STATE STREET RESEARCH CAPITAL TRUST
N-30D, 1995-06-07
Previous: AST RESEARCH INC /DE/, DEF 14A, 1995-06-07
Next: SAFEGUARD HEALTH ENTERPRISES INC, SC 13G/A, 1995-06-07



State Street Research Capital Fund
Investment Update

Investment Environment

The Economy

* The economy continues to show signs of slowing, and inflation remains low.

* The U.S. dollar remains weak against the German mark and Japanese yen.

The Markets
* Stocks rallied in the first quarter of 1995. The best performance was provided
  by large company stocks--the S&P 500 was up 9.73%(1) for the quarter. Small
  company stocks significantly trailed big stocks--the Russell 2000 Index was up
  4.70%.(1)

* The bond market also recovered strongly, and stocks have benefited as a
  result.

The Fund

Over the past six months
(bullet) Class A shares of the fund provided a total return of +5.57% (not
including sales charge) for the 6 months ended March 31, 1995.(2)
This performance was ahead of the +4.59% average return for Lipper
Analytical Services' capital appreciation funds.(3) Fund performance trailed
the S&P 500 because small stocks (a significant portion of the portfolio) have
not performed as well as big stocks.

* We took profits and sold many of our holdings in the computer software and
  service area, which we believed would weaken as consumer spending slowed.

* We added significantly to financial services and insurance stocks, which we
  believed would benefit from stable or declining interest rates.

Current strategy
* More than 25% of the portfolio is in technology, including electronics,
  computer software, and telephone stocks.

* More than 16% of the portfolio is in retail stocks, primarily small, specialty
  retailers.

(1)The Standard & Poor's 500 Composite Index (S&P 500) includes 500
widely-traded common stocks and is a commonly-used measure of U.S. stock market
performance. The Russell 2000 Index includes 2,000 small company stocks and is a
commonly-used measure of small-company stock performance. The indices are
unmanaged and do not take sales charges into consideration. Direct investment in
the indices is not possible; results are for illustrative purposes only.

(2)+5.22% for Class B shares; +5.74% for Class C shares; +5.32% for Class D
shares.

(3)Source: Lipper Analytical Services, (does not reflect sales charges) for 143
funds in Lipper's Capital Appreciation Category.

(4)All returns represent past performance, which is no guarantee of future
results. The investment return and principal value of an investment made in the
Fund will fluctuate and shares, when redeemed, may be worth more or less than
their original cost. All returns assume reinvestment of capital gain
distributions and income dividends. Although Capital Fund was established as a
personal holding company in October 1967, performance results cover the period
since the Fund commenced operations as a registered investment company on March
25, 1984. Shares of the Fund were first made publicly available in 1987, to
institutions and existing shareholders only. The fund commenced a continuous
offering to the general public on February 17, 1993. During the period that
shares of the Fund were not offered to the public, the Fund was not subject to
the cash inflows and higher level of redemptions or expenses that could occur
when shares are continuously offered to the public.

(5)Shares of the Fund had no class designations until February 17, 1993, when
designations were assigned based on the pricing and 12b-1 fees applicable to
shares sold thereafter. Performance data for a specified class include periods
prior to the adoption of class designations. "A" share returns for each of the
periods reflect the maximum 4.5% sales charge. Performance prior to February
17, 1993, does not reflect annual 12b-1 fees of .25%, which will reduce
subsequent performance. "B" share returns for the 1- and 5-year periods reflect
a 5% and a 2% contingent deferred sales charge, respectively. "C" shares,
offered without a sales charge, are available only to certain employee benefit
plans and large institutions. "D" share return for the 1-year period reflects a
1% contingent deferred sales charge. Performance for "B" and "D" shares prior
to March 15, 1993, does not reflect annual 12b-1 fees of 1%, which will reduce
subsequent performance.
<PAGE>
Fund Information (all data are for periods ended March 31, 1995)

SEC Average Annual Compound
Rates of Return
(at maximum applicable sales charge)(4,5)

                10 years      5 years       1 year
Class A          +17.40%       +16.47%       +5.28%
Class B          +17.80%       +17.05%       +4.57%
Class C          +18.04%       +17.74%      +10.72%
Class D          +17.82%       +17.31%       +8.67%

Cumulative Total Returns
(do not reflect sales charge)(4)

                10 years      5 years        1 year
Class A          +420.66%      +124.43%      +10.24%
Class B          +414.40%      +121.74%       +9.57%
Class C          +425.01%      +126.31%      +10.72%
Class D          +415.43%      +122.18%       +9.67%

10 Largest Stock Positions
(by percentage of net assets)
1   Nokia Cellular phone maker 2.6%
2   Sunglass Hut Int'l Specialty retailer 2.6%
3   General Re Reinsurance company 2.4%
4   L.M. Ericsson Cellular phone maker 2.3%
5   Hewlett-Packard Electronics company 2.2%
6   Mobil Oil company 2.0%
7   Promus Casino/gaming company 2.0%
8   Chevron Oil company 1.6%
9   Exide Battery maker 1.6%
10  Office Depot Specialty retailer 1.6%
These stocks represent an aggregate of 20.9% of the portfolio. Because of
active management, there is no guarantee that the Fund currently invests, or
will continue to invest, in the securities listed in this table.

5 Largest Industry Positions
(by percentage of net assets)

Retail 16.8%

Electronics 14.4%

Insurance 8.8%

Hospital Supply 7.4%

Hotel & Restaurant 4.9%

Total net assets: 52.3%


<PAGE>
State Street Research Capital Fund

Investment Portfolio
March 31, 1995 (Unaudited)

                                                                 Value
                                                 Shares         (Note 1)
COMMON STOCKS 95.6%
Basic Industries 3.9%
Chemical 0.6%
Air Products & Chemicals, Inc.                   12,000       $   625,500
Praxair, Inc.                                    27,900           648,675
                                                                1,274,175
Diversified 0.1%
Thermedics, Inc.*                                 8,100           126,563

Forest Product 2.0%
Boise Cascade Corp.                              23,100           802,725
Bowater, Inc.                                    23,500           840,125
Champion International Corp.                     24,800         1,072,600
Fort Howard Corp.*                               15,000           189,375
Stone Container Corp.                            34,900           798,337
Westvaco Corp.                                    5,100           211,650
Willamette Industries, Inc.                       3,900           212,550
                                                                4,127,362
Machinery 1.2%
AGCO Corp.*                                      11,500           380,938
Case Corp.                                       26,700           667,500
Deere & Co.                                      12,700         1,031,875
Detroit Diesel Corp.*                            19,300           463,200
                                                                2,543,513
Total Basic Industries                                          8,071,613

Consumer Cyclical 30.1%
Airline 1.4%
Northwest Airlines Corp. Cl. A*                 110,000         2,983,750

Automotive 0.5%
Danaher Corp.                                    24,800           709,900
Team Rental Group, Inc. Cl. A*                   32,600           268,950
                                                                  978,850
Building 0.5%
Stimsonite Corp.*                                80,300           963,600

Hotel & Restaurant 4.9%
Hospitality Franchise Systems, Inc.*             79,600         2,547,200
La Quinta Inns, Inc.                             54,125         1,468,140
Mirage Resorts, Inc.*                            73,500         2,058,000
Promus Companies, Inc.*                         108,200         4,057,500
                                                               10,130,840
Recreation 1.3%
Walt Disney Co.                                  34,800       $ 1,857,450
United International Holdings Inc. Cl. A*        47,000           763,750
                                                                2,621,200
Retail Trade 16.8%
Cyrk, Inc.*                                      43,600           746,650
Department 56, Inc.*                             38,500         1,535,188
Dollar General Corp.                             79,125         2,077,031
EZ Corp., Inc. Cl. A*                            64,900           486,750
Federated Department Stores, Inc.*               84,500         1,869,562
Gap, Inc.                                        30,100         1,068,550
Gymboree Corp.*                                  41,400         1,050,525
Home Depot, Inc.                                 69,200         3,062,100
Industrie Natuzzi SPA ADR                        37,200         1,371,750
Just For Feet, Inc.*                             68,500         1,721,063
Micro Warehouse, Inc.*                            6,000           186,000
Nine West Group, Inc.*                           64,100         1,890,950
Office Depot Inc.*                              131,650         3,208,969
Office Max, Inc.*                                68,300         1,750,188
Palmer Wireless, Inc. Cl. A*                     15,800           227,125
Petsmart, Inc.*                                  47,200         1,652,000
Pier 1 Imports, Inc.                             94,100           870,425
Staples, Inc.*                                   70,700         1,864,712
Sunglass Hut International, Inc.*               178,000         5,273,250
Wal-Mart Stores, Inc.                            78,300         1,996,650
Woolworth Corp.                                  45,400           834,225
                                                               34,743,663

Textile & Apparel 4.7%
Fila Holdings SPA ADR*                           61,900         1,261,213
Men's Wearhouse, Inc.*                           95,050         2,150,506
Nautica Enterprises, Inc.*                       42,300         1,321,875
Tommy Hilfiger Corp.*                           142,700         3,139,400
Wolverine World Wide, Inc.                       59,200         1,813,000
                                                                9,685,994
Total Consumer Cyclical                                        62,107,897

Consumer Staple 16.0%
Business Service 3.9%
Career Horizons, Inc.*                           21,600           421,200
HBO & Co.                                        24,200         1,052,700
Medaphis Corp.*                                  33,300         2,097,900
Norrell Corp.*                                   29,400           646,800
Tellabs, Inc.*                                   22,000         1,281,500
Viking Office Products Inc.*                     81,700         2,532,700
                                                                8,032,800
The accompanying notes are an integral part of the financial statements.

