., Seattle,
1808 N 41st Street Washington; former President of Coast Hotels,
Seattle, Washington 98103 Inc.; Director of First SAFECO National Life
(54) Insurance Company of New York.
David F. Hill President President of SAFECO Securities, Inc. and SAFECO
SAFECO Plaza Services Corporation and Senior Vice President
Seattle, Washington 98185 of SAFECO Asset Management Company. See table
(47) under "Investment Advisory and Other Services."
Neal A. Fuller Vice President, Vice President, Controller, Treasurer and
SAFECO Plaza Controller, Assistant Secretary of SAFECO Securities, Inc.
Seattle, Washington 98185 Assistant and SAFECO Services Corporation; Vice
(34) Secretary President, Controller, Secretary and Treasurer
of SAFECO Asset Management Company. See table
under "Investment Advisory and Other Services."
15
<PAGE>
Ronald L. Spaulding Vice President Vice Chairman of SAFECO Asset Management
SAFECO Plaza Treasurer Company; Vice President and Treasurer of
Seattle, Washington 98185 SAFECO Corporation; Vice President and
Director of SAFECO Life Insurance Company;
former Senior Portfolio Manager of SAFECO
Insurance Companies; former Portfolio Manager
for several SAFECO mutual funds. See table
under "Investment Advisory and Other Services."
</TABLE>
* Trustees who are interested persons as defined by the Investment Company Act
of 1940.
16
<PAGE>
<TABLE>
<CAPTION>
COMPENSATION TABLE
FOR THE FISCAL YEAR ENDED
MARCH 31, 1996
Total
Pension or Compensation
Retirement From
Benefits Estimated Registrant and
Aggregate Accrued As Annual Fund Complex
Compensation Part of Fund Benefits Upon Paid to
Trustee from Registrant Expenses Retirement Trustees
------- --------------- -------- ---------- --------
<S> <C> <C> <C> <C>
Barbara J. Dingfield $2,095 N/A N/A $24,813
Richard E. Lundgren $2,095 N/A N/A $24,813
L.D. McClean $2,095 N/A N/A $24,813
Larry L. Pinnt $2,095 N/A N/A $24,813
John W. Schneider $2,095 N/A N/A $24,813
Boh A. Dickey $ 0 $ 0
Richard W. Hubbard $2,095 N/A N/A $23,000
</TABLE>
Currently, there is no pension, retirement, or other plan or any arrangement
pursuant to which Trustees or officers of the Trust are compensated by the
Trust. Each Trustee also serves as trustee for six other registered open-end,
management investment companies that have, in the aggregate, twenty-nine series
companies managed by SAM.
At June 30, 1996 the Trustees and officers of the Trust as a group owned less
than 1% of the outstanding shares of each Fund.
INVESTMENT ADVISORY AND OTHER SERVICES
SAM, SAFECO Securities, Inc. ("SAFECO Securities") and SAFECO Services
Corporation ("SAFECO Services") are wholly-owned subsidiaries of SAFECO
Corporation. SAFECO Securities is the principal underwriter of each Fund and
SAFECO Services is the transfer, dividend and distribution disbursement and
shareholder servicing agent of each Fund.
17
<PAGE>
The following individuals have the following positions and offices with the
Trust, SAM, SAFECO Securities and SAFECO Services:
<TABLE>
<CAPTION>
SAFECO SAFECO
Name Trust SAM Securities Services
---- ----- --- ---------- --------
<S> <C> <C> <C> <C>
B. A. Dickey Chairman Director Chairman Director
Trustee
D. F. Hill President Senior Vice President President
President Director Secretary Secretary
Director Director
N. A. Fuller Vice President Vice Vice Vice
Controller President President Controller President Controller
Assistant Controller Assistant Assistant
Secretary Secretary Secretary Treasurer Secretary Treasurer
Treasurer
Director Director
R.L. Spaulding Vice President Vice Chairman
Treasurer Director
S. C. Bauer President
Director
</TABLE>
Mr. Dickey is Chief Financial Officer, Executive Vice President and a director
of SAFECO Corporation and Mr. Spaulding is Treasurer and Vice President of
SAFECO Corporation. Messrs. Dickey and Spaulding are also directors of several
other SAFECO Corporation subsidiaries.
In connection with its investment advisory contract with the Trust, SAM
furnishes or pays for all facilities and services furnished or performed for or
on behalf of the Trust and each Fund which includes furnishing office
facilities, books, records and personnel to manage the Trust's and each Fund's
affairs and paying certain expenses.
For the services and facilities furnished by SAM, each Fund has agreed to pay an
annual fee computed on the basis of the average market value of the net assets
of each Fund ascertained each business day and paid monthly in accordance with
the following schedules. The reduction in fees occurs only at such time as the
respective Fund's net assets reach the dollar amounts of the break points and
applies only to those assets that fall within the specified range:
MONEY MARKET FUND
NET ASSETS FEE
$0 - $250,000,000 .5 of 1%
$250,000,001 - $500,000,000 .4 of 1%
$500,000,001 - $750,000,000 .3 of 1%
Over $750,000,000 .25 of 1%
19
<PAGE>
TAX-FREE MONEY FUND
NET ASSETS FEE
$0 - $100,000,000 .5 of 1%
$100,000,001 - $250,000,000 .4 of 1%
$250,000,001 - $500,000,000 .3 of 1%
Over $500,000,000 .2 of 1%
Each Fund bears all expenses of its operations not specifically assumed by SAM.
SAM has agreed to reimburse each Fund for the amount by which the Fund's
expenses in any full fiscal year (excluding interest expense, taxes, brokerage
expenses and extraordinary expenses) exceed the limits prescribed by any state
in which a Fund's shares are qualified for sale. Presently, the most restrictive
expense ratio limitation imposed by any such state is 2.5% of the first $30
million of the Fund's average daily net assets, 2.0% of the next $70 million of
such assets, and 1.5% of the remaining net assets. For the purpose of
determining whether a Fund is entitled to reimbursement, the expenses of the
Fund are calculated on a monthly basis. If a Fund is entitled to a
reimbursement, that month's advisory fee will be reduced or postponed, with any
adjustment made after the end of the fiscal year.
The following table states the total amounts of compensation paid to SAM for the
past three fiscal years for the Money and Tax-Free Money Funds:
Years Ended
Fund March 31, 1996 March 31, 1995 March 31, 1994
---- -------------- -------------- --------------
Money Fund $864,914 $840,727 $690,549
Tax-Free Money Fund $380,360 $424,888 $401,632
U.S. Bank of Washington, N.A., 1420 Fifth Avenue, Seattle, Washington 98101, is
the custodian of the securities, cash and other assets of each Fund under an
agreement with the Trust. Ernst & Young LLP, 999 Third Avenue, Suite 3500,
Seattle, Washington 98104, is the independent auditor of each Fund's financial
statements.
SAFECO Services, SAFECO Plaza, Seattle, Washington 98185, is the transfer,
dividend and distribution, disbursement and shareholder servicing agent for each
Fund under an agreement with the Trust. SAFECO Services provides, or through
subcontracts makes provision for, all required transfer agent activity,
including maintenance of records of each Fund's shareholders, records of
transactions involving each Fund's shares, and the compilation, distribution, or
reinvestment of income dividends or capital gains distributions. SAFECO Services
is paid a fee for these services equal to $34.00 per shareholder account, but
20
<PAGE>
not to exceed .30% of each Fund's average net assets. The following table shows
the fees paid by each Fund to SAFECO Services during the past three fiscal
years:
Years Ended*
Fund March 31, 1996 March 31, 1995 March 31, 1994
- ---- -------------- -------------- --------------
Money Fund $424,260 $385,495 $308,090
Tax-Free Money Fund $ 71,478 $ 74,294 $ 63,163
*Table reflects fees of $3.10 per shareholder transaction payable pursuant to
the prior fee schedule.
SAFECO Securities is the principal underwriter for each Fund and distributes
each Fund's shares on a continuous best efforts basis under an agreement with
the Trust. SAFECO Securities is not compensated by the Trust or the Funds for
underwriting, distribution or other activities.
BROKERAGE PRACTICES
SAM places orders for the purchase or sale of the Funds' portfolio securities.
In deciding which broker to use in a given transaction, SAM uses the following
criteria:
(1) Which broker gives the best execution (i.e., which broker is able to
trade the securities in the size and at the price desired and on a
timely basis);
(2) Whether the broker is known to SAM as being reputable; and
(3) All other things being equal, which broker has provided useful research
services to SAM.
Such research services as are furnished to SAM during the year (e.g., written
reports analyzing economic and financial characteristics of industries and
companies, telephone conversations between brokerage security analysts and
members of SAM's staff, and personal visits by such analysts and brokerage
strategists and economists to SAM's office) are used by SAM to advise all of its
clients including the Funds, but not all such research services furnished to SAM
are used by it to advise the Funds. SAM does not pay excess commissions or
mark-ups to any broker or dealer for research services or for any other reason.
Since purchases of money market instruments and municipal obligations from
brokers as principals do not involve the payment of brokerage commissions,
neither Fund expects to incur brokerage expense.
REDEMPTION IN KIND
If the Trust concludes that cash payment upon redemption to a shareholder would
be prejudicial to the best interest of the other shareholders of a Fund, a
portion of the payment may be made in kind. The Trust has elected to be governed
by Rule 18(f)(1) under the Investment Company Act of 1940, pursuant to which the
Trust must redeem shares tendered by a shareholder of a Fund solely in cash up
21
<PAGE>
to the lesser of $250,000 or 1% of the net asset value of a Fund during any
90-day period. Any shares tendered by the shareholder in excess of the
above-mentioned limit may be redeemed through distribution of a Fund's assets.
Any securities or other property so distributed in kind shall be valued by the
same method as is used in computing NAV. Distributions in kind will be made in
readily marketable securities, unless the investor elects otherwise. Investors
may incur brokerage costs in disposing of securities received in such a
distribution in kind.
FINANCIAL STATEMENTS
The following financial statements and the report thereon of Ernst & Young LLP,
independent auditors, are incorporated herein by reference to the Trust's Annual
Report for the year ended March 31, 1996:
Portfolio of Investments as of March 31, 1996 Statement of Assets and
Liabilities as of March 31, 1996 Statement of Operations for the Year
ended March 31, 1996
Statement of Changes in Net Assets for the Years Ended March 31,
1996 and March 31, 1995
Notes to Financial Statements
A copy of the Trust's Annual Report accompanies this Statement of Additional
Information. Additional copies may be obtained by calling SAFECO Services at
1-800-426-6730 nationwide or 206-545-5530 in Seattle or by writing to the
address on the Prospectus cover.
DESCRIPTION OF RATINGS
Ratings by Moody's Investors Service, Inc. ("Moody's") and Standard & Poor's
Rating Group ("Standard & Poor's") represent their respective opinions as to the
investment quality of the rated obligations. Investors should realize these
ratings do not constitute a guarantee that the principal and interest payable
under these obligations will be paid when due.
DESCRIPTION OF COMMERCIAL PAPER RATINGS
MOODY'S.
Moody's short-term debt ratings are opinions of the ability of issuers to repay
punctually senior debt obligations with an original maturity not exceeding one
year.
Prime-1: Issuers (or supporting institutions) rated Prime-1 (P-1) have a
superior ability for repayment of senior short-term debt obligations. P-1
repayment ability will often be evidenced by many of the following
characteristics:
o Leading market positions in well-established industries.
o High rates of return on funds employed. o Conservative capitalization
structure with moderate reliance on debt and ample asset protection.
o Broad margins in earnings coverage of fixed financial charges and
high internal cash generation. o
o Well-established access to a range of financial markets and assured
sources of alternate liquidity.
22
<PAGE>
Prime-2: Issuers (or supporting institutions) rated Prime-2 (P-2) have a strong
ability for repayment of senior short-term obligations. This will normally be
evidenced by many of the characteristics cited above, but to a lesser degree.
Earnings trends and coverage ratios, while sound, may be more subject to
variation. Capitalization characteristics, while still appropriate, may be more
affected by external conditions. Ample alternate liquidity is maintained.
STANDARD & POOR'S.
A Standard & Poor's commercial paper rating is a current assessment of the
likelihood of timely payment of debt having an original maturity of no more than
365 days.
A-1: This highest category indicates that the degree of safety regarding timely
payment is strong. Those issues determined to possess extremely strong safety
characteristics are denoted with a plus sign (+) designation.
A-2: Capacity for timely payment on issues with this designation is
satisfactory. However, the relative degree of safety is not as high as for
issues designated A-1.
DESCRIPTION OF BOND RATINGS
Excerpts from MOODY'S description of its two highest bond ratings:
Aaa -- Bonds which are rated Aaa are judged to be of the best quality. They
carry the smallest degree of investment risk and are generally referred to as
"gilt edge". Interest payments are protected by a large or by an exceptionally
stable margin and principal is secure. While the various protective elements are
likely to change, such changes as can be visualized are most unlikely to impair
the fundamentally strong position of such issues.
Aa -- Bonds which are rated Aa are judged to be of high quality by all
standards. Together with the Aaa group they comprise what are generally known as
high-grade bonds. They are rated lower than the best bonds because margins of
protection may not be as large as in Aaa securities or fluctuation of protective
elements may be of greater amplitude or there may be other elements present
which make the long-term risks appear somewhat larger than in Aaa securities.
Excerpts from STANDARD & POOR'S description of its two highest bond ratings:
AAA -- Debt rated "AAA" has the highest rating assigned by Standard & Poor's.
Capacity to pay interest and repay principal is extremely strong.
AA -- Debt rated "AA" has a very strong capacity to pay interest and repay
principal and differs from the highest-rated issues only in small degree.
PLUS (+) MINUS (-) Plus and minus signs are used with a rating symbol to
indicate the relative position of a credit within the rating category. Plus and
minus signs, however, are not used in the "AAA" category.
23
<PAGE>
DESCRIPTION OF RATINGS FOR MUNICIPAL NOTES,
TAX-EXEMPT DEMAND NOTES AND OTHER SHORT-TERM OBLIGATIONS
STANDARD & POOR'S
Ratings for municipal notes and other short-term obligations are designated by
Standard & Poor's note rating. These ratings reflect liquidity concerns and
market access risks unique to notes. Notes due in three years or less will
likely receive a note rating.
SP-1 Very strong or strong capacity to pay principal and interest. Those
issues determined to possess overwhelming safety characteristics will be
given a plus (+) designation.
SP-2 Satisfactory capacity to pay principal and interest.
Standard & Poor's assigns "dual" ratings to all long-term debt issues that have
as part of their provisions a demand or double feature.
The first rating addresses the likelihood of repayment of principal and interest
as due, and the second rating addresses only the demand feature. The long-term
debt rating symbols are used for bonds to denote the long-term maturity and the
commercial paper rating symbols are used to denote the put option (for example,
"AAA/A-1+"). For the newer "demand notes," Standard & Poor's note rating
symbols, combined with the commercial paper symbols, are used (for example,
"SP-1+/A-1+").
MOODY'S
Moody's rates municipal notes and other short-term obligations using Moody's
Investment Grade (MIG). A short-term obligation having a demand feature (a
variable-rate demand obligation) will be designated VMIG. This distinction
recognizes differences between short-term credit risk and long-term credit risk
as well as differences between short-term issues making payments on fixed
maturity dates (MIG) and those making payments on periodic demand (VMIG).
MIG/VMIG 1: This designation denotes best quality. There is present strong
protection by established cash flows, superior liquidity support or demonstrated
broad-based access to the market for refinancing.
MIG 2/VMIG 2: This designation denotes high quality. Margins of protection are
ample although not so large as in the preceding group.
24
<PAGE>
SAFECO GROWTH FUND
SAFECO EQUITY FUND
SAFECO INCOME FUND
SAFECO NORTHWEST FUND
SAFECO INTERNATIONAL STOCK FUND
SAFECO BALANCED FUND
SAFECO SMALL COMPANY STOCK FUND
SAFECO INTERMEDIATE-TERM U.S. TREASURY FUND
SAFECO HIGH-YIELD BOND FUND
SAFECO MANAGED BOND FUND
SAFECO MUNICIPAL BOND FUND
SAFECO CALIFORNIA TAX-FREE INCOME FUND
SAFECO WASHINGTON STATE MUNICIPAL BOND FUND
SAFECO MONEY MARKET FUND
Advisor Class A
Advisor Class B January 31, 1997
- ------------------------------------------------------------------------------
Each fund named above ("Fund") is a series of one of the following trusts (each
a "Trust"): the SAFECO Common Stock Trust ("Common Stock Trust"), the SAFECO
Taxable Bond Trust ("Taxable Bond Trust"), the SAFECO Managed Bond Trust
("Managed Bond Trust"), the SAFECO Tax-Exempt Bond Trust ("Tax-Exempt Bond
Trust") or the SAFECO Money Market Trust ("Money Market Trust"). The investment
objective for each Fund appears on Page 2.
This Prospectus sets forth the information a prospective investor should know
before investing. PLEASE READ AND RETAIN THIS PROSPECTUS FOR FUTURE REFERENCE.
Statements of Additional Information relating to the Advisor Class A ("Class A")
and Advisor Class B ("Class B") shares (collectively "Advisor Classes"), dated
January 26, 1997 and incorporated herein by this reference, have been filed with
the Securities and Exchange Commission and are available at no charge upon
request by calling the telephone number listed on this page. The Statements of
Additional Information and other material incorporated by reference herein are
also available on the Securities and Exchange Commission Website
(http://www.sec.gov). The Statements of Additional Information contain more
information about many of the topics in this Prospectus as well as information
about the trustees and officers of the Trusts.
For additional assistance, please contact your investment professional, or call
or write:
NATIONWIDE 1-800-463-8791
SAFECO MUTUAL FUNDS
ADVISOR CLASS SHARES
P.O. BOX 34680
SEATTLE, WA 98124-1868
All telephone calls are tape-recorded for your protection
<PAGE>
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
FUND SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED OR ENDORSED BY,
THE U.S. GOVERNMENT OR ANY BANK, NOR ARE FUND SHARES FEDERALLY INSURED OR
OTHERWISE PROTECTED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL
RESERVE BOARD, OR ANY OTHER AGENCY, AND FUND SHARES ARE SUBJECT TO INVESTMENT
RISKS, INCLUDING POSSIBLE LOSS OF PRINCIPAL AMOUNT INVESTED. THERE CAN BE NO
ASSURANCE THAT THE SAFECO MONEY MARKET FUND WILL MAINTAIN A STABLE $1.00 SHARE
PRICE.
THE SAFECO CALIFORNIA TAX-FREE INCOME FUND IS OFFERED FOR SALE ONLY TO RESIDENTS
OF THE STATE OF CALIFORNIA. THE SAFECO WASHINGTON STATE MUNICIPAL BOND FUND IS
OFFERED FOR SALE ONLY TO RESIDENTS OF THE STATE OF WASHINGTON. THESE FUNDS ARE
NOT PERMITTED TO OFFER OR SELL SHARES TO RESIDENTS OF OTHER STATES.
<PAGE>
SAFECO GROWTH FUND ("Growth Fund") has as its investment objective to seek
growth of capital and the increased income that ordinarily follows from such
growth. The Growth Fund ordinarily invests a preponderance of its assets in
common stock selected primarily for potential appreciation.
SAFECO EQUITY FUND ("Equity Fund") has as its investment objective to seek
long-term growth of capital and reasonable current income. The Equity Fund
invests principally in common stock selected for appreciation and/or dividend
potential and from a long-range investment standpoint.
SAFECO INCOME FUND ("Income Fund") has as its investment objective to seek high
current income and, when consistent with its objective, the long-term growth of
capital. The Income Fund invests primarily in common and preferred stock and in
convertible bonds selected for dividend potential.
SAFECO NORTHWEST FUND ("Northwest Fund") has as its investment objective to seek
long-term growth of capital through investing primarily in Northwest companies.
To pursue its objective, the Fund will invest at least 65% of its total assets
in securities issued by companies with their principal executive offices located
in Alaska, Idaho, Montana, Oregon or Washington ("Northwest").
SAFECO INTERNATIONAL STOCK FUND ("International Fund") has as its investment
objective to seek maximum long-term total return (capital appreciation and
income) by investing primarily in common stock of established non-U.S.
companies. To pursue its objective, the International Fund, under normal market
conditions, will invest at least 65% of its total assets in the securities of
companies domiciled in at least five countries, not including the United States.
SAFECO BALANCED FUND ("Balanced Fund") has as its investment objective to seek
growth and income consistent with the preservation of capital. To pursue its
objective, the Balanced Fund will invest primarily in equity and fixed income
securities.
SAFECO SMALL COMPANY STOCK FUND ("Small Company Fund") has as its investment
objective to seek long-term growth of capital through investing primarily in
small-sized companies. To pursue its objective, the Small Company Fund will
invest primarily in companies with total market capitalization of less than $1
billion.
SAFECO INTERMEDIATE-TERM U.S. TREASURY FUND ("Intermediate Treasury Fund") has
as its investment objective to provide as high a level of current income as is
consistent with the preservation of capital. During normal market conditions,
the Fund will invest at least 65% of its total assets in direct obligations of
the U.S.
Treasury.
3
<PAGE>
SAFECO HIGH-YIELD BOND FUND ("High-Yield Fund") has as its investment objective
to provide a high level of current interest income through the purchase of
high-yield, fixed-income securities. During normal market conditions, the Fund
will invest at least 65% of its total assets in high-yield, fixed income
securities.
SAFECO MANAGED BOND FUND ("Managed Bond Fund") has as its investment objective
to provide as high a level of total return as is consistent with the relative
stability of capital through the purchase of investment grade debt securities.
SAFECO MUNICIPAL BOND FUND ("Municipal Bond Fund") has as its investment
objective to provide as high a level of current interest income exempt from
federal income tax as is consistent with the relative stability of capital.
SAFECO CALIFORNIA TAX-FREE INCOME FUND ("California Fund") has as its investment
objective to provide as high a level of current interest income exempt from
federal income tax and California state personal income tax as is consistent
with the relative stability of capital.
SAFECO WASHINGTON STATE MUNICIPAL BOND FUND ("Washington Fund") has as its
investment objective to provide as high a level of current interest income
exempt from federal income tax as is consistent with prudent investment risk.
SAFECO MONEY MARKET FUND ("Money Market Fund") has as its investment objective
to seek as high a level of current income as is consistent with the preservation
of capital and liquidity through investment in high-quality money market
instruments maturing in thirteen months or less.
There is no assurance that a Fund will achieve its investment objective.
4
<PAGE>
TABLE OF CONTENTS
PAGE
Introduction to the Trust and the Funds...................................
Expenses..................................................................
Financial Highlights......................................................
Sub-Adviser Information for the International Fund........................
Alternative Purchase Arrangement..........................................
Each Fund's Investment Objective and Policies.............................
Risk Factors..............................................................
Portfolio Managers........................................................
How to Purchase Shares....................................................
How to Redeem Shares......................................................
How to Systematically Purchase or Redeem Shares...........................
How to Exchange Shares from One Fund to Another...........................
Telephone Transactions....................................................
Share Price Calculation...................................................
Information about Share Ownership and Companies
That Provide Services to the Trust........................................
Distribution Plans........................................................
Persons Controlling Certain Funds.........................................
Performance Information...................................................
Fund Distributions and How They Are Taxed.................................
Tax-Deferred Retirement Plans.............................................
Account Statements........................................................
Account Changes and Signature Requirements................................
Description of Stocks, Bonds and Convertible Securities...................
Ratings Supplement........................................................
Debt Securities Holdings..................................................
5
<PAGE>
- ---------------------------------------------------
INTRODUCTION TO THE TRUSTS AND THE FUNDS
- ---------------------------------------------------
Each Trust is an open-end management investment company that issues shares
representing one or more series. This Prospectus offers shares of the stock,
taxable fixed-income, tax-exempt income and money market Funds listed below. The
stock Funds offered are the Growth Fund, the Equity Fund, the Income Fund, the
Northwest Fund, the Balanced Fund, the International Fund and the Small Company
Fund (collectively, the "Stock Funds"). Each Stock Fund is a diversified series
of the Common Stock Trust.
The taxable fixed-income Funds offered are the Intermediate Treasury Fund, the
High-Yield Fund and the Managed Bond Fund (collectively, the "Taxable
Fixed-Income Funds"). The Intermediate Treasury Fund and the High-Yield Fund are
diversified series of the Taxable Bond Trust. The Managed Bond Fund is a
diversified series of the Managed Bond Trust. Prior to September 30, 1996, the
name of the Managed Bond Fund was the SAFECO Fixed-Income Portfolio and the name
of the Managed Bond Trust was the SAFECO Institutional Series Trust.
The tax-exempt income Funds offered are the Municipal Bond Fund, the California
Fund and the Washington Fund (collectively, the "Tax-Exempt Income Funds"). Each
of the Tax-Exempt Income Funds is a diversified series of the Tax-Exempt Bond
Trust.
This Prospectus also offers the Money Market Fund, which is a diversified series
of the Money Market Trust.
THE FUNDS
Each Fund offers multiple classes of shares. The Advisor Classes of shares are
offered to investors who engage the services of an investment professional. For
each Fund (except the Money Market Fund), Class A shares are subject to a
front-end sales charge and pay a Rule 12b-1 fee. Class B shares are not subject
to a front-end sales charge, but may be subject to a contingent deferred sales
charge ("CDSC") and pay a higher Rule 12b-1 fee.
For the Money Market Fund, Class A shares are sold at net asset value with no
front-end sales charge. A front-end sales charge may apply when you exchange
your Class A Money Market Fund shares for Class A shares of other Funds. Money
Market Fund Class B Shares are sold at net asset value and are not subject to a
CDSC upon redemption, provided that the shareholder has remained solely invested
in Money Market Fund Class B shares. A CDSC may apply upon redemption of Money
Market Fund Class B shares that have been exchanged at any time during the
investor's ownership for Class B shares of other Funds. Money Market Fund Class
A and Class B shares do not currently pay Rule 12b-1 fees.
6
<PAGE>
EACH FUND:
O Offers easy access to your money through telephone redemptions and wire
transfers.
O Has a minimum initial investment of $1,000 for regular accounts, $250
for individual retirement accounts ("IRAs") and accounts established
under the Uniform Gift to Minors Act ("UGMA") or Uniform Transfer to
Minors Act ("UTMA"). No minimum initial investment is required to
establish the Automatic Investment Method ("AIM") or Payroll Deduction
Plan.
RISK FACTORS
There is, of course, no assurance that a Fund will achieve its investment
objective. See "Each Fund's Investment Objective and Policies" for more
information.
There is a risk that the market value of each Fund's portfolio of securities may
decrease and result in a decrease in the value of a shareholder's investment.
Because the Northwest, California and Washington Funds concentrate their
investments in geographic regions, they may be subject to special risks.
Investors should carefully consider the investment risks of such geographic
concentration before purchasing shares of those Funds. Because the International
Fund invests primarily in foreign securities, it is subject to various risks in
addition to those associated with U.S. investments. For example, the value of
the International Fund depends in part upon currency values, the political and
regulatory environments, and overall economic factors in the countries in which
the Fund invests. The Small Company Fund invests in small-sized companies, which
involve greater risks than investments in larger, more established issuers and
their securities can be subject to more abrupt and erratic movements in price.
The value of the Intermediate Treasury Fund, High-Yield Fund, Managed Bond Fund,
Municipal Bond Fund, California Fund and Washington Fund will normally fluctuate
inversely with changes in market interest rates. The High-Yield Fund is subject
to special risks associated with below investment grade securities, sometimes
referred to as "junk bonds," which it will purchase to pursue its investment
objective. The principal risk associated with money market funds is that they
may experience a delay or failure in principal or interest payments at maturity
of one or more of the portfolio securities. The Money Market Fund's yield will
fluctuate with general money market interest rates. See "Each Fund's Investment
Objective and Policies" and "Risk Factors" for more information.
INVESTMENT ADVISER; SUB-ADVISER OF INTERNATIONAL FUND
Each Fund is managed by SAFECO Asset Management Company ("SAM"). SAM is
headquartered in Seattle, Washington and managed over $2 billion in mutual fund
assets as of December 31, 1996. SAM has been an adviser to mutual funds and
other investment portfolios since 1973, and its predecessors have been advisers
since 1932. The Bank of Ireland Asset Management (U.S.) Limited (the
"Sub-Adviser") acts as a sub-adviser to the International Fund. The Sub-Adviser
7
<PAGE>
is a direct, wholly-owned subsidiary of Bank of Ireland Asset Management Limited
(an investment advisory firm), which is headquartered in Dublin, Ireland, and an
indirect, wholly-owned subsidiary of the Bank of Ireland, which is also
headquartered in Dublin, Ireland. See "Information about Share Ownership and
Companies that Provide Services to the Trusts" for more information.
- -----------
EXPENSES
- -----------
A. SHAREHOLDER TRANSACTION EXPENSES FOR CLASS A AND CLASS B OF EACH FUND
Class A Class B
------- -------
Maximum Sales Charge on Purchases (as 4.50%* NONE
a Percentage of Offering Price)
Sales Charge on Reinvested Dividends NONE NONE
Maximum Contingent Deferred Sales NONE* 5.00%**
Charge (CDSC)
Redemption Fees NONE NONE
Exchange Fees NONE NONE
* Except for initial purchases of the Money Market Fund. In addition, purchases
of $1,000,000 or more of Class A shares are not subject to a front-end sales
charge, but a 1% CDSC will apply to redemptions made in the first year. See "How
to Purchase Shares" on page 48 for more information.
** Except for initial purchases of the Money Market Fund. A CDSC may apply to
redemptions from the Money Market Fund that follow exchanges from Class B shares
of another Fund. See "How to Purchase Shares" on page 48 for more information.
Sales charge waivers and reduced sales charge purchase plans are available for
Class A shares. See "How to Purchase Shares" on page 52 for more information.
The maximum 5% CDSC on Class B shares applies to redemptions during the first
year after purchase, declining to 0% in the first month following the investor's
sixth anniversary from purchase. Class B shares of a Fund convert automatically
into Class A shares of that Fund in the first month following the investor's
sixth anniversary from purchase. Money Market Fund Class B shareholders who
8
<PAGE>
subsequently exchange into Class B of another Fund do not receive credit for the
initial time invested in the Money Market Fund for purposes of calculating any
CDSC due upon redemption or the conversion to Class A Shares.
See "Purchasing Advisor Class B Shares" on page 52 for more information.
SAFECO Services Corporation ("SAFECO Services"), the transfer agent for the
Funds, charges a $10 fee to wire redemption proceeds.
B. ANNUAL OPERATING EXPENSES (AS A PERCENTAGE OF AVERAGE NET ASSETS)
<TABLE>
<CAPTION>
Growth Fund Equity Fund Income Fund
----------- ----------- -----------
Advisor Advisor Advisor Advisor Advisor Advisor
Class A Class B Class A Class B Class A Class B
------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Management Fee .70% .70% .58% .58% .68% .68%
Rule 12b-1 Fees .25% 1.00% .25% 1.00% .25% 1.00%
Other Expenses .32% .32% .21% .21% .18% .18%
---- ---- ---- ---- ---- ----
Total Operating Expenses 1.27% 2.02% 1.04% 1.79% 1.11% 1.86%
(estimated)
</TABLE>
<TABLE>
<CAPTION>
Northwest Fund International Fund Balanced Fund
-------------- ------------------ -------------
Advisor Advisor Advisor Advisor Advisor Advisor
Class A Class B Class A Class B Class A Class B
------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Management Fee .73% .73% 1.10% 1.10% .72% .72%
Rule 12b-1 Fees .25% 1.00% .25% 1.00% .25% 1.00%
Other Expenses .34% .34% 1.26% 1.26% .60% .60%
---- ---- ----- ----- ---- ----
Total Operating Expenses 1.32% 2.07% 2.61% 3.36% 1.57% 2.32%
(estimated)
</TABLE>
9
<PAGE>
<TABLE>
<CAPTION>
Small Company Intermediate
Fund Treasury Fund High-Yield Fund
---- ------------- ---------------
Advisor Advisor Advisor Advisor Advisor Advisor
Class A Class B Class A Class B Class A Class B
------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Management Fee .83% .83% .55% .55% .62% .62%
Rule 12b-1 Fees .25% 1.00% .25% 1.00% .25% 1.00%
Other Expenses .66% .66% .46% .46% .32% .32%
---- ---- ---- ---- ---- ----
Total Operating Expenses 1.74% 2.49% 1.26% 2.01% 1.19% 1.94%
(estimated)
</TABLE>
<TABLE>
<CAPTION>
Managed Bond Fund Washington Fund Municipal Bond Fund
----------------- --------------- -------------------
Advisor Advisor Advisor Advisor Advisor Advisor
Class A Class B Class A Class B Class A Class B
------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Management Fee .49% .49% .64% .64% .41% .41%
Rule 12b-1 Fees .25% 1.00% .25% 1.00% .25% 1.00%
Other Expenses .67% .67% .43% .43% .13% .13%
---- ---- ---- ---- ---- ----
Total Operating Expenses 1.41% 2.16% 1.32% 2.07% .79% 1.54%
(estimated)
</TABLE>
<TABLE>
<CAPTION>
California Fund Money Market Fund
--------------- -----------------
Advisor Advisor Advisor Advisor
Class A Class B Class A Class B
------- ------- ------- -------
<S> <C> <C> <C> <C>
Management Fee .53% .53% .50% .50%
Rule 12b-1 Fees .25% 1.00% .00% .00%
Other Expenses .15% .15% .28% .28%
---- ---- ---- ----
Total Operating Expenses .93% 1.68% .78% .78%
(estimated)
</TABLE>
* The Money Market Fund does not have a Rule 12b-1 fee at this time.
Shareholders will be notified in advance by a supplement to this Prospectus in
the event that the Money Market Fund establishes a Rule 12b-1 fee under its Rule
12b-1 Plan.
Effective September 30, 1996, all of the then-existing shares of each Fund were
redesignated as No-Load Class shares and each Fund, except the High-Yield Fund,
commenced offering Class A and Class B shares. The High-Yield Fund commenced
10
<PAGE>
offering Class A and Class B shares effective as of the date of this prospectus.
The amounts shown for the Growth, Equity, Income, Northwest, Intermediate
Treasury and High-Yield Funds are estimated expenses for the Advisor Classes
based on the actual expenses paid by shareholders of the Funds' other class for
the fiscal year ended September 30, 1996, restated as applicable to reflect fees
borne by Class A or Class B shares. The amounts shown for the Money Market,
Municipal Bond, California, and Washington Funds are estimated expenses for the
Advisor Classes based on the actual expenses paid by shareholders of the Funds'
other class for the fiscal year ended March 31, 1996, restated as applicable to
reflect fees borne by Class A or Class B shares. The amounts shown for the
Managed Bond Fund are estimated expenses for the Advisor Classes based on the
actual expenses paid by shareholders of the Fund's other class for the fiscal
year ended December 31, 1995, restated as applicable to reflect fees borne by
Class A or Class B shares. The amounts shown for the Balanced, International and
Small Company Funds are annualized expenses for the Advisor Classes based on the
actual expenses paid by the Fund's other class for the fiscal period ended
September 30, 1996, restated as applicable to reflect fees borne by Class A or
Class B shares. The management fees paid by the International and Small Company
Funds are higher than the management fees paid by most other investment
companies. See "Information about Share Ownership and Companies that Provide
Services to the Trusts" on page 59 for more information.
Rule 12b-1 fees have the following two components:
Advisor Class A Advisor Class B
Rule 12b-1 service fees 0.25% 0.25%
Rule 12b-1 distribution fees 0.00% 0.75%
Long-term Class A and Class B shareholders may pay more in sales charges and
12b-1 fees than the economic equivalent of the maximum front-end sales charge
permitted by the National Association of Securities Dealers, Inc.
C. EXAMPLE OF EXPENSES
You would pay the following expenses on a $1,000 investment assuming a 5% annual
return and redemption at the end of each time period. The example also assumes
that all dividends and other distributions are reinvested and that the
percentage amounts listed in each Fund's "Annual Operating Expenses" above
remain the same in the years shown.
<TABLE>
<CAPTION>
FUND 1 YEAR 3 YEARS 5 YEARS 10 YEARS
- ---- ------ ------- ------- --------
<S> <C> <C> <C> <C>
Growth 57 83 112 191
Advisor Class A(1)
Advisor Class B
Assuming redemption at end of period(2)(3) 71 93 129 198
Assuming no redemption at end of period(3) 21 63 109 198
11
<PAGE>
Equity 55 77 100 166
Advisor Class A(1)
Advisor Class B
Assuming redemption at end of period(2)(3) 68 86 117 173
Assuming no redemption at end of period(3) 18 56 97 173
Income 56 79 103 174
Advisor Class A(1)
Advisor Class B
Assuming redemption at end of period(2)(3) 69 88 121 180
Assuming no redemption at end of period(3) 19 58 101 180
Northwest 58 85 114 197
Advisor Class A(1)
Advisor Class B
Assuming redemption at end of period(2)(3) 71 95 131 203
Assuming no redemption at end of period(3) 21 65 111 203
International
Advisor Class A(1) 70 122
Advisor Class B
Assuming redemption at end of period(2) 84 133
Assuming no redemption at end of period 34 103
Balanced
Advisor Class A(1) 60 92
Advisor Class B
Assuming redemption at end of period(2) 74 102
Assuming no redemption at end of period 24 72
Small Company
Advisor Class A(1) 62 97
Advisor Class B
Assuming redemption at end of period(2) 75 108
Assuming no redemption at end of period 25 78
Intermediate Treasury
Advisor Class A(1) 57 83 111 190
Advisor Class B
Assuming redemption at end of period(2)(3) 70 93 128 197
Assuming no redemption at end of period(3) 20 63 108 197
High-Yield
Advisor Class A(1) 57 81 107 183
Advisor Class B
Assuming redemption at end of period(2)(3) 70 91 125 189
Assuming no redemption at end of period(3) 20 61 105 189
Managed Bond
Advisor Class A(1) $59 $88 $119 $206
Advisor Class B
12
<PAGE>
Assuming redemption at end of period(2)(3) $72 $98 $136 $213
Assuming no redemption at end of period(3) $22 $68 $116 $213
Municipal Bond
Advisor Class A(1) $53 $ 69 $ 87 $138
Advisor Class B
Assuming redemption at end of period(2)(3) $66 $ 79 $104 $145
Assuming no redemption at end of period(3) $16 $ 49 $ 84 $145
California
Advisor Class A(1) $54 $ 73 $ 94 $154
Advisor Class B
Assuming redemption at end of period(2)(3) $67 $ 83 $111 $160
Assuming no redemption at end of period(3) $17 $ 53 $ 91 $160
Washington
Advisor Class A(1) $58 $ 85 $114 $197
Advisor Class B
Assuming redemption at end of period(2)(3) $71 $ 95 $131 $203
Assuming redemption at end of period(3) $21 $ 65 $111 $203
Money Market(4)
Advisor Class A $ 8 $ 25 $ 43 $ 97
Advisor Class B $ 8 $ 25 $ 43 $ 97
</TABLE>
(1) Includes deduction at the time of purchase of the maximum sales charge.
(2) Includes deduction at the time of redemption of the applicable CDSC.
(3) Ten-year figures assume conversion of Class B shares to Class A shares in
the first month following the investor's sixth anniversary from purchase.
(4) Figures for the Money Market Fund assume that the investor purchased Money
Market Fund Shares as an initial investment and made no subsequent exchanges.
The purpose of the table is to assist you in understanding the various costs and
expenses that an investor in Class A and Class B shares of each Fund would bear,
directly or indirectly. THE EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF
PAST OR FUTURE EXPENSES. A FUND'S ACTUAL EXPENSES OR PERFORMANCE MAY BE GREATER
OR LESS THAN THOSE SHOWN. THE ASSUMED 5% ANNUAL RETURN IS REQUIRED BY SECURITIES
AND EXCHANGE COMMISSION REGULATIONS APPLICABLE TO ALL MUTUAL FUNDS AND IT IS NOT
A PREDICTION OF, NOR DOES IT REPRESENT, PAST OR FUTURE EXPENSES OR THE
PERFORMANCE OF ANY FUND.
13
<PAGE>
- --------------------------
FINANCIAL HIGHLIGHTS
- --------------------------
The amounts shown for each Fund in the Financial Highlights tables that follow
are based upon a single No-Load Class share outstanding throughout the period
indicated and do not reflect Rule 12b-1 fees. Except for the six month period
ended June 30, 1996 (Managed Bond Fund) and the six month period ended September
30, 1996 (Municipal, California, Washington and Money Market), the following
selected data has been derived from financial statements that have been audited
by Ernst & Young LLP. The data should be read in conjunction with the financial
statements, related notes and other financial information included in each
Trust's Annual Report to shareholders and incorporated by reference in the
applicable Trust's Statement of Additional Information. The following selected
data for the six month period ended June 30, 1996 (Managed Bond Fund) and the
six month period ended September 30, 1996 (Municipal, California, Washington and
Money Market Funds) has been derived from unaudited financial statements. The
data should be read in conjunction with the financial statements, related notes,
and other financial information included in the Trust's Semi-Annual Report to
shareholders and incorporated by reference in the Trust's Statement of
Additional Information. A copy of each Trust's Statement of Additional
Information may be obtained by calling the number on the front page of this
Prospectus.
14
<PAGE>
<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS
SAFECO GROWTH FUND (Continued)
FINANCIAL HIGHLIGHTS
SAFECO GROWTH FUND
YEAR ENDED SEPTEMBER 30
1996 1995 1994 1993 1992 1991 1990 1989 1988 1987
---- ---- ---- ---- ---- ---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Net asset value $15.83 $17.37 $19.20 $13.98 $17.95 $11.14 $17.22 $14.95 $18.13 $15.40
at beginning
of period
INCOME (LOSS) FROM
INVESTMENT OPERATIONS:
Net investment (.02) .07 (.02) (.02) (.01) .05 .14 .53 .35 .24
(loss) income
Net realized 2.24 4.07 .78 5.39 (3.15) 7.77 (4.20) 3.17 (.99) 4.31
and unrealized ---- ---- --- ---- ------ ---- ------ ---- ----- ----
gain (loss) on
investments
Total from investment 2.22 4.14 .76 5.37 (3.16) 7.82 (4.06) 3.70 (.64) 4.55
operations ---- ---- --- ---- ------ ---- ------ ---- ----- ----
LESS DISTRIBUTIONS:
Dividends from -- (.07) -- -- -- (.05) (.14) (.53) (.48) (.23)
net
investment
income
Distributions from (2.60) (5.61) (2.59) (.15) (.81) (.96) (1.88) (.90) (2.06) (1.59)
capital gains ------ ------ ------ ----- ----- ----- ------ ----- ------ ------
Total distributions (2.60) (5.68) (2.59) (.15) (.81) (1.01) (2.02) (1.43) (2.54) (1.82)
------ ------ ------ ----- ----- ------ ------ ------ ------ ------
Net asset value $15.45 $15.83 $17.37 $19.20 $13.98 $17.95 $11.14 $17.22 $14.95 $18.13
at end of ====== ====== ====== ====== ====== ====== ====== ====== ====== ======
period
Total return** 14.16% 23.93% 3.88% 38.43% -17.83% 70.22% -23.67% 25.23% -1.47% 32.68%
15
<PAGE>
Net assets at $179,574 $176,483 $156,108 $158,723 $127,897 $155,429 $59,164 $81,472 $74,324 $82,703
end of period
(000's omitted)
Ratio of expenses 1.02% .98% .95% .91% .91% .90% 1.01% .94% .98% .92%
to average net
assets
Ratio of net (.14%) .34% -.12% -.10% -.10% .36% .88% 3.27% 2.37% 1.46%
investment
income (loss) to
average net
assets
Portfolio turnover 124.79% 110.44% 71.18% 57.19% 85.38% 49.86% 90.48% 11.38% 19.31% 23.61%
rate
Avg. Commission $.0548 -- -- -- -- -- -- -- -- --
rate paid
</TABLE>
**Total return information does not reflect sales loads.
16
<PAGE>
<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS
SAFECO EQUITY FUND (Continued)
FINANCIAL HIGHLIGHTS
SAFECO EQUITY FUND
YEAR ENDED SEPTEMBER 30
1996 1995 1994 1993 1992 1991 1990 1989 1988 1987
---- ---- ---- ---- ---- ---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Net asset value
at beginning
of period $15.31 $13.89 $12.54 $9.53 $10.38 $8.43 $10.10 $8.51 $12.23 $11.44
INCOME FROM
INVESTMENT OPERATIONS:
Net investment
income .28 .34 .23 .17 .15 .17 .22 .39 .18 .21
Net realized 2.42 2.59 1.83 3.79 (.09) 2.37 (1.28) 2.26 (1.82) 2.83
and unrealized ---- ---- ---- ----- ---- ------ ---- ------ ----
gain (loss) on
investments
Total from investment
operations 2.70 2.93 2.06 3.96 .06 2.54 (1.06) 2.65 (1.64) 3.04
---- ---- ---- ---- ---- ------ ---- ------ ----
LESS DISTRIBUTIONS:
Dividends from
net
investment
income (.28) (.34) (.23) (.17) (.15) (.17) (.22) (.39) (.23) (.22)
Distributions from (1.88) (1.17) (.48) (.78) (.76) (.42) (.39) (.67) (1.85) (2.03)
capital gains ------ ----- ----- ----- ----- ----- ----- ------ ------
Total distributions (2.16) (1.51) (.71) (.95) (.91) (.59) (.61) (1.06) (2.08) (2.25)
------ ------ ----- ----- ----- ----- ----- ------ ------ ------
Net asset value
at end of
period $15.85 $15.31 $13.89 $12.54 $9.53 $10.38 $8.43 $10.10 $8.51 $12.23
====== ====== ====== ====== ===== ====== ===== ====== ===== ======
Total return** 18.04% 21.59% 16.51% 41.77% .41% 30.39% -10.73% 32.12% -9.93% 31.75%
17
<PAGE>
Net assets at
end of period
(000's omitted) $725,780 $598,582 $412,805 $148,894 $74,383 $71,586 $51,603 $53,892 $45,625 $64,668
Ratio of expenses
to average net
assets .79% .84% .85% .94% .96% .98% .97% .96% 1.00% .97%
Ratio of net
investment
income to
average net
assets 1.74% 2.38% 1.72% 1.50% 1.34% 1.70% 2.19% 4.13% 2.16% 1.92%
Portfolio turnover
rate 74.07% 56.14% 33.33% 37.74% 39.88% 45.21% 51.01% 63.62% 88.19% 85.11%
Avg. Commission -- -- -- -- -- -- -- -- --
rate paid
$.0587
</TABLE>
**Total return information does not reflect sales loads.
18
<PAGE>
<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS
SAFECO INCOME FUND (Continued)
FINANCIAL HIGHLIGHTS
SAFECO INCOME FUND
YEAR ENDED SEPTEMBER 30
1996 1995 1994 1993 1992 1991 1990 1989 1988 1987
---- ---- ---- ---- ---- ---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Net asset value $19.11 $17.25 $17.79 $16.27 $15.35 $12.89 $16.44 $14.32 $17.16 $15.52
at beginning
of period
INCOME FROM
INVESTMENT OPERATIONS:
Net investment .73 .82 .81 .78 .80 .81 .85 .81 .78 .78
income
Net realized 2.84 2.71 (.30) 1.52 .96 2.53 (3.39) 2.12 (1.80) 2.37
and unrealized ---- ---- ----- ---- --- ---- ------ ---- ------ ----
gain (loss) on
investments
Total from investment 3.57 3.53 .51 2.30 1.76 3.34 (2.54) 2.93 (1.02) 3.15
operations ---- ---- --- ---- ---- ---- ------ ---- ------ ----
LESS DISTRIBUTIONS:
Dividends from (.73) (.82) (.81) (.78) (.80) (.83) (.83) (.81) (.98) (.78)
net
investment
income
Distributions from (1.92) (.85) (.24) ----- (.04) (.05) (.18) -- (.84) (.73)#
capital gains ------ ----- ----- ----- ----- ----- ----- -- ----- ------
Total distributions (2.65) (1.67) (1.05) (.78) (.84) (.88) (1.01) (.81) (1.82) (1.51)
------ ------ ------ ----- ----- ----- ------ ----- ------ ------
Net asset value $20.03 $19.11 $17.25 $17.79 $16.27 $15.35 $12.89 $16.44 $14.32 $17.16
at end of ====== ====== ====== ====== ====== ====== ====== ====== ====== ======
period
Total return** 18.98% 21.04% 2.98% 14.35% 11.75% 26.43% -16.06% 21.00% -4.61% 21.41%
19
<PAGE>
Net assets at $260,023 $217,870 $190,610 $203,019 $181,582 $181,265 $170,153 $232,812 $231,724 $313,308
end of period
(000's omitted)
Ratio of expenses .86% .87% .86% .90% .90% .93% .92% .92% .97% .94%
to average net
assets
Ratio of net 3.56% 4.55% 4.59% 4.55% 5.06% 5.58% 5.59% 5.28% 5.58% 4.53%
investment
income to
average net
assets
Portfolio turnover 50.11% 31.12% 19.30% 20.74% 20.35% 22.25% 19.37% 16.38% 34.13% 33.08%
rate
Avg. Commission -- -- -- -- -- -- -- -- --
rate paid $.0591
</TABLE>
**Total return information does not reflect sales loads.
#Distributions include $.04 of additional gain arising from investment
transactions of securities acquired in a non-taxable exchange.
20
<PAGE>
<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS
SAFECO NORTHWEST FUND (Continued)
FINANCIAL HIGHLIGHTS
SAFECO NORTHWEST FUND
YEAR ENDED YEAR ENDED YEAR ENDED FOR THE NINE YEAR ENDED FOR THE PERIOD
SEPTEMBER 30, SEPTEMBER 30, SEPTEMBER 30, MONTH PERIOD DECEMBER 31, FROM FEBRUARY 7,
1996 1995 1994 ENDED 1992 1991 (INITIAL PUBLIC
------ ------ ------ SEPTEMBER 30, ------ OFFERING) TO
1993 DECEMBER 31, 1991
------ -------------------
<S> <C> <C> <C> <C> <C> <C>
Net asset value
at beginning
of period $14.41 $12.59 $12.34 $12.59 $11.37 $10.06
INCOME FROM
INVESTMENT OPERATIONS:
Net investment
income .02 .04 .04 .02 .06 .13
Net realized
and unrealized
gain (loss) on
investments 1.32 2.35 .59 (.25) 1.53 1.44
---- ---- --- ----- ---- ----
Total from investment
operations 1.34 2.39 .63 (.23) 1.59 1.57
---- ---- --- ----- ---- ----
LESS DISTRIBUTIONS:
Dividends from
net
investment
income (.02) (.04) (.04) (.02) (.06) (.19)
Distributions from
capital gains (1.95) (.53) (.34) -- (.31) (.07)
------ ----- ----- -- ----- -----
Total distributions (1.97) (.57) (.38) (.02) (.37) (.26)
------ ----- ----- ----- ----- -----
Net asset value
at end of
period $13.78 $14.41 $12.59 $12.34 $12.59 $11.37
====== ====== ====== ====== ====== ======
Total return** 9.61% 19.01% 5.19% -1.86%+ 14.08% 14.93%+
21
<PAGE>
Net assets at
end of period
(000's omitted) $43,128 $40,140 $36,383 $39,631 $40,402 $26,434
Ratio of expenses
to average net
assets 1.07% 1.09% 1.06% 1.11%++ 1.11% 1.27%++
Ratio of net
investment
income to
average net
assets .11% .31% .33% .18%++ .55% 1.14%++
Portfolio turnover
rate 35.69% 19.59% 18.46% 14.05%++ 33.34% 27.71%++
Avg. Commission
rate paid $.0591 -- -- -- -- --
</TABLE>
**Total return information does not reflect sales loads.
+Not annualized.
++Annualized.
22
<PAGE>
<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS
SAFECO INTERNATIONAL, BALANCED AND SMALL COMPANY FUNDS
FOR THE PERIOD FROM JANUARY 31, 1996
(INITIAL PUBLIC OFFERING) TO SEPTEMBER 30, 1996
-----------------------------------------------
SAFECO SAFECO
INTERNATIONAL SAFECO SMALL COMPANY
FUND BALANCED FUND FUND
---- ------------- ----
<S> <C> <C> <C>
Net Asset Value at $10.00 $10.00 $10.00
Beginning of Period
INCOME FROM INVESTMENT OPERATIONS
Net Investment Income .06 .21 (.01)
Net Realized and Unrealized Gain (Loss) .39 .39 2.19
--- --- ----
on Investments and Foreign
Currency Transactions
.45 .60 2.18
--- --- ----
Total from Investment Operations
LESS DISTRIBUTIONS
Dividends from Net Investment Income (.06) (.21) --
Distributions from Realized Gains -- (.01) (.67)
----- ----- -----
Total Distributions (.06) (.22) (.67)
----- ----- -----
Net Asset Value at End of Period $10.39 $10.38 $11.51%
====== ====== =======
Total Return**+ 4.54%+ 5.99%+ 21.83%+
Net Assets at End of Period (000's omitted) $ 8,323 $ 7,632 $12,552
Ratio of Expenses to Average Net Assets++ 2.36%++ 1.32%++ 1.49%++
Ratio of Net Investment Income (Loss) .93%++ 3.21%++ (.24%)++
to Average Net Assets++
Portfolio Turnover Rate++ 15.73%++ 143.87%++ 91.03%++
Average Commission Rate Paid $ .0225 $ .0560 $ .0510
** Total return information does not reflect sales loads.
+ Not Annualized.
++ Annualized.
</TABLE>
23
<PAGE>
The information listed above is based on an eight month operating history and
may not be indicative of longer-term results. More information about the Funds
is contained in their annual report to shareholders which may be obtained
without charge by calling the number on the first page of this Prospectus.
24
<PAGE>
<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS
SAFECO INTERMEDIATE-TERM U.S. TREASURY FUND
FOR THE YEAR ENDED SEPTEMBER 30,
1996 1995 1994 1993
---- ---- ---- ----
<S> <C> <C> <C> <C>
Net asset value at beginning of period $10.24 $9.74 $10.74 $10.69
INCOME FROM INVESTMENT OPERATIONS:
Net investment income .54 .55 .52 .60
Net realized and unrealized gain (loss) on
investments (.14) .50 (1.00) .49
----- --- ------ ---
Total from investment operations .40 1.05 (.48) 1.09
--- ---- ----- ----
LESS DISTRIBUTIONS:
Dividends from net investment income (.54) (.55) (.52) (.60)
Distributions from capital gains -- -- -- (.44)
---- --- --- -----
Total distributions (.54) (.55) (.52) (1.04)
----- ----- ----- ------
Net asset value at end of period $10.10 $10.24 $9.74 $10.74
====== ====== ===== ======
Total return** 4.00% 11.07% -4.56% 10.51%
Net assets at end of period (000's omitted) $14,668 $13,774 $13,367 $14,706
Ratio of expenses to average net assets 1.01% .96% .90% .99%
Ratio of net investment income to average net assets 5.30% 5.51% 5.08% 5.52%
Portfolio turnover rate 294.25% 124.9% 75.46% 104.94%
** Total return information does not reflect sales loads.
+ Not annualized.
++ Annualized.
</TABLE>
25
<PAGE>
<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS
SAFECO INTERMEDIATE-TERM U.S. TREASURY FUND
FOR THE PERIOD
FROM
FOR THE YEAR ENDED SEPTEMBER 30, SEPTEMBER 7,
INITIAL
PUBLIC
OFFERING)
TO SEPTEMBER
1991 1990 1989 30, 1988
---- ---- ---- --------
<S> <C> <C> <C> <C>
Net asset value at beginning of period $9.83 $9.96 $9.95 $9.93
INCOME FROM INVESTMENT OPERATIONS:
Net investment income .75 .77 .77 .05
Net realized and unrealized gain (loss) on
investments .37 (.13) (.01) .02
--- ----- --- ---
Total from investment operations 1.12 .64 .78 .07
---- --- --- ---
LESS DISTRIBUTIONS:
Dividends from net investment income (.75) (.77) (.77) (.05)
Distributions from capital gains -- -- -- --
--- --- --- --
Total distributions (.75) (.77) (.77) (.05)
----- ----- ----- -----
Net asset value at end of period $10.20 $9.83 $9.96 $9.95
====== ===== ===== =====
Total return** 11.80% 6.65% 8.20% .69%+
Net assets at end of period (000's omitted) $9,458 $6,916 $6,249 $5,007
Ratio of expenses to average net assets 1.00% 1.00% .96% 1.06%++
Ratio of net investment income to average net assets 7.45% 7.76% 7.82% 7.46%++
Portfolio turnover rate 9.51% 24.17% 4.36% None
** Total return information does not reflect sales loads.
+ Not annualized.
++ Annualized.
</TABLE>
26
<PAGE>
<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS
SAFECO HIGH-YIELD BOND FUND
FOR THE YEAR ENDED SEPTEMBER 30,
1996 1995 1994 1993 1992
---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C>
Net asset value at beginning of period $8.68 $8.55 $9.22 $8.92 $8.35
INCOME FROM INVESTMENT OPERATIONS:
Net investment income .78 .79 .82 .91 .83
Net realized and unrealized gain (loss) on .11 .13 (.67) .30 .57
--- ----- --- ---
investments
Total from investment operations .89 .92 .15 1.21 1.40
---- --- --- ---- ----
LESS DISTRIBUTIONS:
Dividends from net investment income (.78) (.79) (.82) (.91) (.83)
----- ----- ----- ----- -----
Net asset value at end of period $8.79 $8.68 $8.55 $9.22 $8.92
===== ===== ===== ===== =====
Total return** 10.79% 11.43% 1.61% 14.29% 17.52%
Net assets at end of period (000's omitted) $47,880 $39,178 $27,212 $28,291 $19,672
Ratio of expenses to average net assets .94% 1.01% 1.03% 1.09% 1.05%
Ratio of net investment income to average net assets 8.99% 9.28% 9.26% 9.94% 9.66%
Portfolio turnover rate 92.65% 38.03% 63.02% 50.27% 40.66%
** Total return information does not reflect sales loads.
+ Not annualized.
++ Annualized.
</TABLE>
26
<PAGE>
<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS
SAFECO HIGH-YIELD BOND FUND
FOR THE PERIOD
FROM
FOR THE YEAR ENDED SEPTEMBER 30, SEPTEMBER 7,
INITIAL
PUBLIC
OFFERING)
TO SEPTEMBER
1991 1990 1989 30, 1988
---- ---- ---- --------
<S> <C> <C> <C> <C>
Net asset value at beginning of period $7.94 $9.33 $9.86 $9.89
INCOME FROM INVESTMENT OPERATIONS:
Net investment income .93 1.04 1.11 .07
Net realized and unrealized gain (loss) on .41 (1.39) (.53) (.03)
--- ------ ----- ----
investments
Total from investment operations 1.34 (.35) .58 .04
---- ----- --- ---
LESS DISTRIBUTIONS:
Dividends from net investment income (.93) (1.04) (1.11) (.07)
----- ------ ------ -----
Net asset value at end of period $8.35 $7.94 $9.33 $9.86
===== ===== ===== =====
Total return** 18.18% -4.04% 6.10% .37%+
Net assets at end of period (000's omitted) $11,931 $7,786 $9,051 $5,204
Ratio of expenses to average net assets 1.11% 1.15% 1.11% 1.25% ++
Ratio of net investment income to average net assets 11.51% 11.90% 11.52% 10.27%++
Portfolio turnover rate 32.46% 18.46% 12.57% None
** Total return information does not reflect sales loads.
+ Not annualized.
++ Annualized.
</TABLE>
27
<PAGE>
<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS
SAFECO MANAGED BOND FUND
FOR THE PERIOD FROM
FOR THE SIX MONTH PERIOD FEBRUARY 28, 1994 (INITIAL
ENDED JUNE 30, 1996 FOR THE YEAR ENDED PUBLIC OFFERING) TO
(UNAUDITED) DECEMBER 31, 1995 DECEMBER 31, 1994
----------- ----------------- -----------------
<S> <C> <C> <C>
Net asset value at beginning of period $8.77 $8.15 $8.68
INCOME FROM INVESTMENT OPERATIONS:
Net investment income .20 .44 .27
Net realized and unrealized gain (loss) on (0.42) .94 (.53)
------ --- -----
investments
Total from investment operations (0.22) 1.38 (.26)
------ ---- -----
LESS DISTRIBUTIONS TO SHAREHOLDERS FROM:
Net investment income (0.20) (.44) (.27)
Net Realized gains on investments --- (.32) --
---- ----- - --
Total distributions (0.20) (.76) (.27)
------ ----- -----
Net asset value at end of period $8.35 $8.77 $8.15
===== ===== =====
Total return* (2.55%)+ 17.35% (3.01%)+
Net assets at end of period (000's omitted) $4,114 $4,497 $4,627
Ratio of expenses to average net assets 1.17%++ 1.16% 1.28%++
Ratio of net investment income to average net assets
4.64%++ 5.14% 3.88%++
Portfolio turnover rate 117.13%++ 78.78% 132.26%++
* Total return information does not reflect sales loads.
+ Not annualized.
++ Annualized.
</TABLE>
28
<PAGE>
<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS
SAFECO MUNICIPAL BOND FUND
FOR THE SIX
MONTH PERIOD
ENDED
SEPTEMBER
30, 1996+
(UNAUDITED) 1996 1995 1994 1993 1992
----------- ---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C>
Net asset value at beginning of period $13.69 $13.36 $13.27 $14.13 $13.37 $12.95
INCOME FROM INVESTMENT OPERATIONS:
Net investment income .38 .76 .77 .78 .81 .86
Net realized and unrealized gain (loss) .13 .33 .12 (.55) .94 .48
--- --- --- ----- --- ---
on investments
Total from investment operations .51 1.09 .89 .23 1.75 1.34
--- ---- --- --- ---- ----
LESS DISTRIBUTIONS:
Dividends from net investment income (.38) (.76) (.77) (.78) (.81) (.86)
----- ----- ----- ----- -----
Distributions from realized gains -- -- (.03) (.31) (.18) (.06)
--- --- ----- ----- ----- -----
Total distributions (.38) (.76) (.80) (1.09) (.99) (.92)
----- ----- ----- ------ ----- -----
Net asset value at end of period $13.82 $13.69 $13.36 $13.27 $14.13 $13.37
------ ====== ====== ====== ====== ======
Total return* 3.81%* 8.23% 7.10% 1.30% 13.60% 10.57%
Net assets at end of period (000's $482,987 $480,643 $472,569 $507,453 $541,515 $427,638
omitted)
Ratio of expenses to average net assets .54%** .54% .56% .52% .53% .54%
Ratio of net investment income to 5.60%** 5.47% 5.96% 5.49% 5.91% 6.37%
average net assets
Portfolio turnover rate 7.37%** 12.60% 26.96% 22.07% 31.66% 25.18%
Total return information does not reflect sales loads.
* Not Annualized
** Annualized
</TABLE>
29
<PAGE>
<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS
SAFECO MUNICIPAL BOND FUND
1991 1990 1989 1988 1987
---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C>
Net asset value at beginning of period $12.73 $12.92 $12.85 $14.16 $13.74
INCOME FROM INVESTMENT OPERATIONS:
Net investment income .86 .88 .94 .96 .99
Net realized and unrealized gain (loss) .26 .25 .36 (.91) .63
--- --- --- ----- ---
on investments
Total from investment operations 1.12 1.13 1.30 .05 1.62
---- ---- ---- --- ----
LESS DISTRIBUTIONS:
Dividends from net investment income (.86) (.88) (.94) (.96) (.99)
----- ----- ----- ----- -----
Distributions from realized gains (.04) (.44) (.29) (.40) (.21)
----- ----- ----- ----- -----
Total distributions (.90) (1.32) (1.23) (1.36) (1.20)
----- ------ ------ ------ ------
Net asset value at end of period $12.95 $12.73 $12.92 $12.85 $14.16
====== ====== ====== ====== ======
Total return* 9.13% 9.05% 10.49% .93% 12.49%+
Net assets at end of period (000's $331,647 $286,303 $231,911 $183,642 $214,745
omitted)
Ratio of expenses to average net assets .56% .57% .60% .61% .59%
Ratio of net investment income to 6.68% 6.76% 7.23% 7.42% 7.20%
average net assets
Portfolio turnover rate 38.55% 65.80% 135.60% 71.91% 23.09%
Total return information does not reflect sales loads.
* Not Annualized
** Annualized
</TABLE>
30
<PAGE>
<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS
SAFECO CALIFORNIA TAX-FREE INCOME FUND
YEAR ENDED MARCH 31,
FOR THE SIX MONTH
PERIOD ENDED
SEPTEMBER 30, 1996+ 1996 1995 1994 1993 1992
------------------- ---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C>
Net asset value at beginning of $11.86 $11.54 $11.51 $12.23 $11.60 $11.24
period
INCOME FROM INVESTMENT OPERATIONS:
Net investment income
.31 .62 .63 .66 .68 .71
Net realized and unrealized gain
(loss) on investments .21 .40 .13 (.38) .76 .44
--- --- --- ----- --- ---
Total from investment operations .52 1.02 .76 .28 1.44 1.15
--- ---- --- --- ---- ----
LESS DISTRIBUTIONS:
Dividends from net investment (.31) (.62) (.63) (.66) (.68) (.71)
----- ----- ----- ----- ----- -----
income
Distributions from realized gains -- (.08) (.10) (.34) (.13) (.08)
--- ----- ----- ----- ----- -----
Total distributions (.31) (.70) (.73) (1.00) (.81) (.79)
----- ----- ------ ----- -----
Net asset value at end of period $12.07 $11.86 $11.54 $11.51 $12.23 $11.60
====== ====== ====== ====== ====== ======
Total return* 4.49%* 8.87% 7.01% 1.97% 12.88% 10.43%
------ ----- ----- ----- ------ ------
Net assets at end of period $72,164 $70,546 $64,058 $77,056 $79,872 $71,480
------- ------- ------- ------- ------- -------
(000's omitted)
Ratio of expenses to average net .70%** .68% .70% .68% .66% .67%
------ ---- ---- ---- ---- ----
assets
Ratio of net investment income to 5.30%** 5.12% 5.65% 5.31% 5.71% 6.13%
------- ----- ----- ----- ----- -----
average net assets
Portfolio turnover rate 12.96%** 16.25% 44.10% 32.58% 23.18% 39.35%
-------- ------ ------ ------ ------ ------
</TABLE>
Not annualized
* Annualized
+ Unaudited.
++ Distribution includes $.05 per share attributable to the December 31, 1987,
capital gain distribution paid in order to avoid any excise tax due under
the Tax Reform Act of 1986.
31
<PAGE>
<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS
SAFECO CALIFORNIA TAX-FREE INCOME FUND
YEAR ENDED MARCH 31,
1991 1990 1989 1988 1987
---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C>
Net asset value at beginning of $11.07 $11.02 $10.72 $12.14 $11.68
period
INCOME FROM INVESTMENT OPERATIONS:
Net investment income
.71 .72 .75 .76 .80
Net realized and unrealized gain
(loss) on investments .23 .23 .30 (.99) .57
--- --- --- ----- ---
Total from investment operations .94 .95 1.05 (.23) 1.37
--- --- ---- ----- ----
LESS DISTRIBUTIONS:
Dividends from net investment (.71) (.72) (.75) (.76) (.80)
----- ----- ----- ----- -----
income
Distributions from realized gains (.06) (.18) --- (.43)++ (.11)
----- ----- - ---- ----- -----
Total distributions (.77) (.90) (.75) (1.19) (.91)
----- ----- ----- ------ -----
Net asset value at end of period $11.24 $11.07 $11.02 $10.72 $12.14
====== ====== ====== ====== ======
Total return* 8.78% 8.87% 10.09% -1.39% 12.25%+
----- ----- ------ ------ -------
Net assets at end of period $57,066 $47,867 $36,930 $28,790 $34,792
------- ------- ------- ------- -------
(000's omitted)
Ratio of expenses to average net .67% .68% .71% .72% .70%
---- ---- ---- ---- ----
assets
Ratio of net investment income to 6.32% 6.42% 6.86% 6.99% 6.71%
----- ----- ----- ----- -----
average net assets
Portfolio turnover rate 22.92% 71.37% 76.95% 66.72% 44.61%
------ ------ ------ ------ ------
</TABLE>
Not annualized
* Annualized
+ Unaudited.
++ Distribution includes $.05 per share attributable to the December 31, 1987,
capital gain distribution paid in order to avoid any excise tax due under
the Tax Reform Act of 1986.
32
<PAGE>
<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS
SAFECO WASHINGTON STATE MUNICIPAL BOND FUND
FOR THE SIX
MONTH PERIOD FOR THE PERIOD FROM
ENDED MARCH 18, 1993
SEPTEMBER 30, YEAR ENDED (INITIAL PUBLIC
1996* MARCH 31, YEAR ENDED YEAR ENDED OFFERING) TO
(UNAUDITED) 1996 MARCH 31, 1995 MARCH 31, 1994 MARCH 31, 1993
----------- ---- -------------- -------------- --------------
<S> <C> <C> <C> <C> <C>
Net asset value at beginning of $10.34 $10.10 $9.91 $10.27 $10.32
period
INCOME FROM INVESTMENT OPERATIONS:
Net investment income .25 0.50 0.49 0.44 0.02
Net realized and unrealized gain 0.11 0.27 0.19 (0.35) (0.05)
---- ---- ---- ------ ------
(loss) on investments
Total from investment operations 0.36 0.77 0.68 0.09 (0.03)
---- ---- ---- ---- ------
LESS DISTRIBUTIONS:
Dividends from net investment (0.25) (0.50) (0.49) (0.44) (0.02)
income
Distribution from realized gains -- (0.03) --- (0.01) ---
--- ------ ---- ------ ---
Total distributions (0.25) (0.53) (0.49) (0.45) (0.02)
------ ------ ------ ------ ------
Net asset value at end of period $10.45 $10.34 $10.10 $9.91 $10.27
====== ====== ====== ===== ======
Total return* 3.53%+ 7.73% 7.13% .68% -.31%+
Net assets at end of period (000's $6,593 $6,489 $5,953 $2,908 $2,163
omitted)
Ratio of expenses to average net 1.11%++ 1.07% 1.09% 1.44% 1.04%++
assets
Ratio of net investment income to 4.83%++ 4.78% 5.06% 4.17% 4.47%++
average net assets
Portfolio turnover rate 9.99%++ 20.86% 9.23% 17.26% None
</TABLE>
Total return information does not reflect sales loads.
+ Not annualized.
++ Annualized.
33
<PAGE>
<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS
SAFECO MONEY MARKET FUND
FOR THE SIX
MONTH PERIOD
ENDED
SEPTEMBER 30,
1996+ 1996 1995 1994 1993 1992
----- ---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C>
Net asset value at beginning of $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
period
INCOME FROM INVESTMENT
OPERATIONS:
Net investment income .02 .05 .04 .02 .03 .05
LESS DISTRIBUTIONS:
Dividends from net investment (.02) (.05) (.04) (.02) (.03) (.05)
----- ----- ----- ----- ----- -----
income
Net asset value at end of period $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
===== ===== ===== ===== ===== =====
Total return+ 2.33%* 5.15% 4.20% 2.48% 2.98% 5.04%
Net assets at end of period $167,231 $165,122 $171,958 $186,312 $144,536 $184,823
(000's omitted)
Ratio of expenses to average .83%** .78% .78% .79% .77% .73%
net assets
Ratio of net investment income
to average net assets 4.63%** 5.04% 4.21% 2.47% 3.02% 5.05%
</TABLE>
Total return information does not reflect a Contingent Deferred Sales
Charge that may apply to certain shares.
+ Unaudited
* Annualized
** Not Annualized
34
<PAGE>
<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS
SAFECO MONEY MARKET FUND
1991 1990 1989 1988 1987
---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C>
Net asset value at beginning of $1.00 $1.00 $1.00 $1.00 $1.00
period
INCOME FROM INVESTMENT
OPERATIONS:
Net investment income .07 .08 .08 .06 .06
LESS DISTRIBUTIONS:
Dividends from net investment (.07) (.08) (.08) (.06) (.06)
----- ----- ----- ----- -----
income
Net asset value at end of period $1.00 $1.00 $1.00 $1.00 $1.00
===== ===== ===== ===== =====
Total return+ 7.60% 8.77% 7.86% 6.56% 5.90%+
Net assets at end of period $224,065 $225,974 $177,813 $119,709 $57,998
(000's omitted)
Ratio of expenses to average .70% .71% .74% .79% .82%
net assets
Ratio of net investment income
to average net assets 7.34% 8.45% 7.66% 6.49% 5.71%
</TABLE>
Total return information does not reflect a Contingent Deferred Sales
Charge that may apply to certain shares.
+ Unaudited
* Annualized
** Not Annualized
35
<PAGE>
- --------------------------------------------
ALTERNATIVE PURCHASE ARRANGEMENT
- --------------------------------------------
This Prospectus offers two classes of shares for each Fund. For each Fund except
the Money Market Fund, Class A shares are sold at net asset value plus an
initial sales charge of up to 4.5%. Class A shares also pay an annual Rule 12b-1
service fee of 0.25% of the average daily net assets of the Class A shares. For
each Fund except the Money Market Fund, Class B shares are sold at net asset
value with no initial sales charge, but a CDSC of up to 5% applies to
redemptions made within six years of purchase. Class B shares also pay an annual
Rule 12b-1 service fee of 0.25% of the average daily net assets of the Class B
shares and an annual Rule 12b-1 distribution fee of 0.75% of the average daily
net assets of the Class B shares. Class B shares convert to Class A shares in
the first month following the investor's sixth anniversary from purchase. The
maximum investment amount in Class B shares is $500,000.
Class A and B shares of the Money Market Fund are sold at net asset value, are
not subject to sales charges, and do not currently pay Rule 12b-1 fees. Money
Market Fund Class A and Class B shares may be subject to sales charges if an
investor exchanges into Class A or Class B shares of another Fund. See
"Purchasing Advisor Class A Shares" and "Purchasing Advisor Class B Shares."
For shareholders of each Fund except the Money Market Fund, the alternative
purchase arrangement permits an investor to choose the method of purchasing
shares that is most beneficial given the amount of the purchase, the length of
time the investor expects to hold the shares, and other circumstances. Investors
should consider whether, during the anticipated life of their investment in a
Fund, the accumulated distribution and service fees and CDSCs on Class B shares
prior to conversion would be less than the initial sales charge and accumulated
service fee on Class A shares purchased at the same time.
Class A shares will normally be more beneficial than Class B shares to investors
who qualify for reduced initial sales charges or a sales load waiver on Class A
shares. Class A shares are subject to a service fee (but not a distribution fee)
and, accordingly, pay correspondingly higher dividends per share than Class B
shares. However, because initial sales charges are deducted at the time of
purchase, investors purchasing Class A shares would not have all their funds
invested initially and, therefore, would initially own fewer shares.
Investors not qualifying for reduced initial sales charges who expect to
maintain their investment for an extended period of time might consider
purchasing Class B shares. The CDSC imposed on the redemption of Class B shares
decreases and is completely eliminated with respect to such shares beginning in
the first month following the investor's sixth anniversary from purchase. Class
B shares automatically convert to Class A shares (which are subject to lower
36
<PAGE>
continuing charges) in the first month following the investor's sixth
anniversary from purchase. For more information about each Fund's shares, see
"How to Purchase Shares" beginning on page 48.
- --------------------------------------------------------
EACH FUND'S INVESTMENT OBJECTIVE AND POLICIES
- --------------------------------------------------------
The investment objective and investment policies for each Fund are described
below. A Trust's Board of Trustees may change a Fund's (except the California
Fund's) objective without a shareholder vote, but no such change will be made
without prior written notice to shareholders of that Fund (60 days' in the case
of the Money Market, Municipal Bond and Washington Funds and 30 days' in the
case of the other Funds). The California Fund has a fundamental investment
objective that may not be changed without a shareholder vote. In the event a
Fund changes its investment objective, the new objective may not meet the
investment needs of every shareholder and may be different from the objective a
shareholder considered appropriate at the time of initial investment.
Each Fund has adopted a number of investment restrictions. If a Fund satisfies a
percentage limitation at the time of investment, a later increase or decrease in
value, assets or other circumstances will not be considered in determining
whether the Fund complies with the applicable policy (except to the extent the
change may impact the Fund's borrowing limits). Unless otherwise stated, the
investment policies and limitations described below under each Fund's
description and "Common Investment Practices" are non-fundamental and may be
changed without a shareholder vote.
INVESTMENT OBJECTIVES AND POLICIES OF THE STOCK FUNDS
GROWTH FUND
The Growth Fund has as its investment objective to seek growth of capital and
the increased income that ordinarily follows from such growth. The Growth Fund
ordinarily invests a preponderance of its assets in common stock selected
primarily for potential appreciation. Such investments may cause its share price
to be more volatile than the Equity and Income Funds.
To pursue its investment objective, the Growth Fund:
1. WILL INVEST A PREPONDERANCE OF ITS ASSETS IN COMMON STOCKS SELECTED
PRIMARILY FOR POTENTIAL APPRECIATION. To determine those common stocks
which have the potential for long-term growth, SAM will evaluate the
issuer's financial strength, quality of management and earnings power.
37
<PAGE>
2. MAY INVEST IN SECURITIES CONVERTIBLE INTO COMMON STOCK (INCLUDING
CORPORATE BONDS AND PREFERRED STOCK THAT CONVERT TO COMMON STOCK,
EITHER AUTOMATICALLY AFTER A SPECIFIED PERIOD OF TIME OR AT THE OPTION
OF THE ISSUER). The Fund will purchase convertible securities if such
securities offer a higher yield than an issuer's common stock and
provide reasonable potential for capital appreciation.
3. MAY INVEST UP TO 5% OF NET ASSETS IN CONTINGENT VALUE RIGHTS. A
contingent value right is a right issued by a corporation that takes on
a preestablished value if the underlying common stock does not attain a
target price by a specified date.
For a brief description of common stocks, preferred stocks, convertible
securities, and bonds and other debt securities, see "Description of Stocks,
Bonds and Convertible Securities" on page 69.
EQUITY FUND
The Equity Fund has as its investment objective to seek long-term growth of
capital and reasonable current income. The Equity Fund invests principally in
common stock selected for appreciation and/or dividend potential and from a
long-range investment standpoint. The Equity Fund does not seek to achieve both
growth and income with every portfolio security investment. Rather, it attempts
to achieve a reasonable balance between growth and income on an overall basis.
To pursue its investment objective, the Equity Fund:
1. WILL INVEST, DURING NORMAL MARKET CONDITIONS, AT LEAST 65% OF ITS TOTAL
ASSETS IN EQUITY SECURITIES (WHICH INCLUDE COMMON STOCKS AND PREFERRED
STOCKS). The Fund will invest principally in common stocks selected by
SAM primarily for appreciation and/or dividend potential and from a
long-range investment standpoint.
2. MAY INVEST IN SECURITIES CONVERTIBLE INTO COMMON STOCK (INCLUDING
CORPORATE BONDS AND PREFERRED STOCK THAT CONVERT TO COMMON STOCK,
WHETHER AUTOMATICALLY AFTER A SPECIFIED PERIOD OF TIME OR AT THE OPTION
OF THE ISSUER), EXCEPT THAT LESS THAN 35% OF ITS NET ASSETS WILL BE
INVESTED IN SUCH SECURITIES. The Equity Fund may invest in convertible
corporate bonds that are rated below investment grade (commonly
referred to as "high-yield" or "junk" bonds) or in comparable, unrated
bonds, but less than 35% of the Equity Fund's net assets will be
invested in such securities. The Equity Fund will not purchase a bond
rated below Ca by Moody's Investors Service, Inc. ("Moody's") or CC by
Standard & Poor's Ratings Services, a division of The McGraw-Hill
Companies ("S&P") or which is in default on the payment of principal
and interest. Bonds rated Ca or CC are highly speculative and have
large uncertainties or major risk exposures. See "Risk Factors" on page
42 for more information.
38
<PAGE>
For a brief description of common stocks, preferred stocks, convertible
securities, and bonds and other debt securities, see "Description of Stocks,
Bonds and Convertible Securities" on page 69. For a description of debt
securities ratings, see the "Ratings Supplement" on page 69.
INCOME FUND
The Income Fund has as its investment objective to seek high current income and,
when consistent with its objective, the long-term growth of capital. The Fund
currently intends to place greatest emphasis on holding common stock,
convertible corporate bonds and convertible preferred stock. SAM will select
securities primarily for current income, but also with a view toward capital
growth when this can be accomplished without conflicting with the Fund's
investment objective.
To pursue its investment objective, the Income Fund:
1. WILL INVEST PRIMARILY IN COMMON STOCK AND ALSO IN CONVERTIBLE AND
NON-CONVERTIBLE CORPORATE BONDS AND PREFERRED STOCK (INCLUDING
CORPORATE BONDS AND PREFERRED STOCK THAT CONVERT TO COMMON STOCK EITHER
AUTOMATICALLY AFTER A SPECIFIED PERIOD OF TIME OR AT THE OPTION OF THE
ISSUER). The Fund will purchase convertible securities if such
securities offer a higher yield than an issuer's common stock and
provide reasonable potential for capital appreciation. The Income Fund
may invest in convertible corporate bonds that are rated below
investment grade (commonly referred to as "high-yield" or "junk" bonds)
or in comparable, unrated bonds, but less than 35% of the Income Fund's
net assets will be invested in such securities. Bonds rated Ca by
Moody's or CC by S&P are highly speculative and have large
uncertainties or major risk exposures. See "Risk Factors" on page 42
for more information.
2. MAY INVEST UP TO 10% OF TOTAL ASSETS IN EURODOLLAR BONDS WHICH ARE
ISSUED BY U.S. ISSUERS. Eurodollar bonds are traded in the European
bond market and are denominated in U.S. dollars. The Fund will purchase
Eurodollar bonds through U.S. securities dealers and hold such bonds in
the United States. The delivery of Eurodollar bonds to the Fund's
custodian in the United States may cause slight delays in settlement
which are not anticipated to affect the Fund in any material, adverse
manner.
For a brief description of common stocks, preferred stocks, convertible
securities, and bonds and other debt securities, see "Description of Stocks,
Bonds and Convertible Securities" on page 69. For a description of debt
securities ratings, see the "Ratings Supplement" on page 69.
NORTHWEST FUND
The Northwest Fund has as its investment objective to seek long-term growth of
capital through investing primarily in Northwest companies. To pursue its
39
<PAGE>
objective, the Fund will invest at least 65% of its total assets in securities
issued by companies with their principal executive offices located in Alaska,
Idaho, Montana, Oregon or Washington.
To pursue its investment objective, the Northwest Fund:
1. WILL ORDINARILY INVEST ITS ASSETS IN SHARES OF COMMON STOCKS AND
PREFERRED STOCKS OF COMPANIES LOCATED IN THE NORTHWEST SELECTED
PRIMARILY FOR POTENTIAL LONG-TERM APPRECIATION. To determine those
common and preferred stocks which have the potential for long-term
growth, SAM will evaluate the issuer's financial strength, quality of
management and earnings power. The Fund generally invests a portion of
its assets in smaller companies. See "Risk Factors" for more
information about the risks of investing primarily in companies located
in the Northwest.
2. MAY OCCASIONALLY INVEST IN SECURITIES CONVERTIBLE INTO COMMON STOCK
WHEN, IN THE OPINION OF SAM, THE EXPECTED TOTAL RETURN OF A CONVERTIBLE
SECURITY EXCEEDS THE EXPECTED TOTAL RETURN OF COMMON STOCK ELIGIBLE FOR
PURCHASE BY THE FUND. The Fund may purchase corporate bonds and
preferred stock that convert to common stock either automatically after
a specified period of time or at the option of the issuer. The Fund
will purchase those convertible securities which, in SAM's opinion,
have underlying common stock with potential for long-term growth. The
Fund will purchase convertible securities which are investment grade,
I.E., rated in the top four categories by either S&P or Moody's.
See "Risk Factors" for more information about the risks inherent in
geographic concentration. For a brief description of common stocks,
preferred stocks, convertible securities, and bonds and other debt
securities, see "Description of Stocks, Bonds and Convertible
Securities" on page 69. For a description of debt securities ratings,
see the "Ratings Supplement" on page 69.
INTERNATIONAL FUND
The investment objective of the International Fund is to seek maximum long-term
total return (capital appreciation and income) by investing primarily in common
stock of established non-U.S. companies. To pursue its objective, the
International Fund, under normal market conditions, will invest at least 65% of
its total assets in the securities of companies domiciled in at least five
countries, not including the United States.
To pursue its investment objective, the International Fund:
1. WILL INVEST PRIMARILY IN COMMON STOCKS OF NON-U.S. COMPANIES. Common
stock issued by foreign companies is subject to various risks in
40
<PAGE>
addition to those associated with U.S. investments. For example, the
value of the common stock depends in part upon currency values, the
political and regulatory environments, and overall economic factors in
the countries in which the common stock is issued.
2. MAY INVEST IN PREFERRED STOCKS AND CONVERTIBLE SECURITIES ISSUED BY
FOREIGN COMPANIES.
3. MAY INVEST IN DEBT SECURITIES ISSUED BY FOREIGN COMPANIES AND
GOVERNMENTS. The Fund will make such investments primarily for
defensive purposes, but may also do so where anticipated interest rate
movements, or other factors affecting the degree of risk inherent in a
fixed income security, are expected to change significantly so as to
produce appreciation in the security consistent with the objective of
the Fund. The Fund may purchase sovereign debt instruments issued or
guaranteed by foreign governments or their agencies. Sovereign debt may
be in the form of conventional securities or other types of debt
instruments such as loans or loan participations. Governments or
governmental entities responsible for repayment of the debt may be
unable or unwilling to repay principal and interest when due, and may
require renegotiation or rescheduling of debt payments. Repayment of
principal and interest may depend also upon political and economic
factors.
4. MAY INVEST IN PASSIVE FOREIGN INVESTMENT COMPANIES ("PFICS"), WHICH
INCLUDE FUNDS OR TRUSTS ORGANIZED AS INVESTMENT VEHICLES TO INVEST IN
COMPANIES OF CERTAIN FOREIGN COUNTRIES. Investors in PFICs bear their
proportionate share of the PFIC's management fees and other expenses.
See "Additional Tax Information" in the Common Stock Trust's Statement
of Additional Information.
5. MAY PURCHASE AND SELL PUT AND CALL OPTIONS ON SECURITIES, FINANCIAL
INDICES AND FOREIGN CURRENCIES, MAY PURCHASE AND SELL THE FOLLOWING
NON-LEVERAGED DERIVATIVE SECURITIES: FUTURES CONTRACTS AND RELATED
OPTIONS WITH RESPECT TO SECURITIES, FINANCIAL INDICES AND FOREIGN
CURRENCIES, AND MAY ENTER INTO FOREIGN CURRENCY TRANSACTIONS SUCH AS
FORWARD CONTRACTS. The Fund may employ certain strategies and
techniques utilizing these instruments to mitigate its exposure to
changing currency exchange rates, security prices, interest rates and
other factors that affect security values. There is no guarantee that
these strategies and techniques will work.
An option gives an owner the right to buy or sell securities
at a predetermined exercise price for a given period of time.
The writer of an option is obligated to purchase or sell
(depending upon the nature of the option) the underlying
securities if the option is exercised during the specified
period of time. A futures contract is an agreement in which
the seller of the contract agrees to deliver to the buyer an
amount of cash equal to a specific dollar amount times the
difference between the value of a security at the close of the
last trading day of the contract and the price at which the
41
<PAGE>
agreement is made. A forward currency contract is an agreement
to purchase or sell a foreign currency at some future time for
a fixed amount of U.S. dollars.
The Fund, under normal conditions, will not sell a put or call
option if, as a result thereof, the aggregate value of the
assets underlying all such options (determined as of the date
such options are written) would exceed 25% of the Fund's net
assets. The Fund will not purchase a put or call option or
option on a futures contract if, as a result thereof, the
aggregate premiums paid on all options or options on futures
contracts held by the Fund would exceed 20% of its net assets.
In addition, the Fund will not enter into any futures contract
or option on a futures contract if, as a result thereof, the
aggregate margin deposits and premiums required on all such
instruments would exceed 5% of its net assets.
See "Risk Factors" for more information about the risks inherent in securities
issued by foreign issuers and in the purchase and sale of options, futures and
forward contracts. For a brief description of common stocks, preferred stocks,
convertible securities, and bonds and other debt securities, see "Description of
Stocks, Bonds and Convertible Securities" on page 69.
BALANCED FUND
The Balanced Fund has as its investment objective to seek growth and income
consistent with the preservation of capital. To pursue its objective, the
Balanced Fund will invest primarily in equity and fixed income securities and
will occasionally alter the mix of its equity and fixed income securities. Such
action will be taken in response to economic conditions and generally in small
increments. The Balanced Fund will not make significant changes in its asset mix
in an attempt to "time the market."
To pursue its investment objective, the Balanced Fund:
1. WILL ORDINARILY INVEST FROM 50% TO 70% OF ITS TOTAL ASSETS IN EQUITY
SECURITIES, WHICH INCLUDE COMMON STOCKS, PREFERRED STOCK AND SECURITIES
CONVERTIBLE INTO COMMON STOCK. The Fund will invest principally in
common stocks selected by SAM primarily for appreciation and/or
dividend potential and from a long-range investment standpoint. The
Fund may purchase corporate bonds and preferred stock that convert to
common stock either automatically after a specified period of time or
at the option of the issuer.
The Fund will purchase those convertible securities which, in
SAM's opinion, have underlying common stock with potential for
long-term growth. The Fund will purchase convertible
securities which are investment grade, I.E., rated in the top
four categories by either S&P or Moody's.
42
<PAGE>
2. WILL INVEST AT LEAST 25% OF ITS TOTAL ASSETS IN FIXED-INCOME SENIOR
SECURITIES. The Fund will purchase only those U.S. Government and
investment grade debt obligations or non-rated debt obligations which
in SAM's view contain the credit characteristics of investment grade
debt obligations. Investment grade obligations (rated between Aaa Baa
by Moody's and AAA-BBB by S&P) are from high to medium quality. Medium
quality obligations possess speculative characteristics and may be more
sensitive to economic changes and changes to the financial condition of
issuers.
For a brief description of common stocks, preferred stocks, convertible
securities, and bonds and other debt securities, see "Description of Stocks,
Bonds and Convertible Securities" on page 69. For a description of debt
securities ratings, see the "Ratings Supplement" on page 69.
SMALL COMPANY FUND
The Small Company Fund has as its investment objective to seek long-term growth
of capital through investing primarily in small-sized companies. To pursue its
objective, the Small Company Fund will invest primarily in companies with total
market capitalization of less than $1 billion.
To pursue its investment objective, the Small Company Fund:
1. WILL INVEST AT LEAST 65% OF ITS TOTAL ASSETS IN COMMON STOCK AND
PREFERRED STOCK OF SMALL-SIZED COMPANIES WITH TOTAL MARKET
CAPITALIZATION OF LESS THAN $1 BILLION. Companies whose capitalization
falls outside this range after purchase continue to be considered
small-capitalized for purposes of the 65% policy. The Fund will invest
principally in common stocks selected by SAM primarily for appreciation
and/or dividend potential and from a long-range investment standpoint.
In determining those common and preferred stocks which have the
potential for long-term growth, SAM will evaluate the issuer's
financial strength, quality of management and earnings power.
Investments in small or newly formed companies involve greater risks
than investments in larger, more established issuers and their
securities can be subject to more abrupt and erratic movements in
price. See "Risk Factors" for more information about the risks inherent
in securities issued by small companies.
2. MAY INVEST IN SECURITIES CONVERTIBLE INTO COMMON STOCK WHEN, IN SAM'S
OPINION, THE EXPECTED TOTAL RETURN OF A CONVERTIBLE SECURITY EXCEEDS
THE EXPECTED TOTAL RETURN OF COMMON STOCK ELIGIBLE FOR PURCHASE BY THE
FUND. The Fund will purchase convertible securities if such securities
offer a higher yield than an issuer's common stock and provide
reasonable potential for capital appreciation. The Fund may invest in
convertible corporate bonds that are rated below investment grade
(commonly referred to as "high-yield" or "junk" bonds) or in
comparable, unrated bonds, but less than 35% of the Fund's net assets
will be invested in such securities. Bonds rated Ca by Moody's or CC by
43
<PAGE>
S&P are highly speculative and have large uncertainties or major risk
exposures. See "Risk Factors" on page 42 for more information.
See "Risk Factors" for more information about the risks inherent in small
company issuers. For a brief description of common stocks, preferred stocks,
convertible securities, and bonds and other debt securities, see "Description of
Stocks, Bonds and Convertible Securities" on page 69. For a description of debt
securities ratings, see the "Ratings Supplement" on page 69.
COMMON INVESTMENT PRACTICES OF THE STOCK FUNDS
Each of the Stock Funds may also follow the investment practices described
below:
1. MAY INVEST IN BONDS AND OTHER DEBT SECURITIES.
Each Fund may invest in bonds and other debt securities that
are rated investment grade by Moody's or S&P, or unrated bonds
determined by SAM to be of comparable quality to such rated
bonds. Bonds rated in the lowest category of investment grade
(Baa by Moody's and BBB by S&P) and comparable unrated bonds
have speculative characteristics and are more likely to have a
weakened capacity to make principal and interest payments
under changing economic conditions or upon deterioration in
the financial condition of the issuer.
After purchase by a Stock Fund, a corporate bond may be
downgraded or, if unrated, may cease to be comparable to a
rated security. Neither event will require a Stock Fund to
dispose of that security, but SAM will take a downgrade or
loss of comparability into account in determining whether the
Fund should continue to hold the security in its portfolio.
The Equity Fund will not hold more than 3% of its total assets
and the Income Fund will not hold more than 1% of its total
assets in bonds that go into default on the payment of
principal and interest after purchase. In the event that 35%
or more of a Stock Fund's net assets is held in securities
rated below investment grade due to a downgrade of one or more
corporate bonds, SAM will engage in an orderly disposition of
such securities to the extent necessary to ensure that the
Fund's holdings of such securities remain below 35% of the
Fund's net assets.
2. MAY INVEST IN WARRANTS. Warrants are options to buy a stated number of
shares of common stock at a specified price any time during the life of
the warrant. Generally, the value of a warrant will fluctuate by
greater percentages than the value of the underlying common stock. The
primary risk associated with a warrant is that the term of the warrant
may expire before the exercise price of the common stock has been
44
<PAGE>
reached. Under these circumstances, a Stock Fund could lose all of its
principal investment in the warrant.
3. MAY HOLD CASH OR INVEST TEMPORARILY IN HIGH QUALITY, SHORT-TERM
SECURITIES ISSUED BY AN AGENCY OR INSTRUMENTALITY OF THE U.S.
GOVERNMENT, HIGH QUALITY COMMERCIAL PAPER, CERTIFICATES OF DEPOSIT,
SHARES OF NO-LOAD, OPEN-END MONEY MARKET FUNDS (EXCEPT THE EQUITY FUND)
OR REPURCHASE AGREEMENTS. The Stock Funds may purchase these short-term
securities as a cash management technique under those circumstances
where it has cash to manage for a short time period, for example, after
receiving proceeds from the sale of securities, dividend distributions
from portfolio securities or cash from the sale of Fund shares to
investors. With respect to repurchase agreements, each Stock Fund will
invest no more than 5% of its total assets in repurchase agreements and
will not purchase repurchase agreements that mature in more than seven
days. Counterparties of foreign repurchase agreements may be less
creditworthy than U.S. counterparties.
4. MAY PURCHASE SECURITIES ON A "WHEN-ISSUED" OR "DELAYED-DELIVERY" BASIS
OR PURCHASE OR SELL SECURITIES ON A "FORWARD COMMITMENT" BASIS. Under
this procedure, a Stock Fund agrees to acquire securities that are to
be issued and delivered against payment in the future. The price,
however, is fixed at the time of commitment. When a Stock Fund
purchases when-issued or delayed-delivery securities, its custodian
bank will maintain in a temporary holding account cash, U.S. Government
securities or other high-grade debt obligations having a value equal to
or greater than such commitments. On delivery dates for such
transactions, the Fund will meet its obligations from maturities or
sales of the securities held in the temporary holding account or from
then-available cash flow. If a Stock Fund chooses to dispose of the
right to acquire a when-issued or delayed delivery security prior to
its acquisition, it could incur a gain or loss due to market
fluctuations. Use of these techniques may affect a Fund's share price
in a manner similar to leveraging.
5. MAY INVEST IN AMERICAN DEPOSITARY RECEIPTS ("ADRS"). ADRs are
registered receipts evidencing ownership of an underlying foreign
security. They typically are issued in the United States by a bank or
trust company. In addition to the risks of foreign investment
applicable to the underlying securities, ADRs may also be subject to
the risks that the foreign issuer may not be obligated to cooperate
with the U.S. bank or trust company, or that such information in the
U.S. market may not be current. ADRs which are structured without
sponsorship of the issuer of the underlying foreign security may also
be subject to the risk that the foreign issuer may not provide
financial and other material information to the U.S. bank or trust
company issuer. The International Fund may utilize European Depositary
Receipts ("EDRs"), which are similar instruments. EDRs may be in bearer
form and are designed for use in the European securities markets.
6. MAY INVEST UP TO 10% OF ITS TOTAL ASSETS IN FOREIGN SECURITIES, EXCEPT
THE INTERNATIONAL FUND, WHICH MAY INVEST 100% OF ITS ASSETS IN FOREIGN
SECURITIES. FOREIGN SECURITIES ARE SUBJECT TO RISKS IN ADDITION TO
THOSE INHERENT IN INVESTMENTS IN DOMESTIC SECURITIES. See "Risk
45
<PAGE>
Factors" on page 42 for more information about the risks associated
with investments in foreign securities.
7. MAY INVEST UP TO 10% OF ITS TOTAL ASSETS IN SHARES OF REAL ESTATE
INVESTMENT TRUSTS ("REITS"). REITs purchase real property, which is
then leased, and make mortgage investments. For federal income tax
purposes, REITs attempt to qualify for beneficial "modified
pass-through" tax treatment by annually distributing at least 95% of
their taxable income. If a REIT were unable to qualify for such tax
treatment, it would be taxed as a corporation and the distributions
made to its shareholders would not be deductible by it in computing its
taxable income. REITs are dependent upon the successful operation of
properties owned and the financial condition of lessees and mortgagors.
The value of REIT units fluctuates depending on the underlying value of
the real property and mortgages owned and the amount of cash flow (net
income plus depreciation) generated and paid out. In addition, REITs
typically borrow to increase funds available for investment. Generally,
there is a greater risk associated with REITs that are highly
leveraged.
8. MAY INVEST UP TO 10% OF ITS TOTAL ASSETS IN RESTRICTED SECURITIES,
PROVIDED THAT SAM HAS DETERMINED THAT SUCH SECURITIES ARE LIQUID UNDER
GUIDELINES ADOPTED BY THE COMMON STOCK TRUST'S BOARD OF TRUSTEES.
Restricted securities may be sold only in offerings registered under
the Securities Act of 1933, as amended ("1933 Act"), or in transactions
exempt from the registration requirements under the 1933 Act. Rule 144A
under the 1933 Act provides an exemption for the resale of certain
restricted securities to qualified institutional buyers. Investing in
restricted securities may increase the Stock Funds' illiquidity to the
extent that qualified institutional buyers or other buyers are
unwilling to purchase the securities. As a result, a Stock Fund may not
be able to sell these securities when its investment adviser or
sub-investment adviser deems it advisable to sell, or may have to sell
them at less than fair value. In addition, market quotations are
sometimes less readily available for restricted securities. Therefore,
judgment may at times play a greater role in valuing these securities
than in the case of unrestricted securities.
9. MAY INVEST IN SECURITIES WHOSE PERFORMANCE AND PRINCIPAL AMOUNT AT
MATURITY ARE LINKED TO A SPECIFIED EQUITY SECURITY OR SECURITIES INDEX.
The value of an indexed security is determined by reference to a
specific equity instrument or statistic. The performance of indexed
securities depends largely on the performance of the securities or
indices to which they are indexed, but such securities are also subject
to credit risks associated with the issuer of the security. Indexed
securities may also be more volatile than their underlying instruments.
10. MAY INVEST UP TO 5% OF ITS TOTAL ASSETS IN SECURITIES OF UNSEASONED
ISSUERS. Unseasoned issuers are those companies which, together with
any predecessors, have been in operation for less than three years.
46
<PAGE>
The following restrictions are fundamental policies of the Stock Funds that
cannot be changed without shareholder vote.
1. EACH FUND, WITH RESPECT TO 75% OF THE VALUE OF ITS TOTAL ASSETS, MAY
NOT INVEST MORE THAN 5% OF ITS TOTAL ASSETS IN THE SECURITIES OF ANY
ONE ISSUER (OTHER THAN U.S. GOVERNMENT SECURITIES).
2. THE GROWTH, INCOME AND NORTHWEST FUNDS MAY NOT PURCHASE MORE THAN 10%
OF ANY CLASS OF SECURITIES OF ANY ONE ISSUER.
3. EACH FUND, WITH RESPECT TO 100% OF THE VALUE OF ITS TOTAL ASSETS, MAY
NOT PURCHASE MORE THAN 10% OF THE OUTSTANDING VOTING SECURITIES OF ANY
ONE ISSUER (OTHER THAN U.S. GOVERNMENT SECURITIES).
4. EACH STOCK FUND MAY BORROW MONEY ONLY FOR TEMPORARY OR EMERGENCY
PURPOSES, AND THE GROWTH FUND ONLY FOR EXTRAORDINARY OR EMERGENCY
PURPOSES, FROM A BANK OR AFFILIATE OF SAFECO CORPORATION AT AN INTEREST
RATE NOT GREATER THAN THAT AVAILABLE FROM COMMERCIAL BANKS. The Growth,
Income and Northwest Funds will not borrow amounts in excess of 20%,
and the Equity, Balanced, International and Small Company Funds will
not borrow amounts in excess of 33%, of total assets. A Stock Fund will
not purchase securities if borrowings equal to or greater than 5% of
total assets are outstanding for that Fund.
For more information, see the "Investment Policies" and "Additional Investment
Information" sections of the Common Stock Trust's Statement of Additional
Information.