                                       2
<PAGE>

                                                                  Value
                                                 Shares         (Note 1)
Drug 0.4%
Cephalon, Inc.*                                  31,600       $   221,200
Vertex Pharmaceuticals, Inc.*                    36,200           488,700
                                                                  709,900
Food & Beverage 0.5%
Starbucks Corp.*                                 40,800           979,200

Hospital Supply 7.4%
Columbia/HCA Healthcare Corp.*                   44,100         1,896,300
Coram Healthcare Corp.*                          86,900         2,205,087
Genesis Health Ventures, Inc.*                   40,200         1,256,250
Healthsource Inc.*                               45,300         2,146,088
Horizon Healthcare Corp.*                        32,000           856,000
KLA Instruments Corp.*                           39,700         2,511,025
Medisense, Inc.*                                 73,900         1,459,525
PacifiCare Health Systems, Inc. Cl. B*           37,100         2,680,475
Theratx, Inc.*                                   15,500           259,625
                                                               15,270,375
Personal Care 3.0%
Exide Corp.                                      88,300         3,245,025
Interim Services, Inc.*                          21,900           651,525
Oxford Health Plans, Inc.*                       36,600         2,049,600
Robert Half International Inc.*                   8,600           219,300
                                                                6,165,450
Printing & Publishing 0.8%
British Sky Broadcasting Group ADR               12,200           300,425
News Corp. Ltd. ADR                              52,100           996,412
News Corp. Ltd. Pfd. ADR*                        24,000           414,000
                                                                1,710,837
Total Consumer Staple                                          32,868,562

Energy 5.0%
Oil 3.6%
Chevron Corp.                                    70,700         3,393,600
Mobil Corp.                                      44,100         4,084,762
                                                                7,478,362
Oil Service 1.4%
Halliburton Co.                                  79,200         2,880,900
Total Energy                                                   10,359,262

Finance 14.4%
Bank 0.9%
NationsBank Corp.                                36,200         1,837,150

Financial Service 4.7%
Federal Home Loan Mortgage Corp.                 15,300       $    925,650
Federal National Mortgage Association            32,000         2,604,000
First USA, Inc.                                  44,600         1,711,525
Franklin Resources Inc.                          26,300         1,022,413
Lehman Brothers Holdings Inc.*                   74,600         1,342,800
Merrill Lynch & Co., Inc.                        33,100         1,410,887
Charles Schwab Corp.                             21,400           682,125
                                                                9,699,400
Insurance 8.8%
American International Group, Inc.               23,700         2,470,725
American Re Corp.*                               29,800         1,043,000
CIGNA Corp.                                      13,000           971,750
Equitable Companies, Inc.                        44,600           981,200
General Re Corp.                                 37,600         4,963,200
Lincoln National Corp.                           22,800           917,700
Mid Ocean Ltd.*                                  15,700           427,825
Progressive Corp. Ohio                           55,800         2,266,875
SAFECO Corp.                                     25,500         1,396,125
Saint Paul Companies, Inc.                       37,700         1,885,000
UNUM Corp.                                       20,600           932,150
                                                               18,255,550
Total Finance                                                  29,792,100

Science & Technology 21.3%
Aerospace 2.0%
Boeing Co.                                       58,000         3,124,750
Honeywell, Inc.                                  24,800           926,900
                                                                4,051,650
Computer Software & Service 3.4%
C.ATS Software Inc.*                             17,100           256,500
Electronic Arts Inc.*                            68,800         1,556,600
Geoworks*                                       150,000         1,218,750
Informix Corp.*                                  22,600           776,875
Integrated Silicon Systems, Inc.*                10,100           292,900
Lotus Development Corp.*                         26,200         1,002,150
Oracle Systems Corp.*                            60,000         1,875,000
                                                                6,978,775
Electronic 14.4%
ASM Lithography Holdings N.V.*                   38,100         1,071,563
Analog Devices Inc.*                            111,200         2,835,600
Applied Materials, Inc.*                         35,200         1,940,400
L.M. Ericsson Telephone Co. Cl. B ADR*           76,000         4,697,750
Hewlett-Packard Co.                              37,000         4,453,875
The accompanying notes are an integral part of the financial statements.

                                        3
<PAGE>

                                                                 Value
                                                 Shares         (Note 1)
Electronic (cont'd)
LSI Logic Corp.*                                 40,700       $  2,136,750
Novellus Systems Inc.*                           30,600          1,897,200
SDL, Inc.*                                       14,800            381,100
Sanmina Holdings, Inc.*                          64,300          2,089,750
Scientific-Atlanta, Inc.                         67,200          1,570,800
Silicon Graphics Inc.*                           64,300          2,282,650
Telxon Corp.                                    135,100          2,009,612
Teradyne, Inc.*                                  35,500          1,473,250
Texas Instruments, Inc.                          10,500            929,250
                                                                29,769,550
Office Equipment 1.5%
Digital Equipment Corp.                          38,400          1,454,400
Sun Microsystems, Inc.*                          47,700          1,657,575
                                                                 3,111,975
Total Science & Technology                                      43,911,950

Utility 4.9%
Telephone 4.9%
Cidco, Inc.*                                     56,500          1,702,062
General Instrument Corp.*                        29,600          1,028,600
MCI Communications Corp.                         45,600            940,500
Nokia Corp. ADR                                  74,000          5,439,000
Vodafone Group PLC ADR                           30,300          1,003,688
                                                                10,113,850
Total Utility                                                   10,113,850
Total Common Stocks (Cost $176,871,533)                        197,225,234


                                       Principal      Maturity         Value
                                        Amount          Date         (Note 1)
COMMERCIAL PAPER 14.7%
American Express Credit Corp.,
  5.90%                               $1,786,000     4/04/1995     $  1,786,000
Associates Corp., 6.02%                8,980,000     4/03/1995        8,980,000
Commerical Credit Co., 5.93%           9,836,000     4/12/1995        9,836,000
Deere & Co., 5.88%                     1,706,000     4/04/1995        1,706,000
Ford Motor Credit Co., 5.77%             690,000     4/06/1995          690,000
Northwest Financial Inc., 5.95%        7,379,000     4/20/1995        7,379,000
Total Commercial Paper (Cost $30,377,000)                            30,377,000
Total Investments (Cost $207,248,533)--110.3%                       227,602,234
Cash and Other Assets, Less Liabilities--(10.3)%                    (21,261,505)
Net Assets--100.0%                                                 $206,340,729
Federal Income Tax Information:

At March 31, 1995, the net unrealized appreciation of
  investments based on cost for Federal income tax purposes of
  $207,392,102 was as follows:
Aggregate gross unrealized appreciation for all investments in
  which there is an excess of value over tax cost                  $ 23,031,625
Aggregate gross unrealized depreciation for all investments in
  which there is an excess of tax cost over value                    (2,821,493)
                                                                   $ 20,210,132

* Nonincome-producing securities
ADR stands for American Depositary Receipt, representing ownership of foreign
securities.
The accompanying notes are an integral part of the financial statements.

                                        4
<PAGE>

Statement of Assets and Liabilities
March 31, 1995 (Unaudited)

Assets
Investments, at value (Cost $207,248,533) (Note 1)          $227,602,234
Cash                                                               6,924
Receivable for securities sold                                 9,193,404
Receivable for fund shares sold                                2,844,900
Dividends and interest receivable                                187,506
Other assets                                                      53,737
                                                             239,888,705
Liabilities
Payable for securities purchased                              32,999,080
Payable for fund shares redeemed                                 241,852
Accrued distribution fee (Note 4)                                140,714
Accrued management fee (Note 2)                                  136,233
Accrued transfer agent and shareholder services (Note
  2)                                                              17,226
Accrued trustees' fees (Note 2)                                      732
Other accrued expenses                                            12,139
                                                              33,547,976
Net Assets                                                  $206,340,729
Net Assets consist of:
 Unrealized appreciation of investments                     $ 20,353,701
 Accumulated net realized gain                                   932,867
 Shares of beneficial interest (Note 5)                      185,054,161
                                                            $206,340,729
Net Asset Value and redemption price per share of
  Class A shares ($29,724,763 / 2,850,692 shares of
  beneficial interest)                                            $10.43
Maximum Offering Price per share of Class A shares
  ($10.43 / .955)                                                 $10.92
Net Asset Value and offering price per share of Class
  B shares ($102,258,054 / 9,942,749 shares of
  beneficial interest)*                                           $10.28
Net Asset Value, offering price and redemption price
  per share of Class C shares ($23,540,773 / 2,239,455
  shares of beneficial interest)                                  $10.51
Net Asset Value and offering price per share of Class
  D shares ($50,817,139 / 4,933,598 shares of
  beneficial interest)*                                           $10.30

* Redemption price per share for Class B and Class D is equal to net asset
  value less any applicable contingent deferred sales charge.