INVESTMENT POLICIES OF THE INTERMEDIATE TREASURY FUND
The investment objective of the Intermediate Treasury Fund is to provide as high
a level of current income as is consistent with the preservation of capital. The
Intermediate Treasury Fund will seek to maintain a portfolio of U.S. Treasury
obligations with an average dollar weighted maturity of between three and ten
years; however, individual obligations held by the Intermediate Treasury Fund
may have maturities outside that range.
To pursue its investment objective, the Intermediate Treasury Fund:
1. WILL INVEST, DURING NORMAL MARKET CONDITIONS, AT LEAST 65% OF ITS TOTAL
ASSETS IN DIRECT OBLIGATIONS OF THE U.S. TREASURY SUCH AS U.S. TREASURY
BILLS, NOTES AND BONDS. The Intermediate Treasury Fund may also invest
in stripped securities that are direct obligations of the U.S.
47
<PAGE>
Treasury. Direct obligations of the U.S. Treasury are supported by the
full faith and credit of the U.S. Government.
2. WILL INVEST UP TO 35% OF ITS TOTAL ASSETS IN:
OTHER U.S. GOVERNMENT SECURITIES, including (a) securities
supported by the full faith and credit of the U.S. Government
but that are not direct obligations of the U.S. Treasury, such
as securities issued by the Government National Mortgage
Association ("GNMA"), (b) securities that are not supported by
the full faith and credit of the U.S. Government but are
supported by the issuer's ability to borrow from the U.S.
Treasury, such as securities issued by the Federal National
Mortgage Association ("FNMA") and the Federal Home Loan
Mortgage Corporation ("FHLMC"), and (c) securities supported
solely by the creditworthiness of the issuer, such as
securities issued by the Tennessee Valley Authority ("TVA").
While U.S. Government securities are considered to be of the
highest credit quality available, they are subject to the same
market risks as comparable debt securities.
CORPORATE DEBT SECURITIES which at the time of purchase are
rated in the top three grades (A or higher) by either Moody's
or S&P, or, if unrated, determined by SAM to be of comparable
quality to such rated debt securities. In addition to
reviewing ratings, SAM will analyze the quality of rated and
unrated corporate bonds for purchase by the Fund by evaluating
various factors that may include the issuer's capital
structure, earnings power and quality of management. See
"Ratings Supplement" beginning on page 69.
3. MAY INVEST UP TO 5% OF ITS TOTAL ASSETS IN YANKEE SECTOR DEBT
SECURITIES, EURODOLLAR BONDS AND MUNICIPAL SECURITIES. See the Taxable
Bond Trust's Statement of Additional Information for more information
about these securities.
INVESTMENT POLICIES OF THE HIGH-YIELD FUND
The High-Yield Fund has as its investment objective to provide a high level of
current interest income through the purchase of high-yield, fixed-income
securities. The higher yields that the Fund seeks are usually available from
lower-rated or unrated securities sometimes referred to as "junk bonds." The
maturity of the debt obligations held by the Fund may range from 1 to 30 years.
However, it is anticipated that the majority of debt obligations will have
maturities from 5 to 15 years.
To pursue its investment objective, the High-Yield Fund:
1. WILL INVEST, DURING NORMAL MARKET CONDITIONS, AT LEAST 65% OF ITS
PORTFOLIO IN HIGH-YIELD, FIXED-INCOME SECURITIES. The High-Yield Fund
48
<PAGE>
may purchase debt and preferred stock issues (including convertible
securities) which are below investment grade, i.e., rated lower than
the top four grades by S&P or Moody's, or, if not rated by these
agencies, in the opinion of SAM, have credit characteristics comparable
to such rated securities. Up to 25% of the Fund's total assets may be
invested in such unrated securities. SAM will determine the quality of
unrated obligations by evaluating the issuer's capital structure,
earnings power and quality of management. Unrated securities may not be
as attractive to as many investors as rated securities. In addition,
the Fund may invest up to 5% of its total assets in securities which
are in default. The Fund will purchase securities which are in default
only when, in SAM's opinion, the potential for high yield outweighs the
risk.
While fixed-income securities rated lower than investment grade
generally lack characteristics of a desirable investment, they normally
offer a current yield or yield-to-maturity which is significantly
higher than the yield available from securities rated as investment
grade. These securities are speculative and involve greater investment
risks due to the issuers' reduced creditworthiness and increased
likelihood of default and bankruptcy. In addition, these securities are
frequently subordinated to senior securities. For further explanation
of the special risks associated with investing in lower-rated,
fixed-income securities, see "Risk Factors" on page 42.
For a description of debt ratings, see "Description of Debt Ratings" on
page 69. For a breakdown of the debt securities held by the High-Yield
Fund during the fiscal year ended September 30, 1996, see "Debt
Securities Held by the High-Yield Fund" on page 72.
The High-Yield Fund may retain an issue whose rating has been changed.
2. MAY INVEST IN FIXED-INCOME SECURITIES WITH EQUITY FEATURES WHEN
COMPARABLE IN YIELD AND RISK TO FIXED-INCOME SECURITIES WITHOUT EQUITY
FEATURES, BUT ONLY WHEN ACQUIRED AS A RESULT OF UNIT OFFERINGS WHICH
CARRY AN EQUITY ELEMENT SUCH AS COMMON STOCK, RIGHTS OR OTHER EQUITY
SECURITIES. The Fund will hold these common stocks, rights or other
equity securities until SAM determines that, in its opinion, the
optimal time for sale of the equity security has been reached.
3. MAY INVEST UP TO 10% OF ITS TOTAL ASSETS IN RESTRICTED SECURITIES
ELIGIBLE FOR RESALE UNDER RULE 144A ("RULE 144A SECURITIES"), PROVIDED
THAT SAM HAS DETERMINED THAT SUCH SECURITIES ARE LIQUID UNDER
GUIDELINES ADOPTED BY THE BOARD OF TRUSTEES. Restricted securities may
be sold only in offerings registered under the Securities Act of 1933
("1933 Act") or in transactions exempt from the registration
requirements under the 1933 Act. Rule 144A under the 1933 Act provides
an exemption for the resale of certain restricted securities to
qualified institutional buyers. Investing in Rule 144A securities could
have the effect of increasing the Fund's illiquidity to the extent that
qualified institutional buyers or other buyers are unwilling to
purchase the securities.
49
<PAGE>
4. MAY INVEST UP TO 5% OF ITS TOTAL ASSETS IN MUNICIPAL SECURITIES WHICH
ARE RATED LOWER THAN THE TOP THREE GRADES ASSIGNED BY MOODY'S OR S&P OR
ARE UNRATED BUT COMPARABLE TO SUCH RATED SECURITIES IF, IN THE OPINION
OF SAM, THE POTENTIAL FOR APPRECIATION IS GREATER THAN, AND YIELD IS
COMPARABLE TO OR GREATER THAN, SIMILARLY-RATED TAXABLE SECURITIES.
Investment in medium and lower quality tax-exempt bonds involves the
same risks as investments in taxable bonds of similar quality.
5. MAY INVEST IN OBLIGATIONS OF, OR GUARANTEED BY, THE U.S. GOVERNMENT,
ITS AGENCIES OR INSTRUMENTALITIES OR IN FIXED-INCOME SECURITIES WHICH
ARE RATED IN THE FOUR HIGHEST GRADES ASSIGNED BY MOODY'S OR S&P DURING
MARKET CONDITIONS WHICH, IN THE OPINION OF SAM, ARE UNFAVORABLE FOR
SATISFACTORY PERFORMANCE BY LOWER-RATED OR UNRATED FIXED-INCOME
SECURITIES. The Fund may invest in higher-rated securities when
changing economic conditions or other factors cause the difference in
yield between lower-rated and higher-rated securities to narrow and SAM
believes that the risk of loss to principal may be substantially
reduced with a small reduction in yield.
COMMON INVESTMENT PRACTICES OF THE INTERMEDIATE TREASURY FUND AND THE HIGH-YIELD
FUND
The Intermediate Treasury Fund and High-Yield Fund may also follow the
investment practices described below:
1. MAY HOLD CASH OR INVEST TEMPORARILY IN HIGH-QUALITY COMMERCIAL PAPER,
CERTIFICATES OF DEPOSIT, SHARES OF NO-LOAD, OPEN-END MONEY MARKET
FUNDS, REPURCHASE AGREEMENTS AND HIGH-QUALITY SHORT-TERM SECURITIES
ISSUED BY AN AGENCY OR INSTRUMENTALITY OF THE U.S. GOVERNMENT. Each
Fund may purchase these short-term securities as a cash management
technique under those circumstances where it has cash to manage for a
short time period, for example, after receiving proceeds from the sale
of securities, interest payments, dividend distributions from portfolio
securities, or cash from the sale of Fund shares to investors. Interest
earned from these short-term securities will be taxable to investors as
ordinary income when distributed.
2. MAY INVEST FOR SHORT-TERM PURPOSES WHEN SAM BELIEVES SUCH ACTION TO BE
DESIRABLE AND CONSISTENT WITH SOUND INVESTMENT PRACTICES. Neither Fund,
however, will engage primarily in trading for the purpose of short-term
profits. A Fund may dispose of its portfolio securities whenever SAM
deems advisable, without regard to the length of time the securities
have been held.
3. MAY PURCHASE OR SELL SECURITIES ON A "WHEN-ISSUED" OR
"DELAYED-DELIVERY" BASIS. Under this procedure, a Fund agrees to
acquire or sell securities that are to be delivered against payment in
50
<PAGE>
the future, normally 30 to 45 days. The price, however, is fixed at the
time of commitment. When a Fund purchases when-issued or
delayed-delivery securities, it will earmark liquid, high-quality
securities in an amount equal in value to the purchase price of the
security. Use of these techniques may affect the Fund's share price in
a manner similar to leveraging.
The following restrictions are fundamental policies of the Intermediate Treasury
Fund and High-Yield Fund which cannot be changed without shareholder vote.
1. EACH FUND, WITH RESPECT TO 75% OF THE VALUE OF ITS TOTAL ASSETS, MAY
NOT INVEST MORE THAN 5% OF ITS TOTAL ASSETS IN THE SECURITIES OF ANY
ONE ISSUER (OTHER THAN U.S. GOVERNMENT SECURITIES).
2. EACH FUND, WITH RESPECT TO 100% OF THE VALUE OF ITS TOTAL ASSETS, MAY
NOT PURCHASE MORE THAN 10% OF THE OUTSTANDING VOTING SECURITIES OF ANY
ONE ISSUER (OTHER THAN U.S. GOVERNMENT SECURITIES).
3. EACH FUND MAY BORROW MONEY ONLY FOR TEMPORARY OR EMERGENCY PURPOSES
FROM A BANK OR SAFECO CORPORATION OR AFFILIATES OF SAFECO CORPORATION
AT AN INTEREST RATE NOT GREATER THAN THAT AVAILABLE FROM COMMERCIAL
BANKS. A Fund will not borrow amounts in excess of 20% of its total
assets. A Fund will not purchase securities if outstanding borrowings
are equal to or greater than 5% of its total assets. Each Fund intends
to exercise its borrowing authority primarily to meet shareholder
redemptions under circumstances where redemption requests exceed
available cash.
4. EACH FUND MAY INVEST UP TO 10% OF ITS NET ASSETS IN ILLIQUID
SECURITIES, WHICH ARE SECURITIES THAT CANNOT BE SOLD WITHIN SEVEN DAYS
IN THE ORDINARY COURSE OF BUSINESS FOR APPROXIMATELY THE AMOUNT AT
WHICH THEY ARE VALUED. Due to the absence of an active trading market,
a Fund may experience difficulty in valuing or disposing of illiquid
securities. SAM determines the liquidity of the securities under
guidelines adopted by the Taxable Bond Trust's Board of Trustees.
5. EACH FUND MAY INVEST UP TO 10% OF NET ASSETS IN REPURCHASE AGREEMENT
TRANSACTIONS. Repurchase agreements are transactions in which a Fund
purchases securities from a bank or recognized securities dealer and
simultaneously commits to resell the securities to the bank or dealer
at an agreed-upon date and price reflecting a market rate of interest
unrelated to the coupon rate or maturity of the purchased securities.
Repurchase agreements carry certain risks not associated with direct
investments in securities, including the risk that the Fund will be
unable to dispose of the security during the term of the repurchase
agreement if the security's market value declines, and delays and costs
to a Fund if the other party to the repurchase agreement declares
bankruptcy.
51
<PAGE>
For more information see the "Investment Policies" and "Additional Investment
Information" sections of the Taxable Bond Trust's Statement of Additional
Information.
INVESTMENT POLICIES OF THE MANAGED BOND FUND
The investment objective of the Managed Bond Fund is to provide as high a level
of total return as is consistent with the relative stability of capital through
purchase of investment grade debt securities.
In pursuing the Managed Bond Fund's investment objective, SAM will seek to
minimize the effects of interest rate risks while pursuing total return by
adjusting the investment portfolio's average maturity in response to interest
rate changes. In general, the Managed Bond Fund's strategy will be to hold
fixed-income securities with shorter maturities as interest rates rise and with
longer maturities as interest rates fall. The fixed-income securities held by
the Managed Bond Fund will have maturities of 10 years or less from the date of
purchase. SAM reserves the right to modify the Managed Bond Fund's investment
strategy in any respect at any time.
To pursue its investment objective, the Managed Bond Fund:
1. WILL INVEST AT LEAST 65% OF ITS TOTAL ASSETS IN BONDS, DEFINED AS
FIXED-INCOME SECURITIES.
2. WILL INVEST PRIMARILY IN INVESTMENT GRADE DEBT SECURITIES; I.E.,
SECURITIES RATED IN THE TOP FOUR CATEGORIES BY EITHER S&P OR MOODY'S OR
IF NOT RATED, SECURITIES WHICH, IN SAM'S OPINION, ARE COMPARABLE IN
QUALITY TO INVESTMENT GRADE DEBT SECURITIES. Included in investment
grade debt securities are securities of medium grade (rated Baa by
Moody's or BBB by S&P) which have speculative characteristics and are
more likely to have a weakened capacity to make principal and interest
payments under changing economic or other conditions than higher grade
securities. The Managed Bond Fund will limit investments in such medium
grade debt securities to no more than 10% of its total assets. Unrated
securities are not necessarily of lower quality than rated securities,
but may not be as attractive to investors.
The Managed Bond Fund may retain debt securities which are downgraded
to below investment grade (commonly referred to as "high yield" or
"junk" bonds) after purchase. In the event that due to a downgrade of
one or more debt securities an amount in excess of 5% of the Fund's net
assets is held in securities rated below investment grade, SAM will
engage in an orderly disposition of such securities to the extent
necessary to reduce the Fund's holdings of such securities to no more
than 5% of the Fund's net assets. In addition to reviewing ratings, SAM
may analyze the quality of rated and unrated debt securities purchased
for the Managed Bond Fund by evaluating the issuer's capital structure,
earnings power, quality of management and position within its industry.
For a description of debt securities ratings, see the "Ratings
Supplement" on page 69.
52
<PAGE>
3. WILL INVEST AT LEAST 50% OF ITS TOTAL ASSETS IN OBLIGATIONS OF OR
GUARANTEED BY THE U.S. GOVERNMENT, ITS AGENCIES AND INSTRUMENTALITIES.
These obligations include (a) direct obligations of the U.S. Treasury,
such as U.S. Treasury notes, bills, bonds and stripped securities; (b)
securities supported by the full faith and credit of the U.S.
Government but that are not direct obligations of the U.S. Treasury,
such as securities issued by the GNMA; (c) securities that are not
supported by the full faith and credit of the U.S. Government but are
supported by the issuer's ability to borrow from the U.S. Treasury,
such as securities issued by the FNMA and the FHLMC; and (d) securities
supported solely by the creditworthiness of the issuer, such as
securities issued by the TVA. While U.S. Government securities are
considered to be of the highest credit quality available, they are
subject to the same market risks as comparable debt securities.
4. MAY INVEST UP TO 50% OF ITS TOTAL ASSETS IN CORPORATE DEBT SECURITIES
OR EURODOLLAR BONDS. Eurodollar bonds are bonds issued by either U.S.
or foreign issuers that are traded in the European bond markets and
denominated in U.S. dollars. The Managed Bond Fund will purchase
Eurodollar bonds through U.S. securities dealers and hold such bonds in
the United States. The delivery of Eurodollar bonds to the Managed Bond
Fund's custodian in the United States may cause slight delays in
settlement which are not anticipated to affect the Managed Bond Fund in
any material, adverse manner. Eurodollar bonds issued by foreign
issuers are subject to the same risks as Yankee sector bonds discussed
below.
5. MAY INVEST IN ASSET-BACKED SECURITIES, WHICH REPRESENT INTERESTS IN, OR
ARE SECURED BY AND PAYABLE FROM, POOLS OF ASSETS SUCH AS CONSUMER
LOANS, AUTOMOBILE RECEIVABLE SECURITIES, CREDIT CARD RECEIVABLE
SECURITIES, AND INSTALLMENT LOAN CONTRACTS. These securities may be
supported by credit enhancements such as letters of credit. Payment of
interest and principal ultimately depends upon borrowers paying the
underlying loans. There is a risk that one or more of the underlying
borrowers may default and that recovery on repossessed collateral may
be unavailable or inadequate to support payments on the defaulted
asset-backed securities. In addition, asset-backed securities are
subject to prepayment risks which may reduce the overall return of the
investment.
6. MAY INVEST UP TO 10% OF ITS TOTAL ASSETS IN YANKEE SECTOR DEBT
SECURITIES, WHICH ARE SECURITIES ISSUED AND TRADED IN THE UNITED STATES
BY FOREIGN ISSUERS. These bonds have investment risks that are
different from those of domestic issuers. Such risks may include
nationalization of the issuer, confiscatory taxation by the foreign
government that would inhibit the ability of the issuer to make
principal and interest payments to the Managed Bond Fund, lack of
comparable publicly available information concerning foreign issuers,
lack of comparable accounting and auditing practices in foreign
countries and, finally, difficulty in enforcing claims against foreign
issuers in the event of default.
Both S&P and Moody's rate Yankee sector debt obligations. If a debt
obligation is unrated, SAM will attempt to analyze a potential
53
<PAGE>
investment in the foreign issuer with respect to quality and risk on
the same basis as the rating services. Because public information is
not always comparable to that available on domestic issuers, this may
not be possible. Therefore, while SAM will attempt to select
investments in foreign securities on the same basis, and with
comparable quantities and types of information, as its investments in
domestic securities, that may not always be possible.
7. MAY PURCHASE OR SELL SECURITIES ON A WHEN-ISSUED OR DELAYED-DELIVERY
BASIS. Under this procedure, the Managed Bond Fund agrees to acquire
securities that are to be issued and delivered against payment in the
future, normally 30 to 45 days. The price, however, is fixed at the
time of commitment. When the Managed Bond Fund purchases when-issued or
delayed-delivery securities, it will earmark liquid, high quality
securities in an amount equal in value to the purchase price of the
security. Use of these techniques may affect the Managed Bond Fund's
share price in a manner similar to the use of leveraging.
8. MAY HOLD CASH OR INVEST TEMPORARILY IN HIGH QUALITY, SHORT-TERM
SECURITIES ISSUED BY AN AGENCY OR INSTRUMENTALITY OF THE U.S.
GOVERNMENT, HIGH QUALITY COMMERCIAL PAPER, CERTIFICATES OF DEPOSIT,
SHARES OF NO-LOAD, OPEN-END MONEY MARKET FUNDS OR REPURCHASE
AGREEMENTS. The Managed Bond Fund may purchase these short-term
securities as a cash management technique under those circumstances
where it has cash to manage for a short time period, for example, after
receiving proceeds from the sale of securities, interest payments or
dividend distributions from portfolio securities or cash from the sale
of Managed Bond Fund shares to investors. Interest earned from these
short-term securities will be taxable to investors as ordinary income
when distributed. With respect to repurchase agreements, the Managed
Bond Fund will invest no more than 5% of its total assets in repurchase
agreements, and will not purchase repurchase agreements which mature in
more than seven days.
9. MAY HOLD CASH AS A TEMPORARY DEFENSIVE MEASURE WHEN MARKET CONDITIONS
SO WARRANT.
10. MAY INVEST UP TO 5% OF ITS TOTAL ASSETS IN MUNICIPAL SECURITIES IF, IN
SAM'S OPINION, THE POTENTIAL FOR APPRECIATION IS GREATER THAN, AND
YIELD IS COMPARABLE TO OR GREATER THAN, SIMILARLY RATED TAXABLE
SECURITIES.
11. MAY INVEST FOR SHORT-TERM PURPOSES WHEN SAM BELIEVES SUCH ACTION TO BE
DESIRABLE AND CONSISTENT WITH SOUND INVESTMENT PRACTICES. The Managed
Bond Fund, however, will not engage primarily in trading for the
purpose of short-term profits. The Managed Bond Fund may dispose of its
portfolio securities whenever SAM deems advisable, without regard to
the length of time the securities have been held.
The following restrictions are fundamental policies of the Managed Bond Fund
which cannot be changed without shareholder vote.
54
<PAGE>
1. THE FUND, WITH RESPECT TO 75% OF THE VALUE OF ITS TOTAL ASSETS, MAY NOT
INVEST MORE THAN 5% OF ITS TOTAL ASSETS IN THE SECURITIES OF ANY ONE
ISSUER (OTHER THAN U.S. GOVERNMENT SECURITIES).
2. THE FUND, WITH RESPECT TO 100% OF THE VALUE OF ITS TOTAL ASSETS, MAY
NOT PURCHASE MORE THAN 10% OF THE OUTSTANDING VOTING SECURITIES OF ANY
ONE ISSUER (OTHER THAN U.S. GOVERNMENT SECURITIES).
3. THE FUND MAY BORROW MONEY FOR TEMPORARY OR EMERGENCY PURPOSES ONLY FROM
A BANK OR AFFILIATE OF SAFECO CORPORATION AT AN INTEREST RATE NOT
GREATER THAN THAT AVAILABLE FROM COMMERCIAL BANKS. The Fund will not
borrow amounts in excess of 20% of its total assets. As a
non-fundamental policy, the Fund will not purchase securities if
outstanding borrowings are equal to or greater than 5% of its total
assets. The Fund intends to exercise its borrowing authority primarily
to meet shareholder redemptions under circumstances where redemptions
exceed available cash.
For more information, see the "Investment Policies" and "Additional Investment
Information" sections of the Managed Bond Trust's Statement of Additional
Information.
INVESTMENT POLICIES OF THE TAX-EXEMPT INCOME FUNDS
The investment objective of the Municipal Bond Fund is to provide as high a
level of current interest income exempt from federal income tax as is consistent
with the relative stability of capital. The investment objective of the
California Fund is to provide as high a level of current interest income exempt
from federal income tax and California state personal income tax as is
consistent with the relative stability of capital. The investment objective of
the Washington Fund is to provide as high a level of current interest income
exempt from federal income tax as is consistent with prudent investment risk.
To pursue its investment objective, each of the Tax-Exempt Income Funds:
1. WILL, DURING NORMAL MARKET CONDITIONS, INVEST AS A MATTER OF
FUNDAMENTAL POLICY AT LEAST 80% OF ITS NET ASSETS IN SECURITIES THE
INTEREST ON WHICH IS EXEMPT FROM FEDERAL INCOME TAX AND, IN THE CASE OF
THE CALIFORNIA FUND, EXEMPT FROM CALIFORNIA PERSONAL INCOME TAX. The
Tax-Exempt Income Funds do not currently intend to purchase taxable
investments, except as a temporary accommodation or in an emergency
situation.
2. WILL INVEST AT LEAST 65% OF ITS TOTAL ASSETS IN MUNICIPAL BONDS (IN THE
CASE OF THE WASHINGTON FUND, ISSUED BY THE STATE OF WASHINGTON OR
POLITICAL SUBDIVISIONS, MUNICIPALITIES, AGENCIES, INSTRUMENTALITIES OR
PUBLIC AUTHORITIES WITHIN THE STATE OF WASHINGTON) HAVING A MATURITY IN
55
<PAGE>
EXCESS OF ONE YEAR THAT AT THE TIME OF ACQUISITION ARE INVESTMENT
GRADE; I.E., RATED IN ONE OF THE FOUR HIGHEST GRADES ASSIGNED BY
MOODY'S OR S&P OR, IF UNRATED, DETERMINED BY SAM TO BE OF COMPARABLE
QUALITY. Each Tax-Exempt Income Fund may invest up to 20% of its total
assets in unrated municipal bonds. Unrated securities are not
necessarily lower in quality than rated securities, but may not be as
attractive to as many investors as rated securities. Each Tax-Exempt
Income Fund will invest no more than 33% of its total assets in
municipal bonds rated in the fourth highest grade or in comparable
unrated bonds. Such bonds are of medium grade, have speculative
characteristics and are more likely to have a weakened capacity to make
principal and interest payments under changing economic conditions or
upon deterioration in the financial condition of the issuer.
In addition to reviewing ratings, SAM will analyze the quality of rated
and unrated municipal bonds for purchase by each Tax-Exempt Income Fund
by evaluating various factors that may include the issuer's or
guarantor's financial resources and liquidity, economic feasibility of
revenue bond project financing and general purpose borrowings, cash
flow and ability to meet anticipated debt service requirements, quality
of management, sensitivity to economic conditions, operating history
and any relevant political or regulatory matters. SAM may also evaluate
trends in the economy, the financial markets or specific geographic
areas in determining whether to purchase a bond. For a description of
municipal bond ratings, see the Tax-Exempt Bond Trust's Statement of
Additional Information.
After purchase by a Fund, a municipal bond may be downgraded to below
investment grade or, if unrated, may cease to be comparable to a rated
investment grade security (such below investment grade securities are
commonly referred to as "high-yield" or "junk" bonds). Neither event
will require a Fund to dispose of that security, but SAM will take a
downgrade or loss of comparability into account in determining whether
the Fund should continue to hold the security in its portfolio. Each
Tax-Exempt Income Fund will not hold more than 5% of its net assets in
such below investment grade securities.
The term "municipal bonds" as used in this Prospectus means those
obligations issued by or on behalf of states, territories or
possessions of the United States and the District of Columbia and their
political subdivisions, municipalities, agencies, instrumentalities or
public authorities, the interest on which in the opinion of bond
counsel is exempt from federal income tax and, in the case of the
California Fund, exempt from California personal income tax.
3. MAY INVEST IN ANY OF THE FOLLOWING TYPES OF MUNICIPAL BONDS:
REVENUE BONDS, which are "limited obligation" bonds that provide
financing for specific projects or public facilities. These bonds are
56
<PAGE>
backed by revenues generated by a particular project or facility or by
a special tax. A "resource recovery bond" is a type of revenue bond
issued to build waste facilities or plants. An "industrial development
bond" ("IDB") is a type of revenue bond that is backed by the credit of
a private issuer, generally does not have access to the resources of a
municipality for payment and may involve greater risk. Each Tax-Exempt
Income Fund intends to invest primarily in revenue bonds that may be
issued to finance various types of projects, including but not limited
to education, hospitals, housing, waste and utilities. Each Tax-Exempt
Income Fund will not purchase private activity bonds ("PABs") or any
other type of revenue bonds, the interest on which is a tax preference
item for purposes of the alternative minimum tax.
GENERAL OBLIGATION BONDS, which are bonds that provide general purpose
financing for state and local governments and are backed by the taxing
power of the state and local government as the case may be. The taxes
or special assessments that can be levied for the payment of principal
and interest on general obligation bonds may be limited or unlimited as
to rate or amount.
VARIABLE AND FLOATING RATE OBLIGATIONS, which are municipal obligations
that carry variable or floating rates of interest. Variable rate
instruments bear interest at rates that are readjusted at periodic
intervals. Floating rate instruments bear interest at rates that vary
automatically with changes in specified market rates or indexes, such
as the bank prime rate. Accordingly, as interest rates fluctuate, the
potential for capital appreciation or depreciation of these obligations
is less than for fixed rate obligations. Floating and variable rate
obligations typically carry demand features that permit a Fund to
tender (sell) them back to the issuer at par prior to maturity and on
short notice. A Fund's ability to obtain payment from the issuer at par
may be affected by events occurring between the date the Fund elects to
tender the obligation to the issuer and the date redemption proceeds
are payable to the Fund. Each Tax-Exempt Income Fund will purchase
floating and variable rate obligations only if at the time of purchase
there is a secondary market for such instruments.
PUT BONDS, which are municipal bonds that give the holder the
unconditional right to sell the bond back to the issuer at a specified
price and exercise date and PUT BONDS WITH DEMAND FEATURES. The
obligation to purchase the bond on the exercise date may be supported
by a letter of credit or other arrangement from a bank, insurance
company or other financial institution, the credit standing of which
affects the credit quality of the bond. A demand feature is a put that
entitles the Fund holding it to repayment of the principal amount of
the underlying security on no more than 30 days' notice at any time or
at specified intervals.
MUNICIPAL LEASE OBLIGATIONS, which are issued by or on behalf of state
or local government authorities to acquire land, equipment or
facilities and may be subject to annual budget appropriations. These
obligations themselves are not normally backed by the credit of the
municipality or the state but are secured by rent payments made by the
57
<PAGE>
municipality or by the state pursuant to a lease. If the lease is
assigned, the interest on the obligation may become taxable. The leases
underlying certain municipal lease obligations provide that lease
payments are subject to partial or full abatement if, because of
material damage or destruction of the lease property, there is
substantial interference with the lessee's use or occupancy of such
property. This "abatement risk" may be reduced by the existence of
insurance covering the leased property, the maintenance by the lessee
of reserve funds or the provision of credit enhancements such as
letters of credit. Certain municipal lease obligations also contain
"non-appropriation" clauses that provide that the municipality has no
obligation to make lease or installment purchase payments in future
years unless money is appropriated for such purpose on a yearly basis.
Some municipal lease obligations of this type are insured as to timely
payment of principal and interest, even in the event of a failure by
the municipality to appropriate sufficient funds to make payments under
the lease. However, in the case of an uninsured municipal lease
obligation, a Fund's ability to recover under the lease in the event of
a non-appropriation or default will be limited solely to the
repossession of leased property without recourse to the general credit
of the lessee, and disposition of the property in the event of
foreclosure might prove difficult. If rent is abated because of damage
to the leased property or if the lease is terminated because monies are
not appropriated for the following year's lease payments, the issuer
may default on the obligation causing a loss to a Fund. Each Tax-Exempt
Income Fund will only invest in municipal lease obligations that are,
in the opinion of SAM, liquid securities under guidelines adopted by
the Tax-Exempt Bond Trust's Board of Trustees. Generally, municipal
lease obligations will be determined to be liquid if they have a
readily available market after an evaluation of all relevant factors.
CERTIFICATES OF PARTICIPATION in municipal lease obligations ("COPs"),
which are certificates issued by state or local governments that
entitle the holder of the certificate to a proportionate interest in
the lease purchase payments made. Each Tax-Exempt Income Fund will only
invest in COPs that are, in the opinion of SAM, liquid securities under
guidelines adopted by the Tax-Exempt Bond Trust's Board of Trustees.
Generally, COPs will be determined to be liquid if they have a readily
available market after an evaluation of all relevant factors.
PARTICIPATION INTERESTS, which are interests in municipal bonds and
floating and variable rate obligations that are owned by banks. These
interests carry a demand feature that permits a Fund holding an
interest to tender (sell) it back to the bank. Generally, the bank will
accept tender of the participation interest with same day notice, but
may require up to five days' notice. The demand feature is usually
backed by an irrevocable letter of credit or guarantee of the bank. The
credit rating of the bank may affect the credit quality of the
participation interest.
MUNICIPAL NOTES, which are notes generally issued by an issuer to
provide for short-term capital needs and generally have maturities of
58
<PAGE>
one year or less. Each Tax-Exempt Income Fund may purchase municipal
notes as a medium for its short-term investments. Municipal Notes
include tax anticipation, revenue anticipation and bond anticipation
notes and tax-exempt commercial paper. Each Tax-Exempt Income Fund will
invest only in those municipal notes that at the time of purchase are
rated within one of the three highest grades by Moody's or S&P or, if
unrated by any of these agencies, in the opinion of SAM, are of
comparable quality.
4. MAY INVEST IN SHARES OF NO-LOAD, OPEN-END INVESTMENT COMPANIES THAT
INVEST IN TAX-EXEMPT SECURITIES WITH REMAINING MATURITIES OF ONE YEAR
OR LESS. Such shares will only be purchased as a medium for a Fund's
short-term investments if SAM determines that they provide a better
combination of yield and liquidity than a direct investment in
short-term, tax-exempt securities. Each Tax-Exempt Income Fund will not
invest more than 10% of its total assets in shares issued by other
investment companies, will not invest more than 5% of its total assets
in a single investment company, and will not purchase more than 3% of
the outstanding voting securities of a single investment company.
5. MAY INVEST FOR SHORT-TERM PURPOSES WHEN SAM BELIEVES SUCH ACTION TO BE
DESIRABLE AND CONSISTENT WITH SOUND INVESTMENT PRACTICES. Each
Tax-Exempt Income Fund, however, will not engage primarily in trading
for the purpose of short-term profits. A Fund may dispose of its
portfolio securities whenever SAM deems advisable, without regard to
the length of time the securities have been held. The portfolio
turnover rate is not expected to exceed 70%.
6. MAY PURCHASE OR SELL SECURITIES ON A "WHEN-ISSUED" OR
"DELAYED-DELIVERY" BASIS. Under this procedure, a Tax-Exempt Income
Fund agrees to acquire or sell securities that are to be delivered
against payment in the future, normally 30 to 45 days. The price,
however, is fixed at the time of commitment. When a Fund purchases
when-issued or delayed-delivery securities, it will earmark liquid,
high quality securities in an amount equal in value to the purchase
price of the security. Use of this technique may affect a Fund's share
price in a manner similar to leveraging.
7. MAY HOLD CASH OR INVEST TEMPORARILY IN HIGH QUALITY, SHORT-TERM
SECURITIES ISSUED BY AN AGENCY OR INSTRUMENTALITY OF THE U.S.
GOVERNMENT, HIGH QUALITY COMMERCIAL PAPER, CERTIFICATES OF DEPOSIT AND
SHARES OF NO-LOAD, OPEN-END MONEY MARKET FUNDS. A Tax-Exempt Income
Fund may purchase these short-term securities as a cash management
technique under those circumstances where it has cash to manage for a
short time period, for example, after receiving proceeds from the sale
of securities, dividend distributions from portfolio securities, or
cash from the sale of Fund shares to investors. Interest earned from
these short-term securities will be taxable to investors as ordinary
income when distributed.
59
<PAGE>
The following restrictions are fundamental policies of the Tax-Exempt Income
Funds and cannot be changed without shareholder vote.
1. EACH FUND, WITH RESPECT TO 75% OF THE VALUE OF ITS TOTAL ASSETS, WILL
NOT INVEST MORE THAN 5% OF ITS TOTAL ASSETS IN THE SECURITIES OF ANY
ONE ISSUER (OTHER THAN U.S. GOVERNMENT SECURITIES).
2. EACH FUND WILL NOT INVEST 25% OR MORE OF ITS TOTAL ASSETS IN MUNICIPAL
OBLIGATIONS AND OTHER PERMITTED INVESTMENTS, THE INTEREST ON WHICH IS
PAYABLE FROM REVENUES ON SIMILAR TYPES OF PROJECTS SUCH AS: SPORTS,
CONVENTION OR TRADE SHOW FACILITIES; AIRPORTS; MASS TRANSPORTATION;
SEWAGE OR SOLID WASTE DISPOSAL FACILITIES; OR AIR OR WATER POLLUTION
CONTROL PROJECTS.
3. THE MUNICIPAL BOND FUND WILL NOT INVEST 25% OR MORE OF ITS TOTAL ASSETS
IN SECURITIES WHOSE ISSUERS ARE LOCATED IN THE SAME STATE.
4. EACH FUND MAY BORROW MONEY ONLY FOR TEMPORARY OR EMERGENCY PURPOSES
FROM A BANK OR AFFILIATE OF SAFECO CORPORATION AT AN INTEREST RATE NOT
GREATER THAN THAT AVAILABLE FROM COMMERCIAL BANKS. A Tax-Exempt Income
Fund will not borrow amounts in excess of 20% of its total assets. As a
non-fundamental policy of the Washington Fund and a fundamental policy
of the California and Municipal Bond Funds, a Fund will not purchase
securities if borrowings equal to or greater than 5% of its total
assets are outstanding. Each Tax-Exempt Income Fund intends to
primarily exercise its borrowing authority to meet shareholder
redemptions under circumstances where redemptions exceed available
cash.
For a further description of each Fund's investment policies and restrictions as
well as an explanation of ratings, see the "Investment Objectives and Policies"
and "Description of Ratings" sections of the Tax-Exempt Bond Trust's Statement
of Additional Information.
INVESTMENT POLICIES OF THE MONEY MARKET FUND
The investment objective of the Money Market Fund is to seek as high a level of
current income as is consistent with the preservation of capital and liquidity
through investment in high quality money market instruments maturing in thirteen
months or less.
To pursue its investment objective, the Money Market Fund:
1. WILL PURCHASE ONLY HIGH QUALITY SECURITIES THAT, IN THE OPINION OF SAM
OPERATING UNDER GUIDELINES ESTABLISHED BY THE MONEY MARKET TRUST'S
BOARD OF TRUSTEES, PRESENT MINIMAL CREDIT RISKS AFTER AN EVALUATION OF
THE CREDIT QUALITY OF AN ISSUER OR OF ANY ENTITY PROVIDING A CREDIT
ENHANCEMENT FOR THE SECURITY. The Fund complies with industry-standard
guidelines on the quality and maturity of its investments, which are
designed to help maintain a stable $1.00 share price. The Fund invests
60
<PAGE>
in instruments with remaining maturities of 397 days or less and
maintains a dollar-weighted average portfolio maturity of not more than
90 days.
MAY INVEST IN COMMERCIAL PAPER OBLIGATIONS. Commercial paper is a
short-term instrument issued by corporations, financial institutions,
governmental entities and other entities. The principal risk associated
with commercial paper is the potential insolvency of the issuer. In
addition to commercial paper obligations of domestic corporations, the
Fund may also purchase dollar-denominated commercial paper issued in
the United States by foreign entities. While investments in foreign
securities are intended to reduce risk by providing further
diversification, such investments involve sovereign and other risks, in
addition to the credit and market risks normally associated with
domestic securities. These additional risks include the possibility of
adverse political and economic developments (including political
instability) and the potentially adverse effects of unavailability of
public information regarding issuers, reduced governmental supervision
of financial markets, reduced liquidity of certain financial markets,
and the lack of uniform accounting, auditing, and financial standards
or the application of standards that are different or less stringent
than those applied in the United States. The Fund will only purchase
such securities, if, in the opinion of SAM, the security is of an
investment quality comparable to other obligations that may be
purchased by the Fund.
2. MAY INVEST IN NEGOTIABLE AND NON-NEGOTIABLE DEPOSITS, BANKERS'
ACCEPTANCES AND OTHER SHORT-TERM OBLIGATIONS OF U.S. AND FOREIGN BANKS.
Companies in the financial services industry are subject to various
risks related to that industry, such as government regulation, changes
in interest rates, and exposure on loans, including loans to foreign
borrowers. The Fund may also invest in dollar-denominated securities
issued by foreign banks (including foreign branches of U.S. banks)
provided that, in the opinion of SAM, the security is of an investment
quality comparable to other obligations which may be purchased by the
Fund. Foreign banks may not be subject to accounting standards or
governmental supervision comparable to U.S. banks,. and there may be
less public information available about their operations. In addition,
foreign securities may be subject to risks relating to the political
and economic conditions of the foreign country involved, which could
affect the payment of principal and interest.
3. MAY INVEST IN U.S. GOVERNMENT SECURITIES. U.S. Government securities
include (a) direct obligations of the U.S. Treasury, (b) securities
supported by the full faith and credit of the U.S. Government but that
are not direct obligations of the U.S. Treasury, (c) securities that
are not supported by the full faith and credit of the U.S. Government
but are supported by the issuer's ability to borrow from the U.S.
Treasury such as securities issued by the FNMA and the FHLMC, and (d)
securities supported solely by the creditworthiness of the issuer such
as securities issued by the TVA. While these securities are considered
to be of the highest credit quality available, they are subject to the
same market risks as comparable debt securities.
61
<PAGE>
4. MAY INVEST IN EURODOLLAR AND YANKEE BANK OBLIGATIONS. Eurodollar bank
obligations are dollar-denominated certificates of deposit and time
deposits issued outside the U.S. capital markets by foreign branches of
U.S. banks and by foreign banks. Yankee bank obligations are
dollar-denominated obligations issued in the United States capital
markets by foreign banks.
Eurodollar and Yankee obligations are subject to the same risks that
pertain to domestic issues, notably credit risk, market risk and
liquidity risk. Additionally, Eurodollar (and to a lesser extent,
Yankee) obligations are subject to certain sovereign risks. One such
risk is the possibility that a foreign government might prevent
dollar-denominated funds from flowing across its borders. Other risks
include: adverse political and economic developments in a foreign
country; the extent and quality of government regulation of financial
markets and institutions; the imposition of foreign withholding taxes;
and expropriation or nationalization of foreign issuers. Eurodollar and
Yankee obligations will undergo the same credit analysis as domestic
issues in which the Fund invests, and foreign issuers will be required
to meet the same tests of financial strength as the domestic issuers
approved for the Fund.
5. MAY INVEST IN REPURCHASE AGREEMENTS. In a repurchase agreement, the
Fund buys securities at one price and simultaneously agrees to sell
them back at a higher price. Delays or losses could result if the
counterparty to the agreement defaults or becomes insolvent. The Fund
will invest no more than 10% of total assets in repurchase agreements
and will not purchase repurchase agreements that mature in more than
seven days.
6. MAY INVEST IN VARIABLE AND FLOATING RATE INSTRUMENTS. Issuers of
floating or variable rate notes include, but are not limited to,
corporations, partnerships, the U.S. government, its agencies and
instrumentalities, and municipalities. The interest rates on variable
rate instruments reset periodically on specified dates so as to cause
the instruments' market value to approximate their par value. The
interest rates on floating rate instruments change whenever there is a
change in a designated benchmark rate. Variable and floating rate
instruments may have put features. These instruments may have optional
put features. Puts may also be mandatory, in which case the Fund would
be required to act to keep the instrument.
7. MAY INVEST UP TO 5% OF ITS TOTAL ASSETS IN RESTRICTED SECURITIES
ELIGIBLE FOR RESALE UNDER RULE 144A UNDER THE 1933 ACT ("RULE 144A
SECURITIES") AND COMMERCIAL PAPER SOLD PURSUANT TO SECTION 4(2) OF THE
1933 ACT ("SECTION 4(2) PAPER"), PROVIDED THAT SAM HAS DETERMINED THAT
SUCH SECURITIES ARE LIQUID UNDER GUIDELINES ADOPTED BY THE MONEY MARKET
TRUST'S BOARD OF TRUSTEES. Restricted securities may be sold only in
offerings registered under the 1933 Act or in transactions exempt from
the registration requirements under the 1933 Act. Rule 144A under the
1933 Act provides an exemption for the resale of certain restricted
securities to qualified institutional buyers. Investing in such 144A
Securities could have the effect of increasing the Fund's illiquidity
to the extent that qualified institutional buyers or other buyers are
unwilling to purchase the securities. Section 4(2) of the 1933 Act
exempts securities sold by the issuer in private transactions from the
1933 Act's registration requirements. Because Section 4(2) paper is a
62
<PAGE>
restricted security, investing in Section 4(2) paper could have the
effect of increasing the Fund's illiquidity to the extent that buyers
are unwilling to purchase the securities.
The following restrictions are fundamental policies of the Money Market Fund and
cannot be changed without shareholder vote. The Money Market Fund:
1. MAY INVEST UP TO 5% OF ITS ASSETS IN THE SECURITIES OF ANY ONE ISSUER
OTHER THAN U.S. GOVERNMENT SECURITIES.
2. MAY INVEST UP TO 25% OF ITS TOTAL ASSETS IN ANY ONE INDUSTRY (INCLUDING
SECURITIES ISSUED BY FOREIGN BANKS AND FOREIGN BRANCHES OF U.S. BANKS),
PROVIDED, HOWEVER, THAT THIS LIMITATION DOES NOT APPLY TO U.S.
GOVERNMENT SECURITIES, OR TO CERTIFICATES OF DEPOSIT OR BANKERS'
ACCEPTANCES ISSUED BY DOMESTIC BANKS.
3. MAY BORROW MONEY FOR TEMPORARY OR EMERGENCY PURPOSES (BUT NOT FOR
INVESTMENT PURPOSES) FROM A BANK OR AFFILIATES OF SAFECO CORPORATION AT
AN INTEREST RATE NOT GREATER THAN THAT AVAILABLE FROM COMMERCIAL BANKS.
The Fund will not borrow amounts in excess of 20% of total assets and
will not purchase securities if borrowings equal to or greater than 5%
of total assets are outstanding. The Fund intends to primarily exercise
its borrowing authority to meet shareholder redemptions under the
circumstances where redemptions exceed available cash.
For more information, see the "Investment Policies" and "Additional Investment
Information" sections of the Money Market Trust's Statement of Additional
Information.
- ----------------
RISK FACTORS
- ----------------
There are market risks in all securities transactions. Various factors may cause
the value of a shareholder's investment in a Fund to fluctuate. The principal
risk factor associated with an investment in a mutual fund is that the market
value of the portfolio securities may decrease, resulting in a decrease in the
value of a shareholder's investment.
RISK FACTORS OF THE STOCK FUNDS
An investment in the Northwest Fund may be subject to different risks than a
mutual fund whose investments are more geographically diverse. Since the
Northwest Fund invests primarily in companies with their principal executive
offices located in the Northwest, the number of issuers whose securities are
eligible for purchase is significantly less than many other mutual funds. Also,
63
<PAGE>
some companies whose securities are held in the Northwest Fund's portfolio may
primarily distribute products or provide services in a specific locale or in the
Northwest region. The long-term growth of these companies can be significantly
affected by business trends in and the economic health of those areas. Other
companies whose securities are held by the Northwest Fund may have a
predominately national or partially international market for their products or
services and are more likely to be impacted by national or international trends.
As a result, the performance of the Northwest Fund may be influenced by business
trends or economic conditions not only in a specific locale or in the Northwest
region but also on a national or international level, depending on the companies
whose securities are held in its portfolio at any particular time.
The Equity, Income and Small Company Funds may invest in, and the other Stock
Funds as a result of downgrades may own, below investment grade bonds. Below
investment grade bonds are speculative and involve greater investment risks than
investment grade bonds due to the issuer's reduced creditworthiness and
increased likelihood of default and bankruptcy. During periods of economic
uncertainty or change, the market prices of below investment grade bonds may
experience increased volatility. Below investment grade bonds tend to reflect
short-term economic and corporate developments to a greater extent than higher
quality bonds.
Because the International Fund primarily invests, and the other Stock Funds may
invest, in foreign securities, each Stock Fund is subject to risks in addition
to those associated with U.S. investments. Foreign investments involve sovereign
risk, which includes the possibility of adverse local political or economic
developments, expropriation or nationalization of assets, imposition of
withholding taxes on dividend or interest payments and currency blockage (which
would prevent currency from being sold). Foreign investments may be affected
favorably or unfavorably by changes in currency rates and exchange control
regulations. There is generally less publicly available information about
issuers of foreign securities as compared to U.S. issuers. Many foreign
companies are not subject to accounting, auditing and financial reporting
standards and requirements comparable to those applicable to U.S. companies.
Securities of some foreign issuers are less liquid and more volatile than
securities of U.S. issuers. Financial markets on which foreign securities trade
are generally subject to less governmental regulation as compared to U.S.
markets. Foreign brokerage commissions and custodian fees are generally higher
than those in the United States.
In addition, the International Fund may purchase and sell put and call options,
futures contracts and forward contracts. Risks inherent in the use of futures,
options and forward contracts include: the risk that interest rates, security
prices and currency markets will not move in the directions anticipated;
imperfect correlation between the price of the future, option or forward
contract and the price of the security, interest rate or currency being hedged;
the risk that potential losses may exceed the amount invested in the contracts
themselves; the possible absence of a liquid secondary market for any particular
instrument at any time; the possible need to defer closing out certain hedged
positions to avoid adverse tax consequences; and the reduction or elimination of
64
<PAGE>
the opportunity to profit from increases in the value of the security, interest
rate or currency being hedged.
The Growth Fund currently has an aggressive investment approach to seeking
capital appreciation. The Growth Fund may invest a significant portion of its
assets in securities issued by smaller companies. In addition, the Small Company
Fund invests in companies with small market capitalizations which involve more
risks than investments in larger companies. Such companies may include newly
formed companies which have limited product lines, markets or financial
resources and may lack management depth. The securities of small or newly formed
companies may have limited marketability and may be subject to more abrupt and
erratic movements in price than securities of larger, more established
companies, or equity securities in general. Such volatility in price may in turn
cause the Growth Fund's and Small Company Fund's share prices to be volatile.
RISK FACTORS OF THE INTERMEDIATE TREASURY, HIGH-YIELD, MANAGED BOND, MUNICIPAL
BOND, CALIFORNIA, WASHINGTON AND MONEY MARKET FUNDS (THE "FIXED-INCOME FUNDS")
The value of each Fixed-Income Fund (except the Money Market Fund) will normally
fluctuate inversely with changes in market interest rates. Generally, when
market interest rates rise, the price of debt securities held by a Fund will
fall, and when market interest rates fall, the price of the debt securities will
rise. Also, there is a risk that the issuer of a bond or other security held in
a Fund's portfolio will fail to make timely payments of principal and interest
to the Fixed-Income Funds. Included in investment grade debt securities are
securities of medium grade (rated Baa by Moody's or BBB by S&P) which have
speculative characteristics and are more likely to have a weakened capacity to
make principal and interest payments under changing economic or other conditions
than higher grade securities.
The Managed Bond Fund may invest in stripped securities that are obligations
issued by the U.S. Treasury. Stripped securities are the separate income or
principal components of a debt security. The risks associated with stripped
securities are similar to those of other debt securities, although stripped
securities may be more volatile than other debt securities.
The Money Market Fund seeks to maintain a stable $1.00 share price. Of course,
there is no guarantee that the Money Market Fund will maintain a stable $1.00
share price. It is possible that a major change in interest rates or a default
on the Money Market Fund's investments could cause its share price (and the
value of your investment) to fall. The Money Market Fund's yield will fluctuate
with general interest rates.
Because the California and Washington Funds each concentrate their investments
in a single state, there is a greater risk of fluctuation in the values of their
portfolio securities than with mutual funds whose investments are more
geographically diverse. Investors should carefully consider the investment risks
of such concentration. The share price of the California and Washington Funds
can be affected by political and economic developments within and by the
financial condition of the respective state, its public authorities and
65
<PAGE>
political subdivisions. See the discussion below and "Investment Risks of
Concentration in California and Washington Issuers" in the Tax-Exempt Bond
Trust's Statement of Additional Information for further information.
SPECIAL RISKS OF THE HIGH-YIELD FUND
The High-Yield Fund invests primarily in high-yield, fixed-income securities
which are subject to the following risks:
Sensitivity to Economic and Corporate Developments
Yields on high-yield, fixed-income securities will fluctuate over time. During
periods of economic uncertainty or change, the market prices of high-yield,
fixed-income securities may experience increased volatility, which may in turn
cause the net asset value ("NAV") per share of the High-Yield Fund to be
volatile. Lower-quality, fixed-income securities tend to reflect short-term
economic and corporate developments to a greater extent than higher-quality
securities which primarily react to fluctuations in interest rates. Economic
downturns or increases in interest rates can significantly affect the market for
high-yield, fixed-income securities and the ability of issuers to timely repay
principal and interest, increasing the likelihood of defaults. Lower-quality
securities include debt obligations issued as a part of capital restructurings,
such as corporate takeovers or buyouts. Capital restructurings generally involve
the issuance of additional debt on terms different from any current outstanding
debt. As a result, the issuer of the debt is more highly leveraged. During an
economic downturn or period of rising interest rates, a highly-leveraged issuer
may experience financial difficulties which adversely affect its ability to make
principal and interest payments, meet projected business goals and obtain
additional financing. In addition, the issuer will depend on its cash flow and
may depend, especially in the context of corporate takeovers, on a sale of its
assets to service debt. Failure to realize projected cash flows or asset sales
may seriously impair the issuer's ability to service this greater debt load,
which in turn might cause the Fund to lose all or part of its investment in that
security. SAM will seek to minimize these additional risks through
diversification, careful assessment of the issuer's financial structure,
business plan and management team following any restructuring, and close
monitoring of the issuer's progress toward its financial goals.
Zero-Coupon and Payment-in-Kind Securities
The High-Yield Fund may hold "zero-coupon" and "payment-in-kind" fixed-income
securities. Zero-coupon securities are purchased at a discount without scheduled
interest payments. Payment-in-kind securities receive interest paid in
additional securities rather than cash. The Fund accrues income on these
securities, but does not receive cash interest payments until maturity or
payment date. The Fund intends to distribute substantially all of its income to
its shareholders so that it can be treated as a regulated investment company
under current federal tax law. As a result, if its cash position is depleted,
the Fund may have to sell securities under disadvantageous circumstances to
66
<PAGE>
obtain enough cash to meet its distribution requirement. However, SAM does not
expect non-cash income to materially affect the Fund's operations. Zero-coupon
and payment-in-kind securities are generally subject to greater price
fluctuations due to changes in interest rates than those fixed-income securities
paying cash interest on a schedule until maturity.
Liquidity and Valuation
The liquidity and price of high-yield, fixed-income securities can be affected
by a number of factors, including investor perceptions and adverse publicity
regarding major issuers, underwriters or dealers of lower-quality corporate
obligations. These effects can be particularly pronounced in a thinly-traded
market with few participants and may adversely impact the High-Yield Fund's
ability to dispose of its securities as well as make valuation of securities
more difficult. Because there tend to be fewer investors in lower-rated,
fixed-income securities, it may be difficult for the Fund to sell these
securities at an optimum time. Consequently, lower-rated securities are subject
to more price changes, fluctuations in yield and risk to principal and income
than higher-rated securities of the same maturity. Judgment plays a greater role
in the valuation of thinly-traded securities.
Credit Ratings
Rating agencies evaluate the likelihood that an issuer will make principal and
interest payments, but ratings may not reflect market value risks associated
with lower-rated, fixed-income securities. Also, rating agencies may not timely
revise ratings to reflect subsequent events affecting an issuer's ability to pay
principal and interest. SAM uses S&P and Moody's ratings as a preliminary
indicator of investment quality. SAM will periodically research and analyze each
issue (whether rated or unrated) and evaluate such factors as the issuer's
interest or dividend coverage, asset coverage, earnings prospects and managerial
strength. This analysis will help SAM to determine if the issuer has sufficient
cash flow and profits to meet required principal and interest payments and to
monitor the liquidity of the issue. Achievement of a Fund's investment objective
will be more dependent on SAM's credit analysis of bonds rated below the three
highest rating categories than would be the case were the Fund to invest in
higher quality debt securities. This is particularly true for the High-Yield
Fund.
67
<PAGE>
SPECIAL RISKS OF THE CALIFORNIA AND WASHINGTON FUNDS
The information in the following discussion is drawn primarily from official
statements relating to state securities offerings which are dated prior to the
date of this Prospectus. The California and Washington Funds have not
independently verified any of the information in the discussion below.
CALIFORNIA FUND
After suffering through a severe recession, California's economy has been on a
steady recovery since the start of 1994. Nevertheless, the State's budget
problems in recent years have also been caused by the increasing costs of
education, health, welfare and corrections, driven by California's rapid
population growth. These pressures on the State's General Fund are expected to
continue. The State's long-term credit ratings, reduced in 1992, were lowered
again in 1994. Its ability to provide assistance to its public authorities and
political subdivisions has been impaired. Cutbacks in state aid adversely affect
the financial condition of many cities, counties and school districts which are
already subject to fiscal constraints and are facing their own reduced tax
collections.
In the past, California voters have passed amendments to the California
Constitution and other measures that limit the taxing and spending authority of
California governmental entities. Future voter initiatives could result in
adverse consequences affecting obligations issued by the State. These factors,
among others, could reduce the credit standing of certain issuers of California
obligations.
WASHINGTON FUND
The State of Washington's economy consists of both export and local industries.
The State's leading export industries are aerospace, forest products,
agriculture and food processing. The State's manufacturing base includes
aircraft manufacture which comprised approximately 25% of total manufacturing in
1995. The Boeing Company is the State's largest employer and has a significant
impact, in terms of overall production, employment and labor earnings, on the
State's economy. Boeing anticipates incresing employment in the State by
approximately 4,500 jobs by the end of 1996. The commercial airline industry is
cyclical in nature and future job cuts could have an adverse effect on the
Washington economy. Forest products rank second behind aerospace in value of
total production. Although productivity in the forest products industry has
increased steadily in recent years, declines in production are expected in the
future. Unemployment in the timber industry is anticipated in certain regions;
however the impact is not expected to affect the State's overall economic
performance. Growth in agriculture has been an important factor in the State's
economic growth over the past decade. The State is the home of many technology
firms of which approximately half are computer-related. Microsoft, the world's
largest microcomputer software company, is headquartered in Redmond, Washington.
State law requires a balanced budget. The Governor has a statutory
responsibility to reduce expenditures across the board to avoid any cash deficit
at the end of a biennium. In addition, state law prohibits state tax revenue
growth from exceeding the growth rate of state personal income. To date,
Washington State tax revenue increases have remained substantially below the
applicable limits. At any given time, there are numerous lawsuits against the
state which could affect its revenues and expenditures.
68
<PAGE>
- -------------------------
PORTFOLIO MANAGERS
- -------------------------
GROWTH FUND
The portfolio manager for the Growth Fund is Thomas M. Maguire, Vice President,
SAM. Mr. Maguire has served as portfolio manager for the Fund since 1989.
EQUITY FUND
The portfolio manager for the Equity Fund is Richard D. Meagley, Vice President,
SAM. Mr. Meagley began serving as portfolio manager for the Fund in 1995. He is
also the portfolio manager for certain other SAFECO Funds. Prior to these
positions, he served as portfolio manager and analyst from 1992 to 1994 for
Kennedy Associates, Inc., an investment advisory firm located in Seattle,
Washington. He was an Assistant Vice President of SAM and the fund manager of
the SAFECO Northwest Fund from 1991 to 1992.
INCOME FUND
The portfolio manager for the Income Fund is Thomas E. Rath, Assistant Vice
President of SAM. Mr. Rath has been a portfolio manager and securities analyst
for SAFECO Corporation since 1994. From 1992 to 1994, Mr. Rath was a principal
and portfolio manager for Meridian Capital Management, Inc., located in Seattle,
Washington. From 1987 to 1992, he was a portfolio manager and securities analyst
for First Interstate Bank, located in Seattle, Washington, and from 1983 to
1987, he was a securities analyst for SAFECO Corporation.
NORTHWEST FUND
The portfolio manager for the Northwest Fund is Charles R. Driggs, Vice
President, SAM. Mr. Driggs has served as portfolio manager for the Fund since
1992. From 1984 through 1992, Mr. Driggs was a securities analyst for SAM
specializing in banks, savings and loan institutions and the insurance industry.
BALANCED FUND
The equity partner of the Balanced fund is co-managed by Rex L. Bentley, Vice
President, SAM and Lynette D. Sagvold, and the fixed income portion is managed
by Michael C. Knebel, Vice President, SAM. Mr. Bentley was Vice President and
Investment Counsel at the investment advisory firm of Badgley, Phelps and Bell
Investment Counsel, Inc., from 1990 to 1995. He was a securities analyst for
SAFECO Corporation from 1975 to 1983. Mr. Knebel has served as portfolio manager
for certain other SAFECO mutual funds since 1989. Ms. Sagvold was a portfolio
manager and analyst for First Interstate Bank from 1993 to 1995 and she was a
portfolio manager and analyst for Key Trust Company from 1985 to 1993.
69
<PAGE>
INTERNATIONAL FUND
The International Fund is managed by a committee of portfolio managers employed
and supervised by the Sub-Adviser, Bank of Ireland Asset Management (U.S.)
Limited, an investment adviser registered with the SEC. All investment decisions
are made by this committee and no single person is primarily responsible for
making recommendations to that committee.
SMALL COMPANY FUND
The portfolio manager for the Small Company Fund is Greg Eisen, Assistant Vice
President, SAM. Mr. Eisen has served as an investment analyst for SAM since
1992. From 1986 to 1992, Mr. Eisen was engaged by the SAFECO Insurance Companies
as a financial analyst.
INTERMEDIATE TREASURY AND MANAGED BOND FUNDS
The portfolio manager for the Intermediate Treasury and Managed Bond Funds is
Michael C. Knebel, Vice President, SAM. Mr. Knebel has served as portfolio
manager or co-manager for the Managed Bond Fund since 1994. He has served as
portfolio manager for the Intermediate Treasury Fund since 1995. Mr. Knebel has
served as portfolio manager and/or co-portfolio manager for other SAFECO mutual
funds since 1989.
HIGH-YIELD FUND
The portfolio managers for the High-Yield Bond Fund are John Stoeser, Assistant
Vice President, SAM, and Robert Kern, a securities analyst for SAM. Mr. Stoeser
has served as a securities analyst and portfolio manager for SAM since 1992.
From 1989 to 1992 he was an administrative assistant to the President of SAM.
Mr. Kern served as a securities analyst for SAM since 1994. From 1988 to 1994,
Mr. Kern was engaged by the SAFECO Insurance Companies in the Controller's
Department.
MUNICIPAL BOND AND CALIFORNIA FUNDS
The portfolio manager for the Municipal Bond and California Funds is Stephen C.
Bauer, President, SAM. Mr. Bauer has served as portfolio manager for each Fund
since it commenced operations: 1981 for the Municipal Bond Fund and 1983 for the
California Fund. Mr. Bauer is the portfolio manager for certain other SAFECO
municipal bond funds, and also serves as a Director of SAM.
70
<PAGE>
WASHINGTON FUND
The portfolio manager for the Washington Fund is Beverly Denny, Assistant Vice
President, SAM. Ms. Denny was the Marketing Director for the SAFECO mutual funds
from 1991 to 1993, and has been employed as an investment analyst with SAFECO
Asset Management since 1993.
MONEY MARKET FUND
The portfolio manager for the Money Market Fund is Naomi Urata, Assistant Vice
President, SAM. Ms. Urata has been employed as an investment analyst for the
SAFECO mutual funds since 1993. From 1990 to 1992, Ms. Urata served as Cash
Manager for The Seattle Times.
Each portfolio manager and certain other persons related to SAM, the Sub-Adviser
and the Funds are subject to written policies and procedures designed to prevent
abusive personal securities trading. Incorporated within these policies and
procedures are recommendations made by the Investment Company Institute (the
trade group for the mutual fund industry) with respect to personal securities
trading by persons associated with mutual funds. Those recommendations include
preclearance procedures and blackout periods when certain personnel may not
trade in securities that are the same or related securities being considered for
purchase or sale by a Fund.
- ------------------------------
HOW TO PURCHASE SHARES
- ------------------------------
When placing purchase orders, investors should specify whether the order is for
Class A or Class B shares of a Fund. All share purchase orders that fail to
specify a class will automatically be invested in Class A shares.
The minimum initial investment is $1,000 (IRA, UGMA and UTMA $250). The minimum
additional investment is $100 for all accounts, except for UGMA or UTMA
Automatic Investment Method ("AIM") accounts opened with an initial investment
of $250 or more. These accounts have a minimum additional investment of only
$50. Minimum additional investments are negotiable for retirement accounts other
than IRAs. Except as noted above in connection with UGMA and UTMA accounts, no
minimum initial investment is required to establish the Automatic Investment
Method or Payroll Deduction Plan.
Shares of each Fund are available for purchase through investment professionals
who work at broker-dealers, banks and other financial institutions which have
entered into selling agreements with SAFECO Securities, Inc. ("SAFECO
Securities"), the distributor of the Funds. Orders received by such financial
71
<PAGE>
institutions before 1:00 p.m. Pacific time on any day the New York Stock
Exchange ("NYSE") is open for regular trading will be effected that day,
provided that such order is transmitted to SAFECO Services, the transfer agent
for the Funds, prior to 2:00 p.m. Pacific Time on such day. Investment
professionals will be responsible for forwarding the investor's order to SAFECO
Services so that it will be received prior to such time.
Broker-dealers, banks and other financial institutions that do not have selling
agreements with SAFECO Securities also may offer to place orders for the
purchase of each Fund's shares. Purchases made through these investment firms
will be effected at the public offering price next determined after the order is
received by SAFECO Services. Such financial institutions may charge the investor
a transaction fee as determined by the financial institution. The fee will be in
addition to the sales charge payable by the investor with respect to Class A
shares, and may be avoided by purchasing shares through a broker-dealer, bank or
other financial institution that has a selling agreement with SAFECO Securities.
Broker-dealers, banks, financial institutions and any other person entitled to
receive compensation for selling or servicing each Fund's shares may receive
different levels of compensation with respect to one particular class of Fund
shares over another. Salespersons of broker-dealers, banks and other financial
institutions that sell each Fund's shares are eligible to receive special
compensation, the amount of which varies depending on the amount of shares sold.
THE FUNDS RESERVE THE RIGHT TO REFUSE ANY OFFER TO PURCHASE SHARES OF ANY CLASS.
PURCHASING ADVISOR CLASS A SHARES
The public offering price of Class A shares of each Fund except the Money Market
Fund is the next determined net asset value per share (see "Share Price
Calculation" on page 57 for additional information) plus any sales charge, which
will vary with the size of the purchase as shown in the following schedule:
<TABLE>
<CAPTION>
SALES CHARGE AS
PERCENTAGE OF BROKER REALLOWANCE AS
---------------- PERCENTAGE OF THE
OFFERING PRICE
---------------------
AMOUNT OF PURCHASE
AT THE PUBLIC OFFERING NET
OFFERING PRICE PRICE INVESTMENT
- -------------- ----- ----------
<S> <C> <C> <C>
Less than $50,000 4.50% 4.71% 4.00%
$50,000 but less than $100,000 4.00% 4.17% 3.50%
72
<PAGE>
$100,000 but less than $250,000 3.50% 3.63% 3.00%
$250,000 but less than $500,000 2.50% 2.56% 2.00%
$500,000 but less than $1,000,000 1.50% 1.52% 1.00%
$1,000,000 or more NONE* See Below**
</TABLE>
* Purchases of $1,000,000 or more of Class A shares are not subject to a
front-end sales charge, but a 1% CDSC will apply to redemptions made in the
first year.
** See discussion below for a description of the commissions payable on sales of
Class A shares of $1 million or more.
Class A shares of the Money Market Fund are offered at the next determined net
asset value per share (see "Share Price Calculation" on page 57 for additional
information) with no initial sales charge. A sales charge will apply to the
first exchange from Class A shares of the Money Market Fund to Class A shares of
another Fund.
From time to time, SAFECO Securities may reallow to broker-dealers, banks and
other financial institutions the full amount of the sales charge on Class A
Shares. In some instances, SAFECO Securities may offer these reallowances only
to those financial institutions that have sold or may sell significant amounts
of Class A shares. These commissions also may be paid to financial institutions
that initiate purchases made pursuant to sales charge waivers (1) and (8),
described below under "Sales Charge Waivers -- Class A shares." To the extent
that SAFECO Securities reallows 90% or more of the sales charge to a financial
institution, such financial institution may be deemed to be an underwriter under
the 1933 Act.
73
<PAGE>
Except as stated below, broker-dealers of record will be paid commissions on
sales of Class A shares of $1 million or more based on an investor's (or a
related group of investors) cumulative purchases during the one-year period
beginning with the date of the initial purchase at net asset value. Each
subsequent one-year measuring period for these purposes begins with the first
net asset value purchase following the end of the prior period. Such commissions
are paid at the rate of up to .50% of the amount under $50 million and .25%
thereafter, except for sales to participant-directed qualified plans (including
a plan sponsored by an employer with 200 or more eligible employees).
Commissions for such plans will be paid at a rate of 1.00% of the amount up to
$2 million, .80% of the next $1 million, .50% of the next $47 million and .25%
thereafter. In addition, SAFECO Securities may pay a commission to a
broker-dealer where clients of a particular registered representative invest, at
or about the same time, collectively $1 million or more in one of the Funds. The
commission will be payable in lieu of other commissions that might otherwise be
payable under the terms of this prospectus, and will not be paid except in
connection with a transaction described in the preceding sentence.
The following describes purchases that may be aggregated for purposes of
determining the amount of purchase:
1. Individual purchases on behalf of a single purchaser and the
purchaser's spouse and their children under the age of 21 years. This
includes shares purchased in connection with an employee benefit
plan(s) exclusively for the benefit of such individual(s), such as an
IRA, individual plan(s) under Section 403(b) of the Internal Revenue
Code of 1986, as amended ("Code"), or single-participant Keogh-type
plan(s). This also includes purchases made by a company controlled by
such individual(s);
2. Individual purchases by a trustee or other fiduciary purchasing shares
for a single trust estate or a single fiduciary account, including an
employee benefit plan (such as employer-sponsored pension,
profit-sharing and stock bonus plans, including plans under Code
Section 401(k), and medical, life and disability insurance trusts)
other than a plan described in (1) above; or
3. Individual purchases by a trustee or other fiduciary purchasing shares
concurrently for two or more employee benefit plans of a single
employer or of employers affiliated with each other (excluding an
employee benefit plan described in (2) above).
SALES CHARGE WAIVERS -- CLASS A SHARES
Class A shares are sold at net asset value per share without imposition of sales
charges for the following investments:
1. Registered representatives or full-time employees of broker-dealers,
banks and other financial institutions that have entered into selling
agreements with SAFECO Securities, and the children, spouse and
parents of such representatives and employees, and employees of
financial institutions that directly, or through their affiliates,
have entered into selling agreements with SAFECO Securities;
74
<PAGE>
2. Companies exchanging shares with or selling assets to one or more of
the Funds pursuant to a merger, acquisition or exchange offer;
3. Any of the direct or indirect affiliates of SAFECO Securities;
4. Purchases made through the automatic investment of dividends and
distributions paid by another Fund;
5. Clients of administrators or consultants to tax-qualified employee
benefit plans which have entered into agreements with SAFECO Securities
or any of its affiliates;
6. Retirement plan participants who borrow from their retirement accounts
by redeeming Fund shares and subsequently repay such loans via a
purchase of Fund shares;
7. Retirement plan participants who receive distributions from a
tax-qualified employer-sponsored retirement plan, which is invested in
Fund shares, the proceeds of which are reinvested in Fund shares;
8. Accounts as to which a broker-dealer, bank or other financial
institution charges an account management fee, provided the financial
institution has entered into an agreement with SAFECO Securities
regarding such accounts;
9. Current or retired officers, directors, trustees or employees of any
SAFECO mutual fund or SAFECO Corporation or its affiliates and the
children, spouse and parents of such persons; and
10. Investments made with redemption proceeds from mutual funds having a
similar investment objective with respect to which the investor paid a
front-end sales charge.
REINSTATEMENT PRIVILEGE
Shareholders who paid an initial sales charge and redeem their Class A shares in
a Fund have a one-time privilege to reinstate their investment by investing the
proceeds of the redemption at net asset value per share without a sales charge
in Class A shares of that Fund and/or one or more of the other Funds. SAFECO
Services must receive from the investor or the investor's broker-dealer, bank or
other financial institution within 60 days after the date of the redemption both
a written request for reinvestment and a check not exceeding the amount of the
redemption proceeds. The reinstatement purchase will be effected at the net
asset value per share next determined after such receipt.
75
<PAGE>
REDUCED SALES CHARGE PLANS -- CLASS A SHARES
Class A shares of the Funds may be purchased at reduced sales charges either
through the Right of Accumulation or under a Letter of Intent. For more details
on these plans, investors should contact their broker-dealer, bank or other
financial institution or SAFECO Services.
Pursuant to the RIGHT OF ACCUMULATION, investors are permitted to purchase Class
A shares of the Funds at the sales charge applicable to the total of (a) the
dollar amount then being purchased plus (b) the dollar amount equal to the total
purchase price of the investor's concurrent purchases of Class A shares of other
SAFECO Mutual Funds plus (c) the dollar amount equal to the current public
offering price of all Class A shares of Funds already held by the investor. To
receive the Right of Accumulation, at the time of purchase investors must give
their broker-dealers, banks or other financial institutions sufficient
information to permit confirmation of qualification.
In executing a LETTER OF INTENT ("LOI"), an investor should indicate an
aggregate investment amount he or she intends to invest in Class A shares of
Funds in the following thirteen months. The LOI is included as part of the
Account Application. The Class A sales charge applicable to that aggregate
amount then becomes the applicable sales charge on all purchases of Class A
shares made concurrently with the execution of the LOI and in the thirteen
months following that execution. If an investor executes an LOI within 90 days
of a prior purchase of Class A shares, the prior purchase may be included under
the LOI and an appropriate adjustment, if any, with respect to the sales charges
paid by the investor in connection with the prior purchase will be made, based
on the then-current net asset value(s) of the pertinent Fund(s).
If at the end of the thirteen-month period covered by the LOI, the total amount
of purchases does not equal the amount indicated, the investor will be required
to pay the difference between the sales charges paid at the reduced rate and the
sales charges applicable to the purchases actually made. Shares having a value
equal to 5% of the amount specified in the LOI will be held in escrow during the
thirteen month period (while remaining registered in the investor's name) and
are subject to redemption to assure any necessary payment to SAFECO Securities
of a higher applicable sales charge.
PURCHASING ADVISOR CLASS B SHARES
The public offering price of the Class B shares of each Fund is the next
determined net asset value per share. No initial sales charge is imposed.
However, a CDSC is imposed on certain redemptions of Class B shares. Because
Class B shares are sold without an initial sales charge, the investor receives
Fund shares equal to the full amount of the investment. The maximum investment
amount in Class B shares is $500,000.
Class B shares of a Fund that are redeemed will not be subject to a CDSC to the
extent that the value of such shares represents: (a) reinvestment of dividends
or other distributions or (b) shares redeemed more than six full years after
76
<PAGE>
their purchase. Former Class B shareholders of the SAFECO Advisor Series Trust
who invest in Class B shares of any Fund may include the length of time of
ownership of the former Class B shares for purposes of calculating any CDSC due
upon redemption.
Initial investments in Class B shares of the Money Market Fund are sold with no
initial sales charge and are not subject to a CDSC upon redemption, provided
that the investor has remained invested exclusively in Class B shares of the
Money Market Fund and has not exchanged into Class B Shares of another Fund in
the interim. Money Market Fund Class B shareholders will become subject to a
CDSC calculated in accordance with the table below if they exchange into Class B
shares of another SAFECO Fund and then redeem those shares. The CDSC will also
apply to any Class B shares of the Money Market Fund subsequently acquired by
exchange. Shareholders who initially purchase Money Market Fund Class B shares
do not receive credit for the time initially invested in the Money Market Fund
for purposes of calculating any CDSC due upon redemption of Class B shares of
another SAFECO Fund.
Redemptions of most other Class B shares will be subject to a CDSC. (See
"Contingent Deferred Sales Charge Waivers.") The amount of any applicable CDSC
will be calculated by multiplying the lesser of the original purchase price or
the net asset value of such shares at the time of redemption by the applicable
percentage shown in the table below.
Accordingly, no charge is imposed on increases in the net asset value above the
original purchase price:
CDSC AS A PERCENTAGE OF THE LESSER OF
NET ASSET VALUE AT REDEMPTION OF THE
REDEMPTION DURING ORIGINAL PURCHASE PRICE
1st Year Since Purchase 5%
2nd Year Since Purchase 4%
3rd Year Since Purchase 3%
4th Year Since Purchase 3%
5th Year Since Purchase 2%
6th Year Since Purchase 1%
Thereafter 0%*
* Automatically converts to Class A shares in the first month following the
investor's sixth anniversary from purchase.
In determining whether a CDSC is applicable to a redemption, the calculation
will be made in a manner that results in the lowest possible rate. It will be
77
<PAGE>
assumed that the redemption is made first of amounts representing shares
acquired pursuant to the reinvestment of dividends and other distributions and
then of amounts representing the cost of shares held for the longest period of
time.
For example, assume an investor purchased 100 shares at $10 per share at a cost
of $1,000. Subsequently, the shareholder acquired 15 additional shares through
dividend reinvestment. During the second year after the purchase, the investor
decided to redeem $500 of his or her investment. Assuming at the time of the
redemption a net asset value of $11 per share, the value of the investor's
shares would be $1,265 (115 shares at $11 per share). The CDSC would not be
applied to the value of the reinvested dividend shares. Therefore, the 15 shares
currently valued at $165.00 would be redeemed without a CDSC. The number of
shares needed to fund the remaining $335.00 of the redemption would equal
30.455. Using the lower of cost or market price to determine the CDSC, the
original purchase price of $10.00 per share would be used. The CDSC calculation
would therefore be 30.455 shares times $10.00 per share at a CDSC rate of 4%
(the applicable rate in the second year after purchase) for a total CDSC of
$12.18.
Except for the time period during which a shareholder is initially invested in
Money Market Fund Class B shares, if a shareholder effects one or more exchanges
among Class B shares of the Funds during the six year period, the holding
periods for the shares so exchanged will be counted toward the six year period.
For federal income tax purposes, the amount of the CDSC will reduce the gain or
increase the loss, as the case may be, recognized on the redemption of shares.
The amount of any CDSC will be paid to SAFECO Securities.
CONTINGENT DEFERRED SALES CHARGE WAIVERS
The CDSC will be waived in the following circumstances: (a) total or partial
redemptions made within one year following the death or disability of a
shareholder; (b) redemptions made pursuant to any systematic withdrawal plan
based on the shareholder's life expectancy, including substantially equal
periodic payments prior to age 59 1/2 which are described in Code section 72(t),
and required minimum distributions after age 70 1/2, including those required
minimum distributions made in connection with customer accounts under Section
403(b) of the Code and other retirement plans; (c) total or partial redemption
resulting from a distribution following retirement in the case of a
tax-qualified employer-sponsored retirement plan; (d) when a redemption results
from a tax-free return of an excess contribution pursuant to Section 408(d)(4)
or (5) of the Code; (e) reinvestment in Class B shares of a Fund within 60 days
of a prior redemption; (f) redemptions pursuant to the Fund's right to liquidate
a shareholder's account involuntarily; (g) redemptions pursuant to distributions
from a tax-qualified employer-sponsored retirement plan that are invested in
Funds and are permitted to be made without penalty pursuant to the Code; and (h)
redemptions in connection with a Fund's systematic withdrawal plan not in excess
of 10% of the value of the account annually.
78
<PAGE>
CONVERSION OF CLASS B SHARES
A shareholder's Class B shares of a Fund will automatically convert to Class A
shares in the same Fund in the first month following the investor's sixth
anniversary from purchase, together with a pro rata portion of all Class B
shares representing dividends and other distributions paid in additional Class B
shares. Class B shares so converted will no longer be subject to the higher
expenses borne by Class B shares. The conversion will be effected at the
relative net asset values per share of the two classes on the first business day
in the first month following the investor's sixth anniversary from the purchase
of Class B shares. Because the net asset value per share of Class A shares may
be higher than that of Class B shares at the time of conversion, a shareholder
may receive fewer Class A shares than the number of Class B shares converted,
although the dollar value will be the same.
- ---------------------------
HOW TO REDEEM SHARES
- ---------------------------
As described below, shares of the Funds may be redeemed at their next-determined
net asset value (subject to any applicable CDSC) and redemption proceeds will be
sent to shareholders within seven days of the receipt of a redemption request.
Shareholders who have purchased shares through broker-dealers, banks or other
financial institutions that sell shares may redeem shares through such firms; if
the shares are held in the "street name" of the broker-dealer, bank or other
financial institution, the redemption must be made through such firm.
Please note the following:
o If your shares were purchased by wire, redemption proceeds
will be available immediately. If shares were purchased other
than by wire, each Fund reserves the right to hold the
proceeds of your redemption for up to 15 business days after
investment or until such time as the Fund has received
assurance that your investment will be honored by the bank on
which it was drawn, whichever occurs first.
o SAFECO Services charges a $10 fee to wire redemption proceeds.
In addition, some banks may charge a fee to receive wires.
o If shares are issued in certificate form, the certificates
must accompany a redemption request and be duly endorsed.
79
<PAGE>
o Under some circumstances (e.g., a change in corporate officer
or death of an owner), SAFECO Services may require certified
copies of supporting documents before a redemption will be
made.
REDEMPTIONS THROUGH BROKER-DEALERS, BANKS AND OTHER FINANCIAL INSTITUTIONS
Shareholders with accounts at broker-dealers, banks and other financial
institutions that sell shares of the Funds may submit redemption requests to
such firms. Broker-dealers, banks or other financial institutions may honor a
redemption request either by repurchasing shares from a redeeming shareholder at
the shares' net asset value per share next computed after the firm receives the
request or by forwarding such requests to SAFECO Services. Redemption proceeds
(less any applicable CDSC) normally will be paid by check. Broker-dealers, banks
and other financial institutions may impose a service charge for handling
redemption transactions placed through them and may impose other requirements
concerning redemptions. Accordingly, shareholders should contact the investment
professional at their broker-dealer, bank or other financial institution for
details.
Redemption requests may also be transmitted to SAFECO Services by telephone (for
amounts of less than $100,000) or by mail.
SHARE REDEMPTION PRICE AND PROCESSING
Your shares will be redeemed at the net asset value per share (subject to any
applicable CDSC) next calculated after receipt of your request that meets the
redemption requirements of the Funds. Except for the Money Market Fund, the
value of the shares you redeem may be more or less than the dollar amount you
purchased, depending on the market value of the shares at the time of
redemption. See "Share Price Calculation" on page 57 for more information.
Redemption proceeds will normally be sent on the next business day following
receipt of your redemption request. If your redemption request is received after
the close of trading on the NYSE (normally 1:00 p.m. Pacific Time), proceeds
will normally be sent on the second business day following receipt. Each Fund,
however, reserves the right to postpone payment of redemption proceeds for up to
seven days if making immediate payment could adversely affect its portfolio. In
addition, redemptions may be suspended or payment dates postponed if the NYSE is
closed, its trading is restricted or the Securities and Exchange Commission
declares an emergency.
Due to the high cost of maintaining small accounts, your account may be closed
upon 60 days' written notice if at the time of any redemption or exchange the
total value falls below $100. Your shares will be redeemed at the net asset
value per share calculated on the day your account is closed and the proceeds
will be sent to you.
80
<PAGE>
- --------------------------------------------------------------
HOW TO SYSTEMATICALLY PURCHASE OR REDEEM SHARES
- --------------------------------------------------------------
Call your investment professional or SAFECO Services at 1-800-463-8791 for more
information.
AUTOMATIC INVESTMENT METHOD (AIM)
AIM enables you to make regular monthly investments by authorizing SAFECO
Services to withdraw a specific amount from your bank account and invest the
amount in any Fund. AIM has a minimum of $100 per Fund for all accounts (except
UGMA and UTMA accounts which have a lower $50 minimum for additional
investments, provided that the account was opened with an initial investment of
at least $250).
PAYROLL DEDUCTION PLAN
An employer or other entity using group billing may establish a
self-administered payroll deduction plan in any Fund. Payroll deduction amounts
are negotiable.
SYSTEMATIC WITHDRAWAL PLAN
This plan enables you to receive a portion of your investment on a monthly
basis. A Fund automatically redeems shares in your account and sends you a
withdrawal check (minimum amount $50 per Fund) on or about the fifth business
day of every month. Because Class A shares are subject to sales charges,
shareholders should not concurrently purchase shares with respect to an account
which is utilizing a systematic withdrawal plan. Class B shares may not be
suitable for a systematic withdrawal plan, except in appropriate cases where the
CDSC is being waived. Please see "Contingent Deferred Sales Charge Waivers" on
page 53 for more information.
- ---------------------------------------------------------------
HOW TO EXCHANGE SHARES FROM ONE FUND TO ANOTHER
- ---------------------------------------------------------------
Shares of one class of a Fund may be exchanged for shares of the same class of
any other Fund, based on their next-determined respective net asset values,
without imposition of any sales charges, provided that the shareholder account
registration remains identical. CLASS A SHARES MAY BE EXCHANGED ONLY FOR CLASS A
SHARES OF THE OTHER FUNDS LISTED ON THE FIRST PAGE OF THIS PROSPECTUS. CLASS B
SHARES MAY BE EXCHANGED ONLY FOR CLASS B SHARES OF THE OTHER FUNDS LISTED ON THE
FIRST PAGE OF THIS PROSPECTUS. The exchange of Class B shares will not be
subject to a contingent deferred sales charge. For purposes of computing the
81
<PAGE>
CDSC, except for the time period during which a shareholder is initially
invested in Class B shares of the Money Market Fund, the length of time of
ownership of Class B shares will be measured from the date of original purchase
and will not be affected by the exchange. Exchanges are not tax-free and may
result in a shareholder's realizing a gain or loss, as the case may be, for tax
purposes. See "Fund Distributions and How They Are Taxed" on page 65 for more
information. You may purchase shares of a Fund by exchange only if it is
registered for sale in the state where you reside. Before exchanging into an
Advisor class of another Fund, please be familiar with the Fund's investment
objective and policies as described in "Each Fund's Investment Objective and
Policies" beginning on page 22 of this Prospectus.
EXCHANGES BY MAIL
Exchange orders should be sent by mail to the investor's broker-dealer, bank or
other financial institution. If a shareholder has an account at SAFECO Services,
exchange orders may be sent to the address set forth on the cover of this
Prospectus.
EXCHANGES BY TELEPHONE
A shareholder may give exchange instructions to the shareholder's broker-dealer,
bank or other financial institution or to SAFECO Services by telephone at the
appropriate toll-free number provided on the cover of this Prospectus. Exchange
orders will be accepted by telephone provided that the exchange involves only
uncertificated shares or certificated shares for which certificates previously
have been deposited in the shareholder's account. See "Telephone Transactions"
for more information.
SHARE EXCHANGE PRICE AND PROCESSING
The shares of the Fund you are exchanging from will be redeemed at the price
next computed after your exchange request is received. Normally the purchase of
the Fund you are exchanging into is executed on the same day. However, each Fund
reserves the right to delay the payment of proceeds and, hence, the purchase in
an exchange for up to seven days if making immediate payment could adversely
affect the portfolio of the Fund whose shares are being redeemed. The exchange
privilege may be modified or terminated with respect to a Fund at anytime, upon
at least 60 days' notice to shareholders.
LIMITATIONS
Each Fund reserves the right to refuse exchange purchases or simultaneous order
transactions by any person or group if, in SAM's judgment, the Fund would not be
able to invest the money effectively in accordance with that Fund's investment
objective and policies or would otherwise potentially be adversely affected.
Although a Fund will attempt to give you prior notice whenever it is reasonably
able to do so, it may impose the above restrictions at any time.
82
<PAGE>
The Funds are not intended to serve as vehicles for frequent trading in response
to short-term fluctuations in the market. Due to the disruptive effect that
market-timing investment strategies can have on efficient portfolio management,
the Funds have instituted certain policies to discourage excessive exchange and
simultaneous order transactions. Exchanges and simultaneous order transactions
which, in SAM's judgment, appear to follow a market-timing strategy are limited
to 4 in any 12 month period per account holder (or account, in a case where one
person or entity exercises investment discretion over more than one account).
For purposes of these limitations a "simultaneous order transaction" is a
transaction where a significant portion of an account's assets are redeemed from
one SAFECO Mutual Fund and shortly thereafter reinvested into another SAFECO
Mutual Fund. In order to protect the shareholders of the Funds, SAM reserves the
right to exercise its discretion in determining whether a particular transaction
qualifies as a simultaneous order transaction. In addition to the foregoing
limitations on exchanges and simultaneous order transactions, as described
above, the Funds reserve the right to refuse any offer to purchase shares.
- ------------------------------
TELEPHONE TRANSACTIONS
- ------------------------------
To redeem or exchange shares by telephone, call 1-800-463-8791 between 6:00 a.m.
and 5:00 p.m. Pacific Time, Monday through Friday, except certain holidays. All
telephone calls are tape-recorded for your protection. During times of drastic
or unusual market volatility, it may be difficult for you to exercise the
telephone transaction privileges.
To use the telephone redemption and exchange privileges, you must have
previously selected these services either on your account application or by
having submitted a request in writing to SAFECO Services at the address on the
Prospectus cover. Redeeming or exchanging shares by telephone allows the Funds
and SAFECO Services to accept telephone instructions from an account owner or a
person preauthorized in writing by an account owner.
Each of the Funds and SAFECO Services reserve the right to refuse any telephone
transaction when a Fund or SAFECO Services, in its sole discretion, is unable to
confirm to its satisfaction that a caller is the account owner or a person
preauthorized by the account owner.
The Funds and SAFECO Services will not be liable for the authenticity of
instructions received by telephone that a Fund or SAFECO Services, in its
discretion, believes to be delivered by an account owner or preauthorized
person, provided that the Fund or SAFECO Services follows reasonable procedures
to identify the caller. The shareholder will bear the risk of any resulting
loss. The Funds and SAFECO Services will employ reasonable procedures to confirm
that instructions communicated by telephone are genuine. These procedures may
include requiring the account owner to select the telephone privilege in writing
83
<PAGE>
prior to first use and to designate persons authorized to deliver telephone
instructions. SAFECO Services tape-records telephone transactions and may
request certain identifying information from the caller.
The telephone transaction privileges may be suspended, limited, modified or
terminated at any time without prior notice by the Funds or SAFECO Services. The
Funds and SAFECO Services may be liable if they do not employ reasonable
procedures to confirm that telephone transactions are genuine.
- ------------------------------
SHARE PRICE CALCULATION
- ------------------------------
The net asset value per share ("NAV") of each class of each Fund is computed at
the close of regular trading on the NYSE (normally 1:00 p.m. Pacific time) each
day that the NYSE is open for trading. NAV is determined separately for each
class of shares of each Fund. The NAV of a Fund is calculated by subtracting a
Fund's liabilities from its assets and dividing the result by the number of
outstanding shares. In calculating the net asset value of each class appropriate
adjustments will be made to each class's NAV to reflect expenses allocated to
it.
PORTFOLIO VALUATION FOR THE STOCK FUNDS
The Stock Funds generally value their portfolio securities at the last reported
sale price on the national exchange on which the securities are primarily
traded, unless there are no transactions in which case they shall be valued at
the last reported bid price. Securities traded over-the-counter are valued at
the last sale price, unless there is no reported sale price in which case the
last reported bid price will be used. Portfolio securities that trade on a stock
exchange and over-the-counter are valued according to the broadest and most
representative market. Securities not traded on a national exchange are valued
based on consideration of information with respect to transactions in similar
securities, quotations from dealers and various relationships between
securities. Other assets for which market quotations are unavailable are valued
at their fair value pursuant to guidelines approved by the Common Stock Trust's
Board of Trustees. The International Fund will invest primarily, and other Funds
may invest from time to time, in foreign securities. Trading in foreign
securities will generally be substantially completed each day at various times
prior to the close of the NYSE. The values of any such securities are determined
as of such times for purposes of computing the Funds' net asset value. Foreign
currency exchange rates are also generally determined prior to the close of the
NYSE. Foreign portfolio securities are valued on the basis of quotations from
the primary market in which they trade. The value of foreign securities are
translated from the local currency into U.S. dollars using current exchange
rates. If quotations are not readily available, or if values have been
materially affected by events occurring after the close of a foreign market, the
security will be valued at fair value as determined in good faith by SAM or BIAM
84
<PAGE>
under procedures established by and under general supervision of the Common
Stock Trust's Board of Trustees.
The values of certain of the Stock Funds' portfolio securities are stated on the
basis of valuations provided by a pricing service, unless the Common Stock
Trust's Board of Trustees determines such does not represent fair value. The
service uses information with respect to transactions in securities, quotations
from securities dealers, market transactions in comparable securities and
various relationships between securities to determine values.
INTERNATIONAL FUND
Options that are traded on national securities exchanges are valued at their
last sale price as of the close of option trading on such exchange. Futures
contracts will be marked to market daily, and options thereon are valued at
their last sale price, as of the close of the applicable commodities exchange.
Forward contracts are valued at the current cost of covering or offsetting such
contracts.
PORTFOLIO VALUATION FOR THE FIXED-INCOME FUNDS
For each of the Fixed-Income Funds except the Money Market Fund, securities are
valued based on consideration of information with respect to transactions in
similar securities, quotations from dealers and various relationships between
securities. The value of each Fixed-Income Fund's securities are stated on the
basis of valuations provided by a pricing service, unless the Board of Trustees
determines that such valuations do not represent fair value. The service uses
information with respect to transactions in securities, quotations from security
dealers, market transactions in comparable securities, and various relationships
between securities to determine values. Other assets (including securities for
which market quotations are unavailable and restricted securities) are valued at
their fair value as determined in good faith by each Fixed-Income Fund's
respective Trust's Board of Trustees.
Like most money market funds, the Money Market Fund values the securities it
owns on the basis of amortized cost. The Money Market Fund may use amortized
cost valuation as long as the Money Market Trust's Board of Trustees determines
that it fairly reflects market value. Amortized cost valuation involves valuing
a security at its cost and adding or subtracting, ratably to maturity, any
discount or premium, regardless of the impact of fluctuating interest rates on
the market value of the security. This method minimizes the effect of changes in
a security's market value and helps the Money Market Fund maintain a stable
$1.00 share price.
The NAV of the Class B shares of each Fund will generally be lower than the NAV
of Class A shares of the same Fund because of the higher expenses borne by the
Class B shares. The NAVs of the Advisor Classes of a Fund's shares also may
differ due to differing allocations of class-specific expenses. The NAVs of the
85
<PAGE>
Advisor Classes of each Fund's shares will tend to converge, however,
immediately after the payment of dividends.
Call 1-800-463-8794 for 24-hour price information.
- --------------------------------------------------------------
INFORMATION ABOUT SHARE OWNERSHIP AND COMPANIES
THAT PROVIDE SERVICES TO THE TRUSTS
- --------------------------------------------------------------
Each Trust is a Delaware business trust established by a Trust Instrument dated
May 13, 1993, and is authorized to issue an unlimited number of shares of
beneficial interest. The Board of Trustees of each Trust may establish
additional series or classes of shares of the Trust without approval of
shareholders.
In addition to Class A and Class B shares, each Fund also offers No-Load Class
shares through a separate prospectus to investors who purchase shares directly
from SAFECO Securities. No-Load Class shares are sold without a front-end sales
charge or CDSC and are not subject to Rule 12b-1 fees. Accordingly, the
performance of No-Load Class shares will differ from that of Class A or Class B
shares. For more information about No-Load Class shares of each Fund, please
call 1-800-624-5711.
Each share of a Fund is entitled to participate equally in dividends and other
distributions and the proceeds of any liquidation except that, due to the
differing expenses borne by the three classes, dividends and liquidation
proceeds for each class of shares will likely differ. All shares issued are
fully paid and non-assessable, and shareholders have no preemptive or other
right to subscribe to any additional shares.
The Trusts do not intend to hold annual meetings of shareholders of the Funds.
The Trustees of a Trust will call a special meeting of shareholders of a Fund of
that Trust only if required under the Investment Company Act of 1940 ("1940
Act"), in their discretion, or upon the written request of holders of 10% or
more of the outstanding shares of a Fund or a class entitled to vote. Separate
votes are taken by each class of shares, a Fund, or a Trust if a matter affects
only that class of shares, Fund, or Trust, respectively.
Under Delaware law, the shareholders of the Funds will not be personally liable
for the obligations of any Fund; a shareholder is entitled to the same
limitation of personal liability extended to shareholders of corporations. To
guard against the risk that Delaware law might not be applied in other states,
each Trust Instrument requires that every written obligation of the Trust or a
Fund thereof contain a statement that such obligation may be enforced only
against the assets of that Trust or Fund and generally provides for
86
<PAGE>
indemnification out of property of that Trust or Fund of any shareholder
nevertheless held personally liable for Trust or Fund obligations, respectively.
Because the Trusts use a combined Prospectus, it is possible that a Fund might
become liable for a misstatement about the series of another Trust contained in
this Prospectus. The Boards of Trustees have considered this factor in approving
the use of a single combined Prospectus.
SAM is the investment adviser for each Fund under an agreement with each Trust.
Under each agreement, SAM is responsible for the overall management of each
Trust's and each Fund's business affairs. SAM provides investment research,
advice, management and supervision to each Trust and each Fund, and, consistent
with each Fund's investment objectives and policies, SAM determines what
securities will be purchased, retained or sold by each Fund and implements those
decisions. Each Fund pays SAM an annual management fee based on a percentage of
that Fund's net assets ascertained each business day and paid monthly in
accordance with the schedules below. A reduction in the fees paid by a Fund
occurs only when that Fund's net assets reach the dollar amounts of the break
points and applies only to the assets that fall within the specified range:
GROWTH, EQUITY AND INCOME FUNDS
NET ASSETS ANNUAL FEE
$0 - $100,000,000 .75 of 1%
$100,000,001 - $250,000,000 .65 of 1%
$250,000,001 - $500,000,000 .55 of 1%
Over $500,000,000 .45 of 1%
NORTHWEST FUND
NET ASSETS ANNUAL FEE
$0 - $250,000,000 .75 of 1%
$250,000,001 - $500,000,000 .65 of 1%
$500,000,001 - $750,000,000 .55 of 1%
Over $750,000,000 .45 of 1%
INTERNATIONAL FUND
NET ASSETS ANNUAL FEE
$0 - $250,000,000 1.10 of 1%
$250,000,001 - $500,000,000 1.00 of 1%
Over $500,000,000 .90 of 1%
87
<PAGE>
BALANCED FUND
NET ASSETS ANNUAL FEE
$0 - $250,000,000 .75 of 1%
$250,000,001 - $500,000,000 .65 of 1%
Over $500,000,000 .55 of 1%
SMALL COMPANY FUND
NET ASSETS ANNUAL FEE
$0 - $250,000,000 .85 of 1%
$250,000,001 - $500,000,000 .75 of 1%
Over $500,000,000 .65 of 1%
INTERMEDIATE TREASURY FUND
NET ASSETS ANNUAL FEE
$0 - $250,000,000 .55 of 1%
$250,000,001 - $500,000,000 .45 of 1%
$500,000,001 - $750,000,000 .35 of 1%
Over $750,000,000 .25 of 1%
HIGH-YIELD FUND
NET ASSETS ANNUAL FEE
$0 - $250,000,000 .65 of 1%
$250,000,001 - $500,000,000 .55 of 1%
$500,000,001 - $750,000,000 .45 of 1%
Over $750,000,000 .35 of 1%
MANAGED BOND FUND
NET ASSETS ANNUAL FEE
$0 - $100,000,000 .50 of 1%
$100,000,001 - $250,000,000 .40 of 1%
Over $250,000,000 .35 of 1%
88
<PAGE>
MONEY MARKET FUND
NET ASSETS ANNUAL FEE
$0 - $250,000,000 .50 of 1%
$250,000,001 - $500,000,000 .40 of 1%
$500,000,001 - $750,000,000 .30 of 1%
Over $750,000,000 .25 of 1%
MUNICIPAL AND CALIFORNIA FUNDS
NET ASSETS ANNUAL FEE
$0 - $100,000,000 .55 of 1%
$100,000,001 - $250,000,000 .45 of 1%
$250,000,001 - $500,000,000 .35 of 1%
Over $500,000,000 .25 of 1%
WASHINGTON FUND
NET ASSETS ANNUAL FEE
$0 - $250,000,000 .65 of 1%
$250,000,001 - $500,000,000 .55 of 1%
$500,000,001 - $750,000,000 .45 of 1%
Over $750,000,000 .35 of 1%
A Trust and each Fund thereof will bear all expenses of their organization,
operations and business not specifically assumed by SAM under each Fund's
management contract. Such expenses may include, among others, custody and
accounting expenses, transfer agency and related expenses, distribution and
shareholder servicing expenses, expenses related to preparing, printing and
delivering prospectuses and shareholder reports, the expenses of holding
shareholders' meetings, legal fees, the compensation of non-interested trustees
of the Trusts, brokerage, taxes and extraordinary expenses.
With respect to the International Fund, SAM has a sub-advisory agreement with
the Sub-Adviser. The Sub-Adviser is a direct, wholly owned subsidiary of the
Bank of Ireland Asset Management Limited and is an indirect, wholly owned
subsidiary of Bank of Ireland. The Sub-Adviser has its headquarters at 26
Fitzwilliam Place, Dublin, Ireland, and its U.S. office at 2 Greenwich Plaza,
89
<PAGE>
Greenwich, Connecticut. The Sub-Adviser was established in 1987 and currently
manages over $3 billion in assets. Because the Sub-Adviser is doing business
from a location within the United States, investors will be able to effect
service of legal process within the United States upon the Sub-Adviser, under
federal securities laws in United States courts. However, the Sub-Adviser is a
foreign organization and maintains a substantial portion of its assets outside
the United States. Therefore, the ability of investors to enforce judgments
against the Sub-Adviser may be affected by the willingness of foreign courts to
enforce judgments of U.S. courts.
Under the agreement, the Sub-Adviser is responsible for providing investment
research and advice used to manage the investment portfolio of the International
Fund. In return, SAM (and not the International Fund) pays the Sub-Adviser a fee
in accordance with the schedule below:
NET ASSETS ANNUAL FEE
$0 - $50,000,000 .60 of 1%
$50,000,001 - $100,000,000 .50 of 1%
Over $100,000,000 .40 of 1%
The parent company of the Sub-Adviser, Bank of Ireland Asset Management Limited,
is a direct, wholly owned subsidiary of the Bank of Ireland, which engages in
the investment advisory business and is located at 26 Fitzwilliam Place, Dublin,
Ireland. The Bank of Ireland is a holding company whose primary subsidiaries are
engaged in banking, insurance, securities and related financial services, and is
located at Lower Baggot Street, Dublin, Ireland.
The distributor of the Advisor Classes of each Fund's shares under an agreement
with each Trust is SAFECO Securities a broker-dealer registered under the
Securities Exchange Act of 1934 and a member of the National Association of
Securities Dealers, Inc.