Statement of Operations
For the six months ended March 31, 1995 (Unaudited)

Investment Income
Dividends, net of foreign taxes of $15,430                  $   660,507
Interest                                                        462,779
                                                              1,123,286
Expenses
Management fee (Note 2)                                         652,412
Transfer agent and shareholder services (Note 2)                154,638
Custodian fee                                                    76,014
Registration fees                                                32,382
Distribution fee--Class A (Note 4)                               30,372
Distribution fee--Class B (Note 4)                              416,987
Distribution fee--Class D (Note 4)                              213,879
Reports to shareholders                                          15,552
Audit fee                                                        11,676
Legal fees                                                        7,512
Trustees' fees (Note 2)                                           6,474
Miscellaneous                                                     6,306
                                                              1,624,204
Net investment loss                                            (500,918)
Realized and Unrealized Gain
  on Investments
Net realized gain on investments (Notes 1 and 3)              1,128,207
Net unrealized appreciation of investments                    9,392,638
Net gain on investments                                      10,520,845
Net increase in net assets resulting from operations        $10,019,927
The accompanying notes are an integral part of the financial statements.

                                        5
<PAGE>
State Street Research Capital Fund

Statement of Changes in Net Assets

                                       Six months
                                         ended
                                     March 31, 1995         Year ended
                                      (Unaudited)       September 30, 1994
Increase (Decrease) in Net Assets
Operations:
Net investment loss                   $   (500,918)        $ (1,070,897)
Net realized gain on
  investments*                           1,128,207            1,127,123
Net unrealized appreciation of
  investments                            9,392,638            3,083,463
Net increase resulting from
  operations                            10,019,927            3,139,689
Distributions from net realized
  gains:
 Class A                                   (92,618)            (575,640)
 Class B                                  (320,406)          (1,273,467)
 Class C                                   (93,107)          (1,330,595)
 Class D                                  (164,154)            (477,827)
                                          (670,285)          (3,657,529)
Net increase from fund share
  transactions (Note 5)                 41,995,124          108,866,368
Total increase in net assets            51,344,766          108,348,528
Net Assets
Beginning of period                    154,995,963           46,647,435
End of period                         $206,340,729         $154,995,963
* Net realized gain for Federal
  income tax purposes
  (Note 1)                            $  1,080,078         $  1,269,665
The accompanying notes are an integral part of the financial statements.


Notes to Unaudited Financial Statements
March 31, 1995

Note 1

State Street Research Capital Fund (the "Fund"), is a series of State Street
Research Capital Trust (the "Trust"), formerly State Street Capital Trust,
which is a Massachusetts business trust registered under the Investment Company
Act of 1940, as amended, as a diversified, open-end management investment
company. The Trust was organized in November, 1988 as a successor to State
Street Capital Fund, Inc., a Massachusetts corporation. The Trust consists
presently of three separate funds: State Street Research Capital Fund, State
Street Research Small Capitalization Growth Fund and State Street Research
Small Capitalization Value Fund.

The Fund offers four classes of shares. Class A shares are subject to an
initial sales charge of up to 4.50% and pay an annual service fee equal to
0.25% of average daily net assets. Class B shares are subject to a contingent
deferred sales charge on certain redemptions made within five years of purchase
and pay annual distribution and service fees of 1.00%. Class B shares
automatically convert into Class A shares (which pay lower ongoing expenses) at
the end of eight years after the issuance of the Class B shares. Class C shares
are only offered to certain employee benefit plans and large institutions.
Class D shares are subject to a contingent deferred sales charge of 1.00% on
any shares redeemed within one year of their purchase. Class D shares also pay
annual distribution and service fees of 1.00%. The Fund's expenses are borne
pro-rata by each class, except that each class bears expenses, and has
exclusive voting rights with respect to provisions of the Plan of Distribution,
related specifically to that class. The Trustees declare separate dividends on
each class of shares.

The following significant policies are consistently followed by the Fund in
preparing its financial statements, and such policies are in conformity with
generally accepted accounting principles for investment companies.

A. Investments in Securities
Values for listed securities represent the last sale on national securities
exchanges quoted prior to the close of the New York Stock Exchange.
Over-the-counter securities quoted on the National Association of Securities
Dealers Automated Quotation ("NASDAQ") system are valued at the closing price
supplied through such system. In the absence of recorded sales and for those
over-the-counter securities not quoted on the NASDAQ system, valuations are at
the mean of the closing bid and asked quotations, except for certain securities
that may be restricted as to public resale, which are valued in accordance with
methods adopted by the Trustees. Security transactions are accounted for on the
trade date (date the order to buy or sell is executed), and dividends declared
but not received are accrued on the ex-dividend date. Interest income is
determined on the accrual basis. Realized gains and losses from security
transactions are reported on the basis of identified cost of securities
delivered for both financial reporting and Federal income tax purposes.

                                        6
<PAGE>

B. Federal Income Taxes
No provision for Federal income taxes is necessary since the Fund has elected
to qualify under Subchapter M of the Internal Revenue Code and its policy is to
distribute all of its taxable income, including net realized capital gains,
within the prescribed time periods.

C. Dividends
Dividends from net investment income, if any, are declared and paid or
reinvested annually. Net realized capital gains, if any, are distributed
annually, unless additional distributions are required for compliance with
applicable tax regulations.

Income dividends and capital gain distributions are determined in accordance
with Federal income tax regulations which may differ from generally accepted
accounting principles.
Note 2

The Trust and State Street Research & Management Company (the "Adviser"), an
indirect wholly-owned subsidiary of Metropolitan Life Insurance Company
("Metropolitan"), have entered into an agreement under which the Adviser earns
monthly fees equal to 1/16 of 1% (3/4 of 1% on an annual basis) of average daily
net assets. In consideration of these fees, the Adviser furnishes the Fund with
management, investment advisory, statistical and research facilities and
services. The Adviser also pays all salaries, rent and certain other expenses
of management. The fees of the Trustees not currently affiliated with the
Adviser amounted to $6,474 during the six months ended March 31, 1995.

State Street Research Shareholder Services, a division of State Street Research
Investment Services, Inc., the Trust's principal underwriter (the
"Distributor"), an indirect wholly-owned subsidiary of Metropolitan, provides
certain shareholder services to the Fund such as responding to inquiries and
instructions from investors with respect to the purchase and redemption of
shares of the Fund. During the six months ended March 31, 1995, the amount of
such expenses was $79,328.
Note 3

For the six months ended March 31, 1995, exclusive of short-term investments
and U.S. Government obligations, purchases and sales of securities aggregated
$214,537,308 and $167,936,686, respectively.
Note 4

The Trust has adopted a Plan of Distribution pursuant to Rule 12b-1 (the
"Plan") under the Investment Company Act of 1940. Under the Plan, the Fund pays
annual service fees to the Distributor at a rate of 0.25% of average daily net
assets for Class A, Class B and Class D shares. In addition, the Fund pays
annual distribution fees of 0.75% of average daily net assets for Class B and
Class D shares. The Distributor uses such payments for personal services and/or
the maintenance of shareholder accounts, to reimburse securities dealers for
distribution and marketing services, to furnish ongoing assistance to investors
and to defray a portion of its distribution and marketing expenses. For the six
months ended March 31, 1995, fees pursuant to such plan amounted to $30,372,
$416,987 and $213,879 for Class A, Class B and Class D, respectively.

The Fund has been informed that the Distributor and MetLife Securities, Inc., a
wholly-owned subsidiary of Metropolitan, earned initial sales charges
aggregating $22,573 and $525, respectively, on sales of Class A shares of the
Fund during the six months ended March 31, 1995, and that MetLife Securities,
Inc. earned commissions aggregating $2,498 on sales of Class B shares, and that
the Distributor collected contingent deferred sales charges of $66,676 and
$4,480 on redemptions of Class B and Class D shares, respectively, during the
same period.

                                        7
<PAGE>

Note 5

The Trustees have the authority to issue an unlimited number of shares of
beneficial interest, $.001 par value per share.
At March 31, 1995, Metropolitan held of record 1,084,790 Class C shares of the
Fund.
Share transactions were as follows:

<TABLE>
<CAPTION>
                                            Six months ended
                                             March 31, 1995                     Year ended
                                              (Unaudited)                   September 30, 1994
Class A                                 Shares           Amount          Shares           Amount
<S>                                   <C>             <C>               <C>            <C>
Shares sold                           1,169,698       $11,611,199       1,741,014      $16,876,522
Issued upon reinvestment of
  distributions from net  realized
  gains                                   8,771            82,615          45,553          443,337
Shares repurchased                     (332,744)       (3,314,631)       (477,056)      (4,581,945)
Net increase                            845,725       $ 8,379,183       1,309,511      $12,737,914

Class B                                 Shares           Amount          Shares           Amount
Shares sold                           3,167,042       $31,233,371       6,253,883      $59,862,105
Issued upon reinvestment of
  distributions from net  realized
  gains                                  31,685           294,989          56,834          551,032
Shares repurchased                     (725,600)       (7,115,468)       (384,236)      (3,668,935)
Net increase                          2,473,127       $24,412,892       5,926,481      $56,744,202

Class C                                 Shares           Amount          Shares           Amount
Shares sold                               3,843       $    37,919         601,695      $ 6,274,545
Issued upon reinvestment of
  distributions from net  realized
  gains                                   8,899            84,452         131,398        1,284,834
Shares repurchased                     (173,539)       (1,701,869)        (87,138)        (849,817)
Net increase (decrease)                (160,797)      $(1,579,498)        645,955      $ 6,709,562