The transfer, dividend disbursement and shareholder servicing agent for the
Advisor Classes of each Fund under an agreement with each Trust is SAFECO
Services. SAFECO Services receives a fee from each Fund for every shareholder
account held in the Fund. SAFECO Services may enter into subcontracts with
registered broker-dealers, third-party administrators and other qualified
service providers that generally perform shareholder, administrative, and/or
accounting services which would otherwise be provided by SAFECO Services. Fees
incurred by a Fund for these services will not exceed the transfer agency fee
payable to SAFECO Services. Any distribution expenses associated with these
arrangements will be borne by SAM.
SAM, SAFECO Securities and SAFECO Services are wholly owned subsidiaries of
SAFECO Corporation (a holding company whose primary subsidiaries are engaged in
the insurance and financial services businesses) and are each located at SAFECO
Plaza, Seattle, Washington 98185.
90
<PAGE>
As interpreted by courts and administrative agencies, the Glass-Steagall Act and
other applicable laws and regulations limit the ability of a bank or other
depository institution to become an underwriter or distributor of securities.
However, in the opinion of each Trust's management, based on the advice of
counsel, these laws and regulations do not prohibit such depository institutions
from providing services for investment companies. Banks or other depository
institutions may be subject to various state laws regarding such services, and
may be required to register as dealers pursuant to state law.
- -----------------------
DISTRIBUTION PLANS
- -----------------------
Each Trust, on behalf of the Advisor Classes of each Fund, has entered into a
Distribution Agreement (each an "Agreement") with SAFECO Securities. Each Trust
has also adopted a plan pursuant to Rule 12b-1 under the 1940 Act with respect
to each of the Advisor Classes of each Fund (the "Plans"). Pursuant to the
Plans, each Advisor class pays SAFECO Securities a quarterly service fee, at the
annual rate of 0.25% of the aggregate average daily net assets of the Advisor
class. Class B shares also pay SAFECO Securities a quarterly distribution fee at
the annual rate of 0.75% of the aggregate average daily net assets of the Class
B shares. Although the Money Market Trust has adopted Plans with respect to the
Advisor Classes of the Money Market Fund, the Money Market Trust's Board of
Trustees and SAFECO Securities have agreed not to implement the Plans at this
time. Thus, the Advisor Classes of the Money Market Fund do not currently pay
service or distribution fees to SAFECO Securities under the Money Market Fund
Plans. The Money Market Fund Plans will not be implemented unless authorized by
the Money Market Trust's Board of Trustees.
Under the Plans, SAFECO Securities will use the service fees primarily to
compensate persons selling shares of the Funds for the provision of personal
service and/or the maintenance of shareholder accounts. SAFECO Securities will
use the distribution fees under the Class B Plan to offset the commissions it
pays to broker-dealers, banks or other financial institutions for selling each
Fund's Class B shares. In addition, SAFECO Securities will use the distribution
fees under the Class B Plan to offset each Fund's marketing costs attributable
to the Class B shares, such as preparation of sales literature, advertising and
printing and distributing prospectuses and other shareholder materials to
prospective investors. SAFECO Securities also may use the distribution fee to
pay other costs allocated to SAFECO Securities' distribution activities,
including acting as shareholder of record, maintaining account records and other
overhead expenses.
SAFECO Securities will receive the proceeds of the initial sales charges paid
upon the purchase of Class A shares and the CDSCs paid upon applicable
91
<PAGE>
redemptions of Class B shares and may use these proceeds for any of the
distribution expenses described above. The amount of sales charges reallowed to
broker-dealers, banks or other financial institutions who sell Class A shares
will equal the percentage of the amount invested in accordance with the schedule
set forth in "Purchasing Advisor Class A Shares" on page 49. SAFECO Securities,
out of its own resources, will pay a brokerage commission equal to 4.00% of the
amount invested to broker-dealers, banks and other financial institutions who
sell Class B shares. Broker-dealers, banks and other financial institutions who
sell Class B shares of the Money Market Fund will receive the 4.00% brokerage
commission at the time the shareholder exchanges his or her Class B Money Market
Fund shares for Class B shares of another Fund.
During the period they are in effect, the Plans and related Agreements obligate
the Advisor Classes of the Funds to which they relate to pay service and
distribution fees to SAFECO Securities as compensation for its service and
distribution activities, not as reimbursement for specific expenses incurred.
Thus, even if SAFECO Securities' expenses exceed its service or distribution
fees for any class, the class will not be obligated to pay more than those fees
and, if SAFECO Securities' expenses are less than such fees, it will retain its
full fees and realize a profit. Each Fund that has implemented a Rule 12b-1 Plan
will pay the service and distribution fees to SAFECO Securities until either the
applicable Plan or Agreement is terminated or not renewed.
- -------------------------------------------
PERSONS CONTROLLING CERTAIN FUNDS
- -------------------------------------------
At January 2, 1997, SAM, a wholly owned subsidiary of SAFECO Corporation,
controlled the International and Balanced Funds. At January 2, 1997, SAFECO
Corporation controlled the Small Company Fund. SAFECO Corporation and SAM have
their principal place of business at SAFECO Plaza, Seattle, Washington 98185.
At January 2, 1997, SAFECO Insurance Company of America ("SAFECO Insurance")
controlled the Intermediate Treasury and Washington Funds. SAFECO Insurance is a
Washington Corporation and a wholly owned subsidiary of SAFECO Corporation,
which has its principal place of business at SAFECO Plaza, Seattle, Washington
98185.
At January 2, 1997, Crown Packaging Corp. Profit Sharing & Pension Plan and
Massman Construction Co. Profit Sharing Retirement Trust controlled the Managed
Bond Fund. Crown Packaging Corp. Profit Sharing & Pension Plan's address of
record is 8514 Eager Road, St. Louis, Mo. 63144. Massman Construction Co. Profit
Sharing Retirement Trust's address of record is 8901 Stateline, Kansas City, Mo.
64114.
92
<PAGE>
- --------------------------------
PERFORMANCE INFORMATION
- --------------------------------
The yield, total return and average annual total return of each class of a Fund
may be quoted in advertisements. For each Fund except the Money Market Fund,
yield is the annualization on a 360-day basis of a class's net income per share
over a 30-day period divided by the class's net asset value per share on the
last day of the period. The formula for the yield calculation is defined by
regulation. Consequently, the rate of actual income distributions paid by the
Funds may differ from quoted yield figures. Total return is the total percentage
change in an investment in a class of a Fund, assuming the reinvestment of
dividend and capital gain distributions, over a stated period of time. Average
annual total return is the annual percentage change in an investment in a class
of a Fund, assuming the reinvestment of dividends and capital gain
distributions, over a stated period of time. Performance quotations are
calculated separately for each class of a Fund. Standardized returns for Class A
shares reflect deduction of the Fund's maximum initial sales charge at the time
of purchase, and standardized returns for Class B shares reflect deduction of
the applicable CDSC imposed on a redemption of shares held for the period. A
Fund's portfolio turnover rate will vary from year to year. A high portfolio
turnover rate involves correspondingly higher transaction costs in the form of
broker commissions and dealer spreads and other costs that a Fund will bear
directly.
For the Money Market Fund, yield is the annualization on a 365-day basis of the
Fund's net income over a 7-day period. Effective yield is the annualization, on
a 365-day basis, of the Money Market Fund's net income over a 7-day period with
dividends reinvested. The effective yield will be slightly higher than the yield
because of the compounding effect of this assumed reinvestment.
From time to time, a Fund may advertise rankings. Rankings are calculated by
independent companies that monitor mutual fund performance (e.g., CDA Investment
Technologies, Lipper Analytical Services, Inc., and Morningstar, Inc.) and are
reported periodically in national financial publications such as BARRON'S,
BUSINESS WEEK, FORBES, INVESTOR'S BUSINESS DAILY, MONEY MAGAZINE, and THE WALL
STREET JOURNAL. In addition, non-standardized performance figures may accompany
the standardized figures described above. Non-standardized figures may be
calculated in a variety of ways, including but not necessarily limited to,
different time periods and different initial investment amounts. Each Fund may
also compare its performance to the performance of relevant indices.
Performance information and quoted rankings are indicative only of past
performance and are not intended to represent future investment results. Except
for the Money Market Fund, the yield and share price of each class of a Fund
will fluctuate and your shares, when redeemed, may be worth more or less than
you originally paid for them.
93
<PAGE>
- ----------------------------------------------------
FUND DISTRIBUTIONS AND HOW THEY ARE TAXED
- ----------------------------------------------------
DIVIDENDS AND OTHER DISTRIBUTIONS
The Fixed-Income Funds declare dividends on each business day and pay them on
the last business day of each month; the Equity, Income, and Balanced Funds
declare and pay dividends on the last business day of each calendar quarter; and
the Growth, Northwest, International and Small Company Funds declare and pay
dividends annually. Each Fund declares dividends from net investment income
(which includes accrued dividends and interest, earned discount, and other
income earned on portfolio securities less expenses). Shares of each Fund become
entitled to receive dividends on the next business day after they are purchased
for your account. If you request redemption of all your shares at any time
during a month, you will receive all declared dividends through the date of
redemption, together with the proceeds of the redemption.
Dividends and other distributions paid by a Fund on each class of its shares are
calculated at the same time in the same manner. However, except for the Money
Market Fund, because of the higher Rule 12b-1 service and distribution fees
associated with Class B shares, the dividends paid by a Fund on its Class B
shares will be lower than those paid on its Class A shares.
Your dividends and other distributions are reinvested in additional shares of
the distributing Fund at net asset value per share, generally determined as of
the close of business on the ex-distribution date, unless you elect in writing
to receive dividends and/or other distributions in cash and that election is
provided to SAFECO Services at the address on the Prospectus cover. The election
remains in effect until revoked by written notice to SAFECO Services. For
retirement accounts, all dividends and other distributions declared by a Fund
must be invested in additional shares of that Fund.
States generally treat the pass-through of interest earned on U.S. Treasury
securities and other direct obligations of the U.S. Government as tax-free
income in the calculation of their state income tax. This treatment may be
dependent upon the maintenance of certain percentages of fund ownership in these
securities. The Intermediate Treasury Fund will invest primarily in these
securities while the other Funds may occasionally invest a portion of their
portfolios in these securities.
Please remember that if you purchase shares shortly before a Fund pays a taxable
dividend or other distribution, you will pay the full price for the shares, then
receive part of the price back as a taxable distribution.
94
<PAGE>
TAXES
Each Fund intends to continue to qualify for treatment as a regulated investment
company under Subchapter M of the Internal Revenue Code of 1986, as amended. By
so qualifying, a Fund will not be subject to federal income taxes to the extent
it distributes its net investment income and realized capital gains to its
shareholders. Each Fund will inform you as to the amount and nature of dividends
and other distributions to your account. Dividends and other distributions
declared in December, but received by shareholders in January, are taxable to
shareholders in the year in which declared.
When you sell (redeem) shares, it may result in a taxable gain or loss. This
depends upon whether you receive more or less than your adjusted basis for the
shares (which normally takes into account any initial sales charge paid on Class
A shares). An exchange of any Fund's shares for shares of another Fund generally
will have similar tax consequences.
Special rules apply when you dispose of Class A shares of a Fund (except the
Money Market Fund) through a redemption or exchange within 60 days after your
purchase thereof and subsequently reacquire Class A shares of the same Fund or
acquire Class A shares of another Fund without paying a sales charge due to the
exchange privilege or reinstatement privilege. See "How to Purchase Shares -
Reinstatement Privilege" on page 51 and "How to Exchange Shares from One Fund to
Another" on page 55 for more information. In these cases, any gain on the
disposition of the original Class A shares will be increased, or any loss
decreased, by the amount of the sales charge paid when you acquired those
shares, and that amount will increase the basis of the shares subsequently
acquired. In addition, if you purchase shares of a Fund (whether pursuant to the
reinstatement privilege or otherwise) within thirty days before or after
redeeming other shares of that Fund (regardless of class) at a loss, all or part
of that loss will not be deductible and will increase the basis of the newly
purchased shares.
SPECIAL CONSIDERATIONS FOR THE TAX-EXEMPT INCOME FUNDS
TAXES
Each Tax-Exempt Income Fund intends to continue to qualify for favorable tax
treatment as a "regulated investment company" under the Internal Revenue Code
("Code") so as to be able to pay dividends that are exempt from federal personal
income taxes. The portion of dividends representing net short-term capital
gains, however, is not exempt and will be treated as taxable dividends for
federal income tax purposes. In addition, income which is derived from
purchasing certain bonds below their issued price after April 30, 1993, will be
treated as ordinary income for federal income tax purposes.
A portion of a Tax-Exempt Income Fund's assets may from time to time be
temporarily invested in fixed-income obligations, the interest on which when
distributed to the Fund's shareholders will be subject to federal income taxes.
95
<PAGE>
As a matter of non-fundamental investment policy, the Tax-Exempt Income Funds
will not purchase so-called "non-essential or private activity" bonds, the
interest on which would constitute a preference item for shareholders in
determining their alternative minimum tax.
The excess of net long-term capital gains realized by a Tax-Exempt Income Fund
over net short-term capital loss on portfolio transactions does not necessarily
result in exemption under other federal, state or local income taxes.
Shareholders of each Tax-Exempt Income Fund should bear in mind that they may be
subject to other taxes.
If a shareholder buys shares of a Tax-Exempt Income Fund and sells them at a
loss within six months, such loss for federal income tax purposes will be
disallowed to the extent of the tax-exempt interest component of dividends
received during such six-month period.
If a shareholder buys shares of a Tax-Exempt Income Fund and sells them at a
loss within six months, to the extent not disallowed in the previous paragraph
and to the extent of any long-term capital gains distributions, the loss will be
treated as a long-term capital loss for federal income tax purposes.
Individuals who receive Social Security benefits must use the amount of income
dividends received from each of the Tax-Exempt Income Funds in determining the
amount of any federal income tax due on such benefits.
Under the Code, the tax effect on individuals of receiving dividends from any of
the Tax-Exempt Income Funds is substantially different from the tax effect on
other types of shareholders.
CALIFORNIA FUND
The California Fund intends to pay dividends that are exempt from California
state personal income taxes. This would not include taxable interest paid on
temporary investments, if any. Generally, the tax treatment of capital gains
under California law is the same as under federal law. Capital gains
distributions paid by the California Fund are treated as long-term capital gains
under California law regardless of how long the shares have been held.
Redemptions and exchanges of the California Fund may result in a capital gain or
loss for California income tax purposes.
Under California law, the dividend income from municipal bonds is tax-exempt to
individual shareholders but its tax treatment for corporate shareholders is
unclear. Therefore, the portion of the California Fund's income dividend
attributable to these obligations and paid by it to corporate shareholders may
be taxable. Corporate shareholders may wish to consult their tax advisers
regarding this issue.
Shares of the California Fund will not be subject to the California property
tax.
96
<PAGE>
WASHINGTON FUND
Currently the State of Washington has no state personal income tax. When and if
Washington State enacts a personal income tax, there can be no assurance that
income from the Washington Fund's portfolio securities which is distributed to
shareholders would be exempt from such a tax.
TAX WITHHOLDING INFORMATION
You will be asked to certify on your account application or on a separate form
that the taxpayer identification number you provide is correct and that you are
not subject to, or are exempt from, backup withholding for previous
underreporting to the Internal Revenue Service.
Retirement plan distributions may be subject to federal income tax withholding.
However, you may elect not to have any distributions withheld by checking the
appropriate box on the Redemption Request form or by instructing SAFECO Services
in writing at the address on the Prospectus cover.
If the International Fund pays nonrefundable taxes to foreign governments during
the year, the taxes will reduce the Fund's dividends but still be included in
your taxable income. However, you may be able to claim an offsetting credit or
deduction on your tax return for your share of foreign taxes paid by the Fund.
The foregoing is only a summary of some of the important federal tax
considerations generally affecting each Fund and its shareholders; see the
Trusts' Statements of Additional Information for a further discussion. There may
be other federal, state or local tax considerations applicable to a particular
investor. You therefore are urged to consult your tax adviser.
- --------------------------------------
TAX-DEFERRED RETIREMENT PLANS
- --------------------------------------
SAFECO Services offers a variety of tax-deferred retirement plans for
individuals, businesses and nonprofit organizations. An account may be
established under one of the following plans which allow you to defer investment
income from federal income tax while you save for retirement. Many of the Funds
(other than the Tax-Exempt Income Funds) may be used as investment vehicles for
these plans.
INDIVIDUAL RETIREMENT ACCOUNTS (IRAS). IRAs are tax-deferred retirement accounts
for anyone under age 70 1/2 with earned income. The maximum annual contribution
generally is $2,000 per person ($4,000 for you and a non-working spouse). Under
97
<PAGE>
certain circumstances your contribution will be deductible for income tax
purposes. An annual custodial fee will be charged for any part of a calendar
year in which you have an IRA investment in a Fund. SIMPLIFIED EMPLOYEE PENSION
IRAS (SEP-IRAS). SEP-IRAs are easily administered retirement plans for small
businesses and self-employed individuals. Annual contributions up to $22,500 may
be made to SEP-IRA accounts; the annual contribution limit is subject to change.
SEP-IRAs have the same investment minimums and custodial fees as regular IRAs.
403(B) PLANS. 403(b) plans are retirement plans for tax-exempt organizations and
school systems to which employers and employees both may contribute. Minimum
investment amounts are negotiable.
401(K) PLANS. 401(k) plans allow employers and employees to make tax-advantaged
contributions to a retirement account. SAFECO Services offers a low-cost
administration package that includes a prototype plan, record keeping, testing
and employee communications. Minimum investment amounts are negotiable.
PROFIT SHARING AND MONEY PURCHASE PENSION PLANS. Each plan allows corporations,
partnerships and self-employed persons to make annual, tax-deductible
contributions to a retirement account for each person covered by the plan. A
plan may be adopted individually or paired with another plan to maximize
contributions. SAFECO Services offers an administration package for these plans.
Minimum investment amounts are negotiable.
For information about the above accounts and plans, please contact your
investment professional, or call 1-800-278-1985. For a description of federal
income tax withholding on distributions from these accounts and plans, see "Fund
Distributions and How They Are Taxed - Tax Withholding Information" on page 65.
- -------------------------
ACCOUNT STATEMENTS
- -------------------------
Periodically, you will receive an account statement indicating your current Fund
holdings and transactions affecting your account. Confirmation statements will
be sent to you after each transaction that affects your account balance. Please
review the information on each confirmation statement for accuracy immediately
upon receipt. If you do not notify us within 30 days of any processing error,
SAFECO Services will consider the transactions listed on the confirmation
statement to be correct.
98
<PAGE>
- --------------------------------------------------------
ACCOUNT CHANGES AND SIGNATURE REQUIREMENTS
- --------------------------------------------------------
Changes to your account registration or the services you have selected must be
in writing and signed by the number of owners specified on your account
application as having authority to make these changes. Send written changes to
the broker-dealer, bank or other financial institution where your account is
maintained. (Changes made to accounts maintained at SAFECO Services should be
sent to the address on the Prospectus cover.) Certain changes to the Automatic
Investment Method and Systematic Withdrawal Plan can be made by telephone
request if you have previously selected single signature authorization for your
account.
You must specify on your account application the number of signatures required
to authorize redemptions and exchanges and to change account registration or the
services selected. Authorizing fewer than all account owners has important
implications. For example, one owner of a joint tenant account can redeem money
without the co-owner's signature. If you do not indicate otherwise on the
application, the signatures of all account owners will be required to effect a
transaction. Your selection of fewer than all account owner signatures may be
revoked by any account owner who writes to SAFECO Services or the financial
institution where your account is maintained.
The broker-dealer, bank or financial institution where your account is
maintained or SAFECO Services may require a signature guarantee for a signature
that cannot be verified by comparison to the signature(s) on your account
application. A signature guarantee may be obtained from most financial
institutions including banks, savings and loans and broker-dealers.
- --------------------------------------------------------------------
DESCRIPTION OF STOCKS, BONDS AND CONVERTIBLE SECURITIES
- --------------------------------------------------------------------
COMMON STOCKS represent equity interest in a corporation. Although common stocks
have a history of long-term growth in value, their prices fluctuate based on
changes in a company's financial condition and overall market and economic
conditions. Smaller companies are especially sensitive to these factors.
PREFERRED STOCKS are equity securities whose owners have a claim on a company's
earnings and assets before holders of common stock, but after debt holders. The
risk characteristics of preferred stocks are similar to those of common stocks,
99
<PAGE>
except that preferred stocks are generally subject to less risk than common
stocks.
BONDS AND OTHER DEBT SECURITIES are used by issuers to borrow money from
investors. The issuer pays the investor a fixed or variable rate of interest,
and must repay the amount borrowed at maturity. The value of bonds and other
debt securities will normally vary inversely with interest rates. In general,
bond prices rise when interest rates fall, and bond prices fall when interest
rates rise. Debt securities have varying degrees of quality and varying levels
of sensitivity to changes in interest rates. Long-term bonds are generally more
sensitive to interest rate changes than short-term bonds.
CONVERTIBLE SECURITIES are debt or preferred stock which are convertible into or
exchangeable for common stock. The value of convertible corporate bonds will
normally vary inversely with interest rates and the value of convertible
corporate bonds and convertible preferred stock will normally vary with the
value of the underlying common stock.
- -------------------------
RATINGS SUPPLEMENT
- -------------------------
Ratings by Moody's and S&P represent their respective opinions as to the
investment quality of the rated obligations. Investors should realize these
ratings do not constitute a guarantee that the principal and interest payable
under these obligations will be paid when due.
DESCRIPTION OF COMMERCIAL PAPER RATINGS
MOODY'S. Issuers rated Prime-1 have a superior ability for repayment of senior
short-term debt obligations. Issuers rated Prime-2 have a strong ability for
repayment of senior short-term debt obligations. Issuers rated Prime-3 have an
acceptable ability for repayment of senior short-term debt obligations.
S&P. Issues rated A-1 are the highest category, indicating that the degree of
safety regarding timely payment is strong. Those issues determined to possess
extremely strong safety characteristics are denoted with a plus sign (+)
designation. Issues designated A-2 have a satisfactory capacity for timely
payment, however, the relative degree of safety is not as high as for issues
designated "A-1." Issues designated as A-3 have an adequate capacity for timely
payment.
DESCRIPTION OF DEBT RATINGS
EXCERPTS FROM MOODY'S DESCRIPTIONS OF ITS RATINGS:
100
<PAGE>
INVESTMENT GRADE:
Aaa -- Bonds which are rated Aaa are judged to be of the best quality. They
carry the smallest degree of investment risk and are generally referred to as
"gilt-edged." Interest payments are protected by a large or by an exceptionally
stable margin and principal is secure. While the various protective elements are
likely to change, such changes as can be visualized are most unlikely to impair
the position of such issues.
Aa -- Bonds which are rated Aa are judged to be of high quality by all
standards. Together with the Aaa group they comprise what are generally known as
high grade bonds. They are rated lower than the best bonds because margins of
protection may not be as large as in Aaa securities or fluctuation of protective
elements may be of greater amplitude or there may be other elements present
which make the long-term risk appear somewhat larger than the Aaa securities.
A -- Bonds which are rated A possess many favorable investment attributes and
are to be considered as upper-medium-grade obligations. Factors giving security
to principal and interest are considered adequate, but elements may be present
which suggest a susceptibility to impairment sometime in the future.
Baa -- Bonds which are rated Baa are considered as medium grade obligations
(I.E., they are neither highly protected nor poorly secured). Interest payments
and principal security appear adequate for the present, but certain protective
elements may be lacking or may be characteristically unreliable over any great
length of time. Such bonds lack outstanding investment characteristics and in
fact have speculative characteristics as well.
BELOW INVESTMENT GRADE:
Ba -- Bonds which are rated Ba are judged to have speculative elements; their
future cannot be considered as well-assured. Often the protection of interest
and principal payments may be very moderate, and thereby not well safeguarded
during both good and bad times over the future. Uncertainty of position
characterizes bonds in this class.
B- - Bonds which are rated B generally lack characteristics of the desirable
investment. Assurance of interest and principal payments or of maintenance of
other terms of the contract over any long period of time may be small.
Caa -- Bonds which are rated Caa have poor standing. Such issues may be in
default or there may be present elements of danger with respect to principal or
interest.
101
<PAGE>
Ca -- Bonds which are rated Ca represent obligations which are speculative in a
high degree. Such issues are often in default or have other marked shortcomings.
C -- Bonds which are rated C are the lowest rated class of bonds, and issues so
rated can be regarded as having extremely poor prospects of ever attaining any
real investment standing.
EXCERPTS FROM S&P'S DESCRIPTIONS OF ITS RATINGS:
INVESTMENT GRADE:
AAA -- Debt which is rated AAA has the highest rating assigned by S&P. Capacity
to pay interest and repay principal is extremely strong.
AA -- Debt which is rated AA has a very strong capacity to pay interest and
repay principal and differs from the higher rated issues only in small degree.
A -- Debt which is rated A has a strong capacity to pay interest and repay
principal, although it is somewhat more susceptible to the adverse effects of
changes in circumstances and economic conditions than debt in higher rated
categories.
BBB -- Debt rated BBB is regarded as having an adequate capacity to pay interest
and repay principal. Whereas it normally exhibits adequate protection
parameters, adverse economic conditions or changing circumstances are more
likely to lead to a weakened capacity to pay interest and repay principal for
debt in this category than in higher rated categories.
BELOW INVESTMENT GRADE:
BB, B, CCC, CC, C -- Debt which is rated BB, B, CCC, CC, or C is predominantly
speculative with respect to capacity to pay interest and repay principal in
accordance with the terms of the obligation. "BB" indicates the lowest degree of
speculation and "C" the highest degree of speculation. While such debt will
likely have some quality and protective characteristics, these are outweighed by
large uncertainties or major risk exposures to adverse conditions.
C1 -- Debt which is rated C1 is reserved for income bonds on which no interest
is being paid.
D -- Debt rated D is in payment default. Interest payment, or principal payments
are not made on the date due even if the applicable grace period has not
expired, unless S&P believes that such payments will be made during such grace
period.
Plus (+) or Minus (-): The ratings from "AA" to "CCC" may be modified by the
addition of a plus or minus sign to show relative standing within the major
rating categories.
102
<PAGE>
- -----------------------------------------------------------------------------
DEBT SECURITIES HOLDINGS
- ------------------------------------------------------------------------------
THE EQUITY FUND DID NOT HOLD ANY CONVERTIBLE DEBT SECURITIES DURING THE FISCAL
YEAR ENDED SEPTEMBER 30, 1996.
INCOME FUND
The weighted average ratings of all debt securities held by the Income Fund,
expressed as a percentage of total investments held during the fiscal year ended
September 30, 1996, were as follows:
<TABLE>
<CAPTION>
<S> <C> <C> <C>
MOODY'S % S&P %
Investment Grade
Aaa 0 AAA 0
Aa 0 AA 0
A 4.3 A 2.5
Baa 2.4 BBB 4.4
BELOW INVESTMENT GRADE
Ba 5.7 BB 4.2
B 3.7 B 3.3
Caa 0 CCC .2
Ca 0 CC 0
C 0 C 0
D 0
Not Rated, but Not Rated, but
determined to determined to
be investment be investment
grade 0 grade 0
103
<PAGE>
Not Rated, but Not Rated, but
determined to determined to
be below be below
investment grade 2.0 investment grade 3.8
</TABLE>
HIGH-YIELD BOND FUND
The weighted average ratings of all fixed-income securities, expressed as a
percentage of total investments held by the High-Yield Bond Fund at the fiscal
year ended September 30, 1996, were as follows:
<TABLE>
<CAPTION>
MOODY'S % S&P %
INVESTMENT GRADE
<S> <C> <C> <C>
Aaa 0 AAA 0
Aa 0 AA 0
A 0 A 0
Baa 1.3 BBB 1.9
BELOW INVESTMENT GRADE
Ba 18.6 BB 29.0
B 68.5 B 58.9
Caa 2.78 CCC 1.4
Ca 0 CC 0
C 0 C 0
D .4
Not Rated, but determined to Not Rated, but determined
be investment grade to be investment grade
1.3 0
Not Rated, but determined to Not Rated, but determined
be below investment grade to be below investment
grade
.48 .8
</TABLE>
104
<PAGE>
SAFECO FAMILY OF FUNDS
STABILITY OF PRINCIPAL
SAFECO Money Market Fund
BOND INCOME
SAFECO Intermediate-Term U.S. Treasury Fund
SAFECO High-Yield Bond Fund
SAFECO Managed Bond Fund
TAX-FREE BOND INCOME
SAFECO Municipal Bond Fund
SAFECO California Tax-Free Income Fund
SAFECO Washington State Municipal Bond Fund
HIGH CURRENT INCOME WITH LONG-TERM GROWTH
SAFECO Income Fund
LONG-TERM GROWTH
SAFECO Growth Fund
SAFECO Equity Fund
SAFECO Northwest Fund
SAFECO International Stock Fund
SAFECO Balanced Fund
SAFECO Small Company Stock Fund
FOR MORE COMPLETE INFORMATION ON ADVISOR CLASS SHARES OF ANY SAFECO MUTUAL FUND,
INCLUDING MANAGEMENT FEES AND EXPENSES, PLEASE CONTACT YOUR INVESTMENT
PROFESSIONAL.
<PAGE>
<TABLE>
<CAPTION>
<S> <C>
TELEPHONE NUMBERS: PROSPECTUS
DEALER SERVICES January 31, 1997
Nationwide: (800) 528-6501
Seattle: (206) 545-6409 SAFECO Growth Fund
SAFECO Equity Fund
LITERATURE ORDER: SAFECO Income Fund
Nationwide: (800) 463-8792 SAFECO Northwest Fund
Seattle: (206) 545-6227 SAFECO International Stock Fund
SAFECO Balanced Fund
SHAREHOLDER SERVICES/TELEPHONE EXCHANGE: SAFECO Small Company Stock Fund
MONDAY THROUGH FRIDAY,
6:00 A.M. TO 5:00 P.M. PACIFIC TIME SAFECO Intermediate-Term
Nationwide: (800) 463-8791 U.S. Treasury Fund
Seattle: (206) 545-6283 SAFECO High-Yield Bond Fund
SAFECO Managed Bond Fund
24-HOUR PRICE AND PERFORMANCE INFORMATION
Nationwide: (800) 463-8794 SAFECO Municipal Bond Fund
Seattle: (206) 545-6295 SAFECO California Tax-Free Income Fund
SAFECO Washington State Municipal
MAILING ADDRESS: Bond Fund
SAFECO MUTUAL FUNDS SAFECO Money Market Fund
Advisor Class Shares Advisor Class A
P.O. Box 34890 Advisor Class B
Seattle, WA 98124-1890
EXPRESS/OVERNIGHT MAIL: No dealer, salesperson or other person has been
SAFECO Mutual Funds authorized to give any information or to make any
Advisor Class Shares representation, other than those contained in this
4333 Brooklyn Avenue N.E. Prospectus, and, if given or made, such other information
Seattle, WA 98105 or representations must not be relied upon as having been
authorized by any Trust, any Fund, or by SAFECO
DISTRIBUTOR: Securities. This Prospectus does not constitute an offer
SAFECO Securities, Inc. to sell or a solicitation of an offer to buy by any
Trust, any Fund, or by SAFECO Securities in any state in
which such offer or solicitation may not lawfully be made.
</TABLE>
<PAGE>
SAFECO TAXABLE BOND TRUST:
SAFECO INTERMEDIATE-TERM U.S. TREASURY FUND
SAFECO HIGH-YIELD BOND FUND
SAFECO MANAGED BOND TRUST:
SAFECO MANAGED BOND FUND
SAFECO TAX-EXEMPT BOND TRUST:
SAFECO MUNICIPAL BOND FUND
SAFECO CALIFORNIA TAX-FREE INCOME FUND
SAFECO WASHINGTON STATE MUNICIPAL BOND FUND
SAFECO MONEY MARKET TRUST:
SAFECO MONEY MARKET FUND
Advisor Class A
Advisor Class B
Statement of Additional Information
This Statement of Additional Information is not a prospectus and should be read
in conjunction with the Prospectus for the funds listed above (each a "Fund"). A
copy of the Prospectus may be obtained by writing SAFECO Mutual Funds, Advisor
Class Shares, P.O. Box 34890, Seattle, Washington 98124-1890, or by calling TOLL
FREE: 1-800-463-8791
The date of the most current Prospectus of the Funds to which this Statement of
Additional Information relates is January 31, 1997.
The date of this Statement of Additional Information is January 31, 1997.
<PAGE>
________________________________________________________________________________
TABLE OF CONTENTS
INVESTMENT POLICIES...........................................................2
INVESTMENT POLICIES OF THE TAXABLE BOND FUNDS.................................3
INVESTMENT POLICIES OF THE MANAGED BOND FUND..................................6
INVESTMENT POLICIES OF THE TAX-EXEMPT FIXED INCOME FUNDS.....................10
INVESTMENT POLICIES OF THE MONEY MARKET FUND ................................15
ADDITIONAL INVESTMENT INFORMATION............................................17
INVESTMENT RISKS OF CONCENTRATION IN CALIFORNIA
AND WASHINGTON ISSUERS..................................................24
PRINCIPAL SHAREHOLDERS OF CERTAIN FUNDS......................................35
ADDITIONAL TAX INFORMATION...................................................35
CONVERSION OF ADVISOR CLASS B SHARES.........................................37
ADDITIONAL INFORMATION ON CALCULATION OF
NET ASSET VALUE PER SHARE....................................................38
ADDITIONAL PERFORMANCE INFORMATION...........................................39
ADDITIONAL INFORMATION ON DIVIDENDS..........................................46
TRUSTEES AND OFFICERS........................................................47
INVESTMENT ADVISORY AND OTHER SERVICES.......................................53
BROKERAGE PRACTICES..........................................................60
REDEMPTION IN KIND...........................................................60
FINANCIAL STATEMENTS.........................................................60
DESCRIPTION OF RATINGS.......................................................62
<PAGE>
INVESTMENT POLICIES
SAFECO Intermediate-Term U.S. Treasury Fund ("Intermediate Treasury Fund")and
SAFECO High-Yield Bond Fund ("High-Yield Bond Fund") are series of the SAFECO
Taxable Bond Trust (collectively the "Taxable Bond Funds"). The SAFECO Managed
Bond Fund ("Managed Bond Fund") is a series of SAFECO Managed Bond Trust
("Managed Bond Trust"); (Taxable Bond Funds and Managed Bond Fund, collectively
the "Taxable Fixed Income Funds").
SAFECO Municipal Bond Fund ("Municipal Bond Fund"), SAFECO California Tax-Free
Income Fund ("California Fund") and SAFECO Washington State Municipal Bond Fund
("Washington Fund") (collectively, the "Tax-Exempt Fixed Income Funds") are
series of SAFECO Tax-Exempt Bond Trust ("Tax-Exempt Bond Trust").
SAFECO Money Market Fund ("Money Market Fund") is a series of SAFECO Money
Market Trust ("Money Market Trust").
The investment policies of each Fund are described in the Prospectus and this
Statement of Additional Information. These policies state the investment
practices that the Funds will follow, in some cases limiting investments to a
certain percentage of assets, as well as those investment activities that are
prohibited. The types of securities that a Fund may purchase are also disclosed
in the Prospectus. Before a Fund purchases a security that the following
policies permit, but that is not currently described in the Prospectus, the
Prospectus will be amended or supplemented to identfy or describe the security.
If a policy's percentage limitation is adhered to immediately after and as a
result of the investment, a later increase or decrease in values, net assets or
other circumstances will not be considered in determining whether a Fund
complies with the applicable limitation (except to the extent the change may
impact a Fund's borrowing limit).
Generally, the entity that has the ultimate responsibility for the payment of
interest and principal on a particular security is deemed to be its issuer for
purposes of the Tax-Exempt Fixed Income Funds' investment policies. The
identification of the issuer of a tax-exempt security for purposes of
diversification depends on the terms and conditions of the security. For
example, when the assets and revenues of an agency, authority, instrumentality
or other political subdivision are separate from those of the government
creating the subdivision and the security is backed only by the assets and
revenues of the subdivision, such subdivision would be deemed to be the sole
issuer for diversification purposes. Similarly, in the case of an industrial
development bond, if that bond is backed only by the assets and revenues of the
non-governmental user, then such non-governmental user would be deemed to be the
sole issuer for purposes of diversification. If, however, in either case, the
creating government or some other entity guarantees a security, such a guarantee
would be considered a separate security which must be valued and included in
each Tax-Exempt Fixed Income Fund's five percent (5%) limitation on investments
in one issuer.
<PAGE>
Each Fund's fundamental policies may not be changed without the approval of a
"majority of its outstanding voting securities," as defined in the Investment
Company Act of 1940, as amended ("1940 Act"). For purposes of such approval, the
vote of a majority of the outstanding voting securities of a Fund means the
vote, at a meeting of the shareholders of such Fund duly called, (i) of 67% or
more of the voting securities present at such meeting if the holders of more
than 50% of the outstanding voting securities are present or represented by
proxy, or (ii) of more than 50% of the outstanding voting securities, whichever
is less.
Non-fundamental policies may be changed without shareholder approval.
INVESTMENT POLICIES OF THE TAXABLE BOND FUNDS
Each Taxable Bond Fund has adopted the following fundamental investment
policies. Each Taxable Bond Fund will not:
Fundamental Investment Policies
1. Purchase the securities of any issuer (except the U.S. Government, its
agencies or instrumentalities) if as a result more than five percent
(5%) of the value of its total assets at the time of purchase would be
invested in the securities of such issuer, except that up to twenty-five
percent (25%) of the value of a Fund's assets (which twenty-five percent
(25%) shall not include securities issued by another investment company)
may be invested without regard to this five percent (5%) limitation;
2. Underwrite any issue of securities, except to the extent that the
purchase of permitted investments directly from the issuer in accordance
with the Fund's investment objective, policies and restrictions and the
subsequent disposition thereof may be deemed to be underwriting or the
later disposition of restricted securities acquired within the limits
imposed on the acquisition of such securities may be deemed to be an
underwriting;
3. Purchase or sell real estate, but this shall not prevent the Fund from
investing in municipal obligations or other permitted investments
secured by real estate or interests therein;
2
<PAGE>
4. Purchase or retain for the Fund's portfolio the securities of any
issuer, if, to the Fund's knowledge, the officers or directors of the
Fund, or its investment adviser, who individually own more than one-half
(1/2) of one percent (1%) of the outstanding securities of such an
issuer, together own more than five percent (5%) of such outstanding
securities;
5. Borrow money, except from a bank or SAFECO Corporation or its affiliates
at an interest rate not greater than that available to the Fund from
commercial banks, for temporary or emergency purposes and not for
investment purposes, and then only in an amount not exceeding twenty
percent (20%) of the value of the Fund's total assets at the time of
such borrowing; Each Fund will not purchase securities if borrowings
equal to or greater than five percent (5%) of the Fund's total assets
are outstanding;
6. Pledge, mortgage or hypothecate its assets, except that to secure
borrowings permitted by subparagraph (5) above, it may pledge securities
having a market value at the time of pledge not exceeding ten percent
(10%) of the cost of the Fund's total assets;
7. Purchase or sell commodities or commodity contracts, other than futures
contracts, or invest in oil, gas or other mineral exploration or
development programs or in arbitrage transactions;
8. Make short sales of securities or purchase securities on margin, except
for margin deposits in connection with futures contracts and such
short-term credits as are necessary for the clearance of transactions;
9. Participate on a joint or a joint-and-several basis in any trading
account in securities, except that the Fund may, for the purpose of
seeking better net results on portfolio transactions or lower brokerage
commission rates, join with other transactions executed by the
investment adviser or the investment adviser's parent company and any
subsidiary thereof;
3
<PAGE>
10. Purchase from or sell portfolio securities to any officer or director,
the Fund's investment adviser, principal underwriter or any affiliates
or subsidiaries thereof; provided, however, that this prohibition shall
not prohibit the Fund from purchasing with the up to $7,000,000 raised
through the sale of up to 700,000 shares of common stock to SAFECO Life
Insurance Company, portfolio securities from subsidiaries of SAFECO
Corporation prior to the effective date of the Fund's initial public
offering;
11. Purchase securities (other than obligations issued or guaranteed by the
United States Government, its agencies or instrumentalities), if as a
result twenty-five percent (25%) or more of the Fund's total assets
would be invested in one industry (governmental issuers of securities
are not considered part of any one industry);
12. Purchase shares of common stock, other than those issued by other
regulated investment companies only, when the acquisition of such common
stocks, rights or other equity interests is consistent with a Fund's
investment objective. Generally, each Fund will only hold such equity
securities as a result of purchases or unit offerings of fixed-income
securities which include such equity securities or in connection with an
actual or proposed conversion or exchange of fixed-income securities;
13. Issue or sell any senior security, except that this restriction shall
not be construed to prohibit the Fund from borrowing funds (i) on a
temporary basis as permitted by Section 18(g) of the 1940 Act or (ii)
from any bank provided, that immediately after such borrowing, there is
an asset coverage of at least three hundred percent (300%) for all such
borrowings and provided, further, that in the event that such asset
coverage shall at any time fall below three hundred percent (300%), the
Fund shall, within three (3) days thereafter (not including Sundays and
holidays), or such longer period as the Securities and Exchange
Commission ("SEC") may prescribe by rules and regulations, reduce the
amount of its borrowings to an extent that the asset coverage of such
borrowings shall be at least three hundred percent (300%). For purposes
of this restriction, the terms "senior security" and "asset coverage"
shall be understood to have the meaning assigned to those terms in
Section 18 of the 1940 Act;
14. Purchase securities of any issuer, if, as a result, more than ten
percent (10%) of any class of securities of such issuer would be owned
by the Fund;
4
<PAGE>
15. With respect to one hundred percent (100%) of the value of its total
assets, purchase more than ten percent (10%) of the outstanding voting
securities of any one issuer (other than U.S. Government securities);
16. Purchase or otherwise acquire securities which are illiquid or subject
to legal or contractual restrictions on resale, if as a result more than
ten percent (10%) of the Fund's total assets would be invested in such
securities; or
17. Make loans, except through the purchase of a portion or all of an issue
of debt or money market securities in accordance with its investment
objective, policies and restrictions, or through investments in
qualified repurchase agreements (provided, however, that the Fund shall
not invest more than ten percent (10%) of its total assets in qualified
repurchase agreements maturing in more than seven (7) days), or through
qualified loan agreements (by making secured loans of its portfolio
securities which amount to not more than five percent (5%) of its total
assets).
Non-Fundamental Investment Policies
In addition to the policies described in the Prospectus, each Taxable Bond Fund
has adopted the following non-fundamental investment policies which may be
changed without shareholder approval:
1. The Fund will not invest more than five percent (5%) of its total assets
in securities of issuers, including their predecessors, which have been
in operation for less than three years.
2. The Fund will not issue long-term debt securities.
3. The Fund will not invest in securities with unlimited liability, i.e.,
securities the holder of which may be assessed for amounts in addition
to the subscription or other price paid for the security.
4. The Fund will not trade in foreign currency, except as may be necessary
to convert the proceeds of the sale of foreign securities in the Fund's
portfolio into U.S. dollars.
5
<PAGE>
5. The Fund may purchase "when-issued" or "delayed-delivery" securities or
purchase or sell securities on a "forward commitment" basis.
6. The Fund will not invest in any security issued by a commercial bank
unless (a) the bank has total assets of at least $1 billion, or the
equivalent in other currencies, or, in the case of a United States bank
which does not have assets of at least $1 billion, the aggregate
investment made in any one such bank is limited to $100,000 and the
principal sum of each investment is insured in full by the Federal
Deposit Insurance Corporation ("FDIC"), (b) in the case of a U.S. bank,
it is a member of the FDIC and (c) in the case of a foreign bank, the
security is, in the opinion of the Fund's investment adviser, of an
investment quality comparable with other debt securities which may be
purchased by the Fund. These limitations do not prohibit investment in
securities issued by foreign branches of U.S. banks, provided the U.S.
banks meet the foregoing requirements.
7. The Fund shall not engage primarily in trading for short-term profits,
but it may from time to time make investments for short-term purposes
when such action is believed to be desirable and consistent with sound
investment policy, and it may dispose of securities whenever its
investment adviser deems advisable without regard to the length of time
they have been held.
8. The Intermediate Treasury Fund may invest up to five percent (5%) of its
total assets in Yankee Sector debt securities and up to five percent
(5%) of its total assets in Eurodollar bonds.
9. The Fund may invest up to five percent (5%) of its total assets in
securities the interest on which, in the opinion of counsel for the
issuer, is exempt from federal income tax.
INVESTMENT POLICIES OF THE MANAGED BOND FUND
Fundamental Investment Policies
The Managed Bond Fund has adopted the following fundamental investment policies.
The Managed Bond Fund will not:
1. Purchase the securities of any issuer (except the U.S. Government, its
agencies or instrumentalities) if as a result more than five percent
(5%) of the value of total assets at the time of purchase would be
invested in the securities of such issuer, except that up to twenty-five
percent (25%) of the value of the Fund's assets (which twenty-five
percent (25%) shall not include securities issued by another investment
company) may be invested without regard to this five percent (5%)
limitation;
6
<PAGE>
2. Purchase the securities of any issuer (other than obligations of or
guaranteed by the U.S. Government, its agencies and instrumentalities)
if, as a result, more than ten percent (10%) of any class of securities
of such issuer will be held by the Fund;
3. With respect to one hundred percent (100%) of the value of its total
assets, purchase more than ten percent (10%) of the outstanding voting
securities of any one issuer (other than U.S. Government securities);
4. Purchase securities, if as a result, twenty-five percent (25%) or more
of the Fund's total assets would be invested in the securities of
issuers having their principal business activities in any one industry.
Securities of foreign banks and foreign branches of U.S. banks are
considered to be one industry. This limitation does not apply to
obligations issued or guaranteed by the U.S. Government, its agencies or
instrumentalities or to certificates of deposit or bankers' acceptances
issued by domestic banks;
5. Purchase securities on margin, except for short-term credits necessary
for the clearance of transactions;
6. Make short sales of securities (sales of securities not presently
owned);
7. Make loans, except through the purchase of a portion or all of an issue
of debt securities in accordance with the Fund's investment objective,
policies and restrictions or through investments in qualified repurchase
agreements;
8. Borrow money, except from a bank or SAFECO Corporation or its affiliates
at an interest rate not greater than that available to the Fund from
commercial banks, for temporary or emergency purposes and not for
investment purposes, and then only in an amount not exceeding twenty
percent (20%) of the value of the Fund's total assets (including
borrowings) less liabilities (other than borrowings) immediately after
such borrowing;
9. Underwrite any issue of securities, except to the extent that the
purchase of permitted investments directly from the issuer in accordance
with the Fund's investment objective, policies and restrictions and the
subsequent disposition thereof may be deemed to be underwriting or the
later disposition of restricted securities acquired within the limits
imposed on the acquisition of such securities may be deemed to be an
underwriting;
7
<PAGE>
10. Purchase or sell real estate or real estate limited partnerships (unless
acquired as a result of the ownership of securities or instruments) but
this shall not prevent the Fund from investing in permitted investments
secured by real estate or interests therein or in real estate investment
trusts;
11. Purchase or sell commodities, commodity contracts or futures contracts;
12. Participate on a joint or joint-and-several basis in any trading account
in securities, except that the Fund may join with other transactions
executed by the investment adviser or the investment adviser's parent
company and any subsidiary thereof, for the purpose of seeking better
net results on portfolio transactions or lower brokerage commission
rates; or
13. Issue or sell any senior security, except as permitted under the 1940
Act.
Non-Fundamental Investment Policies
In addition to the policies described in the Prospectus, the Managed Bond Fund
has adopted the following non-fundamental policies which may be changed without
shareholder approval:
1. The Fund will not issue long-term debt securities.
2. The Fund will not invest in any security for the purpose of acquiring or
exercising control or management of the issuer.
3. The Fund will not invest in oil, gas or other mineral exploration or
development programs or leases.
4. The Fund will not invest in or sell (write) puts, calls, straddles,
spreads or any combinations thereof.
5. The Fund will not invest more than five percent (5%) of its total assets
in securities of issuers (including predecessor companies of the issuer)
having a record of less than three years continuous operation.
8
<PAGE>
6. The Fund will not invest in securities with unlimited liability, i.e.,
securities the holder of which may be assessed for amounts in addition
to the subscription or other price paid for the security.
7. The Fund will not invest more than ten percent (10%) of its total assets
in qualified repurchase agreements and will not invest in qualified
repurchase agreements maturing in more than seven (7) days.
8. The Fund will not purchase the securities of any other investment
company, except by purchase in the open market where no commission or
profit to a broker or dealer results from such purchase other than the
customary broker's commissions, or except as part of a merger,
consolidation or acquisition. The Fund shall not invest more than ten
percent (10%) of its total assets in shares of other investment
companies, invest more than five percent (5%) of its total assets in a
single investment company nor purchase more than three percent (3%) of
the outstanding voting securities of a single investment company.
9. The Fund will not purchase securities if borrowings equal to or greater
than five percent (5%) of the Fund's total assets are outstanding.
10. The Fund will invest at least sixty-five percent (65%) of its total
assets in fixed income obligations.
11. The Fund will invest at least fifty percent (50%) of its total assets in
obligations of or guaranteed by the U.S. Government, its agencies and
instrumentalities.
12. The Fund may invest up to fifty percent (50%) of its total assets in
corporate debt securities or Eurodollar bonds.
13. The Fund may invest up to ten percent (10%) of its total assets in
Yankee Sector debt obligations.
14. The Fund may purchase securities on a when-issued or delayed-delivery
basis or may purchase or sell securities on a forward commitment basis.
15. The Fund may temporarily invest its cash in high quality commercial
paper, certificates of deposit, shares of no-load, open-end money market
funds (subject to the percentage limitations set forth in subparagraph 8
above), repurchase agreements (subject to the limitations set forth in
subparagraph 7 above) or any other short-term instrument the Fund's
investment adviser deems appropriate.
16. The Fund may hold cash as a temporary defensive measure when market
conditions so warrant.
9
<PAGE>
17. The Fund shall not engage primarily in trading for short-term profits,
but it may from time to time make investments for short-term purposes
when such action is believed to be desirable and consistent with sound
investment policy. The Fund may dispose of securities whenever it deems
advisable without regard to the length of time they have been held.
18. The Fund may invest up to five percent (5%) of its total assets in
securities the interest on which, in the opinion of counsel for the
issuer, is exempt from federal income tax.
WHILE THE FUND HAS THE AUTHORITY TO INVEST IN THE FOLLOWING TYPES OF SECURITIES,
IT HAS NO PRESENT INTENTION TO DO SO IN THE COMING YEAR. BEFORE THE FUND
PURCHASES ANY OF THESE SECURITIES, THE PROSPECTUS WILL BE AMENDED BY SUPPLEMENT
TO IDENTIFY OR DESCRIBE THE SECURITY.
19. The Fund may invest up to five percent (5%) of its total assets in
shares of real estate investment trusts.
20. The Fund may purchase securities subject to legal or contractual
restrictions on resale or illiquid securities, if no more than fifteen
percent (15%) of the Fund's total assets would be invested in such
securities.
21. The Fund may purchase foreign securities, provided that such purchase,
at the time thereof, would not cause more than ten percent (10%) of the
total assets of the Fund (taken at market value) to be invested in
foreign securities.
22. The Fund will not buy or sell foreign currency, except as may be
necessary to invest the proceeds of the sale of any foreign securities
held by the Fund in U.S. dollars.
INVESTMENT POLICIES OF THE TAX-EXEMPT FIXED INCOME FUNDS
Fundamental Investment Policies
The Washington Fund has adopted the following fundamental investment policies.
The Washington Fund will not:
1. Purchase the securities of any issuer (except the U.S. Government, its
agencies or instrumentalities) if as a result more than five percent
(5%) of the value of the Fund's total assets would be invested in the
securities of such issuer, except that up to twenty-five percent (25%)
of the value of the Fund's total assets (which twenty-five percent (25%)
shall not include securities issued by another investment company) may
be invested without regard to this five percent (5%) limitation;
10
<PAGE>
2. Underwrite any issue of securities, except to the extent that the
purchase of municipal obligations or other permitted investments
directly from the issuer in accordance with the Fund's investment
objective, policies and restrictions and the later disposition thereof
may be deemed to be underwriting;
3. Purchase or sell real estate, unless acquired as a result of the
ownership of securities or instruments, but this shall not prevent the
Fund from investing in municipal obligations or other permitted
investments secured by real estate or interests therein;
4. Borrow money, except from a bank or affiliates of SAFECO Corporation at
an interest rate not greater than that available to the Fund from
commercial banks, for temporary or emergency purposes and not for
investment purposes, and then only in an amount not exceeding twenty
percent (20%) of its total assets (including borrowings) less
liabilities (other than borrowings) immediately after such borrowing;
5. Make loans, except through the purchase of a portion or all of an issue
of debt securities in accordance with the Fund's investment objective,
policies and restrictions and through investments in qualified
repurchase agreements;
6. Purchase or sell commodities, commodity contracts or futures;
7. Purchase securities, if as a result, twenty-five percent (25%) or more
of the Fund's total assets would be invested in the securities of
issuers having their principal business activities in any one industry
(governmental issuers of special or general tax-exempt securities are
not considered part of any one industry);
8. Issue or sell any senior security, except as permitted under the 1940
Act;
9. Permit twenty-five percent (25%) or more of the Fund's total assets to
be invested in municipal obligations and other permitted investments,
the interest on which is payable from revenues on similar types of
projects. As a matter of operating policy, similar types of projects may
include sports, convention or trade show facilities; airports or mass
transportation; sewage or solid waste disposal facilities; or air or
water pollution control projects; or
10. During normal market conditions, invest less than eighty percent (80%)
of the Fund's net assets in obligations the interest on which, in the
opinion of counsel for the issuer of the obligation, is exempt from
federal income tax.
11
<PAGE>
The Municipal Bond and California Funds have adopted the following fundamental
investment policies. The Funds will not:
1. Purchase the securities of any issuer (except the U.S. Government, its
agencies or instrumentalities), if as a result more than five percent
(5%) of the value of a Fund's total assets would be invested in the
securities of such issuer, except that up to twenty-five percent (25%)
of the value of a Fund's assets (which twenty-five percent (25%) shall
not include securities issued by another investment company) may be
invested without regard to this five percent (5%) limitation;
2. Underwrite any issue of securities, except to the extent that the
purchase of municipal obligations or other permitted investments
directly from the issuer in accordance with a Fund's investment
objective, policies and restrictions and the subsequent disposition
thereof may be deemed to be underwriting;
3. Purchase or sell real estate or real estate limited partnerships, but
this shall not prevent a Fund from investing in municipal obligations or
other permitted investments secured by real estate or interests therein;
4. Purchase or retain for a Fund's portfolio the securities of any issuer
if, to the Fund's knowledge, the officers or directors of the Fund, or
its investment adviser, who individually own more than one-half (1/2) of
one percent (1%) of the outstanding securities of such an issuer,
together own more than five percent (5%) of such outstanding securities;
5. Participate on a joint or a joint-and-several basis in any trading
account in securities, except that a Fund may, for the purpose of
seeking better net results on portfolio transactions or lower brokerage
commission rates, join with other transactions executed by the
investment adviser or the investment adviser's parent company and any
subsidiary thereof;
6. Purchase from, or sell portfolio securities to, any officer or director,
the Fund's investment adviser, principal underwriter or any affiliates
or subsidiaries thereof;
12
<PAGE>
7. Borrow money, except from a bank or affiliates of SAFECO Corporation at
an interest rate not greater than that available to a Fund from
commercial banks, for temporary or emergency purposes and not for
investment purposes and then only in an amount not exceeding twenty
percent (20%) of its total assets (including borrowings) less
liabilities (other than borrowings) immediately after such borrowing;
8. Pledge, mortgage or hypothecate its assets, except that, to secure
borrowings permitted by subparagraph 7 above, a Fund may pledge
securities having a market value at the time of pledge not exceeding ten
percent (10%) of the cost of a Fund's total assets;
9. Make loans, except through the purchase of a portion or all of an issue
of debt securities in accordance with a Fund's investment objective,
policies and restrictions and through investments in qualified
repurchase agreements (provided, however, that a Fund will not invest
more than ten percent (10%) of its total assets in qualified repurchase
agreements maturing in more than seven (7) days);
10. Purchase or sell commodities, commodity contracts or futures or invest
in oil, gas or other mineral exploration or development programs or
leases;
11. Make short sales of securities or purchase securities on margin, except
for such short-term credits as are necessary for the clearance of
transactions, or purchase or sell any put or call options or
combinations thereof;
12. Knowingly purchase or otherwise acquire any securities that are subject
to legal or contractual restrictions on resale or for which there is no
readily available market;
13. Purchase securities (other than obligations issued or guaranteed by the
U.S. Government, its agencies or instrumentalities), if as a result,
more than twenty-five percent (25%) of a Fund's total assets would be
invested in one industry (governmental issuers of special or general
tax-exempt securities are not considered part of any one industry);
14. Purchase an industrial development bond, if as a result of such
purchase, more than five percent (5%) of a Fund's total assets would be
invested in industrial revenue bonds where the payment of principal and
interest is the responsibility of a company with less than three years'
operating history;
13
<PAGE>
15. Issue or sell any senior security, except that this restriction shall
not be construed to prohibit a Fund from borrowing funds (i) on a
temporary basis as permitted by Section 18(g) of the 1940 Act, or (ii)
from any bank provided, that immediately after such borrowing, there is
an "asset coverage" of at least three hundred percent (300%) for all
such borrowings and provided, further, that in the event that such
"asset coverage" shall at any time fall below three hundred percent
(300%), the Fund shall, within three (3) days thereafter (not including
Sundays and holidays) or such longer period as the SEC may prescribe by
rules and regulations, reduce the amount of its borrowings to an extent
that the asset coverage of such borrowings shall be at least three
hundred percent (300%) (for purposes of this restriction, the terms
"senior security" and "asset coverage" shall be understood to have the
meanings assigned to those terms in Section 18 of the 1940 Act);
16. Permit more than twenty percent (20%) of a Fund's net assets to be
invested, during normal market conditions, in securities the interest on
which is not, in its investment adviser's opinion, exempt from federal
income tax, as long as the Fund has its investment objective to provide
as high a level of current interest income exempt from federal income
tax as is consistent with the relative stability of capital. As a matter
of operating policy, the Funds' investment adviser may base its opinion
on the opinion of counsel for the issuer of the security;
17. Permit twenty-five percent (25%) or more of a Fund's total assets to be
invested in municipal obligations and other permitted investments, the
interest on which is payable from revenues on similar types of projects
such as sports, convention or trade show facilities; airports or mass
transportation; sewage or solid waste disposal facilities or air or
water pollution control projects;
18. Municipal Bond Fund Only: Permit twenty-five percent (25%) or more of
the Fund's total assets to be invested in securities whose issuers are
located in the same state; or
19. During normal market conditions, invest less than eighty percent (80%)
of a Fund's net assets in obligations the interest on which, in the
opinion of counsel for the issuer, is exempt from federal income tax
(and, in the case of the California Fund, also from California state
personal income tax).
Non-Fundamental Investment Policies
In addition to the policies described in the Prospectus, the Washington,
Municipal Bond and California Funds have adopted the following non-fundamental
policies which may be changed without shareholder approval:
14
<PAGE>
1. Each Fund may invest in any of the following types of short-term,
tax-exempt obligations: municipal notes of issuers rated, at the time of
purchase, within one of the three highest grades assigned by Moody's
Investors Service, Inc. ("Moody's"), Standard & Poor's Ratings Services,
a division of The McGraw-Hill Companies ("S&P") or Fitch Investors
Services, Inc. ("Fitch"); unrated municipal notes offered by issuers
having outstanding municipal bonds rated within one of the three highest
grades assigned by Moody's, S&P or Fitch; notes issued by or on behalf
of municipal issuers which are guaranteed by the U.S. Government;
tax-exempt commercial paper assigned one of the two highest grades by
Moody's, S&P or Fitch; certificates of deposit issued by banks with
assets of $1,000,000,000 or more and municipal obligations which have a
maturity of one year or less from the date of purchase. The Funds do not
currently intend to rely on Fitch Ratings.
2. Each Fund may invest in obligations of the U.S. Government, its agencies
or instrumentalities or in qualified repurchase agreements, the net
interest on which is taxable.
3. Each Fund may invest in municipal notes including tax anticipation,
revenue anticipation and bond anticipation notes and tax-exempt
commercial paper.
4. Each Fund may invest in repurchase agreements for a period longer than
seven days.
5. Each Fund may permit twenty-five percent (25%) or more of its assets to
be invested in industrial development bonds.
6. Each Fund may purchase or sell securities on a "when-issued" or
"delayed-delivery" basis.
15
<PAGE>
In addition, the Washington Fund has adopted the following non-fundamental
policies. The Washington Fund:
1. May not make short sales of securities.
2. May not purchase securities on margin, except that a Fund may obtain
such short-term credits as are necessary for the clearance of
transactions.
3. May not purchase or sell any put or call options or combinations
thereof.
4. May not purchase any security, if as a result, more than fifteen percent
(15%) of its net assets would be invested in illiquid securities.
5. May not invest in oil, gas or other mineral exploration or development
programs or leases.
6. May not invest in real estate limited partnerships.
7. Will not purchase securities if borrowings equal to or greater than five
percent (5%) of its total assets are outstanding.
INVESTMENT POLICIES OF THE MONEY MARKET FUND
Fundamental Investment Policies
The Money Market Fund has adopted the following fundamental policies. The Money
Market Fund will not:
1. Purchase securities of any issuer, other than obligations of, or
guaranteed by, the U.S. Government, its agencies or instrumentalities,
if, as a result, more than five percent (5%) of the value of the Fund's
assets would be invested in securities of such issuer;
2. Purchase more than ten percent (10%) of any class of securities of any
issuer. All issues of debt securities of any issuer are considered as
one class;
3. Concentrate more than twenty-five percent (25%) of the value of its
total assets in any one industry including securities issued by foreign
banks and foreign branches of U.S. banks; provided, however, that this
limitation does not apply to obligations issued or guaranteed by the
U.S. Government, or its agencies or instrumentalities, or to
certificates of deposit or bankers' acceptances issued by domestic
banks;
4. Invest more than five percent (5%) of the Fund's total assets in
securities of issuers that with their predecessors have a record of less
than three years' continuous operation; 5. Invest more than five percent
(5%) of the Fund's total assets in securities restricted as to
disposition under the federal securities laws;
16
<PAGE>
6. Invest more than ten percent (10%) of the Fund's total assets in time
deposits, repurchase agreements maturing in more than seven days and
other non-negotiable instruments;
7. Enter into repurchase agreements if, as a result thereof, more than ten
percent (10%) of the Fund's total assets valued at the time of the
transaction would be subject to repurchase agreements maturing in more
than seven days;
8. Make loans to others, except through the purchase of publicly
distributed debt obligations or repurchase agreements;
9. Borrow money, except from a bank or affiliates of SAFECO Corporation at
an interest rate not greater than that available to the Fund from
commercial banks, for temporary or emergency purposes and not for
investment purposes, and then only in an amount not exceeding twenty
percent (20%) of its total assets (including borrowings) less
liabilities (other than borrowings) immediately after such borrowing.
The Fund will not purchase securities if borrowings in excess of five
percent (5%) of the Fund's total assets are outstanding;
10. Make short sales of securities or purchase securities on margin, except
for such short-term credits as are necessary for the clearance of
transactions, or purchase or sell any put or call options or
combinations thereof;
11. Pledge, mortgage or hypothecate, or in any other manner transfer as
security for indebtedness any security owned by the Fund, except as may
be necessary in connection with permissible borrowings mentioned in
paragraph 9 above, and then such pledging, mortgaging or hypothecating
may not exceed fifteen percent (15%) of the Fund's total assets, taken
at cost; provided, however, that as a matter of operating policy the
Fund will limit any such pledging, mortgaging or hypothecating to ten
percent (10%) of its net assets, taken at market, in order to comply
with certain state investment restrictions;
12. Purchase or retain securities of any issuer if any of the officers or
directors of the Fund or its investment adviser owns beneficially more
than one-half (1/2) of one percent (1%) of the securities of such issuer
and together own more than five percent (5%) of the securities of such
issuer;
13. Invest in commodities or commodity futures contracts or in real estate,
although the Fund may invest in securities which are secured by real
estate and securities of issuers that invest or deal in real estate;
14. Invest in interests in oil, gas or other mineral exploration or
development programs, although it may invest in securities of issuers
that invest in or sponsor such programs;
15. Purchase securities of other investment companies;
17
<PAGE>
16. Underwrite securities issued by others except to the extent the Fund may
be deemed to be an underwriter, under the federal securities laws, in
connection with the disposition of portfolio securities; or
17. Issue or sell any senior security, except that this restriction shall
not be construed to prohibit the Fund from borrowing funds (i) on a
temporary basis as permitted by Section 18(g) of the 1940 Act, or (ii)
from any bank provided, that immediately after such borrowing, there is
an asset coverage of at least three hundred percent (300%) for all such
borrowings and provided, further, that in the event that such asset
coverage shall at any time fall below three hundred percent (300%), the
Fund shall, within three (3) days thereafter (not including Sundays and
holidays), or such longer period as the SEC may prescribe by rules and
regulations, reduce the amount of its borrowings to an extent that the
asset coverage of such borrowings shall be at least three hundred
percent (300%) (for purposes of this restriction, the terms "senior
security" and "asset coverage" shall be understood to have the meaning
assigned to those terms in Section 18 of the 1940 Act).
Non-Fundamental Investment Policies
In addition to the policies described in the Prospectus, the Money Market Fund
has adopted the following non-fundamental policies which may be changed without
shareholder approval:
1. The Fund will not invest in securities with unlimited liability; i.e.,
securities the holder of which may be assessed for amounts in addition
to the subscription or other price paid for the security.
2. The Fund will not buy or sell foreign currency, except as may be
necessary to convert the proceeds of the sale of foreign securities in
the Fund's portfolio into U.S. dollars.
3. The Fund may invest up to five percent (5%) of its total assets in
restricted securities eligible for resale under Rule 144A ("Rule 144A
securities") or Section 4(2) of the Securities Act of 1933 ("Section
4(2) securities"), provided that SAFECO Asset Management Company
("SAM"), the Fund's investment adviser, has determined that such
securities are liquid under guidelines adopted by the Money Market
Trust's Board of Trustees.
ADDITIONAL INVESTMENT INFORMATION
Taxable Bond Funds
The Taxable Bond Funds may make the following investments, among others,
although the Funds may not buy all of the types of securities that are
described.
1. Restricted Securities and Rule 144A Securities. Restricted securities
are securities that may be sold only in a public offering with respect
to which a registration statement is in effect under the 1933 Act or, if
they are unregistered, pursuant to an exemption from registration. In
18
<PAGE>
recognition of the increased size and liquidity of the institutional
markets for unregistered securities and the importance of institutional
investors in the formation of capital, the Securities and Exchange
Commission ("SEC") has adopted Rule 144A under the 1933 Act, which is
designed to further facilitate efficient trading among institutional
investors by permitting the sale of Rule 144A securities to qualified
institutional buyers without registration under the 1933 Act. To the
extent privately placed securities held by a Fund qualify under Rule
144A and an institutional market develops for those securities, the Fund
likely will be able to dispose of the securities without registering
them under the 1933 Act. SAM, acting under guidelines established by the
Taxable Bond Trust's Board of Trustees, may determine that certain
securities qualified for trading under Rule 144A are liquid.
Where registration is required, a Fund may be obligated to pay all or
part of the registration expenses, and a considerable period may elapse
between the decision to sell and the time the Fund may be permitted to
sell a security under an effective registration statement. If, during
such a period, adverse market conditions were to develop, the Fund might
obtain a less favorable price than prevailed when it decided to sell. To
the extent privately placed securities are illiquid, purchases thereof
will be subject to any limitations on investments in illiquid
securities. Restricted securities for which no market exists are priced
at fair value as determined in accordance with procedures approved and
periodically reviewed by the Taxable Bond Trust's Board of Trustees.
2. Repurchase Agreements. Repurchase agreements are transactions in which a
Fund purchases securities from a bank or recognized securities dealer
and simultaneously commits to resell the securities to the bank or
dealer at an agreed upon date and price reflecting a market rate of
interest unrelated to the coupon rate or maturity of the purchased
securities. A Fund maintains custody of the underlying securities prior
to their repurchase; thus, the obligation of the bank or dealer to pay
the repurchase price on the date agreed to is, in effect, secured by
such securities. If the value of these securities is less than the
repurchase price, plus any agreed-upon additional amount, the other
party to the agreement must provide additional collateral so that at all
times the collateral is at least equal to the repurchase price, plus any
agreed-upon additional amount. Each Fund intends to enter into
repurchase agreements only with banks and dealers in transactions
believed by SAM to present minimum credit risks in accordance with
guidelines established by the Taxable Bond Trust's Board of Trustees.
SAM will review and monitor the creditworthiness of those institutions
under the general supervision of the Board of Trustees.
3. When-Issued or Delayed-Delivery Securities. Under this procedure, a Fund
agrees to acquire securities (whose terms and conditions, including
price, have been fixed by the issuer) that are to be issued and
delivered against payment in the future. Delivery of securities so sold
normally takes place 30 to 45 days (settlement date) after the date of
the commitment. No interest is earned by a Fund prior to the settlement
date. The value of securities sold on a when-issued or delayed-delivery
basis may fluctuate before the settlement date and a Fund bears the risk
of such fluctuation from the date of purchase. A Fund may dispose of its
interest in those securities before delivery.
19
<PAGE>
A Fund will commit to purchase such securities only with the intent of
actually acquiring the securities when issued. Assets which are
short-term, high-quality obligations will be earmarked in anticipation
of making payments for securities purchased on a when-issued basis.
4. Yankee Debt Securities and Eurodollar Bonds. Yankee debt securities are
securities issued in the U.S. by foreign issuers. These bonds involve
investment risks that are different from those of domestic issuers. Such
risks may include nationalization of the issuer, confiscatory taxation
by the foreign government, establishment of controls by the foreign
government that would inhibit the ability of the issuer to make
principal and interest payments to a Fund, lack of comparable publicly
available information concerning foreign issuers, lack of comparable
accounting and auditing practices in foreign countries and finally,
difficulty in enforcing claims against foreign issuers in the event of
default.
SAM will make every effort to analyze potential investments in foreign
issuers on the same basis as the rating services analyze domestic
issuers. Because public information is not always comparable to that
available on domestic issuers, this may not be possible. Therefore,
while SAM will make every effort to select investment in foreign
securities on the same basis relative to quality and risk as its
investments in domestic securities, that may not always be possible.
Eurodollar bonds are denominated in U.S. dollars. A Fund will purchase
Eurodollar bonds through U.S. securities dealers and hold such bonds in
the U.S. The delivery of Eurodollar bonds to a Fund's custodian in the
U.S. may cause slight delays in settlement which are not anticipated to
affect any Fund in any material, adverse manner. Eurodollar bonds issued
by foreign issuers are subject to the same risks as Yankee sector bonds.
5. Municipal Securities. Municipal securities include obligations issued by
or on behalf of the states, territories and possessions of the United
States and the District of Columbia and their political subdivisions,
agencies, instrumentalities or authorities, the interest on which, in
the opinion of counsel to the issuer, is exempt from federal income tax.
Generally, when market interest rates rise, the price of municipal
securities will fall, and when market interest rates fall, the price of
these securities will rise. There is also a risk that the issuer of a
municipal security will fail to make timely payments of principal and
interest to the Fund.
6. Illiquid Securities. Illiquid securities are securities that cannot be
sold within seven days in the ordinary course of business for
approximately the amount at which they are valued. Due to the absence of
an active trading market, a Fund may experience difficulty in valuing or
disposing of illiquid securities. SAM determines the liquidity of the
securities under guidelines adopted by the Taxable Bond Trust's Board of
Trustees.
20
<PAGE>
Managed Bond Fund
The Managed Bond Fund may make the following investments, among others, although
it may not buy all of the types of securities that are described.
1. Repurchase Agreements. See the description of such securities under
"Additional Investment Information--Taxable Bond Funds" beginning on
page 17.
2. When-Issued or Delayed-Delivery Securities. See the description of such
securities under "Additional Investment Information--Taxable Bond Funds"
beginning on page 17.
3. Yankee Debt Securities and Eurodollar Bonds. See the description of such
securities under "Additional Investment Information--Taxable Bond Funds"
on page 17.
4. Municipal Securities. See the description of such securities under
"Additional Investment Information--Taxable Bond Funds" beginning on
page 17.
5. Asset-backed Securities. Asset-backed securities represent interests in,
or are secured by and payable from, pools of assets such as consumer
loans, automobile receivable securities, credit card receivable
securities, and installment loan contracts. The assets underlying the
securities are securitized through the use of trusts and special purpose
corporations. These securities may be supported by credit enhancements
such as letters of credit. Payment of interest and principal ultimately
depends upon borrowers paying the underlying loans. Repossessed
collateral may be unavailable or inadequate to support payments on
defaulted asset-backed securities. In addition, asset-backed securities
are subject to prepayment risks which may reduce the overall return of
the investment.
Automobile receivable securities represent undivided fractional
interests in a trust whose assets consist of a pool of automobile retail
installment sales contracts and security interests in vehicles securing
the contracts. Payments of principal and interest on the certificates
issued by the automobile receivable trust are passed through
periodically to certificate holders and are generally guaranteed up to
specified amounts by a letter of credit issued by a financial
institution. Certificate holders may experience delays in payments or
losses if the full amounts due on the underlying installment sales
contracts are not realized by the trust because of factors such as
unanticipated legal or administrative costs of enforcing the contracts,
or depreciation, damage or loss of the vehicles securing the contracts.
Credit card receivable securities are backed by receivables from
revolving credit card accounts. Certificates issued by credit card
receivable trusts generally are pass-through securities. Competitive and
general economic factors and an accelerated cardholder payment rate can
adversely affect the rate at which new receivables are credited to an
account, potentially shortening the expected weighted average life of
the credit card receivable security and reducing its yield. Credit card
accounts are unsecured obligations of the cardholder.
21
<PAGE>
6. Zero Coupon Bonds. Zero coupon bonds do not make interest payments;
instead they are sold at a deep discount from their face value and are
redeemed at face value when they mature. Because zero coupon bonds do
not pay current income, their prices can be very volatile when interest
rates change. In calculating its dividends, the Managed Bond Fund takes
into account as income a portion of the difference between a zero coupon
bond's purchase price and its face value.
The Federal Reserve Bank creates STRIPS (Separate Trading of Registered
Interest and Principal of Securities) by separating the interest and
principal components of an outstanding U.S. Treasury bond and selling
them as individual securities.
Tax-Exempt Fixed Income Funds
The Tax-Exempt Fixed Income Funds may make the following investments, among
others, although they may not buy all of the types of securities that are
described.
1. Repurchase Agreements. See the description of such securities under
"Additional Investment Information--Taxable Bond Funds" beginning on
page 17.
2. When-Issued or Delayed-Delivery Securities. See the description of such
securities under "Additional Investment Information--Taxable Bond Funds"
beginning on page 17.
3. Illiquid Securities. See the description of such securities under
"Additional Investment Information--Taxable Bond Funds" beginning on
page 17.
Money Market Fund
The Money Market Fund may make the following investments, among others, although
it may not buy all of the types of securities that are described.
1. Quality and Maturity. Pursuant to procedures adopted by the Money Market
Trust's Board of Trustees, the Fund may purchase only high-quality
securities that SAM believes present minimal credit risks. To be
considered high quality, a security must be rated, or the issuer must
have received a rating for a comparable short-term security, in
accordance with applicable rules in one of the two highest categories
for short-term securities by at least two nationally recognized rating
services (or by one, if only one rating service has rated the security);
or, if unrated, judged to be of equivalent quality by SAM.
22
<PAGE>
High-quality securities are divided into "first tier" and "second tier"
securities. First tier securities are those deemed to be in the highest
rating category (e.g., A-1 by S&P) and second tier securities are those
deemed to be in the second highest rating category (e.g., A-2 by S&P).
The Fund may not invest more than five percent (5%) of its total assets
in second tier securities. In addition, the Fund may not invest more
than one percent (1%) of its total assets or $1 million (whichever is
greater) in the second tier securities of a single issuer.
The Fund currently intends to limit its investments to securities with
remaining maturities of 397 days or less, and to maintain a
dollar-weighted average maturity of 90 days or less. When determining
the maturity of a security, the Fund may look to an interest rate reset
or demand feature.
A security is considered to be rated if either the security itself is
assigned a rating or the issuer is assigned a rating for comparable
short-term debt obligations. Alternatively, a security (whether or not
rated) with an unconditional demand feature (as defined in Rule 2a-7
under the 1940 Act) may be considered to be rated if the demand feature
or its issuer has been assigned a rating. See "Description of Ratings"
beginning on page 63 for further explanation of rating categories.
2. Restricted Securities and Rule 144A Securities. See the description of
such securities under "Additional Investment Information--Taxable Bond
Funds" beginning on page 17.
3. Variable and Floating Rate Instruments. Certain municipal obligations
may carry variable or floating rates of interest. Variable rate
instruments bear interest at rates that are readjusted at periodic
intervals so as to cause the instruments' market value to approximate
their par value. Floating rate instruments bear interest at rates which
vary automatically with changes in specified market rates or indices,
such as the bank prime rate. The Fund's right to obtain payment at par
on a demand instrument upon demand could be affected by events occurring
between the date the Fund elects to redeem the instrument and the date
redemption proceeds are due which affect the ability of the issuer to
pay the instrument at par value.
4. Term Put Bonds. Term put bonds are variable rate obligations which have
a maturity in excess of one year with the option to put back (sell back)
the bonds on a specified put date. On the put date, the interest rate of
the bond is reset according to current market conditions and accrues at
the reset rate until the next put date. The Fund may also hold mandatory
put bonds. Mandatory put bonds require the holder to take certain action
to retain the bonds. Put bonds are generally credit-enhanced by
collateral, guaranteed investment contracts, surety bonds, a letter of
credit or insurance which guarantees the payment of principal and
interest.
5. Illiquid Securities. See the description of such securities under
"Additional Investment Information--Taxable Bond Funds" beginning on
page 17.
23
<PAGE>
6. Foreign Issuers. Obligations of foreign issuers involve certain
additional risks. These risks may include future unfavorable political
and economic developments, withholding taxes, seizures of foreign
deposits, currency controls, interest limitations, or other governmental
restrictions that might affect payment of principal or interest.
Additionally, there may be less public information available about
foreign banks and their branches. Foreign issuers may be subject to less
governmental regulation and supervision than U.S. issuers. Foreign
issuers also generally are not bound by uniform accounting, auditing and
financial reporting requirements comparable to those applicable to U.S.
issuers.
7. Securities Issued by Banks and Other Issuers. Investments may be made in
U.S. dollar-denominated time deposits, certificates of deposit, and
bankers' acceptances of U.S. banks and their branches located outside of
the United States, U.S. branches and agencies of foreign banks and
foreign branches of foreign banks. The Fund may also invest in U.S.
dollar-denominated securities issued or guaranteed by other U.S. or
foreign issuers, including U.S. and foreign corporations or other
business organizations, foreign governments, foreign government agencies
or instrumentalities and U.S. and foreign financial institutions,
including savings and loan institutions, insurance companies and
mortgage bankers, as well as banks.
The obligations of foreign branches of U.S. banks may be general
obligations of the parent bank in addition to the issuing branch, or may
be limited by the terms of a specific obligation and by governmental
regulation. Payment of interest and principal on these obligations may
also be affected by governmental action in the country of domicile of
the branch (generally referred to as sovereign risk). In addition,
evidence of ownership of portfolio securities may be held outside of the
U.S. and the Fund may be subject to the risks associated with the
holding of such property overseas. Various provisions of federal law
governing the establishment and operation of U.S. branches do not apply
to foreign branches of U.S. banks.
Obligations of U.S. branches and agencies of foreign banks may be
general obligations of the parent bank in addition to the issuing
branch, or may be limited by the terms of a specific obligation and by
federal and state regulation, as well as by governmental action in the
country in which the foreign bank has its head office.
INVESTMENT RISKS OF CONCENTRATION IN CALIFORNIA AND WASHINGTON ISSUERS
CALIFORNIA FUND
The following is a condensed and general description of the judicial,
legislative and electoral proceedings affecting the taxing ability and fiscal
condition of the State of California and its various political subdivisions
which have occurred since June 1978. All of these proceedings affect the
continuing ability of California political subdivisions to meet their debt
service obligations. Since during normal market conditions the Fund plans to
invest at least 80% of its net assets in bonds issued by California and its
political subdivisions, the investment risk of such concentration should be
carefully considered. The description below summarizes discussions contained in
official statements relating to various types of bonds issued by the State of
California and its political subdivisions. A more detailed description can be
found in such official statements. The California Fund has not independently
verified any of the information presented in this section.
24
<PAGE>
The taxing powers of California public agencies are limited by Article XIII A of
the State Constitution, added by an initiative amendment approved by voters on
June 6, 1978, and commonly known as Proposition 13. Article XIII A limits the
maximum ad valorem tax on real property to one percent of "full cash value"
which is defined as "the County Assessor's valuation of real property as shown
on the fiscal year 1975-76 tax bill under 'full cash value' or, thereafter, the
appraised value of real property when purchased, newly constructed, or a change
in ownership has occurred after the 1975 assessment." The full cash value may be
adjusted annually to reflect inflation at a rate not to exceed two percent per
year, or reduction in the consumer price index or comparable local data, or
declining property value caused by damage, destruction, or other factors.
The tax rate limitation referred to above does not apply to ad valorem taxes to
pay the interest and redemption charges on any indebtedness approved by the
voters before July 1, 1978 or any bonded indebtedness for the acquisition or
improvement of real property approved by two-thirds of the votes cast by the
voters voting on the proposition. Article XIII A also requires a two-thirds vote
of the electors prior to the imposition of any special taxes and totally
precludes the imposition of any new ad valorem taxes on real property or sales
or transaction taxes on the sales of real property. The validity of Article XIII
A has been upheld by both the California Supreme Court and the United States
Supreme Court.
Legislation adopted in 1979 exempts business inventories from taxation. However,
the same legislation provides a formula for reimbursement by California to
cities and counties, special districts and school districts for the amount of
tax revenues lost by reason of such exemption or adjusted for changes in the
population and the cost of living. Legislation adopted in 1980 provides for
state reimbursements to redevelopment agencies to replace revenues lost due to
the exemption of business inventories from taxation. Such legislation provides
for restoration of business inventory tax revenues through the annual addition
of artificial assessed value, not actually existing in a project area, to the
tax rolls of redevelopment projects. These reimbursements are adjusted for
changes in the population and the cost of living. All such reimbursements are
subject to change or repeal by the Legislature, and they have been changed since
1980. Furthermore, current law generally prohibits the pledging of such
reimbursement revenues to secure redevelopment agency bonds.
Redevelopment agencies in California have no power to levy and collect taxes;
hence, any decrease in property taxes or limitations in the amounts by which
property taxes may increase adversely affects such agencies, which lack the
inherent power to correct for such decreases or limitations.
25
<PAGE>
State and local government agencies in California and the State itself are
subject to annual "appropriation limits" imposed by Article XIII B, an
initiative constitutional amendment approved by the voters on November 6, 1979,
which prohibits government agencies and the State from spending "appropriations
subject to limitation" in excess of the appropriations limit imposed.
"Appropriations subject to limitation" are authorizations to spend "proceeds of
taxes", which consist of tax revenues, certain State subventions and certain
other funds, including proceeds from regulatory licenses, user revenues, certain
State subventions and certain other funds to the extent that such proceeds
exceed "the cost reasonably born by such entity in providing the regulation,
product, or service." No limit is imposed on appropriation of funds which are
not "proceeds of taxes", on debt service or indebtedness existing or authorized
by January 1, 1979, or subsequently authorized by the voters, or appropriations
required to comply with mandates of courts or the federal government, or user
charges or fees that do not exceed the cost of the service provided, nor on
certain other non-tax funds.
By statute (which has been upheld by the California Court of Appeals), tax
revenues allocated to redevelopment agencies are not "proceeds of taxes" within
the meaning of Article XIII B, and the expenditure of such revenues is therefore
not subject to the limitations under Article XIII B.
The imposition of taxes by local agencies is further limited by the provisions
of an initiative statute ("Proposition 62") approved by the voters on November
4, 1986. The statute (i) requires that any tax for general governmental purposes
imposed by local government entities be approved by resolution or ordinance
adopted by two-thirds vote of the governmental entity's legislative body and by
a majority vote of the electorate of the governmental entity, (ii) requires that
any special tax (defined as a tax levied for other than general governmental
purposes) imposed by a local governmental entity be approved by a two-thirds
vote of the voters within that jurisdiction, (iii) restricts the use of revenues
from a special tax to the purposes or for the service for which the special tax
was imposed, (iv) prohibits the imposition of ad valorem taxes on real property
by local governmental entities except as permitted by Article XIII A, (v)
prohibits the imposition of transaction taxes and sales taxes on the sale of
real property by local governmental entities and (vi) requires that any tax
imposed by a local governmental entity on or after May 1, 1985 be ratified by a
majority vote of the electorate within two years of the adoption of the
initiative or be terminated by November 15, 1988.
Subsequent decisions of California Courts of Appeal held that all or portions of
the provisions of Proposition 62, including those requiring the submission of
general fund tax measures to the electorate, are unconstitutional. However, on
September 28, 1995, in the case of Santa Clara County Local Transportation
Authority v. Guardino, the California Supreme Court upheld the constitutionality
of Proposition 62. As a result, the annual revenues of any local government or
district as shown in the general fund budget must be reduced in any year to the
extent that they rely on the proceeds of any general tax which has not been
approved by majority vote of the electorate. Senate Bill No. 1590 has been
introduced in the California Legislature in an effort to clarify whether the
general tax voter approval requirement is applicable to any tax that was imposed
or increased by an ordinance or resolution adopted prior to December 14, 1995.
If adopted, Senate Bill No. 1590 will apply the Guardino decision prospectively
only.
26
<PAGE>
An initiative petition called the "Right to Vote on Taxes Act" is expected to
qualify for the November 5, 1996 general election ballot. If this measure
receives the requisite number of signatures for inclusion on the ballot and if
it is approved by majority vote of the electorate, it will add Articles XIII C
and XIII D to the State Constitution. The measure requires that general tax
increases by all local government entities be approved by not less than a
majority vote and that taxes for special purposes be approved by a two-thirds
vote; provides that existing language in the California Constitution shall not
be construed to limit the initiative power with respect to reducing or repealing
any local tax, assessment, fee or charge; prescribes procedures applicable to
all assessments and requires that all assessments be approved by property
owners; prohibits property related fees and charges from exceeding costs of the
service being provided; imposes procedural requirements, including notice and
public hearing, prior to imposition of new or increased fees or charges on
property; and requires that, except for fees for sewer, water and refuse
collection, fees be approved by a majority vote of the fee payers.
Generally, revenues derived from most utility property assessed by the State
Board of Equalization are allocated as follows: (i) each jurisdiction, including
redevelopment project areas, receives up to 102 percent of its prior year
State-assessed revenue; and (ii) if countrywide revenues generated from such
utility property are less than the previous year's revenue or greater than 102
percent of the previous year's revenues, each jurisdiction shares the burden of
the shortfall or benefit from the excess revenues by a specified formula. This
provision applies to all utility property except railroads whose valuation will
continue to be allocated to individual tax rate areas. In a 1991 Superior Court
ruling, the valuation method used by the State Board to value unitary utility
property was declared illegal and a new method was imposed, resulting in
significantly lower values and therefore significantly reduced property tax
revenues. One of the effects of the decision was to entitle the principal
utility plaintiff to a refund of $9 million. As a result of this case, the State
Board along with certain counties signed a settlement agreement with several
affected utilities providing for an orderly 10.5% phase-down of tax assessments
over fiscal years 1992-93, 1993-94 and 1994-95.
Lease-based financing, typically marketed in the form of certificates of
participation, has been extremely popular in California, since the courts have
long held that properly structured long-term leases do not create "indebtedness"
for purposes of constitutional and statutory debt limitations. The obligation to
pay rent thereunder is nevertheless enforceable, on an annual basis, so long as
the leased property is available for use and occupancy by the government lessee.
The risk of rent abatement (because of construction delays, damage to structures
and the like) is usually mitigated by funded reserves, casualty insurance and
rental interruption insurance.
Given the turbulent history of California electoral, judicial and legal
proceedings affecting taxation since 1978, it is impossible to predict what
proceedings might occur in the future that would affect the ability of
California and its political subdivisions to service their outstanding
indebtedness. In addition, there are both nuclear and non-nuclear electric power
authorities in California that are financed in whole or in part by so-called
"take or pay" or "hell or high water" contracts. Court decisions outside of the
State of California have called into question the enforceability of such
contracts.
27
<PAGE>
The State of California recently issued general obligation bonds in March, 1996.
The related Official Statement for that bond issue disclosed that the recent
recession has seriously affected State tax revenues, has caused increased
expenditures for health and welfare programs, and has caused a structural
imbalance in the State's budget, with the largest programs supported by the
General Fund -- K-12 schools and community colleges, health and welfare, and
corrections -- growing at rates higher than the growth rates for the principal
revenue sources of the General Fund. As a result, the State has experienced
recurring budget deficits and has had to use a series of external borrowings to
meet its cash needs.
The Governor's budget proposal for 1996-97 released January 10, 1996, projects
General Fund revenues and transfers in the 1995-96 fiscal year of $45 billion
(an increase of approximately $900 million over the projection contained in the
original 1995-96 Budget Act) and expenditures of $44.2 billion (an increase of
approximately $800 million over the amount shown in the original 1995-96 Budget
Act). The Governor's Budget for 1996-97 estimates General Fund revenues and
transfers of about $45.6 billion, which would leave a balance of approximately
$400 million in the budget reserve, the Special Fund for Economic Uncertainties,
at June 30, 1997.
As a result of the deterioration in the State's budget and cash situation in
fiscal years 1991-92 and 1992-93, rating agencies reduced the State's credit
ratings. Between November 1991 and October 1992 the rating on the State's
general obligation bonds was reduced by Standard & Poor's Ratings Group from
"AAA" to "A+" and by Moody's Investors Service from "Aaa" to "Aa" and by Fitch
Investors Service, Inc. from "AAA" to "AA." On July 15, 1994, based on the
State's inability to eliminate its accumulated deficit, the same three rating
agencies further lowered their ratings on the State's general obligation bonds
to "A," "A1" and "A", respectively. More recently, however, Fitch Investors
Service, Inc. raised its rating from "A" to "A+". It is not possible to predict
the future course of the State's credit ratings.
On December 6, 1994, Orange County, California, together with its pooled
investment funds, filed for protection under Chapter 9 of the federal Bankruptcy
Code, after reports that the funds had suffered significant market losses in
their investments, causing a liquidity crisis for the funds and the County. More
than 200 other public entities, most of which, but not all, are located in the
County, were also depositors in the funds. As of mid-January, 1995, the County
estimated the funds' loss at about $1.69 billion, or 23% of their initial
deposits of approximately $7.5 billion. Many of the entities which deposited
moneys in the funds, including the County, faced interim or extended cash flow
difficulties because of the bankruptcy filing and may be required to reduce
programs or capital projects. Orange County has embarked on a fiscal recovery
plan based on sharp reductions in services and personnel, and rescheduling of
outstanding short-term debt using certain new revenues transferred to Orange
County from other local governments pursuant to special legislation approved by
the bankruptcy judge on May 15, 1996. The State has no existing obligation with
respect to any outstanding obligations or securities of Orange County or any of
the other participating entities.
The Fund will attempt to achieve geographic diversification by investing in
obligations of issuers that are located in different areas within California as
well as obligations of the State of California itself. In addition, the Fund
will not invest more than 15% of its total assets in tax allocation bonds issued
by California redevelopment agencies. These are operating policies of the Fund
and may be changed without the approval of the Fund's shareholders.
28
<PAGE>
WASHINGTON FUND
Washington State
A discussion of certain economic, financial and legal matters regarding the
State of Washington follows. During normal market conditions, the Washington
Fund will generally invest at least 80% of its net assets in bonds issued by
Washington and its political subdivisions, municipalities, agencies,
instrumentalities or public authorities. Therefore, the investment risk of such
concentration should be carefully considered. The information in the discussion
is drawn primarily from official statements relating to securities offerings of
the State which are dated prior to the date of this Statement of Additional
Information. This information may be relevant in evaluating the economic and
financial position of the State, but is not intended to provide all relevant
data necessary for a complete evaluation of the State's economic and financial
position. Discussions regarding the financial health of the State government may
not be relevant to municipal obligations issued by a political subdivision of
the State. Furthermore, general economic conditions discussed may or may not
affect issuers of the obligations of the State. The Washington Fund has not
independently verified any of the information presented in this section.
General Information
According to the U.S. Census Bureau's 1990 Census, Washington State's population
is ranked 18th of the 50 states. During the ten-year time period from 1980-1990,
the State's population increased at an average annual rate of 1.8%, while the
U.S. population grew at an average annual rate of 1.1%. The State's population
increased at an average annual rate of approximately 2.5% 1990 to 1993, and at
an average annual rate of approximately 1.8% from 1993 to 1995.
The State's largest city, Seattle, is part of an international trade,
manufacturing, high technology and business service corridor which extends along
Puget Sound from Everett to Tacoma. The State's Pacific Coast-Puget Sound region
includes 75% of its population, the major portion of its industrial activity and
the major part of the forests important to its timber and paper industries. The
remainder of the State has agricultural areas primarily devoted to grain, fruit
orchard and dairy operations.
The State's economy has recently diversified with employment in the trade and
service sectors representing an increasing portion of total employment relative
to the manufacturing sector. The rate of economic growth as measured by
employment in the State was 2.0% in 1992, 1.3% in 1993, 2.3% in 1994 and 2.1% in
1995.
The State operates on a July 1 to June 30 fiscal year and on a biennial budget
basis. Fiscal controls are exercised during the biennium through an allotment
process which requires each agency to submit a monthly expenditure plan. The
plan must be approved by the Office of Financial Management, which is the
Governor's budget agency. It provides the authority for agencies to spend funds
within statutory maximums specified in a legislatively adopted budget. State law
requires a balanced biennial budget. Whenever it appears that disbursements will
exceed the aggregate of estimated receipts plus beginning cash surplus, the
Governor is required to reduce allotments, thereby reducing expenditures of
appropriated funds.
As interpreted by the State Supreme Court, Washington's Constitution prohibits
the imposition of net income taxes.
29
<PAGE>
The State's tax revenues are primarily comprised of excise and ad valorem taxes.
By constitutional provision, the aggregate of all regular (unvoted) tax levies
on real and personal property by state and local taxing districts cannot exceed
1% of the true and fair value of the property. Excess levies are subject to
voter approval. For the fiscal year ending June 30, 1995, approximately 78.5% of
the State's tax revenues came from general and selective sales and gross
receipts taxes, of which the retail sales tax and its companion use tax
represented 46% of total collections. Business and occupation tax collections
represented about 16.6% and the motor vehicle fuel tax represented approximately
7.0% of total State taxes for the year. Ad valorem taxes represented 10.8% of
State revenues for the fiscal year 1995.
Expenditures of State revenues are made in accordance with constitutional and
statutory mandates.
State Expenditure Limitations
Initiative 601, which passed by the voters in November 1993, limits increases in
General Fund-State government expenditures to the average rate of population and
inflation growth, and sets forth a series of guidelines for limiting tax and
expenditure increases and stabilizing long range budget planning.
Provisions of Initiative 601 establish a procedure for computing a fiscal year
growth factor based on a lagged, three-year average of population and inflation
growth. This growth factor is used to determine a state spending limit for
programs and expenditures supported by the State General Fund. The growth factor
is 5.13% for fiscal year 1996 and 4.47% for fiscal year 1997. The initiative
creates two new reserve funds (the Emergency Reserve Fund and the Education
Construction Fund) for depositing revenues in excess of the spending limit and
abolishes the current Budget Stabilization Account. Ending balances in the
Budget Stabilization Account were transferred to the State General Fund ($100
million) and the Pension Reserve Account ($25 million). The initiative also
places restrictions on the addition or transfer of functions to local government
unless there is reimbursement by the State.
The Initiative's requirement for voter approval for new tax measures has
expired. Effective July 1, 1995, taxes can be enacted with a two-thirds majority
of both houses of the State Legislature if resulting General Fund-State
expenditures do not exceed the spending limit. Voter approval is still required
to exceed the spending limit. Thus far, the Initiative has not had a restrictive
impact on the State's budget. However, the State expects its expenditures to be
constrained by the Initiative beginning in the 1997-99 Biennium.
The State Constitution and enabling statutes authorize the incurrence of State
general obligation debt to the payment of which the State's full faith and
credit and taxing power are pledged. With certain exceptions, the amount of
State general obligation debt which may be incurred is limited by constitutional
and statutory restrictions. These limitations are imposed by prohibiting the
issuance of new debt if the new debt would cause the maximum annual debt service
on all thereafter outstanding general obligation debt to exceed a specified
percentage of the arithmetic mean of general State revenues for the preceding
three years. These limitations apply to the incurrence of new debt and are not
limitations on the amount of debt service which may be paid by the State in
future years.
30
<PAGE>
The State Legislature is obligated to appropriate money for State debt service
requirements. Generally, on or before June 30 of each year, the State Finance
Committee certifies to the State Treasurer the amount required for payment of
bond interest and principal for the coming year. Some general obligation bond
statutes provide that the General Fund will be reimbursed from discrete revenues
which are not considered general State revenues. Other bonds are limited
obligation bonds not payable from the General Fund. For the 1995-97 Biennium,
General Fund-State revenues are projected to be $17.395 billion, an increase of
4.5% over the 1993-95 Biennium, plus a carry-forward of $559 million. The
revenue outlook for the 1995-97 Biennium is stable and the General Fund is
projected to end the Biennium with a $341 million fund balance.
The State Legislature passed a 1993-95 Biennium Budget on May 6, 1993, and the
Governor signed the budget bill on May 28, 1993. The 1993-95 Biennium Budget
contained $650 million in general tax increases, $163 million in other revenues,
$700 million in program and administrative reductions, and $622 million in fund
shifts (such as to federal funding sources). The 1994 Supplemental Budget passed
the State Legislature on March 14, 1994, and the Governor signed the
Supplemental Budget bill on April 6, 1994. The 1994 Supplemental Budget included
$48 million in tax cuts, an $11 million revenue increase from a variety of
sources and $168 million in additional expenditures, many of which represented
one time investments.
The 1995 Supplemental Budget passed the State Legislature on May 1, 1995 and was
signed by Governor Lowry on May 9, 1995. The 1995 Supplemental Budget made
adjustments to expenditure authority for State agencies for the last quarter of
the Biennium. These budget adjustments reflected the most recent enrollment and
caseload estimates and addressed significant unexpected expenses, including
extraordinary costs of $47 million incurred in one of the worst forest fire
years since 1970. The 1995 Legislature also appropriated $110 million from the
General Fund to provide school construction funding in the K-12 system. Overall,
the 1995 Supplemental Budget expenditure adjustments and other 1993-95
appropriation bills in the 1995 Legislative session increased expenditures by
$114.5 million.
During the 1995 legislative session, Governor Lowry vetoed two bills that would
have cut taxes: House Bill 1997, an ongoing property tax bill that would cost
$92 million in the 1995-97 budget period and House bill 1023, which would roll
back business and occupation taxes, along with several other taxes, by $176.3
million in the 1995-97 Biennium.
For most municipalities in the State, the fiscal year is the calendar year
except that school districts have a September 1 - August 31 fiscal year. All
municipalities must maintain balanced budgets. Depending on the type of
municipality, local revenues are derived from ad valorem taxes, excise and gross
receipts taxes, special assessments, fees, user charges and State and federal
grants.
Municipalities incur debt by the issuance of general obligations or other
borrowings which are payable from taxes, though other revenue sources may be
used. Revenue obligations do not constitute debt under constitutional and
statutory limitations as long as taxes are not pledged or used to pay debt
service. Only non-tax revenue from the operation of a project or enterprise
financed by the revenue obligations (and sometimes special assessments on
property benefitted from the financed improvements) may be used to pay that debt
service. Usually, revenue bonds are secured by a reserve funded in an amount
based on a factor of debt service. Many municipalities may issue improvement
district obligations payable only from special assessments on benefitted
property, but some of those obligations also may be secured by a special
guaranty fund.
31
<PAGE>
Economic Overview
Over the past few years, the State's economic performance has remained
relatively strong compared to the U.S. as a whole. After adjusting for
inflation, growth in personal income in the State increased 3.7% in 1995 over
the 1994 level.
The State's economic base includes manufacturing and service industries as well
as agricultural and timber production. During 1990-1995, the State experienced
growth in non-manufacturing industries and a decline in manufacturing
industries. The rate of employment growth, which exceeded 4.5% during the
mid-to-late 1980's, has declined since 1991 to an average rate of 1.4%. The 1996
employment growth rate is expected to be 1.46%.
Washington's economy consists of both export and local industries. Leading
export industries are aerospace, forest products, agriculture and food
processing. The aerospace, timber and food processing industries together employ
approximately 9% of the State's non-farm workers. However, the non-manufacturing
sector has played an increasingly significant role in contributing to the
State's economy in recent years.
Below is a summary of key industry segments of the State's economy as well as of
selected economic and employment data.
MANUFACTURING. The Boeing Company ("Boeing"), which is the Seattle Metropolitan
Area's largest employer, has several facilities located throughout the area.
Boeing is the world's leading manufacturer of commercial airliners and as of
April 1996 employed approximately 74,000 people state-wide, primarily at several
locations in the area. Boeing anticipates bringing total employment in the State
to approximately 78,500 by the end of 1996. While the primary activity of Boeing
is the manufacture of commercial aircraft, Boeing has played leading roles in
the aerospace and military missile programs of the U.S. and has undertaken a
broad program of diversification activities including Boeing Information and
Support Services. In 1995, Boeing had $19.5 billion in sales and net earnings of
$393 million, and a backlog of orders totaling $72.3 billion. Boeing currently
anticipates 1996 sales to be in the $22 billion range.