Class D                                 Shares           Amount          Shares           Amount
Shares sold                           1,425,004       $14,060,665       3,746,426      $36,243,191
Issued upon reinvestment of
  distributions from net  realized
  gains                                  16,713           155,761          22,846          220,144
Shares repurchased                     (350,686)       (3,433,879)       (408,826)      (3,788,645)
Net increase                          1,091,031       $10,782,547       3,360,446      $32,674,690
</TABLE>

                                        8
<PAGE>
Financial Highlights
For a share outstanding throughout each period:
<TABLE>
<CAPTION>
                                                                      Class A
                                                                                     February 17, 1993
                                              Six months                               (Commencement
                                                ended                                  of Share Class
                                            March 31, 1995        Year ended          Designations) to
                                            (Unaudited)**     September 30, 1994     September 30, 1993
<S>                                             <C>                 <C>                    <C>
Net asset value, beginning of period            $ 9.92               $10.43                $ 8.03
Net investment loss                               (.00)                (.04)                 (.03)
Net realized and unrealized gain on
   investments                                     .55                  .28                  2.43
Distributions from net realized gains             (.04)                (.75)                   --
Net asset value, end of period                  $10.43                $9.92                $10.43
Total return                                      5.57%+++             2.51%+               24.61%+++
Net assets at end of period (000s)             $29,725              $19,891                $7,251
Ratio of expenses to average
   net assets                                     1.36%++              1.41%                 2.43%++
Ratio of net investment loss to
   average net assets                            (0.01)%++            (0.55)%               (1.43)%++
Portfolio turnover rate                         105.67%              167.08%               129.57%
</TABLE>

<TABLE>
<CAPTION>
                                                                      Class B
                                                                                       March 15, 1993
                                              Six months                               (Commencement
                                                ended                                  of Share Class
                                            March 31, 1995        Year ended          Designations) to
                                            (Unaudited)**     September 30, 1994     September 30, 1993
<S>                                            <C>                  <C>                   <C>
Net asset value, beginning of period             $ 9.82              $10.40                $ 8.68
Net investment loss                                (.04)               (.08)                 (.04)
Net realized and unrealized gain on
   investments                                      .54                 .25                  1.76
Distributions from net realized gains              (.04)               (.75)                   --
Net asset value, end of period                   $10.28              $ 9.82                $10.40
Total return                                       5.22%+++            1.79%+               19.82%+++
Net assets at end of period (000s)             $102,258             $73,354               $16,044
Ratio of expenses to average
   net assets                                      2.11%++             2.16%                 3.16%++
Ratio of net investment loss to
   average net assets                             (0.81)%++           (1.28)%               (2.15)%++
Portfolio turnover rate                          105.67%             167.08%               129.57%
</TABLE>

<TABLE>
<CAPTION>
                                                                      Class C

                                                                        Year ended September 30
                                        Six months
                                          ended
                                      March 31, 1995
                                      (Unaudited)**       1994       1993       1992       1991        1990
<S>                                      <C>            <C>        <C>        <C>        <C>          <C>
Net asset value,
   beginning of period                    $ 9.99         $10.46     $ 7.96      $7.74      $5.03       $6.72
Net investment income (loss)                 .01           (.03)      (.06)      (.06)      (.08)       (.03)
Net realized and unrealized  gain
  (loss) on investments                      .55            .31       3.90        .63       2.79       (1.31)
Distributions from net realized
   gains                                    (.04)          (.75)     (1.34)      (.35)        --        (.35)
Net asset value, end of period            $10.51         $ 9.99     $10.46      $7.96      $7.74       $5.03
Total return                                5.74%+++       2.91%+    55.46%+     7.34%+    53.88%+    (20.81)%+
Net assets at end of period
   (000s)                                $23,541        $23,967    $18,342    $11,654    $10,939      $7,440
Ratio of expenses to average  net
  assets                                    1.11%++        1.16%      2.11%      1.54%      1.88%       1.93%
Ratio of net investment income
   (loss) to average net assets             0.17%++       (0.32)%    (1.30)%    (0.86)%    (1.14)%     (0.54)%
Portfolio turnover rate                   105.67%        167.08%    129.57%    124.94%    219.62%     259.27%
</TABLE>

<TABLE>
<CAPTION>
                                                                Class D

                                                                                 March 15, 1993
                                        Six months                               (Commencement
                                          ended                                  of Share Class
                                      March 31, 1995        Year ended          Designations) to
                                      (Unaudited)**     September 30, 1994     September 30, 1993
<S>                                      <C>                  <C>                    <C>
Net asset value,
   beginning of period                    $ 9.83               $10.39                $ 8.68
Net investment income (loss)                (.04)                (.09)                 (.04)
Net realized and unrealized  gain
  (loss) on investments                      .55                  .28                  1.75
Distributions from net realized
   gains                                    (.04)                (.75)                   --
Net asset value, end of period            $10.30               $ 9.83                $10.39
Total return                                5.32%+++             2.00%+               19.70%+++
Net assets at end of period
   (000s)                                $50,817              $37,783                $5,011
Ratio of expenses to average  net
  assets                                    2.11%++              2.16%                 3.16%++
Ratio of net investment income
   (loss) to average net assets            (0.82)%++            (1.28)%               (2.16)%++
Portfolio turnover rate                   105.67%              167.08%               129.57%
</TABLE>
 ++Annualized
 **Per-share figures have been calculated using the average shares method.
  +Total return figures do not reflect any front-end or contingent deferred
   sales charges.
+++Represents aggregate return for the period without annualization and does not
   reflect any front-end or contingent deferred sales charges.

                                        9

<PAGE>

State Street Research Capital Trust

Fund Information, Officers and Trustees of State Street Research Capital Trust

Fund Information

Investment Adviser
State Street Research &
Management Company
One Financial Center
Boston, MA 02111

Distributor
State Street Research
Investment Services, Inc.
One Financial Center
Boston, MA 02111

Shareholder Services
State Street Research
Shareholder Services
P.O. Box 8408
Boston, MA 02266-8408
1-800-562-0032

Custodian
State Street Bank and
Trust Company
225 Franklin Street
Boston, MA 02110

Legal Counsel
Mintz, Levin, Cohn, Ferris,
Glovsky and Popeo, P.C.
One Financial Center
Boston, MA 02111

Officers

Ralph F. Verni
Chairman of the Board,
President and
Chief Executive Officer

Peter C. Bennett
Vice President

Charles S. Glovsky
Vice President

Rudolph K. Kluiber
Vice President

Frederick R. Kobrick
Vice President

Thomas P. Moore
Vice President

Gerard P. Maus
Treasurer

Joseph W. Canavan
Assistant Treasurer

Douglas A. Romich
Assistant Treasurer

Constantine Hutchins, Jr.
Secretary and General Counsel

Darman A. Wing
Assistant Secretary and
Assistant General Counsel

Trustees

Ralph F. Verni
Chairman of the Board,
President, Chief Executive
Officer and Director,
State Street Research &
Management Company

Robert A. Lawrence
Partner, Saltonstall & Co.

Dean O. Morton
Retired; formerly Executive
Vice President, Chief
Operating Officer and Director,
Hewlett-Packard Company

Thomas L. Phillips
Retired; formerly Chairman of the Board and Chief Executive Officer,
Raytheon Company

Michael S. Scott Morton
Jay W. Forrester Professor of
Management,
Sloan School of Management,
Massachusetts Institute of
Technology

Jeptha H. Wade
Retired; formerly Of Counsel, Choate, Hall & Stewart
This is for graphicText

                                       10
<PAGE>

[Back cover]

State Street Research 
Small Capitalization Value Fund
One Financial Center
Boston, MA 02111

                                              Bulk Rate
                                            U.S. Postage
                                                PAID
                                            Brockton, MA
                                           Permit No. 600




Questions? Comments?
Call us at 1-800-562-0032,
or write us at:
     State Street Research
     Shareholder Services
     P.O. Box 8408
     Boston, MA 02266-8408

[State Street Research Logo] STATE STREET RESEARCH

This report is prepared for the general information of current shareholders
only. It is not authorized for use as sales material with prospective investors.


CONTROL NUMBER: 2356-950523(0696)SSR-LD

Cover Illustration by Dorothy Cullinan        SCV-207E-595


<PAGE>

[Front cover]

[State Street Research Logo] STATE STREET RESEARCH

STATE STREET RESEARCH 
SMALL CAPITALIZATION VALUE FUND

SEMIANNUAL REPORT
March 31, 1995


[Drawing of person climbing mountain towards the stars]


WHAT'S INSIDE

Complete Portfolio Holdings

Financial Statements




[Front Cover]

[State Street Research Logo] STATE STREET RESEARCH

State Street Research
Small Capitalization Value Fund

Semiannual Report
March 31, 1995

[Drawing of person running up a mountain towards the stars]

What's Inside

Complete Portfolio Holdings
Financial Statements

<PAGE>

Investment Portfolio
March 31, 1995 (Unaudited)

                                                            Value
                                            Shares        (Note 1)

Common Stocks 35.4%
Basic Industries 16.0%
Diversified 1.7%
Triton Group Ltd.*                          25,000       $   48,438
Zero Corp.*                                  3,000           42,375
                                                             90,813
Forest Product 2.6%
Gaylord Container Corp. Wts.*               13,000          136,500