Boeing recently completed two major expansion projects and is currently
undertaking another. The company recently acquired a 212-acre site in Renton
(King County), which is the site of the former Longacres Race Track. The site
will be used as a location for the development of an office complex, the first
building of which will be a 500,000 square-foot customer service training
center. In Everett (Snohomish County), Boeing completed construction of a 5.6
million square-foot assembly plant for the new 777 jetliner. In 1993, Boeing
completed a $400 million skin and spar plant and a composite manufacturing
center on 500 acres in Puyallup (Pierce County).
32
<PAGE>
A total of 206 commercial jet transports were delivered in 1995, compared with
270 for 1994. Defense and space sales of $5.6 billion were approximately 10%
higher than in 1994. The 10-week strike by the International Association of
Machinist and Aerospace Workers (IAM) resulted in the delay of approximately 30
commercial jet transport deliveries during the fourth quarter. During the first
quarter of 1996, deliveries for all models were hampered by the strike. A total
of 40 commercial jet transports were delivered, compared with 59 in the first
quarter of 1995.
TECHNOLOGY-RELATED INDUSTRIES. The State ranks fourth among all states in the
percentage of its work force employed by technology-related industries. It ranks
third among the largest software development centers. The State is the home of
approximately 1000 advanced technology firms of which approximately 50% are
computer-related. Microsoft, headquartered in Redmond, Washington, is the
largest microcomputer software company in the world. In addition, several
biotechnical firms located in the State have attained international acclaim for
their research and development.
TIMBER. Natural forests cover more than 40% of the State's land area and forest
products rank second behind aerospace in terms of total production. The primary
employer in the timber industry is The Weyerhaeuser Company. Productivity in the
State's forest products industry increased steadily from 1980 to 1990. However,
since 1991, recessionary influences have resulted in a production decline. A
slight decline is anticipated for 1996 and for the next few years, due to
federally-imposed limitations on the harvest of old-growth timber and the
inability to maintain the previous record levels of production increases.
Although a continued decline in employment is anticipated for 1996 in certain
regions, the impact is not expected to affect materially the State's overall
economic performance.
Agriculture and Food Processing. Agriculture and food processing is the State's
most important industry by most measures. Growth in agricultural products was an
integral factor in the State's economic growth in the late 1980s and early
1990s.
FINANCE, INSURANCE AND REAL ESTATE. Employment in finance, insurance and real
estate is estimated to represent 5.2% of the State's wage and salary employment
in 1995. Projections for 1996 show this segment holding steady at 5.2% of
employment.
TRADE. International trade plays an important role in the State's employment
base and one in six jobs is related to this area. During the past twenty years
the State has consistently ranked number one or number two in international
exports per capita. Seattle-Tacoma International Airport is the focus of the
region's air traffic and trade. The State, particularly the Puget Sound
Corridor, is a trade center for the Northwest and the State of Alaska. A system
of public ports, the largest of which are the Ports of Seattle and Tacoma,
handle waterborne trade primarily to and from the Far East. These two Ports each
rank among the top 20 ports in the world based on volume of containerized cargo
shipped. Approximately 70% of the cargo entering the Ports of Seattle and Tacoma
has an ultimate destination outside the Pacific Northwest. Therefore, trade
levels depend largely on national and world, rather than local, economic
conditions.
33
<PAGE>
Growth in retail sales in the State between 1990 and 1992 was higher than that
in the United States. During 1993 through 1995, the rate of growth for retail
sales was lower for the State than for the United States. The State is home to a
number of specialty retail companies that have reached national stature,
including Nordstrom, Eddie Bauer, Costco and Recreational Equipment Inc. (REI).
SERVICES/TOURISM. The highest employment growth in the State since 1981 has
taken place in the services sector, although rate of growth has shown small but
relatively consistent decline since 1990 from 7% to 4.3% forecast for 1995.
Seattle is the location for the Washington State Convention and Trade Center
which opened in June 1988. The State also has many tourist attractions such as
the Olympic and Cascade mountain ranges, ocean beaches and local wineries.
CONSTRUCTION. Employment in the construction sector in the Puget Sound area
increased 69.2% between 1981 and 1991. The increase in employment in the late
1980s was due in part to the affordability of housing compared to other areas of
the country. Construction employment growth flattened between 1991 and 1993, but
showed a modest increase in 1994 and leveled again in 1995. Commercial building,
while not increasing at the pace of the 1980s, remains stable.
FEDERAL, STATE AND LOCAL GOVERNMENT. Employment in the government sector
represents approximately 19% of all wage and salary employment in the State on a
combined basis. Seattle is the regional headquarters for a number of federal
government agencies and the State receives an above-average share of defense
expenditures. Employment in the government sector has expanded in the State
since 1990, but at a declining rate. State and local government employment has
increased at a faster pace than employment by the federal government, and is
projected to add new jobs through 1996.
Litigation
At any given time, including the present, there are numerous lawsuits pending
against the State of Washington which could affect the State's revenues and
expenditures. However, none of the lawsuits are expected to have a material
adverse impact on either State revenues or expenditures.
PRINCIPAL SHAREHOLDERS OF CERTAIN FUNDS
Intermediate Treasury and High-Yield Bond Fund
At January 2, 1997, SAFECO Insurance Company of America ("SAFECO Insurance")
owned 500,000 shares of the Intermediate Treasury Fund which represented 34.43%
of the outstanding shares of the Fund. SAFECO Insurance is a Washington
Corporation and a wholly-owned subsidiary of SAFECO Corporation, each of which
34
<PAGE>
has its principal place of business at SAFECO Plaza, Seattle, Washington 98185.
At January 2, 1997, SAFECO Corporation owned 500,000 shares of the High-Yield
Bond Fund, which represented 8.76% of the outstanding shares of the Fund. SAFECO
Corporation is a Washington corporation and a holding company whose primary
subsidiaries are engaged in the insurance and related financial service
businesses. At January 2, 1997, Charles Schwab & Co. Inc., whose address of
record is 101 Montgomery St., San Francisco, CA 94104, owned 877,930 shares of
the High-Yield Bond Fund, which represented 15.39% of the Fund's outstanding
shares.
Managed Bond Fund
At January 2, 1997, Principal Shareholders of the Managed Bond Fund were as
follows. Crista Ministries, PO Box 330303, Seattle, WA 98133, owned 92,975
shares, which represented 18.42% of the Fund's outstanding shares. Massman
Construction Co. Profit Sharing Retirement Trust, 8901 Stateline, Kansas City,
MO 64114, owned 237,347 shares, which represented 40.02% of the Fund's
outstanding shares. Crown Packaging Corp. Profit Sharing & Pension Plan, 8514
Eager Road, St. Louis, MO 63144, owned 158,664 shares, which represented 31.43%
of the Fund's outstanding shares.
Washington Fund
At January 2, 1997 SAFECO Insurance owned 502,372 shares, which represents
80.66% of the outstanding shares of the Washington Fund. SAFECO is a
wholly-owned subsidiary of SAFECO Corporation, a Washington corporation, having
its principal place of business at SAFECO Plaza, Seattle Washington 98185.
Principal shareholders of a Fund may control the outcome of a shareholder vote.
ADDITIONAL TAX INFORMATION
General
Each Fund intends to continue to qualify as a "regulated investment company"
under Subchapter M of the Internal Revenue Code of 1986 ("Code"). In order to
qualify for treatment as a regulated investment company under the Code, a Fund
must distribute to its shareholders for each taxable year at least 90% of its
investment company taxable income (consisting generally of taxable net
investment income and net short-term capital gain). Each Fund intends to make
sufficient distributions to shareholders to relieve it from liability for
federal excise and income taxes.
Each Fund is treated as a separate corporation for federal income tax purposes.
The excess of net long-term capital gains over net short-term capital loss
realized by a Fund on portfolio transactions, when distributed by the Fund, is
subject to long-term capital gains treatment under the Code, regardless of how
long you have held the shares of the Fund. Distributions of net short-term
capital gains realized from portfolio transactions are treated as ordinary
income for federal income tax purposes. The tax consequences described above
apply whether distributions are taken in cash or in additional shares.
Redemptions and exchanges of shares of a Fund may result in a capital gain or
loss for federal income tax purposes.
35
<PAGE>
If shares of a Fund are sold at a loss after being held for one year or less,
the loss will be treated as long-term, instead of short-term, capital loss to
the extent of any capital gain distributions received on those shares. Investors
also should be aware that if shares are purchased shortly before the record date
for any distribution, the shareholder will pay full price for the shares and
receive some portion of the purchase price back as a taxable dividend or capital
gain distribution.
Each Fund is required to withhold 31% of all taxable dividends, capital gain
distributions and redemption proceeds payable to individuals and certain other
noncorporate shareholders who do not furnish the Fund with a correct taxpayer
identification number. Withholding at that rate also is required from dividends
and those distributions for shareholders who otherwise are subject to backup
withholding.
These are tax requirements that all mutual funds must follow in order to avoid
federal taxation. The Funds may have to limit investment activity in some types
of securities in order to adhere to these requirements.
Special Considerations for the Tax-Exempt Fixed Income Funds
The tax-exempt interest portion of each daily dividend will be based upon the
ratio of a Tax-Exempt Fixed Income Fund's tax-exempt to taxable income for the
entire fiscal year (average annual method). As a result, the percentage of
tax-exempt income for any particular distribution may be substantially different
from the percentage of a Tax-Exempt Fixed Income Fund's income that was
tax-exempt during the period covered by that distribution. Each Tax-Exempt Fixed
Income Fund will advise its shareholders of this ratio within 60 days after the
close of its fiscal year.
Interest on indebtedness incurred or continued by a shareholder to purchase or
carry shares of a Tax-Exempt Fixed Income Fund is not deductible. In addition,
entities or persons who are "substantial users" (or related persons) of
facilities financed by most "private activity" bonds should consult their tax
advisers before purchasing shares of any of the Tax-Exempt Fixed Income Funds.
"Substantial user" is generally defined to include a "non-exempt person" who
regularly uses in a trade or business a part of a facility financed from the
proceeds of most "private activity" bonds.
Each Tax-Exempt Fixed Income Fund may invest in municipal bonds that are
purchased, generally not on their original issue, with market discount (that is,
at a price less than the principal amount of the bond or, in the case of a bond
that was issued with original issue discount, at a price less than the amount of
the issue price plus accrued original issue discount) ("municipal market
discount bonds"). Gain on the disposition of a municipal market discount bond
(other than a bond with a fixed maturity date within one year from its
issuance), generally is treated as ordinary (taxable) income, rather than
capital gain, to the extent of the bond's accrued market discount at the time of
disposition. Market discount on such a bond generally is accrued ratably, on a
daily basis, over the period from the acquisition date to the date of maturity.
In lieu of treating the disposition gain as above, a Tax-Exempt Fixed Income
Fund may elect to include market discount in its gross income currently, for
each taxable year to which it is attributable.
36
<PAGE>
Each Tax-Exempt Fixed Income Fund will be subject to a nondeductible 4% excise
tax to the extent it fails to distribute by the end of any calendar year
substantially all of its ordinary income for that year and capital gain net
income for the one-year period ending on November 30 of that year, plus certain
other amounts.
No portion of the dividends or other distributions paid by any Tax-Exempt Fixed
Income Fund is eligible for the dividends-received deduction allowed to
corporations.
37
<PAGE>
In the future, proposals may be introduced before Congress for the purpose of
further restricting or even eliminating the federal income tax exemption for
interest on all or certain types of municipal obligations. If such a proposal
were enacted, the availability of municipal obligations for investment by each
Tax-Exempt Fixed Income Fund and the value of each Tax-Exempt Fixed Income
Fund's portfolio would be affected. In such event, each Tax-Exempt Fixed Income
Fund would review its investment objectives and policies.
CONVERSION OF ADVISOR CLASS B SHARES
Advisor Class B shares of a Fund will automatically convert to Advisor Class A
shares of that Fund, based on the relative net asset values per share ("NAVs")
of the Classes, within the first month following the investor's sixth
anniversary from purchase of such Advisor Class B shares. For the purpose of
calculating the holding period required for conversion of Advisor Class B shares
of each Fund except the Money Market Fund, the date of purchase shall mean (1)
the date on which such Advisor Class B shares were purchased, or (2) for Advisor
Class B shares obtained through an exchange, or a series of exchanges, the date
on which the original Advisor Class B shares were purchased. For the purpose of
calculating the holding period required for conversion of Advisor Class B shares
of the Money Market Fund, the date of purchase shall mean the date on which
those shares were first exchanged for Advisor Class B shares of any other SAFECO
Fund. Holders of Class B shares of the SAFECO Advisor Series Trust ("Advisor
Series Shares") who have converted those shares to Advisor Class B shares may
calculate the holding period from the date of the purchase of the Advisor Series
Shares.
For purposes of conversion to Advisor Class A shares, Advisor Class B shares
purchased through the reinvestment of dividends and other distributions paid in
respect of Advisor Class B shares will be held in a separate sub-account; each
time any Advisor Class B shares in the shareholder's regular account (other than
those in the sub-account) convert to Advisor Class A shares, a pro rata portion
of the Advisor Class B shares in the sub-account will also convert to Advisor
Class A shares. The portion will be determined by the ratio that the
shareholder's Advisor Class B shares converting to Advisor Class A shares bears
to the shareholder's total Advisor Class B shares not acquired through dividends
and other distributions.
ADDITIONAL INFORMATION ON CALCULATION OF
NET ASSET VALUE PER SHARE
Each Fund determines its NAV by subtracting its liabilities (including accrued
expenses and dividends payable) from its total assets (the market value of the
securities the Fund holds plus cash and other assets, including interest accrued
but not yet received) and dividing the result by the total number of shares
outstanding. The NAVs of the Advisor Classes of each Fund are calculated as of
the close of regular trading on the New York Stock Exchange ("Exchange") every
day the Exchange is open for trading. The Exchange is closed on the following
days: New Year's Day, Presidents' Day, Good Friday, Memorial Day, Independence
Day, Labor Day, Thanksgiving Day and Christmas Day. NAV is determined separately
for each class of shares of each Fund.
38
<PAGE>
Short-term debt securities held in a Fund's portfolio having a remaining
maturity of less than 60 days when purchased and securities originally purchased
with maturities in excess of 60 days, but which currently have maturities of 60
days or less, may be valued at cost adjusted for amortization of premiums or
accrual of discounts if in the judgment of each Board of Trustees such methods
of valuation are appropriate or under such other methods as a Board of Trustees
may from time to time deem to be appropriate. The cost of those securities that
had original maturities in excess of 60 days shall be determined by their fair
market value as of the 61st day prior to maturity. All other securities and
assets in the portfolio will be appraised in accordance with those procedures
established by each Board of Trustees in good faith in computing the fair market
value of those assets.
The portfolio instruments of the Money Market Fund are valued on the basis of
amortized cost. The valuation of the Money Market Fund's portfolio securities
based upon amortized cost, and the maintenance of the Money Market Fund's NAV at
$1.00, are permitted pursuant to Rule 2a-7 under the 1940 Act. Pursuant to that
rule, the Money Market Fund maintains a dollar-weighted average portfolio
maturity of 90 days or less, purchases only securities having remaining
maturities of 397 days or less, and invests only in securities determined by
SAM, under guidelines adopted by the Money Market Trust's Board of Trustees, to
be of high quality and to present minimal credit risks. The Board of Trustees
has established procedures designed to stabilize, to the extent reasonably
possible, the Money Market Fund's price-per-share as computed for the purpose of
sales and redemptions at $1.00. These procedures include a review of the Money
Market Fund's portfolio holdings by the Board of Trustees, at such intervals as
the Board deems appropriate, to determine whether the Fund's NAV, calculated by
using available market quotations, deviates from $1.00 per share and, if so,
whether such deviation may result in material dilution or is otherwise unfair to
existing shareholders of the Money Market Fund. In the event the Board
determines that such a deviation exists in the Fund, the Trustees will take such
corrective action with respect to the Money Market Fund as they regard as
necessary and appropriate, including, but not limited to: selling portfolio
investments prior to maturity to realize capital gains or losses or to shorten
average portfolio maturity, withholding dividends or redeeming shares in kind,
establishing the NAV by using available market quotations.
ADDITIONAL PERFORMANCE INFORMATION
Effective September 30, 1996, all of the then-existing shares of each Fund were
redesignated No-Load Class shares and each Fund, except the High-Yield Bond
Fund, commenced offering Advisor Class A and Advisor Class B shares. Advisor
Class A and Advisor Class B shares of the High-Yield Bond Fund were first
offered on or about January 31, 1997.
Yields for the Intermediate Treasury, High-Yield Bond, Managed Bond, and
Tax-Exempt Fixed Income Funds.
The yield and total return calculations set forth below are for the dates
indicated and are not a prediction of future results. The performance
information that follows is based on the original shares of each Fund. The
performance figures quoted reflect applicable Advisor Class Rule 12b-1 fees.
39
<PAGE>
The yields for the Advisor Classes of the Intermediate Treasury and High-Yield
Bond Funds for the 30-day period ended September 30, 1996 would have been as
follows:
================================================================================
Advisor Class A Advisor Class B
--------------- ---------------
================================================================================
Intermediate Treasury Fund 5.41% 4.66%
- --------------------------------------------------------------------------------
High-Yield Bond Fund 8.58% 7.83%
================================================================================
The yields for the Advisor Classes of the Managed Bond Fund for the 30-day
period ended December 31, 1995 would have been as follows:
================================================================================
Advisor Class A Advisor Class B
--------------- ---------------
================================================================================
Managed Bond Fund 4.32% 3.78%
================================================================================
The yields for the Advisor Classes of the Managed Bond Fund for the 30-day
period ended June 30, 1996 would have been as follows:
================================================================================
Advisor Class A Advisor Class B
--------------- ---------------
================================================================================
Managed Bond Fund 4.78% 4.02%
================================================================================
40
<PAGE>
The yields and tax-equivalent yields for the 30-day period ending March 31, 1996
at the maximum federal tax rate of 39.6% for the Advisor Classes of the
Municipal and Washington Funds and at the maximum combined federal and
California tax rates of 46.2% for the Advisor Classes of the California Fund,
would have been as follows:
================================================================================
Advisor Class A Advisor Class B
------------------------- --------------------------
Tax-equivalent Tax-equivalent
Yield Yield Yield Yield
----- -------------- ----- --------------
================================================================================
Municipal Fund 4.59% 7.60% 4.06% 6.72%
- --------------------------------------------------------------------------------
California Fund 4.57% 8.49% 4.04% 7.51%
- --------------------------------------------------------------------------------
Washington Fund 4.17% 6.90% 3.62% 5.99%
- --------------------------------------------------------------------------------
The yields and tax-equivalent yields for the 30-day period ending September
30, 1996 at the maximum federal tax rate of 39.6% for the Advisor Classes of the
Municipal and Washington Funds and at the maximum combined federal and
California tax rates of 46.2% for the Advisor Classes of the California Fund,
would have been as follows:
================================================================================
Advisor Class A Advisor Class B
------------------------- --------------------------
Tax-equivalent Tax-equivalent
Yield Yield Yield Yield
----- -------------- ----- --------------
================================================================================
Municipal Fund 5.01% 8.29% 4.26% 7.05%
- --------------------------------------------------------------------------------
California Fund 4.93% 9.16% 4.18% 7.77%
- --------------------------------------------------------------------------------
Washington Fund 4.46% 7.38% 3.71% 6.14%
================================================================================
41
<PAGE>
Yield is computed using the following formula:
================================================================================
ab
Yield = 2[( ---- +1)6-1]
cd
- --------------------------------------------------------------------------------
Where: a = dividends and interest earned during the period
- --------------------------------------------------------------------------------
b = expenses accrued for the period (net of reimbursements)
c = the average daily number of shares outstanding during
the period that were entitled to receive dividends
- --------------------------------------------------------------------------------
d = the maximum offering price per share on the last day
of the period
================================================================================
Tax-equivalent yield is computed using the following formula:
================================================================================
eg
Tax-equivalent yield = [-----] + [e(1-g)]
(1-f)
- --------------------------------------------------------------------------------
Where: e = yield as calculated above
- --------------------------------------------------------------------------------
f = tax rate
- --------------------------------------------------------------------------------
g = percentage of "yield" which is tax-free
================================================================================
42
<PAGE>
Yield for the Money Market Fund
The yields and effective yields for the Advisor Classes of the Money Market Fund
for the 7-day period ended March 31, 1996 would have been as follows:
================================================================================
Advisor Class A Advisor Class B
------------------------- ------------------------
Yield Effective Yield Yield Effective Yield
----- --------------- ----- ---------------
================================================================================
Money Market Fund 4.60% 4.70% 4.60% 4.70%
================================================================================
The yields and effective yields for the Advisor Classes of the Money Market Fund
for the 7-day period ended September 30, 1996 would have been as follows:
================================================================================
Advisor Class A Advisor Class B
------------------------- ------------------------
Yield Effective Yield Yield Effective Yield
----- --------------- ----- ---------------
================================================================================
Money Market Fund 4.60% 4.70% 4.60% 4.70%
================================================================================
Yield is computed using the following formula:
================================================================================
(x-y) - z 365
Yield = [--------] = Base Period Return x -----
y 7
- --------------------------------------------------------------------------------
Where: x = value of one share at the end of a 7-day period
- --------------------------------------------------------------------------------
y = value of one share at the beginning of a 7-day period ($1.00)
- --------------------------------------------------------------------------------
z = capital changes during the 7-day period, if any
================================================================================
Effective yield is computed using the following formula:
================================================================================
Effective yield= [(Base Period Return + 1) 365/7] -1
================================================================================
43
<PAGE>
During periods of declining interest rates, the Money Market Fund's yield based
on amortized cost may be higher than the yield based on market valuations. Under
these circumstances, a shareholder in the Money Market Fund would be able to
obtain a somewhat higher yield than would result if the Money Market Fund
utilized market valuations to determine its NAV. The converse would apply in a
period of rising interest rates.
Total Return and Average Annual Total Return for the Intermediate Treasury,
High-Yield Bond, Managed Bond, and Tax-Exempt Fixed Income Funds.
The performance information that follows is based on the original shares of each
Fund, recalculated to reflect the sales charges of the Advisor Classes. The
performance figures quoted do not reflect any applicable Advisor Class Rule
12b-1 fees, which if reflected would cause the performance figures to be lower
than those indicated.
The total returns for the Advisor Classes of the Intermediate Treasury and
High-Yield Bond Funds for the one-year, five-year and since initial public
offering periods ending September 30, 1996 would have been as follows:
<TABLE>
<CAPTION>
Since Initial # of Date of Initial
1 Year 5 Years Public Offering Months Public Offering
------------------ ------------------- ------------------ ------ ---------------
Advisor Advisor Advisor Advisor Advisor Advisor
Class A Class B Class A Class B Class A Class B
- -----------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Intermediate 0.68% 1.00% 31.21% 35.39% 70.25% 78.28% 96 September 7, 1988
Treasury Fund
- -----------------------------------------------------------------------------------------------------------------
High-Yield 5.80% 5.79% 60.90% 66.48% 94.26% 103.41% 96 September 7, 1988
Bond Fund
- -----------------------------------------------------------------------------------------------------------------
</TABLE>
44
<PAGE>
The total returns for the Advisor Classes of the Managed Bond Fund for the
period from February 28, 1994 (initial public offering) through December 31,
1995, would have been as follows:
================================================================================
Since Initial # of Date of Initial
1 Year Public Offering Months Public Offering
------------------ ------------------ ------- ---------------
Advisor Advisor Advisor Advisor
Class A Class B Class A Class B
================================================================================
Managed 12.07% 12.35% 8.70% 9.82% 22 February 28, 1994
Bond Fund
- --------------------------------------------------------------------------------
The total returns for the Adviser Classes of the Managed Bond Fund for the
period from February 28, 1994 (initial public offering) through June 30, 1996,
would have been as follows:
================================================================================
Since Initial # of Date of Initial
1 Year Public Offering Months Public Offering
------------------ ------------------ ------ ---------------
Advisor Advisor Advisor Advisor
Class A Class B Class A Class B
================================================================================
Managed -0.21% -0.51% 5.93% 7.92% 28 February 28, 1994
Bond Fund
================================================================================
The total returns for the Advisor Classes of the Municipal and California Funds
for the one-year, five-year and ten-year periods ending March 31, 1996 would
have been as follows:
================================================================================
1 Year 5 Years 10 Years
------------------ ------------------ ------------------
Advisor Advisor Advisor Advisor Advisor Advisor
Class A Class B Class A Class B Class A Class B
- --------------------------------------------------------------------------------
Municipal Fund 3.36% 3.23% 40.84% 45.47% 110.25% 120.16%
California Fund 3.97% 3.87% 41.43% 46.09% 104.10% 113.72%
================================================================================
45
<PAGE>
The total returns for the Advisor Classes of the Washington Fund for the
one-year period (and since inception) ended March 31, 1996 would have been as
follows:
================================================================================
Since Initial Effective Date
1 Year (36 Months)
----------------------- ----------------------------
Advisor Advisor Advisor Advisor
Class A Class B Class A Class B
--------- ------- ------- -------
================================================================================
Washington Fund 2.88% 2.73% 10.97% 13.20%
================================================================================
The total returns for the Advisor Classes of the Municipal and California Funds
for the one-year, five-year and ten-year periods ending September 30, 1996 would
have been as follows:
================================================================================
1 Year 5 Years 10 Years
------------------ ------------------ ------------------
Advisor Advisor Advisor Advisor Advisor Advisor
Class A Class B Class A Class B Class A Class B
- --------------------------------------------------------------------------------
Municipal Fund 2.33% 2.15% 36.32% 40.74% 109.39% 119.25%
- --------------------------------------------------------------------------------
California Fund 3.64% 3.53% 38.18% 42.69% 102.74% 112.30%
================================================================================
46
<PAGE>
The total returns for the Advisor Classes of the Washington Fund for the
one-year period (and since inception) ended September 30, 1996 would have been
as follows:
================================================================================
Since Initial Effective Date
1 Year (36 Months)
----------------------- ----------------------------
Advisor Advisor Advisor Advisor
Class A Class B Class A Class B
--------- ------- ------- -------
================================================================================
Washington Fund 1.89% 1.69% 13.97% 16.34%
================================================================================
The average annual total returns for the Advisor Classes of the Intermediate
Treasury and High-Yield Bond Fund for the one-year, five-year and since initial
public offering periods ended September 30, 1996 would have been as follows:
<TABLE>
<CAPTION>
Since Initial # of Date of Initial
1 Year 5 Years Public Offering Months Public Offering
------------------ ------------------- ------------------ ------ ---------------
Advisor Advisor Advisor Advisor Advisor Advisor
Class A Class B Class A Class B Class A Class B
- -----------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Intermediate 0.68% 1.00% 5.58% 6.25% 6.82% 7.42% 96 September 7, 1988
Treasury Fund
- -----------------------------------------------------------------------------------------------------------------
High-Yield 5.80% 5.79% 9.98% 10.73% 8.58% 9.21% 96 September 7, 1988
Bond Fund
=================================================================================================================
</TABLE>
The average annual total returns for the Advisor Classes of the Managed Bond
Fund for the period from February 28, 1994 (initial public offering) through
December 31, 1995 would have been as follows:
================================================================================
Since Initial # of Date of Initial
1 Year Public Offering Months Public Offering
------------------ ------------------ ------ ---------------
Advisor Advisor Advisor Advisor
Class A Class B Class A Class B
================================================================================
Managed 12.07% 12.35% 4.66% 5.24% 22 February 28, 1994
Bond Fund
================================================================================
47
<PAGE>
The average annual total returns for the Advisor Classes of the Managed Bond
Fund for the period from February 28, 1994 (initial public offering) through
June 30, 1996 would have been as follows:
================================================================================
Since Initial # of Date of Initial
1 Year Public Offering Months Public Offering
------------------ ------------------ ------ ---------------
Advisor Advisor Advisor Advisor
Class A Class B Class A Class B
================================================================================
Managed Bond -0.21% -0.51% 2.50% 3.32% 28 February 28, 1994
Fund
================================================================================
The average annual total returns for the Advisor Classes of the Municipal and
California Funds for the one-year, five-year and ten-year periods ending March
31, 1996 would have been as follows:
================================================================================
1 Year 5 Years 10 Years
------------------ ------------------ ------------------
Advisor Advisor Advisor Advisor Advisor Advisor
Class A Class B Class A Class B Class A Class B
- --------------------------------------------------------------------------------
Municipal 3.36% 3.23% 7.09% 7.78% 7.71% 8.21%
Fund
- --------------------------------------------------------------------------------
California 3.97% 3.87% 7.18% 7.88% 7.39% 7.89%
Fund
================================================================================
The average annual total returns for the Advisor Classes of the Washington Fund
for the one-year period (and since inception) ended March 31, 1996 would have
been as follows:
================================================================================
Since Initial # of Date of Initial
1 Year Public Offering Months Public Offering
------------------ ------------------ ------ ---------------
Advisor Advisor Advisor Advisor
Class A Class B Class A Class B
================================================================================
Washington 2.88% 2.73% 3.53% 4.22% 36 March 18, 1993
Fund
================================================================================
48
<PAGE>
The average annual total returns for the Advisor Classes of the Municipal and
California Funds for the one-year, five-year and ten-year periods ending
September 30, 1996 would have been as follows:
================================================================================
1 Year 5 Years 10 Years
------------------ ------------------ ------------------
Advisor Advisor Advisor Advisor Advisor Advisor
Class A Class B Class A Class B Class A Class B
- --------------------------------------------------------------------------------
Municipal Fund 2.33% 2.15% 6.39% 7.07% 7.67% 8.17%
- --------------------------------------------------------------------------------
California Fund 3.64% 3.53% 6.68% 7.37% 7.32% 7.82%
================================================================================
The average annual total returns for the Advisor Classes of the Washington Fund
for the one-year period (and since inception) ended September 30, 1996 would
have been as follows:
================================================================================
Since Initial # of Date of Initial
1 Year Public Offering Months Public Offering
------------------ ------------------ ------ ---------------
Advisor Advisor Advisor Advisor
Class A Class B Class A Class B
================================================================================
Washington 1.89% 1.69% 3.77% 4.37% 42 March 18, 1993
Fund
================================================================================
49
<PAGE>
The total return is computed using the following formula:
================================================================================
ERV-P
T = [ ----- ] x 100
P
- --------------------------------------------------------------------------------
Where: T = ending redeemable value of a hypothetical $1,000 investment
at the end of a specified period of time
P = a hypothetical initial investment of $1,000
================================================================================
The average annual total return is computed using the following formula:
A = (n[SUPERSCRIPT][EXPONENT] ERV/P - 1) x 100
Where: T = total return
A = average annual total return
n = number of years
ERV = ending redeemable value of a hypothetical $1,000
investment at the end of a specified period of time
P = a hypothetical initial investment of $1,000
In making the above calculation all dividends and capital gain distributions are
assumed to be reinvested at the Fund's NAV on the reinvestment date.
In addition to performance figures, each Fund may advertise its ranking as
calculated by independent rating services which monitor mutual funds'
performance (e.g., CDA Investment Technologies, Lipper Analytical Services, Inc.
and Morningstar, Inc.). These rankings may be among mutual funds with similar
objectives and/or size or with mutual funds in general and may be based on
relative performance during periods deemed by the rating services to be
representative of up and down markets. The Funds may also describe in their
advertisements the methodology used by the rating services to arrive at Fund
ratings. In addition, the Funds may also advertise individual measurements of
Fund performance published by the rating services.
50
<PAGE>
The Funds may upon occasion reproduce articles or portions of articles about the
Funds written by independent third parties such as financial writers, financial
planners and financial analysts, and appearing in financial publications of
general circulation or financial newsletters (including but not limited to
BARRONS, BUSINESS WEEK, FABIANS, FORBES, FORTUNE, INVESTOR'S BUSINESS DAILY,
KIPLINGER'S, MONEY MAGAZINE, MORNINGSTAR MUTUAL FUNDS, MUTUAL FUNDS FORECASTER,
MUTUAL FUNDS MAGAZINE, NO-LOAD FUND INVESTOR, NO-LOAD FUND X, NEWSWEEK, PENSIONS
& INVESTMENTS, RUCKEYSER'S MUTUAL FUNDS, TELESWITCH, TIME MAGAZINE, U.S. NEWS
AND WORLD REPORT, YOUR MONEY AND THE WALL STREET JOURNAL).
Each Fund may also present in its advertisements and sales literature (i) a
biography or the credentials of its portfolio manager (including but not limited
to educational degrees, professional designations, work experience, work
responsibilities and outside interests); (ii) current facts (including but not
limited to number of employees, number of shareholders, business
characteristics) about its investment adviser (SAM) or any sub investment
adviser, the investment adviser's parent company (SAFECO Corporation) or the
parent company of any sub investment adviser or the SAFECO Family of Funds;
(iii) descriptions, including quotations attributable to the portfolio manager,
of the investment style used to manage a Fund's portfolio, the research
methodologies underlying securities selection and a Fund's investment objective;
and (iv) information about particular securities held in a Fund's portfolio.
From time to time, each Fund may discuss its performance in relation to the
performance of relevant indices and/or representative peer groups. Such
discussions may include how a Fund's investment style (including but not limited
to portfolio holdings, asset types, industry/sector weightings and the purchase
and sale of specific securities) contributed to such performance.
In addition, each Fund may comment on the market and economic outlook in
general, on specific economic events, on how these conditions have impacted its
performance and on how the portfolio manager will or has addressed such
conditions.
Performance information and quoted ratings are indicative only of past
performance and are not intended to represent future investment results.
ADDITIONAL INFORMATION ON DIVIDENDS
Because the Money Market Fund intends to hold its portfolio securities to
maturity and expects that most of its portfolio securities will be valued at
their amortized cost, realized gains or losses should not be a significant
factor in the computation of net income. Should, however, in an unusual
circumstance, the Money Market Fund experience a realized gain or loss, a
shareholder of the Money Market Fund could receive an increased, reduced, or no
dividend for a period of time. In such an event, the Money Market Trust's Board
of Trustees would consider whether to adhere to its present dividend policy or
to revise it in light of the then-prevailing circumstances.
51
<PAGE>
TRUSTEES AND OFFICERS
================================================================================
Position(s) Held Principal Occupation(s)
Name and Address with the Trusts During Past 5 Years
---------------- ---------------- -----------------------
- ------------------------------------------------------------------------------
Boh A. Dickey* Chairman and President, Chief Operating Officer
SAFECO Plaza Trustee and Director of SAFECO Corporation.
Seattle, WA 98185 Previously, Executive Vice President
(52) and Chief Financial Officer. He has
been an executive officer of SAFECO
Corporation subsidiaries since 1982.
See table under "Investment Advisory
and Other Services."
Barbara J. Dingfield Trustee Manager, Corporate Contributions and
Microsoft Corporation Community Programs for Microsoft
One Microsoft Way Corporation, Redmond, Washington, a
Redmond, WA 98052 computer software company; Director
(51) and former Executive Vice President
of Wright Runstad & Co., Seattle,
Washington, a real estate
development company; Director of
First SAFECO National Life Insurance
Company of New York.
Richard W. Hubbard* Trustee Retired Vice President and Treasurer
1270 NW Blakely Ct. of the Trust and other SAFECO
Seattle, WA 98177 Trusts; retired Senior Vice
(67) President and Treasurer of SAFECO
Corporation; former President of
SAFECO Asset Management Company;
Director of First SAFECO National
Life Insurance Company of New York.
Richard E. Lundgren Trustee Director of Marketing and Customer
764 S. 293rd Street Relations, Building Materials
Federal Way, WA 98032 Distribution, Weyerhaeuser Company,
(59) Tacoma, Washington; Director of
First SAFECO National Life Insurance
Company of New York.
52
<PAGE>
================================================================================
Position(s) Held Principal Occupation(s)
Name and Address with the Trusts During Past 5 Years
---------------- ---------------- -----------------------
- ------------------------------------------------------------------------------
Larry L. Pinnt Trustee Retired Vice President and Chief
1600 Bell Plaza Financial Officer U.S. WEST
Room 1802 Communications, Seattle, Washington;
Seattle, WA 98191 Director of Key Bank of Washington,
(62) Seattle, Washington; Director of
University of Washington Medical
Center, Seattle, Washington;
Director of Cascade Natural Gas
Corporation, Seattle, Washington;
Director of First SAFECO National
Life Insurance Company of New York.
John W. Schneider Trustee President of Wallingford Group,
1808 N 41st St. Inc., Seattle, Washington; former
Seattle, WA 98103 President of Coast Hotels, Inc.,
(55) Seattle, Washington; Director of
First SAFECO National Life Insurance
Company of New York.
David F. Hill* President President of SAFECO Securities, Inc.
SAFECO Plaza Trustee and SAFECO Services Corporation;
Seattle, WA 98185 Senior Vice President of SAFECO
(48) Asset Management Company. See table
under "Investment Advisory and other
Services."
Neal A. Fuller Vice President Vice President, Controller,
SAFECO Plaza Controller Assistant Secretary and Treasurer of
Seattle, WA 98185 Assistant SAFECO Securities, Inc. and SAFECO
(34) Secretary Services Corporation; Vice
President, Controller, Secretary and
Treasurer of SAFECO Asset Management
Company. See table under "Investment
Advisory and Other Services."
Ronald L. Spaulding Vice President Vice Chairman of SAFECO Asset
SAFECO Plaza Treasurer Management Company; Vice President
Seattle, WA 98185 and Treasurer of SAFECO Corporation;
(53) Vice President of SAFECO Life
Insurance Company; former Senior
Fund Manager of SAFECO insurance
companies; former Fund Manager for
several SAFECO mutual funds. See
table under "Investment Advisory and
Other Services."
================================================================================
* Trustees who are interested persons as defined by the 1940 Act.
53
<PAGE>
<TABLE>
<CAPTION>
COMPENSATION TABLE FOR CURRENT TRUSTEES
(Taxable Bond Trust)
For the Fiscal Year Ended September 30, 1996
Pension or Total
Retirement Compensation
Benefits From Registrant
Aggregate Accrued As Estimated and Fund
Compensation Part of Annual Benefits Complex Paid
Trustee from Registrant Fund Expenses Upon Retirement to Trustees
- ------- --------------- ------------- --------------- --------------
<S> <C> <C> <C> <C>
Boh A. Dickey N/A N/A N/A N/A
- -----------------------------------------------------------------------------------------
Barbara J. Dingfield $2,458 N/A N/A $28,478
- -----------------------------------------------------------------------------------------
Richard E. Lundgren $2,458 N/A N/A $28,478
- -----------------------------------------------------------------------------------------
Larry L. Pinnt $2,458 N/A N/A $28,478
- -----------------------------------------------------------------------------------------
John W. Schneider $2,458 N/A N/A $28,478
- -----------------------------------------------------------------------------------------
Richard W. Hubbard $2,458 N/A N/A $28,478
- -----------------------------------------------------------------------------------------
David F. Hill* N/A N/A N/A N/A
=========================================================================================
</TABLE>
* First elected to the Board of Trustees in August, 1996.
Currently, there is no pension, retirement, or other plan or any arrangement
pursuant to which Trustees or officers of the Trust are compensated by the
Trust. Each Trustee also serves as Trustee for five other registered open-end
management companies that have, in the aggregate, twenty-five series companies
managed by SAM.
54
<PAGE>
The officers of the Trust receive no compensation for their services as
officers, or if applicable, as Trustees.
At January 2, 1997, the Trustees and officers of the Taxable Bond Trust as a
group owned less than 1% of the outstanding shares of each of the Taxable Bond
Funds.
<TABLE>
<CAPTION>
COMPENSATION TABLE FOR CURRENT TRUSTEES
(Managed Bond Trust)
For the Fiscal Year Ended December 31, 1995
Pension or Total
Retirement Compensation
Benefits From Registrant
Aggregate Accrued As Estimated and Fund
Compensation Part of Annual Benefits Complex Paid
Trustee from Registrant Fund Expenses Upon Retirement to Trustees
- ------- --------------- ------------- --------------- --------------
===========================================================================================
<S> <C> <C> <C> <C>
Boh A. Dickey N/A N/A N/A N/A
- ------------------------------------------------------------------------------------------
Barbara J. Dingfield $852 N/A N/A $23,875
- ------------------------------------------------------------------------------------------
Richard E. Lundgren $852 N/A N/A $23,875
- ------------------------------------------------------------------------------------------
Larry L. Pinnt $852 N/A N/A $23,875
- ------------------------------------------------------------------------------------------
John W. Schneider $852 N/A N/A $23,875
- ------------------------------------------------------------------------------------------
Richard W. Hubbard $960 N/A N/A $26,900
- ------------------------------------------------------------------------------------------
David F. Hill* N/A N/A N/A N/A
===========================================================================================
</TABLE>
* First elected to the Board of Trustees in August, 1996.
Currently, there is no pension, retirement, or other plan or any arrangement
pursuant to which Trustees or officers of the Trust are compensated by the
Trust. Each Trustee also serves as Trustee for five other registered open-end
management companies that have, in the aggregate, twenty-two series companies
managed by SAM.
55
<PAGE>
The officers of the Trust received no compensation for their services as
officers or, if applicable, as Trustees.
At January 2, 1997, the Trustees and officers of the Managed Bond Trust owned
none of the outstanding shares of the Managed Bond Fund.
<TABLE>
<CAPTION>
COMPENSATION TABLE FOR CURRENT TRUSTEES
(Money Market Trust)
For the Fiscal Year Ended March 31, 1996
Pension or Total
Retirement Compensation
Benefits From Registrant
Aggregate Accrued As Estimated and Fund
Compensation Part of Annual Benefits Complex Paid
Trustee from Registrant Fund Expenses Upon Retirement to Trustees
- ------- --------------- ------------- --------------- --------------
=========================================================================================
<S> <C> <C> <C> <C>
Boh A. Dickey N/A N/A N/A N/A
- -----------------------------------------------------------------------------------------
Barbara J. Dingfield $2,095 N/A N/A $24,813
- -----------------------------------------------------------------------------------------
Richard E. Lundgren $2,095 N/A N/A $24,813
- -----------------------------------------------------------------------------------------
Larry L. Pinnt $2,095 N/A N/A $24,813
- -----------------------------------------------------------------------------------------
John W. Schneider $2,095 N/A N/A $24,813
- -----------------------------------------------------------------------------------------
Richard W. Hubbard $2,095 N/A N/A $23,000
- -----------------------------------------------------------------------------------------
David F. Hill* N/A N/A N/A N/A
=========================================================================================
* First elected to the Board of Trustees in August, 1996.
</TABLE>
Currently, there is no pension, retirement, or other plan or any arrangement
pursuant to which Trustees or officers of the Trust are compensated by the
Trust. Each Trustee also serves as trustee for five other registered open-end,
management investment companies that have, in the aggregate, twenty-one series
companies managed by SAM.
56
<PAGE>
The officers of the Trust receive no compensation for their service as officers
or, if applicable, as Trustees.
At January 2, 1997, the Trustees and officers of the Money Market Trust as a
group owned less than 1% of the outstanding shares of the Money Market Fund.
<TABLE>
<CAPTION>
COMPENSATION TABLE FOR CURRENT TRUSTEES
(Tax-Exempt Bond Trust)
For the Fiscal Year Ended March 31, 1996
Pension or Total
Retirement Compensation
Benefits From Registrant
Aggregate Accrued As Estimated and Fund
Compensation Part of Annual Benefits Complex Paid
Trustee from Registrant Fund Expenses Upon Retirement to Trustees
- ------- --------------- ------------- --------------- --------------
=========================================================================================
<S> <C> <C> <C> <C>
Boh A. Dickey N/A N/A N/A N/A
- -----------------------------------------------------------------------------------------
Barbara J. Dingfield $4,547 N/A N/A $24,813
- -----------------------------------------------------------------------------------------
Richard E. Lundgren $4,547 N/A N/A $24,813
- -----------------------------------------------------------------------------------------
Larry L. Pinnt $4,547 N/A N/A $24,813
- -----------------------------------------------------------------------------------------
John W. Schneider $4,547 N/A N/A $24,813
- -----------------------------------------------------------------------------------------
Richard W. Hubbard $4,547 N/A N/A $23,000
- -----------------------------------------------------------------------------------------
David F. Hill* N/A N/A N/A N/A
=========================================================================================
* First elected to the Board of Trustees in August, 1996.
</TABLE>
Currently, there is no pension, retirement, or other plan or any arrangement
pursuant to which Trustees or officers of a Trust are compensated by that Trust.
Each Trustee also serves as trustee for five other registered open-end,
management investment companies that have, in the aggregate, eighteen series
companies managed by SAM.
57
<PAGE>
The officers of a Trust received no compensation for their services as officers
or, if applicable, trustees.
At January 2, 1997 the Trustees and officers of the Trust as a group owned less
than 1% of the outstanding shares of each Tax-Exempt Fixed Income Fund.
INVESTMENT ADVISORY AND OTHER SERVICES
SAFECO Asset Management Company ("SAM"), SAFECO Securities, Inc. ("SAFECO
Securities") and SAFECO Services Corporation ("SAFECO Services") are
wholly-owned subsidiaries of SAFECO Corporation. SAFECO Securities is the
principal underwriter of each Fund and SAFECO Services is the transfer, dividend
and distribution disbursement and shareholder servicing agent of each Fund.
The following individuals have the following positions and offices with the
Trusts, SAM, SAFECO Securities and SAFECO Services.
SAFECO SAFECO
Name Trusts SAM Securities Services
- ---- ------ --- ---------- ---------
B. A. Dickey Chairman Director Director
Trustee Chairman
D. F. Hill President Senior President President
Trustee Vice Director Secretary
President Secretary Director
Director
N. A. Fuller Vice President Vice Vice Vice President
Controller President President Controller
Assistant Controller Controller Assistant
Secretary Secretary Assistant Secretary
Treasurer Secretary Treasurer
Treasurer
R.L. Spaulding Vice President Vice Director Director
Treasurer Chairman
Director
S.C. Bauer President
Director
D.H. Longhurst Assistant Assistant Assistant
Controller Controller Controller
58
<PAGE>
Mr. Dickey is President, Chief Operating Officer and a Director of SAFECO
Corporation and Mr. Spaulding is a Treasurer and Vice President of SAFECO
Corporation. Messrs. Dickey and Spaulding are also Directors of other SAFECO
Corporation subsidiaries.
In connection with its investment advisory contract with each Trust, SAM
furnishes or pays for all facilities and services furnished or performed for or
on behalf of each Trust and each Fund, that includes furnishing office
facilities, books, records and personnel to manage each Trust's and each Fund's
affairs and paying certain expenses.
The Trust Instrument of each Trust provides that the Trust will indemnify its
Trustees and its officers against liabilities and expenses reasonably incurred
in connection with litigation in which they may be involved because of their
offices with the Trust, unless it is adjudicated that they engaged in bad faith,
wilful misfeasance, gross negligence, or reckless disregard of the duties
involved in the conduct of their offices. In the case of settlement, such
indemnification will not be provided unless it has been determined -- by a court
or other body approving the settlement or other disposition, or by a majority of
disinterested Trustees, based upon a review of readily available facts, or in a
written opinion of independent counsel -- that such officers or Trustees have
not engaged in wilful misfeasance, bad faith, gross negligence or reckless
disregard of their duties.
SAM also serves as the investment adviser for other investment companies in
addition to the Funds. Several of these investment companies have investment
objectives similar to those of certain Funds. It is therefore possible that the
same securities will be purchased for both a Fund and another investment company
advised by SAM. When two or more funds advised by SAM are simultaneously engaged
in the purchase or sale of the same security, the prices and amounts will be
allocated in a manner considered by the officers of the funds involved to be
equitable to each fund. In some cases this system could have a detrimental
effect on the price or value of the security as far as a Fund is concerned. It
is expected that the opportunity to participate in volume transactions will
produce better executions and prices for a Fund, generally. In some cases, the
price of a security allocted to one Fund may be higher or lower than the price
of a security allocated to another Fund.
For the services and facilities furnished by SAM, each Fund has agreed to pay an
annual fee computed on the basis of the average market value of the net assets
of each Fund ascertained each business day and paid monthly in accordance with
the following schedules. The reduction in fees occurs only at such time as the
respective Fund's net assets reach the dollar amounts of the break points and
applies only to those assets that fall within the specified range:
59
<PAGE>
================================================================================
Intermediate Treasury Fund
================================================================================
Net Assets Fee
- --------------------------------------------------------------------------------
$0 - $250,000,000 .55 of 1%
$250,000,001 - $500,000,000 .45 of 1%
$500,000,001 - $750,000,000 .35 of 1%
Over $750,000,000 .25 of 1%
- --------------------------------------------------------------------------------
High-Yield Bond Fund
- --------------------------------------------------------------------------------
Net Assets Fee
- --------------------------------------------------------------------------------
$0 - $250,000,000 .65 of 1%
$250,000,001 - $500,000,000 .55 of 1%
$500,000,001 - $750,000,000 .45 of 1%
Over $750,000,000 .35 of 1%
- --------------------------------------------------------------------------------
Managed Bond Fund
- --------------------------------------------------------------------------------
Net Assets Fee
- --------------------------------------------------------------------------------
$0 - $100,000,000 .50 of 1%
$100,000,001 - $250,000,000 .40 of 1%
Over $250,000,000 .35 of 1%
- --------------------------------------------------------------------------------
Washington Fund
- --------------------------------------------------------------------------------
Net Assets Fee
- --------------------------------------------------------------------------------
$0 - $250,000,000 .65 of 1%
$250,000,001 - $500,000,000 .55 of 1%
$500,000,001 - $750,000,000 .45 of 1%
Over $750,000,000 .35 of 1%
- --------------------------------------------------------------------------------
60
<PAGE>
Municipal and California Funds
- --------------------------------------------------------------------------------
Net Assets Fee
- --------------------------------------------------------------------------------
$0 - $100,000,000 .55 of 1%
$100,000,001 - $250,000,000 .45 of 1%
$250,000,001 - $500,000,000 .35 of 1%
Over $500,000,000 .25 of 1%
- --------------------------------------------------------------------------------
Money Market Fund
- --------------------------------------------------------------------------------
Net Assets Fee
- --------------------------------------------------------------------------------
$0 - $250,000,00 .50 of 1%
$250,000,001 - $500,000,000 .40 of 1%
$500,000,001 - $750,000,000 .30 of 1%
Over $750,000,000 .25 of 1%
================================================================================
The following states the total amounts of compensation paid by each Fund to SAM
for the past three fiscal years or periods (or since its initial public offering
in the case of the Managed Bond Fund):
================================================================================
Taxable Bond Funds
---------------------------------------------------------
Year Ended
---------------------------------------------------------
September 30, September 30, September 30,
1996 1995 1994
------------- ------------- -------------
Intermediate
Treasury Fund $78,000 $ 71,000 $ 77,000
- --------------------------------------------------------------------------------
High-Yield
Bond Fund $255,000 $206,000 $202,000
================================================================================
================================================================
Managed Bond Fund
----------------------------------------------------------------
Year or Period Ended
----------------------------------------------------------------
December 31, 1995 February 28, 1994
(Initial Public Offering) to
December 31, 1994
----------------------------------------------------------------
$22,720 $15,869
================================================================
61
<PAGE>
================================================================================
Tax-Exempt Fixed Income Funds
-------------------------------------------------------
Year Ended
================================================================================
March 31, 1996 March 31, 1995 March 31, 1994
-------------- -------------- --------------
Municipal Bond Fund $2,020,685 $2,010,754 $2,248,615
- --------------------------------------------------------------------------------
California Fund $365,684 $364,000 $455,505
- --------------------------------------------------------------------------------
Washington Fund $39,038 $31,475 $18,350
================================================================================
================================================================================
Money Market Fund
----------------------------------------------------------------------
Year or Period Ended
----------------------------------------------------------------------
March 31, 1996 March 31, 1995 March 31, 1994
-------------- -------------- --------------
$864,914 $840,727 $690,549
================================================================================
Distribution Arrangements. SAFECO Securities is the principal underwriter for
each Fund and acts as the distributor of the Advisor Class A and Advisor Class B
shares of each Fund under a Distribution Agreement with each Trust that requires
SAFECO Securities to use its best efforts, consistent with its other businesses,
to sell shares of the Funds. Shares of the Funds are offered continuously.
Under separate plans of distribution pertaining to the Advisor Class A and
Advisor Class B shares of each Fund adopted by each Trust in the manner
prescribed under Rule 12b-1 under the 1940 Act (each a "Plan"), each Advisor
Class pays fees described in the Prospectus.
Among other things, each Plan provides that (1) SAFECO Securities will submit to
each Trust's Board of Trustees at least quarterly, and the Trustees will review,
reports regarding all amounts expended under the Plan and the purposes for which
such expenditures were made, (2) the Plan will continue in effect so long as
they are approved at least annually and any material amendment thereto is
approved, by each respective Trust's Board of Trustees, including those Trustees
who are not "interested persons" of each Trust and who have no Plan, acting in
person at the meeting called for that purpose, (3) payments by a Fund under the
Plan shall not be materially increased without the affirmative vote of the
holders of a majority of the outstanding voting securities of the relevant
Advisor Class of that Fund and (4) while the Plan remains in effect, the
selection and nomination of Trustees who are not "interested persons" of each
Trust shall be committed to the discretion of each of the Trustees who are not
"interested persons" of each Trust.
62
<PAGE>
In reporting amounts expended under the Plans to each Trust's Board of Trustees,
SAFECO Securities will allocate expenses attributable to the sale of each
Advisor Class of Fund shares to such Advisor Class based on the ratio of sales
of shares of such Advisor Class to the sales of all Advisor Classes of shares.
Expenses attributable to a specific Advisor Class will be allocated to that
Advisor Class.
In approving the adoption of each Plan, each Trust's Board of Trustees
determined that the adoption was in the best interests of the Funds'
shareholders.
In the event that a Plan is terminated or not continued with respect to the
Advisor Class A or Advisor Class B shares of any Fund, (i) no fees would be owed
by the Fund to SAFECO Securities with respect to that class, and (ii) the Fund
would not be obligated to pay SAFECO Securities for any amounts expended under
the Plan not previously recovered by SAFECO Securities.
The Plans comply with rules of the National Association of Securities Dealers,
Inc. which limit the annual asset-based sales charges and service fees that a
mutual fund may impose on a class of shares to .75% and .25%, respectively, of
the average annual net assets attributable to that class. The rules also limit
the aggregate of all front-end, deferred and asset-based sales charges imposed
with respect to a class of shares by a mutual fund that also charges a service
fee to 6.25% of cumulative gross sales of that class, plus interest at the prime
rate plus 1% per annum.
CUSTODIAN. U.S. Bank of Washington, N.A., 1420 Fifth Avenue, Seattle, Washington
98111, is the custodian of the securities, cash and other assets of each Fund
under an agreement with each Trust.
AUDITOR. Ernst & Young LLP, 999 Third Avenue, Suite 3500, Seattle, Washington
98104, is the independent auditor of each Fund's financial statements.
SAFECO Services provides, or through subcontracts makes provision for, all
required transfer agency activity, including maintenance of records of each
Fund's shareholders, records of transactions involving each Fund's shares, and
the compilation, distribution, or reinvestment of income dividends or capital
gains distribution. For the Intermediate Treasury, Managed Bond and Tax-Exempt
Fixed Income Funds, SAFECO Services is paid a fee for these services equal to
$32.00 per shareholder account, but not to exceed .30% of each Fund's average
net assets. For the Money Market Fund, SAFECO Services is paid a fee of $34.00
per shareholder account, but not to exceed .30% of each Fund's average net
assets. The following tables shows the fees paid by each Fund to SAFECO Services
during the past three fiscal years.
63
<PAGE>
================================================================================
Taxable Bond Funds
----------------------------------------------------
Year Ended*
- --------------------------------------------------------------------------------
September 30, September 30, September 30,
1996 1995 1994
------------- ------------- -------------
Intermediate Treasury Fund $ 39,000 $ 33,000 $ 25,000
Fund
High-Yield Bond Fund $ 90,000 $ 78,000 $ 63,000
================================================================================
* Figures reflect fees of $3.10 per shareholder transaction until July 1996 when
the new fee schedule went into effect.
================================================================================
Managed Bond Fund
- --------------------------------------------------------------------------------
Year or Period Ended**
- --------------------------------------------------------------------------------
December 31, 1995 February 28, 1994
(Initial Public Offering) to
December 31, 1994
- --------------------------------------------------------------------------------
$309 $96
================================================================================
================================================================================
Money Market Fund
- --------------------------------------------------------------------------------
Year Ended**
- --------------------------------------------------------------------------------
March 31, 1996 March 31, 1995 March 31, 1994
-------------- -------------- --------------
$424,260 $385,495 $308,090
================================================================================
64
<PAGE>
================================================================================
Tax-Exempt Fixed Income Funds
- --------------------------------------------------------------------------------
Year or Period Ended**
- --------------------------------------------------------------------------------
March 31, 1996 March 31, 1995 March 31, 1994
- --------------------------------------------------------------------------------
Municipal Bond Fund $511,005 $531,978 $557,561
- --------------------------------------------------------------------------------
California Fund $68,839 $68,840 $66,667
- --------------------------------------------------------------------------------
Washington Fund $2,842 $3,219 $2,801
================================================================================
** Figures reflect fees of $3.10 per shareholder transaction payable pursuant to
the prior fee schedule.
BROKERAGE PRACTICES
SAM places orders for the purchase or sale of each Fund's portfolio securities
based on various factors including:
(1) Which broker gives the best execution (i.e., which broker is able to
trade the securities in the size and at the price desired and on a timely
basis);
(2) Whether the broker is known as being reputable; and,
(3) All other things being equal, which broker has provided useful research
services.
Such research services as are furnished during the year (e.g., written reports
analyzing economic and financial characteristics of industries and companies,
telephone conversations between brokerage security analysts and members of SAM's
staff, and personal visits by such analysts and brokerage strategists and
economists to SAM's office) are used to advise all clients including the Funds,
but not all such research services furnished to SAM are used by it to advise the
Funds. SAM does not pay excess commissions or mark-ups to any broker or dealer
for research services or for any other reason. Purchases and sales of portfolio
securities are transacted with the issuer or with a primary market maker acting
as principal for the securities on a net basis with no commission being paid by
the Funds. Transactions placed through dealers serving as primary market makers
reflect the spread between the bid and asked prices. Occasionally the Funds may
make purchases of underwritten issues at prices that include underwriting fees.
65
<PAGE>
REDEMPTION IN KIND
If a Trust concludes that cash payment upon redemption to a shareholder of a
Fund would be prejudicial to the best interest of other shareholders of a Fund,
a portion of the payment may be made in kind. Each Trust has elected to be
governed by Rule 18f-1 under the 1940 Act, pursuant to which the Trust must
redeem shares tendered by a shareholder of a Fund solely in cash up to the
lesser of $250,000 or 1% of a net asset value of a Fund during any 90-day
period. Any shares tendered by the shareholder in excess of the above-mentioned
limit may be redeemed through distribution of a Fund's assets. Any securities or
other property so distributed in kind shall be valued by the same method as is
used in computing NAV. Distributions in kind will be made in readily marketable
securities, unless the investor elects otherwise. Investors may incur brokerage
costs in disposing of securities received in such a distribution in kind.
FINANCIAL STATEMENTS
The following financial statements for the Intermediate Treasury and High-Yield
Bond Funds and the report thereon of Ernst & Young LLP, independent auditors,
are incorporated herein by reference to the Taxable Bond Trust's Annual Report
for the year ended September 30, 1996.
Portfolio of Investments as of September 30, 1996
Statement of Assets and Liabilities as of September 30, 1996
Statement of Operations for the Year Ended September 30, 1996
Statement of Changes in Net Assets for the Years Ended
September 30, 1996 and September 30, 1995
Notes to Financial Statements
The following financial statements for the Managed Bond Fund (formerly Fixed
Income Portfolio) and the report thereon of Ernst & Young LLP, independent
auditors, are incorporated herein by reference to the Managed Bond Trust's
(formerly Institutional Series Trust) Annual Report for the year ended December
31, 1995:
Portfolio of Investments as of December 31, 1995
Statement of Assets and Liabilities as of December 31, 1995
Statement of Operations for the Year Ended December 31, 1995
Statement of Changes in Net Assets for the Years Ended
December 31, 1995 and December 31, 1994
Notes to Financial Statements
The following unaudited financial statements for the Managed Bond Fund (formerly
the Fixed-Income Portfolio) are incorporated herein by reference to the Managed
Bond Trust's (formerly the Institutional Series Trust) Semi-Annual Report for
the period ended June 30, 1996.
Portfolio of Investments as of June 30, 1996 (unaudited)
Statement of Assets and Liabilities as of June 30, 1996 (unaudited)
Statement of Operations for the Period Ended June 30, 1996 (unaudited)
Statement of Changes in Net Assets for the Period Ended
June 30, 1996 (unaudited)
Notes to Financial Statements (unaudited)
66
<PAGE>
The following financial statements for the Municipal Bond, California and
Washington Funds and the report thereon of Ernst & Young LLP, independent
auditors, are incorporated herein by reference to the Tax-Exempt Bond Trust's
Annual Report for the year ended March 31, 1996:
Portfolio of Investments as of March 31, 1996
Statement of Assets and Liabilities as of March 31, 1996
Statement of Operations for the Year Ended March 31, 1996
Statement of Changes in Net Assets for the Years Ended
March 31, 1996 and March 31, 1995
Notes to Financial Statements
The following unaudited financial statements for the Municipal Bond, California
and Washington Funds are incorporated herein by reference to the Trust's
Semi-Annual Report for the period ended September 30, 1996.
Portfolio of Investments as of Septeember 30, 1996 (unaudited)
Statement of Assets and Liabilities as of September 30, 1996 (unaudited)
Statement of Operations for the Period Ended September 30, 1996
(unaudited)
Statement of Changes in Net Assets for the Period Ended
September 30, 1996 (unaudited)
September 30, 1996 Notes to Financial Statements (unaudited)
The following financial statements for the Money Market Fund and the report
thereon of Ernst & Young LLP, independent auditors, are incorporated herein by
reference to the Money Market Trust's Annual Report for the year ended March 31,
1996:
Portfolio of Investments as of March 31, 1996
Statement of Assets and Liabilities as of March 31, 1996
Statement of Operations for the Year Ended March 31, 1996
Statement of Changes in Net Assets for the Years Ended
March 31, 1996 and March 31, 1995
Notes to Financial Statements
The following unaudited financial statements for the Money Market Fund are
incorporated herein by reference to the Trust's Semi-Annual Report for the
period ended September 30, 1996.
Portfolio of Investments as of Septeember 30, 1996 (unaudited)
Statement of Assets and Liabilities as of September 30, 1996 (unaudited)
Statement of Operations for the Period Ended September 30, 1996
(unaudited)
Statement of Changes in Net Assets for the Period Ended
September 30, 1996 (unaudited)
September 30, 1996 Notes to Financial Statements (unaudited)
67
<PAGE>
A copy of each Trusts' Annual Report and the Semi-Annual Report of the Managed
Bond Fund accompanies this Statement of Additional Information. Additional
copies may be obtained by calling SAFECO Services at 1-800-463-8791 or by
writing to the address on the Prospectus cover.
DESCRIPTION OF RATINGS
Ratings by Moody's and S&P represent opinions of those organizations as to the
investment quality of the rated obligations. Investors should realize these
ratings do not constitute a guarantee that the principal and interest payable
under these obligations will be paid when due.
68
<PAGE>
Description of Bond Ratings
Moody's
Investment Grade Descriptions:
- ------------------------------
Aaa -- Bonds which are rated Aaa are judged to be of the best-quality. They
carry the smallest degree of investment risk and are generally referred to as
"gilt edged." Interest payments are protected by a large or by an exceptionally
stable margin and principal is secure. While the various protective elements are
likely to change, such changes as can be visualized are most unlikely to impair
the fundamentally strong position of such issues.
Aa -- Bonds which are rated Aa are judged to be of high quality by all
standards. Together with the Aaa group they comprise what are generally known as
high grade bonds. They are rated lower than the best bonds because margins of
protection may not be as large as in Aaa securities or fluctuation of protective
elements may be of greater amplitude or there may be other elements present
which make the long-term risk appear somewhat larger than the Aaa securities.
A -- Bonds which are rated A possess many favorable investment attributes and
are to be considered as upper-medium-grade obligations. Factors giving security
to principal and interest are considered adequate, but elements may be present
which suggest a susceptibility to impairment sometime in the future.
Baa -- Bonds which are rated Baa are considered medium-grade obligations (i.e.,
they are neither highly protected nor poorly secured). Interest payments and
principal security appear adequate for the present but certain protective
elements may be lacking or may be characteristically unreliable over any great
length of time. Such bonds lack outstanding investment characteristics and in
fact have speculative characteristics as well.
Below Investment Grade Descriptions:
- ------------------------------------
Ba -- Bonds which are rated Ba are judged to have speculative elements; their
future cannot be considered as well-assured. Often the protection of interest
and principal payments may be very moderate, and thereby not well safeguarded
during both good and bad times over the future. Uncertainty of position
characterizes bonds in this class.
69
<PAGE>
B -- Bonds which are rated B generally lack characteristics of the desirable
investment. Assurance of interest and principal payments or of maintenance of
other terms of the contract over any long period of time may be small.
Caa -- Bonds which are rated Caa are of poor standing. Such issues may be in
default or there may be present elements of danger with respect to principal or
interest.
Ca -- Bonds which are rated Ca represent obligations which are speculative in a
high degree. Such issues are often in default or have other marked shortcomings.
C -- Bonds which are rated C are the lowest-rated class of bonds. Issues so
rated have extremely poor prospects of ever attaining any real investment
standing.
S&P
Investment Grade Descriptions:
- ------------------------------
AAA -- Debt rated "AAA" has the highest rating assigned by S&P's. Capacity to
pay interest and repay principal is extremely strong.
AA -- Debt rated "AA" has a very strong capacity to pay interest and repay
principal and differs from the higher rated issues only in a small degree.
A -- Debt rated "A" has a very strong capacity to pay interest and repay
principal although it is somewhat more susceptible to the adverse effects of
changes in circumstances and economic conditions than debt rated in a higher
category.
BBB -- Debt rated "BBB" is regarded as having an adequate capacity to pay
interest and repay principal. Whereas, it normally exhibits adequate protection
parameters, adverse economic conditions or changing circumstances are more
likely to lead to a weakened capacity to pay interest and repay principal for
debt in this category than in higher rated categories.
Below Investment Grade Descriptions:
- ------------------------------------
BB, B, CCC, CC -- Debt rated BB, B, CCC, CC or C is regarded, on balance, as
predominantly speculative with respect to capacity to pay interest and repay
principal in accordance with the terms of the obligation. "BB" indicates the
lowest degree of speculation and "C" the highest degree of speculation. While
such debt will likely have some quality and protective characteristics, these
are outweighed by large uncertainties or major risk exposures to adverse
conditions.
70
<PAGE>
BB -- Debt rated "BB" has less near-term vulnerability to default than other
speculative issues. However, it faces major ongoing uncertainties or exposure to
adverse business, financial, or economic conditions which could lead to
inadequate capacity to meet timely interest and principal payments. The "BB"
rating category is also used for debt subordinated to senior debt that is
assigned an actual or implied "BBB-" rating.
B -- Debt rated "B" has a greater vulnerability to default but currently has the
capacity to meet interest payments and principal repayments. Adverse business,
financial, or economic conditions will likely impair capacity or willingness to
pay interest and repay principal. The "B" rating category is also used for debt
subordinated to senior debt that is assigned an actual or implied "BB" or "BB-"
rating.
CCC -- Debt rated "CCC" has a currently identifiable vulnerability to default,
and is dependent upon favorable business, financial, and economic conditions to
meet timely payment of interest and repayment of principal. In the event of
adverse business, financial, or economic conditions. It is not likely to have
the capacity to pay interest and repay principal. The "CCC" rating category is
also used for debt subordinated to senior debt that is assigned an actual or
implied "B" or "B-" rating.
C -- The rating "C" is typically applied to debt subordinated to senior debt
which is assigned an actual or implied "CCC-" debt rating. The "C" rating may be
used to cover a situation where a bankruptcy petition has been filed, but debt
service payments are continued.
Cl -- The rating "Cl" is reserved for income bonds on which no interest is being
paid.
D -- Debt rated "D" is in payment default. The "D" rating category is used when
interest payments or principal payments are not made on the date due even if the
applicable grace period has not expired, unless S&P believes that such payment
will be made during such grace period.
Plus (+) or Minus (-): The ratings from "AA" to "CCC" may be modified by the
addition of a plus or minus sign to show relative standing within the major
rating categories.
71
<PAGE>
Description of Commercial Paper Ratings
Moody's
Moody's short-term debt ratings are opinions of the ability of issuers to repay
punctually senior debt obligations with an original maturity not exceeding one
year.
Prime-1: Issuers (or supporting institutions) rated Prime-1 (P-1) have a
superior ability for repayment of senior short-term debt obligations. P-1
repayment ability will often be evidenced by many of the following
characteristics:
. Leading market positions in well-established industries.
. High rates of return on funds employed.
. Conservative capitalization structure with moderate reliance on debt
and ample asset protection.
. Broad margins in earnings coverage of fixed financial charges and high
internal cash generation.
. Well-established access to a range of financial markets and assured
sources of alternate liquidity.
Prime-2: Issuers (or supporting institutions) rated Prime-2 (P-2) have a strong
ability for repayment of senior short-term obligations. This will normally be
evidenced by many of the characteristics cited above, but to a lesser degree.
Earnings trends and coverage ratios, while sound, may be more subject to
variation. Capitalization characteristics, while still appropriate, may be more
affected by external conditions. Ample alternate liquidity is maintained.
S&P
A Standard & Poor's commercial paper rating is a current assessment of the
likelihood of timely payment of debt having an original maturity of no more than
365 days.
A-1: This highest category indicates that the degree of safety regarding timely
payment is strong. Those issues determined to possess extremely strong safety
characteristics are denoted with a plus sign (+) designation.
A-2: Capacity for timely payment on issues with this designation is
satisfactory. However, the relative degree of safety is not as high as for
issues designated A-1.
Description of Ratings for Municipal Notes,
Tax-Exempt Demand Notes and Other Short-Term Obligations
Moody's
Moody's rates municipal notes and other short-term obligations using Moody's
Investment Grade (MIG). A short-term obligation having a demand feature (a
variable-rate demand obligation) will be designated VMIG. This distinction
recognizes differences between short-term credit risk and long-term credit risk
as well as differences between short-term issues making payments on fixed
maturity dates (MIG) and those making payments on periodic demand (VMIG).
72
<PAGE>
MIG/VMIG 1: This designation denotes best quality. There is present strong
protection by established cash flows, superior liquidity support or demonstrated
broadbased access to the market for refinancing.
MIG 2/VMIG 2: This designation denotes high quality. Margins of protection are
ample although not so large as in the preceding group.
S&P
Ratings for municipal notes and other short-term obligations are designated by
Standard & Poor's note rating. These ratings reflect liquidity concerns and
market access risks unique to notes. Notes due in three years or less will
likely receive a note rating.
SP-1 Very strong or strong capacity to pay principal and interest. Those
issues determined to possess overwhelming safety characteristics will be
given a plus (+) designation.
SP-2 Satisfactory capacity to pay principal and interest.
Standard & Poor's assigns "dual" ratings to all long-term debt issues that have
as part of their provisions a demand or double feature.
The first rating addresses the likelihood of repayment of principal and interest
as due, and the second rating addresses only the demand feature. The long-term
debt rating symbols are used for bonds to denote the long-term maturity and the
commercial paper rating symbols are used to denote the put option (for example,
"AAA/A-1+"). For the newer "demand notes," Standard & Poor's note rating
symbols, combined with the commercial paper symbols, are used (for example,
"SP-1+/A-1+").
73
<PAGE>
SAFECO MONEY MARKET TRUST
PART C
OTHER INFORMATION
Item 24. Financial Statements and Exhibits
(a) Financial Statements:
Financial Highlights for a single No-Load Class share of SAFECO
Money Market Fund for each of the ten fiscal years in the period
ended March 31, 1996, and for the period from April 1, 1996 to
September 30, 1996 (unaudited),are included in Part A of this
Registration Statement. Financial Statements for the fiscal year
ended March 31, 1996 and the report thereon of Ernst & Young LLP,
independent auditors, and for the period from April 1, 1996 to
September 30, 1996 (unaudited), are incorporated by reference into
Part B of this Registration Statement and were filed with the SEC on
or about May 30, 1996 and November 25, 1996, respectively, for
SAFECO Money Market Trust.
Financial Highlights for a single No-Load Class share of (i) SAFECO
Municipal Bond Fund, SAFECO California Tax-Free Income Fund for each
of the ten fiscal years in the period ended March 31, 1996 and for
the period from April 1, 1996 to September 30, 1996 (unaudited);
(ii) SAFECO Washington State Municipal Bond Fund for the period from
March 18, 1993 (Initial Public Offering) to March 31, 1993 and for
each of three fiscal years in the period ended March 31, 1996 and
for the period from April 1, 1996 to September 30, 1996 (unaudited)
are included in Part A of this Registration Statement. Financial
Statements for each of these Funds for the fiscal year ended March
31, 1996 and the report thereon of Ernst & Young LLP, independent
auditors, and for the period from April 1, 1996 to September 30,
1996 (unaudited), are incorporated by reference into Part B of this
Registration Statement and were filed with the SEC on or about May
30, 1996 and November 27, 1996, respectively, for SAFECO Tax-Exempt
Bond Trust.
Financial Highlights for a single No-Load Class share of (i) SAFECO
Growth Fund, SAFECO Equity Fund and SAFECO Income Fund for each of
the ten fiscal years in the period ended September 30, 1996; (ii)
SAFECO Northwest Fund for the period from February 7, 1991 (Initial
Public Offering) to December 31, 1991, the fiscal year ended
December 31, 1992, the nine month period ended September 30, 1993
and for each of the three fiscal years in the period ended September
30, 1996; and (iii) SAFECO Balanced Fund, SAFECO International Stock
Fund and SAFECO Small Company Stock Fund for the period from January
31, 1996 (Initial Public Offering) to September 30, 1996, are
included in Part A of this Registration Statement. Financial
Statements for each Fund for the fiscal year or period ended
September 30, 1996 and the report thereon of Ernst & Young LLP,
independent auditors, are incorporated by reference into Part B of
the SAFECO Common Stock Trust Registration Statement and were filed
with the SEC on or about November 27, 1996 for the SAFECO Common
Stock Trust.
<PAGE>
Financial Highlights for a single No-Load Class share of SAFECO
Intermediate-Term U.S. Treasury Fund and SAFECO High-Yield Bond Fund
for the period from September 7, 1988 (Initial Public Offering) to
September 30, 1988, and for each of the eight fiscal years in the
period ended September 30, 1996 are included in Part A of this
Registration Statement. Financial Statements for each of these Funds
for the fiscal year ended September 30, 1996, and the report thereon
of Ernst & Young LLP, independent auditors, are incorporated by
reference into Part B of this Registration Statement and were filed
with the SEC on or about November 25, 1996 for SAFECO Taxable Bond
Trust.
Financial Highlights for a single No-Load Class share of SAFECO
Managed Bond Fund for the period from February 28, 1994 (Initial
Public Offering) to December 31, 1994, and for the fiscal year ended
December 31, 1995 and for the six month period ended June 30, 1996
(unaudited) are included in Part A of this Registration Statement.
Financial Statements for the fiscal year ended December 31, 1995 and
the report thereon of Ernst & Young LLP, independent auditors, and
for the period from January 1, 1996 to June 30, 1996 (unaudited) are
incorporated by reference into Part B of this Registration Statement
and were filed with the SEC on or about February 29, 1996 and August
30, 1996, respectively, for SAFECO Managed Bond Trust.
Financial Statements from the Registrant's Annual Report are filed
as Exhibit 12.
(b) Exhibits:
Exhibit
Number Description of Document Page
(27.1-2) Financial Data Schedules
(1) Trust Instrument/Certificate of Trust *
(2) Bylaws *
(3) Inapplicable
(4) Form of Stock Certificate *
(5) Investment Advisory and Management Contract *
(6) Form of Distribution Agreement ****
Form of Selling Dealer Agreement ****
(7) Inapplicable
(8) Custody Agreement with U.S. Bank *
<PAGE>
(9) Form of Transfer Agent Agreement ****
(10) Opinion and Consent of Counsel for ****
No-Load Class, Advisor Class A and
Advisor Class B
(11) Consent of Independent Auditors
(12) Registrant's Annual Report for the Year Ended +
March 31, 1996 Including Financial Statements
Registrant's Semi-Annual Report for the Period +
Ended September 30, 1996 Including (Unaudited )
Financial Statements
Annual Report for SAFECO Tax-Exempt Bond Trust +
for the Year Ended March 31, 1996 Including
Financial Statements
Semi-Annual Report for SAFECO Tax-Exempt Bond +
Trust for the Period Ended September 30, 1996
Including (Unaudited) Financial Statements
Annual Report for SAFECO Common Stock Trust for ++
the Year Ended September 30, 1996 Including
Financial Statements
Annual Report for SAFECO Taxable Bond Trust for ++
the Year Ended September 30, 1996 Including
Financial Statements
Annual Report for SAFECO Managed Bond Trust for +++
the Year Ended December 31, 1995 Including
Financial Statements
Semi-Annual Report for SAFECO Managed Bond Trust +++
for the Period Ended June 30, 1996 Including
(Unaudited) Financial Statements
(13) Subscription Agreement *
(14) Prototype 401(k)/Profit Sharing Plan **
(15) Rule 12b-1 Plan (Advisor Class A) ****
Rule 12b-1 Plan (Advisor Class B) ****
<PAGE>
(16) Calculation of Performance Information- ***
No-Load Class
Calculation of Performance Information- ****
Advisor Class A an Adviser Class B
(17) Inapplicable
(18) Rule 18f-3 Plan ****
* Filed as an exhibit to Post-Effective Amendment No. 16 filed with the
SEC on May 30, 1995.
** Filed as an exhibit to Post-Effective Amendment No. 8 of the SAFECO
Common Stock Trust filed with the SEC on November 17, 1995.
*** Filed as an exhibit to Post-Effective Amendment No. 19 filed with the
SEC on July 19, 1996.
**** Filed as an exhibit to Post-Effective Amendment No. 20 filed with the
SEC on August 1, 1996.
+ Annual and Semi-Annual (Unaudited) Reports for Registrant and SAFECO
Tax-Exempt Bond Trust were filed with the SEC on or about May 30, 1996
and November 25, 1996, respectively.
++ Annual Reports for SAFECO Common Stock Trust and SAFECO Taxable Bond
Trust were filed with the SEC on or about November 27, 1996 and
November 25, 1996, respectively.
+++ Annual and Semi-Annual (Unaudited) Reports for SAFECO Managed Bond
Trust were filed with the SEC on or about February 29, 1996 and August
30, 1996, respectively.
Item 25. Persons Controlled By or Under Common Control With Registrant
SAFECO Corporation, a Washington corporation, owns 100% of SAFECO Asset
Management Company (SAM), SAFECO Services Corporation (SAFECO Services) and
SAFECO Securities, Inc. (SAFECO Securities), each a Washington corporation. SAM
is the investment advisor, SAFECO Services is the transfer agent and SAFECO
Securities is the principal underwriter for each of the SAFECO Mutual Funds. The
SAFECO Mutual Funds consist of seven Delaware business trusts: SAFECO Common
Stock Trust, SAFECO Taxable Bond Trust, SAFECO Tax-Exempt Bond Trust, SAFECO
Advisor Series Trust, SAFECO Money Market Trust, SAFECO Managed Bond Trust
(formerly SAFECO Institutional Series Trust) and SAFECO Resource Series Trust.
The SAFECO Common Stock Trust consists of seven mutual funds: SAFECO Growth
Fund, SAFECO Equity Fund, SAFECO Income Fund, SAFECO Northwest Fund, SAFECO
International Stock Fund, SAFECO Balanced Fund and SAFECO Small Company Stock
Fund. The SAFECO Taxable Bond Trust consists of three mutual funds: SAFECO
Intermediate-Term U.S. Treasury Fund, SAFECO GNMA Fund and SAFECO High-Yield
Bond Fund. The SAFECO Tax-Exempt Bond Trust consists of five mutual funds:
SAFECO Intermediate-Term Municipal Bond Fund, SAFECO Insured Municipal Bond
Fund, SAFECO Municipal Bond Fund, SAFECO California Tax-Free Income Fund and
SAFECO Washington State Municipal Bond Fund. The SAFECO Advisor Series Trust
consists of eight mutual funds: Advisor Equity Fund, Advisor Northwest Fund,
<PAGE>
Advisor Intermediate-Term Treasury Fund, Advisor GNMA Fund, Advisor U.S.
Government Fund, Advisor Municipal Bond Fund, Advisor Intermediate-Term
Municipal Bond Fund and Advisor Washington Municipal Bond Fund. The SAFECO Money
Market Trust consists of two mutual funds: SAFECO Money Market Fund and SAFECO
Tax-Free Money Market Fund. The SAFECO Managed Bond Trust consists of one mutual
fund: Managed Bond Fund (formerly SAFECO Fixed Income Portfolio). The SAFECO
Resource Series Trust consists of five mutual funds: Equity Portfolio, Growth
Portfolio, Northwest Portfolio, Bond Portfolio and Money Market Portfolio.
SAFECO Corporation, a Washington corporation, owns 100% of the following
Washington corporations: SAFECO Insurance Company of America, General Insurance
Company of America, First National Insurance Company of America, SAFECO Life
Insurance Company of America, SAFECO Assigned Benefits Service Company, SAFECO
Administrative Services, Inc., SAFECO Properties Inc., SAFECO Credit Company,
Inc., SAFECO Asset Management Company, SAFECO Securities, Inc., SAFECO Services
Corporation, SAFECO Trust Company and General America Corporation. SAFECO
Corporation owns 100% of SAFECO National Insurance Company, a Missouri
corporation, and SAFECO Insurance Company of Illinois, an Illinois corporation.
SAFECO Corporation owns 20% of Agena, Inc., a Washington corporation. SAFECO
Insurance Company of America owns 100% of SAFECO Surplus Lines Insurance
Company, a Washington corporation, and Market Square Holding, Inc., a Minnesota
corporation. SAFECO Life Insurance Company owns 100% of SAFECO National Life
Insurance Company, a Washington corporation, and First SAFECO National Life
Insurance Company of New York, a New York corporation. SAFECO Administrative
Services, Inc. owns 100% of Employee Benefit Claims of Wisconsin, Inc. and
Wisconsin Pension and Group Services, Inc., each a Wisconsin corporation.
General America Corporation owns 100% of COMAV Managers, Inc., an Illinois
corporation, F.B. Beattie & Co., Inc., a Washington corporation, General America
Corp. of Texas, a Texas corporation, and Talbot Financial Corporation, a
Washington corporation. F.B. Beattie & Co., Inc. owns 100% of F.B. Beattie
Insurance Services, Inc., a California corporation. General America Corp. of
Texas is Attorney-in-fact for SAFECO Lloyds Insurance Company, a Texas
corporation. Talbot Financial Corporation owns 100% of Talbot Agency, Inc., a
New Mexico corporation. Talbot Agency, Inc. owns 100% of PNMR Securities, Inc.,
a Washington corporation. SAFECO Properties Inc. owns 100% of the following,
each a Washington corporation: RIA Development, Inc., SAFECARE Company, Inc. and
Winmar Company, Inc. SAFECARE Company, Inc. owns 100% of the following, each a
Washington corporation: S.C. Bellevue, Inc., S.C. Everett, Inc., S.C.
Marysville, Inc., S.C. Simi Valley, Inc. and S.C. Vancouver, Inc. SAFECARE
Company, Inc. owns 50% of Lifeguard Ventures, Inc., a California corporation,
50% of Mission Oaks Hospital, Inc., a California corporation, S.C. River Oaks,
Inc., a Washington corporation, Mississippi Health Services, Inc. a Louisiana
corporation, and Safecare Texas, Inc., a Texas corporation. S.C. Simi Valley,
Inc. owns 100% of Simi Valley Hospital, Inc., a Washington corporation. Winmar
Company, Inc. owns 100% of the following: Barton Street Corp., C-W Properties,
Inc., Gem State Investors, Inc., Kitsap Mall, Inc., WNY Development, Inc.,
Winmar Cascade, Inc., Winmar Metro, Inc., Winmar Northwest, Inc., Winmar
Redmond, Inc. and Winmar of Kitsap, Inc., each a Washington corporation, and
Capitol Court Corp., a Wisconsin corporation, SAFECO Properties of Boise, Inc.,
an Idaho corporation, SCIT, Inc., a Massachusetts corporation, Valley Fair
Shopping Centers, Inc., a Delaware corporation, WDI Golf Club, Inc., a
California corporation, Winmar Oregon, Inc., an Oregon corporation, Winmar of
Texas, Inc., a Texas corporation, Winmar of Wisconsin, Inc., a Wisconsin
corporation, and Winmar of the Desert, Inc., a California corporation. Winmar
Oregon, Inc. owns 100% of the following, each an Oregon corporation: North Coast
Management, Inc., Pacific Surfside Corp., Winmar of Jantzen Beach, Inc. and W-P
Development, Inc., and 100% of the following, each a Washington corporation:
Washington Square, Inc. and Winmar Pacific, Inc.
<PAGE>
Item 26. Number of Holders of Securities
At December 31, 1996 the Registrant had the following number of shareholders:
TITLE OF CLASS NUMBER OF SHAREHOLDERS OF RECORD
SAFECO MONEY MARKET FUND
No-Load Class 9,879
Advisor Class A 5
Advisor Class B 1
SAFECO TAX-FREE MONEY MARKET FUND
No-Load Class 1,941
Item 27. Indemnification
Under the Trust Instrument of the Registrant, the Registrant's trustees,
officers, employees and agents are indemnified against certain liabilities,
subject to specified conditions and limitations.
Under the indemnification provisions in the Registrant's Trust Instrument and
subject to the limitations described in the paragraph below, every person who
is, or has been, a trustee, officer, employee or agent of the Registrant shall
be indemnified by the Registrant or the appropriate Series of the Registrant to
the fullest extent permitted by law against liability and against all expenses
reasonably incurred or paid by him or her in connection with any claim, action,
suit or proceeding in which he or she becomes involved as a party or otherwise
by virtue of his or her being, or having been, a trustee, officer, employee or
agent and against amounts paid or incurred by him or her in the settlement
thereof. As used in this paragraph, "claim," "action," "suit" or "proceeding"
shall apply to all claims, actions, suits or proceedings (civil, criminal or
other, including appeals), actual or threatened, and the words "liability" and
"expenses" shall include, without limitation, attorneys' fees, costs,
judgements, amounts paid in settlement, fines, penalties and other liabilities.
No indemnification will be provided to a trustee, officer, employee or agent:
(i) who shall have been adjudicated by a court or body before which the
proceeding was brought (a) to be liable to the Registrant or its shareholders by
reason of willful misfeasance, bad faith, gross negligence or reckless disregard
of the duties involved in the conduct of his or her office, or (b) not to have
acted in good faith in the reasonable belief that his or her action was in the
best interest of the Registrant; or (ii) in the event of settlement, unless
there has been a determination that such trustee, officer, employee or agent did
not engage in willful misfeasance, bad faith, gross negligence or reckless
disregard of the duties involved in the conduct of his or her office; (a) by the
court or other body approving the settlement, (b) by the vote of at least a
majority of a quorum of those trustees who are neither interested persons, as
that term is defined by the Investment Company Act of 1940, of the Registrant
nor are the parties to the proceeding based upon a review of readily available
facts (as opposed to a full trial type inquiry); or (c) by written opinion of
independent legal counsel based upon a review of readily available facts (as
opposed to a full trial type inquiry).
<PAGE>
To the maximum extent permitted by applicable law, expenses incurred in
connection with the preparation and presentation of a defense to any claim,
action, suit or proceeding of the character described above may be paid by the
Registrant or applicable Series from time to time prior to final disposition
thereof upon receipt of an undertaking by or on behalf of such trustee, officer,
employee or agent that such amount will be paid over by him or her to the
Registrant or the applicable Series if it is ultimately determined that he or
she is not entitled to indemnification under the Trust Instrument; provided,
however, that either (i) such trustee, officer, employee or agent shall have
provided appropriate security for such undertaking, (ii) the Registrant is
insured against such losses arising out of such advance payments or (iii) either
a majority of the trustees who are neither interested persons, as that term is
defined by the Investment Company Act of 1940, of the Registrant nor parties to
the proceeding, or independent legal counsel in a written opinion, shall have
determined, based on a review of readily available facts (as opposed to a full
trial type inquiry), that there is reason to believe that such trustee, officer,
employee or agent, will not be disqualified from indemnification under
Registrant's Trust Instrument.
Insofar as indemnification for liabilities arising under the Securities Act of
1933 may be permitted to trustees, officers, employees and agents of the
Registrant pursuant to such provisions of the Trust Instrument or statutes or
otherwise, the Registrant has been advised that in the opinion of the Securities
and Exchange Commission, such indemnification is against public policy as
expressed in said Act and is, therefore, unenforceable. In the event that a
claim for indemnification against such liabilities (other than the payment by
the Registrant of expenses incurred or paid by a trustee, officer, employee or
agent of the Registrant in the successful defense of any such action, suit or
proceeding) is asserted by such a trustee, officer, employee or agent in
connection with the shares of any series of the Registrant, the Registrant will,
unless in the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in said Act and
will be governed by the final adjudication of such issue.
Under an agreement with its distributor ("Distribution Agreement"), Registrant
has agreed to indemnify, defend and hold the distributor, the distributor's
several directors, officers and employees, and any person who controls the
distributor within the meaning of Section 15 of the 1933 Act, free and harmless
from and against any and all claims, demands, liabilities and expenses
(including the cost of investigating or defending such claims, demands or
liabilities and any counsel fees incurred in connection therewith) which the
distributor, its directors, officers or employees, or any such controlling
person may incur, under the 1933 Act or under common law or otherwise, arising
out of or based upon any alleged untrue statement of a material fact contained
in the Registration Statement or arising out of or based upon any alleged
omission to state a material fact required to be stated or necessary to make the
Registration Statement not misleading.
In no event shall anything contained in the Distribution Agreement be construed
so as to protect the distributor against any liability to the Registrant or its
shareholders to which the distributor would otherwise be subject by reason of
willful misfeasance, bad faith, or gross negligence in the performance of its
duties, or by reason of its reckless disregard of its obligations and duties
under the Distribution Agreement, and further provided that the Registrant shall
not indemnify the distributor for conduct set forth in this paragraph.
<PAGE>
Under an agreement with its transfer agent, Registrant has agreed to indemnify
and hold the transfer agent harmless against any losses, claims, damages,
liabilities or expenses (including reasonable attorneys' fees and expenses)
resulting from: (1) any claim, demand, action or suit brought by any person
other than the Registrant, including by a shareholder, which names the transfer
agent and/or the Registrant as a party, and is not based on and does not result
from the transfer agent's willful misfeasance, bad faith or negligence or
reckless disregard of duties, and arises out of or in connection with the
transfer agent's performance hereunder; or (2) any claim, demand, action or suit
(except to the extent contributed to by the transfer agent's willful
misfeasance, bad faith or negligence or reckless disregard of duties) which
results from the negligence of the Registrant, or from the transfer agent acting
upon any instruction(s) reasonably believed by it to have been executed or
communicated by any person duly authorized by the Registrant, or as a result of
the transfer agent acting in reliance upon advice reasonably believed by the
transfer agent to have been given by counsel for the Registrant, or as a result
of the transfer agent acting in reliance upon any instrument or stock
certificate reasonably believed by it to have been genuine and signed,
countersigned or executed by the proper person.
Item 28. Business and Other Connections of Investment Adviser
The investment adviser to Registrant, SAFECO Asset Management Company, serves as
an adviser to: (a) thirty-one series (portfolios) of seven registered investment
companies, including five series of an investment company that serves as an
investment vehicle for variable insurance products and (b) a number of pension
funds not affiliated with SAFECO Corporation or its affiliates. The directors
and officers of SAM serve in similar capacities with SAFECO Corporation or its
affiliates. The information set forth under "Investment Advisory and Other
Services" in the Statement of Additional Information is incorporated herein
reference.
Item 29. Principal Underwriter
(a) SAFECO Securities, Inc., the principal underwriter for Registrant,
also acts as the principal underwriter for each class of each series
of SAFECO Common Stock Trust, SAFECO Tax-Exempt Bond Trust, SAFECO
Taxable Bond Trust, and SAFECO Managed Bond Trust. In addition,
SAFECO Securities, Inc. is the principal underwriter for SAFECO
Separate Account C, SAFECO Variable Account B and SAFECO Separate
Account SL, all of which are variable insurance products.
(b) The information set forth under "Investment Advisory and Other
Services" in the Statement of Additional Information is incorporated
by reference.
Item 30. Location of Accounts and Records
U.S. Bank of Washington, N.A., 1420 Fifth Avenue, Seattle, Washington 98101
maintains physical possession of the accounts, books and documents of the
Registrant relating to its activities as custodian of the Registrant. SAFECO
Asset Management Company, SAFECO Plaza, Seattle, Washington 98185, maintains
physical possession of all other accounts, books or documents of the Registrant
required to be maintained by Section 31(a) of the Investment Company Act of 1940
and the rules promulgated thereunder.
Item 31. Management Services
Inapplicable.
Item 32. Undertakings
Registrant undertakes to furnish each person to whom a prospectus is delivered
with a copy of the Registrant's latest annual report to shareholders, upon
request and without charge.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the Investment
Company Act of 1940, the Registrant certifies that it meets all of the
requirements for effectiveness of this Registration Statement pursuant to Rule
485(b) under the Securities Act of 1933 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned thereto duly authorized,
in the City of Seattle and State of Washington on the 29th day of January, 1997.
SAFECO MONEY MARKET TRUST
By: /s/ DAVID F. HILL
--------------------------
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.
Name Title Date
/s/DAVID F. HILL++ President and Trustee 1/29/97
David F. Hill Principal Executive Officer
/s/RONALD L. SPAULDING* Vice President
Ronald L. Spaulding Treasurer 1/29/97
/s/NEAL A. FULLER* Vice President 1/29/97
Neal A. Fuller Controller and
Assistant Secretary
/s/BOH A. DICKEY++ Chairman and Trustee 1/29/97
Boh A. Dickey
/s/BARBARA J. DINGFIELD* Trustee 1/29/97
Barbara J. Dingfield
/s/RICHARD W. HUBBARD*++ Trustee 1/29/97
Richard W. Hubbard
/s/RICHARD E. LUNDGREN* Trustee 1/29/97
Richard E. Lundgren
/s/LARRY L. PINNT* Trustee 1/29/97
Larry L. Pinnt
/s/JOHN W. SCHNEIDER* Trustee 1/29/97
John W. Schneider
*By: /S/ BOH A. DICKEY
Boh A. Dickey
Attorney-in-Fact
*By: /S/ DAVID F. HILL
David F. Hill
Attorney-in-Fact
++ Trustees who are interested persons as defined by the 1940 Act.
<PAGE>
POWER OF ATTORNEY
SAFECO MONEY MARKET TRUST, a Delaware business trust (the "Trust"), and each of
its undersigned officers and trustees, hereby nominates, constitutes and
appoints Boh A. Dickey and David F. Hill (with full power to each of them to act
alone) its/his/her true and lawful attorney-in-fact and agent, for it/him/her
and on its/his/her behalf and in its/his/her name, place and stead in any and
all capacities, to make, execute and sign any and all amendments to the Trust's
registration statement on Form N-1A under the Securities Act of 1933, as
amended, and the Investment Company Act of 1940, as amended, as well as any and
all registration statements on Form N-14, and to file with the Securities and
Exchange Commission and any other regulatory authority having jurisdiction over
the offer and sale of shares of beneficial interest of the Trust, any such
amendment or registration statement and any and all supplements thereto or to
any prospectus or statement of additional information forming a part of the
registration statement, as well as any and all exhibits and other documents
necessary or desirable to the amendment or supplement process, granting to such
attorneys and each of them, full power and authority to do and perform each and
every act requisite and necessary and/or appropriate as fully and with all
intents and purposes as the Trust itself and the undersigned officers and
trustees themselves might or could do.
IN WITNESS WHEREOF, SAFECO MONEY MARKET TRUST has caused this power of attorney
to be executed in its name by its President and attested by its Assistant
Secretary, and the undersigned officers and trustees have each executed such
power of attorney, on this 15 day of January, 1995.
SAFECO MONEY MARKET TRUST
By: /s/ David F. Hill
David F. Hill
President
ATTEST:
/s/ Neal A. Fuller
Neal A. Fuller
Assistant Secretary
(Signatures Continue on Next Page)
<PAGE>
Name Title
/s/ David F. Hill President, Trustee and
David F. Hill Principal Executive Officer
/s/ Ronald L. Spaulding Vice President
Ronald L. Spaulding and Treasurer
/s/ Neal A. Fuller Vice President
Neal A. Fuller Controller
Assistant Secretary
(Principal Financial Officer)
/s/ Boh A. Dickey Chairman and Trustee
Boh A. Dickey
/s/ Barbara J. Dingfield Trustee
Barbara J. Dingfield
/s/ Richard W. Hubbard Trustee
Richard W. Hubbard
/s/ Richard E. Lundgren Trustee
Richard E. Lundgren
/s/ Larry L. Pinnt Trustee
Larry L. Pinnt
/s/ John W. Schneider Trustee
John W. Schneider
<PAGE>
SAFECO MONEY MARKET TRUST
Form N-1A
Post-Effective Amendment No. 21
Exhibit Index
Exhibit
Number Description of Document
(27.1-2) Financial Data Schedules
(99.11) Consent of Independent Auditors
(99.12) Registrant's Annual Report for the Year Ended March 31, 1996+
+ Filed with SEC on or about May 30, 1996 and incorporated by
reference herein.
<PAGE>
Registration Nos. 2-25272 / 811-3347
================================================================================
EXHIBITS
to
FORM N-1A
REGISTRATION STATEMENT
POST-EFFECTIVE AMENDMENT NO. 21
Under
The Securities Act of 1933
and
POST-EFFECTIVE AMENDMENT NO. 21
Under
The Investment Company Act of 1940
---------
SAFECO Money Market Trust
(Exact Name of Registrant as Specified in Charter)
SAFECO Plaza
Seattle, Washington 98185
(Address of Principal Executive Offices)
206-545-5000
(Registrant's Telephone Number, including Area Code)
================================================================================
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NUMBER> 1
<NAME> SAFECO MONEY MARKET FUND
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> MAR-31-1997
<PERIOD-START> APR-01-1996
<PERIOD-END> SEP-30-1996
<EXCHANGE-RATE> 1
<INVESTMENTS-AT-COST> 165,490
<INVESTMENTS-AT-VALUE> 165,490
<RECEIVABLES> 3,469
<ASSETS-OTHER> 3
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 168,962
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 1,531
<TOTAL-LIABILITIES> 1,531
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 0
<SHARES-COMMON-PRIOR> 0
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 167,431
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 4,575
<OTHER-INCOME> 0
<EXPENSES-NET> 695
<NET-INVESTMENT-INCOME> 3,880
<REALIZED-GAINS-CURRENT> 0
<APPREC-INCREASE-CURRENT> 0
<NET-CHANGE-FROM-OPS> 3,880
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 3,880
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 220,892
<NUMBER-OF-SHARES-REDEEMED> (222,108)
<SHARES-REINVESTED> 3,525
<NET-CHANGE-IN-ASSETS> 2,309
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 425
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 695
<AVERAGE-NET-ASSETS> 167,529
<PER-SHARE-NAV-BEGIN> 1.00
<PER-SHARE-NII> 0.02
<PER-SHARE-GAIN-APPREC> 0.00
<PER-SHARE-DIVIDEND> 0.02
<PER-SHARE-DISTRIBUTIONS> 0.00
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 1.00
<EXPENSE-RATIO> 1.83
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0.00
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<SERIES>
<NUMBER> 2
<NAME> SAFECO TAX-FREE MONEY MARKET
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> MAR-31-1997
<PERIOD-START> APR-01-1996
<PERIOD-END> SEP-30-1996
<EXCHANGE-RATE> 1
<INVESTMENTS-AT-COST> 75,570
<INVESTMENTS-AT-VALUE> 75,570
<RECEIVABLES> 1,084
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 76,655
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 1,294
<TOTAL-LIABILITIES> 1,294
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 0
<SHARES-COMMON-STOCK> 0
<SHARES-COMMON-PRIOR> 0
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 75,361
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 1,407
<OTHER-INCOME> 0
<EXPENSES-NET> 251
<NET-INVESTMENT-INCOME> 1,156
<REALIZED-GAINS-CURRENT> 0
<APPREC-INCREASE-CURRENT> 0
<NET-CHANGE-FROM-OPS> 1,156
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 1,156
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 45,082
<NUMBER-OF-SHARES-REDEEMED> (50,456)
<SHARES-REINVESTED> 1,033
<NET-CHANGE-IN-ASSETS> 4,341
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 192
<INTEREST-EXPENSE> 1
<GROSS-EXPENSE> 251
<AVERAGE-NET-ASSETS> 76,121
<PER-SHARE-NAV-BEGIN> 1.00
<PER-SHARE-NII> 0.01
<PER-SHARE-GAIN-APPREC> 0.00
<PER-SHARE-DIVIDEND> 0.02
<PER-SHARE-DISTRIBUTIONS> 0.00
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 1.00
<EXPENSE-RATIO> 0.66
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0.00
</TABLE>
EXHIBIT NO. 99.11
CONSENT OF INDEPENDENT AUDITORS
We consent to the reference to our firm under the captions "Financial
Highlights", "Investment Advisory and Other Services" and "Financial Statements"
in Post-Effective Amendment No. 21 to the registration statement (Form N-1A, No.
2-25272) and related No-Load Class and Advisor Class A and Advisor Class B
Prospectuses of SAFECO Money Market Trust.
We also consent to the incorporation by reference therein of our report dated
April 26, 1996, with respect to the financial statements of SAFECO Money Market
Trust as of and for the year ended March 31, 1996 included in the 1996 Annual
Report filed with the Securities and Exchange Commission.
Seattle, Washington
January 27, 1997.