Machinery 2.8%
Arden Industrial Products, Inc.*             8,000           48,000
Flair Corp.*                                 2,000           36,500
Specialty Equipment Companies, Inc.*         5,000           60,625
                                                            145,125
Metal & Mining 8.9%
Algoma Steel, Inc.*                          9,000           57,090
Bayou Steel Corp. Cl. A*                     5,000           21,875
Castech Aluminum Group, Inc.*                5,000           74,375
Chase Brass Industries, Inc.                 6,000           63,375
Commonwealth Aluminum Corp.*                 1,000           14,000
Interlake, Inc.*                            21,900           49,275
Maxxam, Inc.*                                1,000           28,875
Sunshine Mining & Refining Co. Pfd.*         6,000           51,000
Webco Industries, Inc.*                      5,000           41,875
Wyman Gordon Co.*                            8,000           62,000
                                                            463,740
Total Basic Industries                                      836,178

Consumer Cyclical 15.1%
Automotive 5.8%
Automotive Industries, Inc. Cl. A*           2,500           55,000
Federal-Mogul Corp.                          3,500           63,000
Harvard Industries, Inc. Cl. B*              2,000           34,750
Lear Seating Corp.*                          4,000           72,000
Littelfuse, Inc.*                            1,000           28,500
Wescast Industries, Inc. Cl. A*              6,000           48,000
                                                            301,250
Building 2.9%
Cameron Ashley, Inc.*                        4,000           64,000
Centex Construction Products, Inc.           4,000           49,500
Simpson Manufacturing, Inc.*                 4,000           39,000
                                                            152,500
Recreation 2.2%
HMG Worldwide Corp.*                        21,000           60,375
Hollywood Casino Corp. Cl. A*               10,000           56,250
                                                            116,625
Retail Trade 4.2%
Filene's Basement Corp.*                    10,000       $   33,750
Payless Cashways, Inc.*                      5,000           44,375
Rhodes, Inc.*                                9,000          101,250
TBC Corp.*                                   4,000           40,500
                                                            219,875
Total Consumer Cyclical                                     790,250

Consumer Staple 1.0%
Printing & Publishing 1.0%
American Media, Inc. Cl. A*                  7,500           53,437
Total Consumer Staple                                        53,437

Energy 2.7%
Oil 1.9%
Crystal Oil Corp.*                             700           21,875
Gerrity Oil & Gas Corp. Cv. Pfd.             6,600           78,375
                                                            100,250
Oil Service 0.8%
Global Marine, Inc.*                        10,000           42,500
Total Energy                                                142,750

Science & Technology 0.6%
Aerospace 0.6%
BE Aerospace, Inc.*                          5,000           32,500
Total Science & Technology                                   32,500
Total Common Stocks (Cost $1,754,584)                     1,855,115

                              Principal      Maturity
                               Amount          Date

Short-Term Obligations 65.5%
Federal Home Loan Bank,
  5.89%                      $3,430,000      4/3/1995     3,428,878
Total Short-Term Obligations (Cost $3,428,878)            3,428,878
Total Investments (Cost $5,183,462)--100.9%               5,283,993
Cash and Other Assets, Less Liabilities--(0.9)%             (46,684)
Net Assets--100.0%                                       $5,237,309

* Nonincome-producing securities
The accompanying notes are an integral part of the financial statements.


<PAGE>
Federal Income Tax Information:

At March 31, 1995, the net unrealized appreciation of
  investments based on cost for Federal income tax
  purposes of $5,183,462 was as follows:
Aggregate gross unrealized appreciation for all
  investments in which there is an excess of value over tax
  cost                                                                 $127,654
Aggregate gross unrealized depreciation for all
  investments in which there is an excess of tax cost
  over value                                                            (27,123)
                                                                       $100,531

Statement of Assets and Liabilities
March 31, 1995 (Unaudited)

Assets
Investments, at value (Cost $5,183,462) (Note 1)                     $5,283,993
Cash                                                                     34,749
Receivable from Distributor (Note 3)                                     10,894
Deferred organization costs and other
  assets (Note 1)                                                        75,414
                                                                      5,405,050
Liabilities
Payable for securities purchased                                         74,170
Accrued management fee (Note 2)                                           3,987
Accrued trustees' fees (Note 2)                                           1,326
Accrued distribution fee (Note 5)                                         1,288
Accrued transfer agent and shareholder services (Note 2)                    680
Other accrued expenses                                                   86,290
                                                                        167,741
Net Assets                                                           $5,237,309
Net Assets consist of:
 Undistributed net investment income                                $    21,876
 Unrealized appreciation of investments                                 100,531
 Shares of beneficial interest (Note 6)                               5,114,902
                                                                     $5,237,309
Net Asset Value and redemption price per share of Class A
  shares ($4,929,600 / 504,030 shares of beneficial interest)             $9.78
Maximum Offering Price per share of Class A shares ($9.78 /
  .955)                                                                  $10.24
Net Asset Value and offering price per share of Class B shares
  ($102,523 / 10,493 shares of beneficial interest)*                      $9.77
Net Asset Value, offering price and redemption price per share
  of Class C shares ($102,663 / 10,493 shares of beneficial
  interest)                                                               $9.78
Net Asset Value and offering price per share of Class D shares
  ($102,523 / 10,493 shares of beneficial interest)*                      $9.77


* Redemption price per share for Class B and Class D is equal to net asset
  value less any applicable contingent deferred sales charge.
The accompanying notes are an integral part of the financial statements.

                                       2
<PAGE>
Statement of Operations
For the period February 13, 1995
(commencement of operations) to
March 31, 1995 (Unaudited)


Investment Income
Interest                                                    $ 32,049

Expenses
Custodian fee                                                 10,274
Management fee (Note 2)                                        5,863
Amortization of organization costs (Note 1)                    1,932
Reports to shareholders                                        1,870
Legal fees                                                     1,122
Audit fee                                                        918
Transfer agent and shareholder services (Note 2)                 680
Trustees' fees (Note 2)                                        1,326
Distribution fee--Class A (Note 5)                             1,622
Distribution fee--Class B (Note 5)                               137
Distribution fee--Class D (Note 5)                               137
Registration fees                                                136
Miscellaneous                                                    272
                                                              26,289
Expenses borne by the Distributor (Note 3)                   (16,116)
                                                              10,173
Net investment income                                         21,876

Unrealized Gain on Investments
Net unrealized appreciation of investments                   100,531
Net gain on investments                                      100,531
Net increase in net assets resulting from operations        $122,407


Statement of Changes in Net Assets
For the period February 13, 1995
(commencement of operations)
to March 31, 1995 (Unaudited)

Increase (Decrease) in Net Assets
Operations:
Net investment income                                     $   21,876
Net unrealized appreciation of investments                   100,531
Net increase resulting from operations                       122,407
Net increase from fund share transactions (Note 6)         5,114,902
Total increase in net assets                               5,237,309

Net Assets
Beginning of period                                               --
End of period (including undistributed net investment
  income of $21,876)                                      $5,237,309
The accompanying notes are an integral part of the financial statements.

                                       3
<PAGE>
Notes to Unaudited Financial Statements
March 31, 1995

Note 1
State Street Research Small Capitalization Value Fund (the "Fund"), is a series
of State Street Research Capital Trust (the "Trust"), formerly State Street
Capital Trust, which is a Massachusetts business trust registered under the
Investment Company Act of 1940, as amended, as a diversified, open-end
management investment company. The Trust was organized in November, 1988 as a
successor to State Street Capital Fund, Inc., a Massachusetts corporation. The
Trust consists presently of three separate funds: State Street Research Small
Capitalization Value Fund, State Street Research Small Capitalization Growth
Fund and State Street Research Capital Fund.

The Fund is authorized to issue four classes of shares. At the present time,
only Class A shares are generally available for purchase. Class B, Class C and
Class D shares are not being offered at this time. Class A shares are subject
to an initial sales charge of up to 4.50% and pay an annual service fee equal
to 0.25% of average daily net assets. Class B shares are subject to a
contingent deferred sales charge on certain redemptions made within five years
of purchase and pay annual distribution and service fees of 1.00%. Class B
shares automatically convert into Class A shares (which pay lower ongoing
expenses) at the end of eight years after the issuance of the Class B shares.
Class C shares are only offered to certain employee benefit plans and large
institutions. Class D shares are subject to a contingent deferred sales charge
of 1.00% on any shares redeemed within one year of their purchase. Class D
shares also pay annual distribution and service fees of 1.00%. The Fund's
expenses are borne pro- rata by each class, except that each class bears
expenses, and has exclusive voting rights with respect to provisions of the
Plan of Distribution, related specifically to that class. The Trustees declare
separate dividends on each class of shares.

The following significant policies are consistently followed by the Fund in
preparing its financial statements, and such policies are in conformity with
generally accepted accounting principles for investment companies.

A. Investment in Securities
Values for listed securities represent the last sale on national securities
exchanges quoted prior to the close of the New York Stock Exchange.
Over-the-counter securities quoted on the National Association of Securities
Dealers Automated Quotation ("NASDAQ") system are valued at the closing price
supplied through such system. In the absence of recorded sales and for those
over-the-counter securities not quoted on the NASDAQ system, valuations are at
the mean of the closing bid and asked quotations, except for certain securities
that may be restricted as to public resale, which are valued in accordance with
methods adopted by the Trustees. Security transactions are accounted for on the
trade date (date the order to buy or sell is executed), and dividends declared
but not received are accrued on the ex-dividend date. Interest income is
determined on the accrual basis. Realized gains and losses from security
transactions are reported on the basis of identified cost of securities
delivered for both financial reporting and Federal income tax purposes.

B. Federal Income Taxes
No provision for Federal income taxes is necessary since the Fund intends to
qualify under Subchapter M of the Internal Revenue Code and its policy is to
distribute all of its taxable income, including net realized capital gains, if
any, within the prescribed time periods.

C. Dividends
Dividends from net investment income, if any, are declared and paid or
reinvested annually. Net realized capital gains, if any, are distributed
annually, unless additional distributions are required for compliance with
applicable tax regulations.

Income dividends and capital gain distributions are determined in accordance
with Federal income tax regulations which may differ from generally accepted
accounting principles.

D. Deferred Organization Costs
Certain costs incurred in the organization and registration of the Fund were
capitalized and are being amortized under the straight-line method over a
period of five years.

Note 2
The Trust and State Street Research & Management Company (the "Adviser"), an
indirect wholly-owned subsidiary of Metropolitan Life Insurance Company
("Metropolitan"), have entered into an agreement under which the Adviser earns
monthly fees at an annual rate of 0.85% of the Fund's average daily net assets.
In consideration of these fees, the Adviser furnishes the Fund with management,
investment advisory, statistical and research facilities and services. The
Adviser also pays all salaries, rent and certain other expenses of management.
The fees of the Trustees not currently affiliated with the Adviser amounted to
$1,326 during the period February 13, 1995 (commencement of operations) to
March 31, 1995.

State Street Research Shareholder Services, a division of State Street Research
Investment Services, Inc., the Trust's principal underwriter (the
"Distributor"), an indirect wholly-owned subsidiary of Metropolitan, provides
certain shareholder services to the Fund such as responding to inquiries and
instructions from investors with respect to the purchase and redemption of
shares of the Fund. During the period February 13, 1995 (commencement of
operations) to March 31, 1995, the amount of such expenses was $19.

Note 3
The Distributor and its affiliates may from time to time and in varying amounts
voluntarily assume some portion of fees or expenses relating to the Fund.
During the period February 13, 1995 (commencement of operations) to March 31,
1995, the amount of such expenses assumed by the Distributor and its affiliates
was $16,116.

Note 4
For the period February 13, 1995 (commencement of operations) to March 31,
1995, exclusive of short-term investments and U.S. Government obligations,
purchases and sales of securities aggregated $1,789,584 and $35,000,
respectively.

                                        4
<PAGE>

Notes to Unaudited Financial Statements
March 31, 1995 Notes (cont'd)

Note 5
The Trust has adopted a Plan of Distribution Pursuant to Rule 12b-1 (the
"Plan") under the Investment Company Act of 1940. Under the Plan, the Fund pays
annual service fees to the Distributor at a rate of 0.25% of average daily net
assets for Class A, Class B and Class D shares. In addition, the Fund pays
annual distribution fees of 0.75% of average daily net assets for Class B and
Class D shares. The Distributor uses such payments for personal services and/or
the maintenance of shareholder accounts, to reimburse securities dealers for
distribution and marketing services, to furnish ongoing assistance to investors
and to defray a portion of its distribution and marketing expenses. For the
period February 13, 1995 (commencement of operations) to March 31, 1995, fees
pursuant to such plan amounted to $1,622, $137 and $137 for Class A, Class B
and Class D, respectively.

Note 6
The Trustees have the authority to issue an unlimited number of shares of
beneficial interest, $.001 par value per share. At March 31, 1995, Metropolitan
owned one share of each of Class A, Class B, Class C and Class D shares and the
Adviser owned 492,146 Class A shares and 10,471 of each of Class B, Class C and
Class D shares of the Fund.

Share transactions were as follows:


                           February 13, 1995
                      (Commencement of Operations)
                           to March 31, 1995
                              (Unaudited)

Class A                  Shares            Amount
Shares sold             504,030        $4,814,272
Net increase            504,030        $4,814,272

Class B                  Shares            Amount
Shares sold              10,493        $  100,210
Net increase             10,493        $  100,210

Class C                  Shares            Amount
Shares sold              10,493        $  100,210
Net increase             10,493        $  100,210

Class D                  Shares            Amount
Shares sold              10,493        $  100,210
Net increase             10,493        $  100,210


                                       5
<PAGE>
Financial Highlights
For a share outstanding from February 13, 1995 (commencement of operations) to

March 31, 1995 (Unaudited)  
<TABLE>
<CAPTION>
                                                                      Class A      Class B      Class C       Class D
<S>                                                                   <C>          <C>          <C>           <C>
Net asset value, beginning of period                                  $ 9.55       $9.55        $9.55         $9.55
Net investment income*                                                   .04         .03          .04           .03
Net unrealized gain on investments                                       .19         .19          .19           .19
Net asset value, end of period                                        $ 9.78       $9.77        $9.78         $9.77

Total return+                                                           2.41%       2.30%        2.41%         2.30%
Net assets at end of period (000s)                                    $4,930       $ 103        $ 103         $ 103
Ratio of operating expenses to average net assets*                      1.45%++     2.20%++      1.20%++       2.20%++
Ratio of net investment income to average net assets*                   3.20%++     2.46%++      3.44%++       2.46%++
Portfolio turnover rate                                                 4.16%       4.16%        4.16%         4.16%
*Reflects voluntary assumption of fees or expenses per share in
  each period. (Note 3).                                              $  .03       $ .03        $ .03         $ .03
</TABLE>

++ Annualized

 + Represents aggregate return for the period without annualization and does not
   reflect any front-end or contingent deferred sales charges. Total return
   would be lower if the Distributor and its affiliates had not voluntarily
   assumed a portion of the Fund's expenses.


                                       6
<PAGE>
Fund Information, Officers and Trustees of State Street Research Capital
Trust

Fund Information

Investment Adviser
State Street Research &
Management Company
One Financial Center
Boston, MA 02111

Distributor
State Street Research
Investment Services, Inc.
One Financial Center
Boston, MA 02111

Shareholder Services
State Street Research
Shareholder Services
P.O. Box 8408
Boston, MA 02266-8408
1-800-562-0032

Custodian
State Street Bank and
Trust Company
225 Franklin Street
Boston, MA 02110

Legal Counsel
Mintz, Levin, Cohn, Ferris,
Glovsky and Popeo, P.C.
One Financial Center
Boston, MA 02111

Officers

Ralph F. Verni
Chairman of the Board,
President and
Chief Executive Officer

Peter C. Bennett
Vice President

Charles S. Glovsky
Vice President

Rudolph K. Kluiber
Vice President

Frederick R. Kobrick
Vice President

Thomas P. Moore, Jr.
Vice President

Gerard P. Maus
Treasurer

Joseph W. Canavan
Assistant Treasurer

Douglas A. Romich
Assistant Treasurer

Constantine Hutchins, Jr.
Secretary and General Counsel

Darman A. Wing
Assistant Secretary and
Assistant General Counsel

Trustees

Ralph F. Verni
Chairman of the Board,
President, Chief Executive
Officer and Director,
State Street Research &
Management Company

Robert A. Lawrence
Partner, Saltonstall & Co.

Dean O. Morton
Retired; formerly Executive
Vice President, Chief
Operating Officer and Director,
Hewlett-Packard Company

Thomas L. Phillips
Retired; formerly Chairman of 
the Board and Chief Executive Officer,
Raytheon Company

Michael S. Scott Morton
Jay W. Forrester Professor of
Management,
Sloan School of Management,
Massachusetts Institute of
Technology

Jeptha H. Wade
Retired; formerly Of Counsel, 
Choate, Hall & Stewart


                                       7
<PAGE>

[Back Cover]

State Street Research
Small Capitalization Value Fund
One Financial Center
Boston, MA 02111

Bulk Rate
U.S. Postage
PAID
Brockton, MA
Permit No. 600

Questions? Comments?
Call us at 1-800-562-0032,
or write us at:
State Street Research
Shareholders Services
P.O. Box 8408
Boston, MA 02266-8408

[State Street Research Logo] STATE STREET RESEARCH

This report is prepared for the general information of current shareholders 
only. It is not authorized for use as sales material with prospective investors.

Control Number: 2356-950523(0696)SSR-LD Cover Illustration by Dorothy Cullinan
SCV-207E-595


<PAGE>
[FRONT COVER]

[State Street Research logo] STATE STREET RESEARCH

State Street Research 
Small Capitalization Growth Fund

March 31, 1995

[Graphic of man climbing rocks in starry night]

What's Inside

New and Improved:
A new design that's
easier to read

Investment Update:
About the Fund, 
economy and markets

Fund Information:
Facts and Figures

Plus, Complete Portfolio Holdings 
and Financial Statements

[BACK COVER]

State Street Research 
Small Capitalization Growth Fund
One Financial Center
Boston, MA 02111

Bulk Rate
U.S. Postage
PAID
Brockton, MA
Permit No. 600

Questions? Comments?
Call us at 1-800-562-0032,
or write us at:
        State Street Research
        Shareholder Services
        P.O. Box 8408
        Boston, MA 02266-8408

[State Street Research logo] STATE STREET RESEARCH

This report is prepared for the general information of current shareholders
only. It is not authorized for use as sales material with prospective investors.

CONTROL NUMBER: 2351-950523(0696)SSR-LD 

Cover Illustration by Dorothy Cullinan  SCG-006E-595

<PAGE> 

STATE STREET RESEARCH SMALL CAPITALIZATION GROWTH FUND 
Investment Update 
Investment Environment 

The Economy 

(bullet) The economy continues to show signs of slowing, and inflation remains 
         low. 

(bullet) The U.S. dollar remains weak against the German mark and Japanese yen. 

The Markets 

(bullet) Stocks rallied in the first quarter of 1995. The best performance was 
provided by large company stocks--the S&P 500 was up 9.73% for the quarter.(1) 
Small company stocks significantly trailed big stocks--the Russell 2000 Index 
was up 4.70%.(1) 

(bullet) The bond market also recovered strongly, and stocks have benefited as a
         result.

The Fund 

Over the past six months 

(bullet) Class A shares of the fund provided a total return of -3.86%(2) (not
         including sales charge) for the 6 months ended March 31, 1995. This
         performance was well behind the 5.37% average return for small
         capitalization growth funds.(3)

(bullet) The Fund's poor performance resulted from too great an emphasis on
         consumer stocks and too little weighting in technology.

(bullet) We have renewed our focus on technology, including computer software
         and electronics stocks. As we added to technology, we cut back on our
         recreation and hotel and restaurant holdings.

Current strategy 

(bullet) Nearly 30% of the Fund's assets are invested in technology.

(bullet) Hospital supply, including health maintenance organizations, represent 
18% of the Fund's assets. 

(bullet) Despite the Fund's poor performance, we believe small-cap growth stocks
         offer tremendous opportunity.

1 The Standard & Poor's 500 Composite Index (S&P 500) includes 500 widely-
  traded common stocks and is a commonly-used measure of U.S. stock market
  performance. The Russell 2000 Index includes 2,000 small company stocks and is
  a commonly-used measure of small-company stock performance. The indices are
  unmanaged and do not take sales charges into consideration. Direct investment
  in the indices is not possible; results are for illustrative purposes only.

2 -4.23% for Class B shares; -3.84% for Class C shares; -4.23% for Class D
  shares.

3 Source: Lipper Analytical Services, (does not reflect sales charges) for 250
  funds in Lipper's Small Capitalization Growth Fund Category.

4 All returns represent past performance, which is no guarantee of future
  results. The investment return and principal value of an investment made in
  the Fund will fluctuate and shares, when redeemed, may be worth more or less
  than their original cost. All returns assume reinvestment of capital gain
  distributions and income dividends.

5 Shares of the Fund had no class designations until February 1, 1994, when
  designations were assigned based on the pricing and 12b-1 fees applicable to
  shares sold thereafter. Performance data for a specified class include periods
  prior to the adoption of class designations. "A" share returns for each of the
  periods reflect the maximum 4.5% sales charge. Performance prior to February
  1, 1994, does not reflect annual 12b-1 fees of .25%. "B" share return reflects
  a 4% contingent deferred sales charge. "C" shares, offered without a sales
  charge, are available only to certain employee benefit plans and large
  institutions. "D" share return for the 1-year period reflects a 1% contingent
  deferred sales charge. Performance for "B" and "D" shares prior to February 1,
  1994, does not reflect annual 12b-1 fees of 1%, which will reduce subsequent
  performance.

Fund Information (all data are for periods ended March 31, 1995) 

SEC Average Annual Compound 
Rates of Return 
(at maximum applicable sales charge)(4,5) 

                     Life of Fund           1 year 

Class A             -12.25%/-12.58%    -13.06%/-13.37% 
Class B             -12.47%/-12.81%    -14.05%/-14.38% 
Class C              -9.20%/ -9.62%     -8.72%/ -9.15% 
Class D             -10.02%/-10.35%    -10.53%/-10.86% 

Cumulative Total Returns 
(do not reflect sales charge)(4) 

                     Life of Fund          1 year           Year-to-date 

Class A             -13.82%/-14.30%    -8.96%/-9.29%       +1.86%/+1.76% 
Class B             -14.55%/-15.03%    -9.53%/-9.86%       +1.75%/+1.65% 
Class C             -13.40%/-14.00%    -8.72%/-9.15%       +1.85%/+1.72% 
Class D             -14.55%/-15.03%    -9.63%/-9.96%       +1.62%/+1.52% 

Performance results of the Fund are increased by the voluntary reduction of 
fees and expenses relating to the Fund. The first figure reflects expense 
reduction; the second shows what results would have been without subsidization. 

10 Largest Stock Positions 
(by percentage of net assets)
            
1   Vencor Acute care hospital operator                                 2.9%  
2   Hyperion Software 
    Computer software company                                           2.8% 
3   Electroglas Semiconductor maker                                     2.7% 
4   Symantec Computer software company                                  2.7% 
5   Infinity Broadcasting Radio network                                 2.4% 
6   Community Health Systems
    Rural hospital operator                                             2.4% 
7   Warnaco Group Apparel maker                                         2.3% 
8   FTP Software 
    Computer software company                                           2.3% 
9   Station Casinos Gaming company                                      2.2% 
10  Sierra Health Services 
    Health Maintenance Organization                                     2.1% 

These stocks represent an aggregate of 24.8% of the portfolio. Because of 
active management, there is no guarantee that the Fund currently invests, or 
will continue to invest, in the securities listed. 

5 Largest Industry Positions 
(by percentage of net assets) 

[Bar chart] 
Computer Software & Service     18.8%
Hospital Supply                 18.5%
Electronics                      8.9%
Hotel & Restaurant               7.8%
Retail                           6.9%
Total net assets                60.9%

                                        
<PAGE> 
Investment Portfolio 
March 31, 1995 (Unaudited) 
                                                              Value 
                                              Shares         (Note 1) 
Common Stocks 99.0% 
Basic Industries 0.8% 
Electrical Equipment 0.8% 
Union Switch & Signal, Inc.*                  42,000      $    548,600 
Total Basic Industries                                         548,600 

Consumer Cyclical 28.2% 
Airline 1.3% 
Air Express International Corp.*              34,700           884,850 

Automotive 0.9% 
Lear Seating Corp.*                           34,800           626,400 

Building 0.6% 
Cameron Ashley, Inc.*                         24,900           398,400 

Hotel & Restaurant 7.8% 
Apple South, Inc.*                            29,500           460,938 
Au Bon Pain Company, Inc.*                    40,600           553,175 
IHOP Corp.*                                   46,300         1,362,956 
Outback Steakhouse, Inc.*                     25,750           653,406 
Primadonna Resorts, Inc.*                     28,900           722,500 
Station Casinos, Inc.*                       126,900         1,459,350 
                                                             5,212,325 
Recreation 5.2% 
Acclaim Entertainment, Inc.*                  37,900           658,513 
Infinity Braodcasting Corp. Cl. A*            38,950         1,626,163 
Radica Games Ltd.*                            29,100           105,487 
Renaissance Communications Corp.*             32,700         1,054,575 
                                                             3,444,738 
Retail Trade 6.9% 
Department 56, Inc.*                          33,800         1,347,775 
Discount Auto Parts, Inc.*                    16,100           386,400 
Ethan Allen Interiors, Inc.*                  37,100           774,463 
Gymboree Corp.*                               52,600         1,334,725 
Safety 1st, Inc.*                             29,800           763,625 
                                                             4,606,988 
Textile & Apparel 5.5% 
Authentic Fitness Corp.*                      84,700         1,355,200 
Norton McNaughton, Inc.*                      41,900           743,725 
Warnaco Group, Inc.*                          86,300         1,542,612 
                                                             3,641,537 
Total Consumer Cyclical                                     18,815,238 

Consumer Staple 25.5% 
Business Service 5.2% 
Franklin Quest Co.*                           22,700      $    715,050 
Healthcare Compare Corp.*                     38,000         1,263,500 
Pyxis Corp.*                                  33,100           686,825 
Viking Office Products, Inc.*                 25,200           781,200 
                                                             3,446,575 
Drug 1.8% 
Arris Pharmaceutical Corp.*                   69,200           484,400 
Cyto Therapeutics, Inc.*                      54,000           371,250 
Rexall Sundown, Inc.*                         35,600           364,900 
                                                             1,220,550 
Hospital Supply 18.5% 
Advocat, Inc.*                                26,700           340,425 
Community Health Systems, Inc.*               50,000         1,575,000 
Genesis Health Ventures, Inc.*                15,500           484,375 
GranCare, Inc.*                               36,900           627,300 
Heart Technology, Inc.*                       16,200           303,750 
I Stat Corp.*                                  9,300           232,500 
Idexx Labs, Inc.*                              8,400           348,600 
Mariner Health Group, Inc.*                   44,400           860,250 
Maxicare Health Plans, Inc.*                  48,800           847,900 
Multicare Companies, Inc.*                    33,100           711,650 
Owens and Minor, Inc.*                        48,900           635,700 
Right Choice Managed Care, Inc.*              11,500           387,000 
Rotech Medical Corp.*                          1,200            37,500 
Sierra Health Services, Inc.*                 43,100         1,416,913 
Vencor, Inc.*                                 53,500         1,905,937 
Vivra, Inc.*                                  39,700         1,280,325 
WellCare Management Group, Inc.*               8,600           294,550 
                                                            12,289,675 
Total Consumer Staple                                       16,956,800 

Energy 2.7% 
Oil 2.2% 
Tom Brown, Inc.*                              28,000           434,000 
Nuevo Energy Co.*                              6,900           136,275 
Ranger Oil Ltd.*                             132,600           878,475 
                                                             1,448,750 
Oil Service 0.5% 
Nowsco Well Service Ltd.                      32,400           360,450 
Total Energy                                                 1,809,200 
The accompanying notes are an integral part of the financial statements. 

                                       2
<PAGE> 
Finance 7.7% 
Financial Service 1.8% 
The Money Store, Inc.*                        45,800       $ 1,150,725 

Insurance 5.9% 
Horace Mann Educators Corp.                    9,800           216,825 
Mutual Risk Management Ltd.                   43,900         1,003,500 
NAC Re Corp.*                                 33,100         1,001,275 
National Re Corp.*                            28,900           845,325 
20th Century Industries, Inc.*                50,700           595,725 
United Companies Financial Corp.               8,080           282,800 
                                                             3,945,450 
Total Finance                                                5,096,175 

Science & Technology 29.7% 
Computer Software & Service 18.8% 
Alantel Corp.*                                17,200           769,700 
FTP Software, Inc.*                           47,800         1,517,650 
Hyperion Software Corp.*                      39,300         1,837,275 
ITI Technologies, Inc.*                       46,600         1,176,650 
Intersolv, Inc.*                              40,100           641,600 
Keane, Inc.*                                  36,900           894,825 
Mattson Technologies, Inc.*                   25,500           580,125 
Progress Software Corp.*                      17,700           920,400 
Softkey Software Products, Inc.*              37,400         1,019,150 
Symantec Corp.*                               78,300         1,800,900 
TGV Software, Inc.*                           32,200           724,500 
Wonderware Corp.*                             21,200           673,100 
                                                            12,555,875 
Electronic 8.9% 
Credence Systems Corp.*                       18,200           568,750 
Electroglas, Inc.*                            41,500         1,815,625 
FSI International, Inc.*                      21,800           880,175 
Itron, Inc.*                                  37,400           878,900 
Planar Systems, Inc.*                         33,800           709,800 
Tencor Instruments*                           17,600         1,042,800 
                                                             5,896,050 
Office Equipment 2.0% 
Sequent Computer Systems, Inc.*               42,600      $    702,900 
Syquest Technology, Inc.*                     51,300           622,012 
                                                             1,324,912 
Total Science & Technology                                  19,776,837 

Utility 4.4% 
Telephone 4.4% 
ALC Communications Corp.*                     25,600           873,600 
Allen Group, Inc.*                            55,300         1,368,675 
Cidco, Inc.*                                  23,500           707,938 
                                                             2,950,213 
Total Utility                                                2,950,213 
Total Common Stocks (Cost $61,293,528)                      65,953,063 

                                    Principal     Maturity 
                                     Amount         Date 

Commercial Paper 0.2% 
Ford Motor Credit Co., 5.96%        $142,000      4/3/1995           142,000 

Total Commercial Paper (Cost 
  $142,000)                                                          142,000 
Total Investments (Cost $61,435,528)--99.2%                       66,095,063 
Cash and Other Assets, Less Liabilities--0.8%                        555,722 
Net Assets--100.0%                                               $66,650,785 
Federal Income Tax Information: 

At March 31, 1995, the net unrealized appreciation of 
  investments based on cost for Federal income tax purposes 
  of $61,468,856 was as follows: 
Aggregate gross unrealized appreciation for all investments 
  in which there is an excess of value over tax cost             $ 6,621,980 
Aggregate gross unrealized depreciation for all investments 
  in which there is an excess of tax cost over value              (1,995,773) 
                                                                 $ 4,626,207 

*Nonincome-producing securities 

The accompanying notes are an integral part of the financial statements. 

                                       3
<PAGE> 
Statement of Assets and Liabilities 
March 31, 1995 (Unaudited) 
Assets 
Investments, at value (Cost $61,435,528) (Note 1)            $ 66,095,063 
Cash                                                               80,064 
Receivable for securities sold                                  3,025,620 
Receivable for fund shares sold                                    57,750 
Receivable from Distributor (Note 3)                               40,737 
Dividends and interest receivable                                  24,578 
Deferred organization costs and other assets (Note 1)              69,325 
                                                               69,393,137 
Liabilities 
Payable for securities purchased                                2,216,258 
Payable for fund shares redeemed                                  392,013 
Accrued management fee (Note 2)                                    46,065 
Accrued distribution fee (Note 5)                                  39,498 
Accrued trustees' fees (Note 2)                                     3,699 
Other accrued expenses                                             44,819 
                                                                2,742,352 
Net Assets                                                   $ 66,650,785 
Net Assets consist of: 
 Unrealized appreciation of investments                      $  4,659,535 
 Accumulated net realized loss                                (10,461,649) 
 Shares of beneficial interest (Note 6)                        72,452,899 
                                                             $ 66,650,785 
Net Asset Value and redemption price per share of Class 
  A shares ($22,127,455 / 2,688,809 shares of 
  beneficial interest)                                              $8.23 
Maximum Offering Price per share of Class A shares 
  ($8.23 / .955)                                                    $8.62 
Net Asset Value and offering price per share of Class B 
  shares ($28,162,268 / 3,451,816 shares of beneficial 
  interest)*                                                        $8.16 
Net Asset Value, offering price and redemption price 
  per share of Class C shares ($7,517,035 / 908,414 
  shares of beneficial interest)                                    $8.27 
Net Asset Value and offering price per share of Class D 
  shares ($8,844,027 / 1,083,639 shares of beneficial 
  interest)*                                                        $8.16 

*Redemption price per share for Class B and Class D is equal to net asset 
value less any applicable contingent deferred sales charge. 

Statement of Operations 
For the six months ended March 31, 1995 (Unaudited) 

Investment Income 
Interest                                                      $   150,671 
Dividends, net of foreign taxes of $2,512                          58,583 
                                                                  209,254 
Expenses 
Management fee (Note 2)                                           255,888 
Transfer agent and shareholder services (Note 2)                  143,455 
Custodian fee                                                      91,268 
Registration fees                                                  61,793 
Distribution fee--Class A (Note 5)                                 28,229 
Distribution fee--Class B (Note 5)                                146,488 
Distribution fee--Class D (Note 5)                                 46,751 
Legal fees                                                         21,555 
Reports to shareholders                                            20,483 
Audit fee                                                           9,207 
Trustees' fees (Note 2)                                             5,448 
Amortization of organization costs (Note 1)                         3,265 
Miscellaneous                                                       4,069 
                                                                  837,899 
Expenses borne by the Distributor (Note 3)                       (240,730) 
                                                                  597,169 
Net investment loss                                              (387,915) 
Realized and Unrealized Gain 
  (Loss) on Investments 
Net realized loss on investments (Notes 1 and 4)               (7,666,584) 
Net unrealized appreciation of investments                      5,163,929 
Net loss on investments                                        (2,502,655) 
Net decrease in net assets resulting from operations          $(2,890,570) 

The accompanying notes are an integral part of the financial statements. 

                                       4
                                        
<PAGE> 
Statement of Changes in Net Assets
March 31, 1995 

                                        Six months        October 4, 1993 
                                          ended           (Commencement of 
                                      March 31, 1995       Operations) to 
                                       (Unaudited)       September 30, 1994 

Increase (Decrease) in Net Assets 
Operations: 
Net investment loss                    $   (387,915)        $  (356,585) 
Net realized loss on investments*        (7,666,584)         (2,795,065) 
Net unrealized appreciation 
  (depreciation) of investments           5,163,929            (504,394) 
Net decrease resulting from 
  operations                             (2,890,570)         (3,656,044) 
Net increase from fund share 
  transactions (Note 6)                   1,202,883          71,994,516 
Total increase (decrease) in net 
  assets                                 (1,687,687)         68,338,472 
Net Assets 
Beginning of period                      68,338,472                  -- 
End of period                          $ 66,650,785         $68,338,472 
* Net realized loss for Federal 
  income tax purposes 
  (Note 1)                             $(10,417,486)        $   (10,835) 


Notes to Unaudited Financial Statements 
March 31, 1995 

Note 1 

State Street Research Small Capitalization Growth Fund (the "Fund"), is a 
series of State Street Research Capital Trust (the "Trust"), formerly State 
Street Capital Trust, which is a Massachusetts business trust registered under 
the Investment Company Act of 1940, as amended, as a diversified, open-end 
management investment company. The Trust was organized in November, 1988 as a 
successor to State Street Capital Fund, Inc., a Massachusetts corporation. The 
Trust consists presently of three separate funds: State Street Research Small 
Capitalization Growth Fund, State Street Research Capital Fund and State Street 
Research Small Capitalization Value Fund. 

The Fund offers four classes of shares. Shares of the Fund had no class 
designations until February 1, 1994. Class A shares are subject to an initial 
sales charge of up to 4.50% and pay an annual service fee equal to 0.25% of 
average daily net assets. Class B shares are subject to a contingent deferred 
sales charge on certain redemptions made within five years of purchase and pay 
annual distribution and service fees of 1.00%. Class B shares automatically 
convert into Class A shares (which pay lower ongoing expenses) at the end of 
eight years after the issuance of the Class B shares. Class C shares are only 
offered to certain employee benefit plans and large institutions. Class D 
shares are subject to a contingent deferred sales charge of 1.00% on any shares 
redeemed within one year of their purchase. Class D shares also pay annual 
distribution and service fees of 1.00%. The Fund's expenses are borne pro-rata 
by each class, except that each class bears expenses, and has exclusive voting 
rights with respect to provisions of the Plan of Distribution, related 
specifically to that class. The Trustees declare separate dividends on each 
class of shares. 

The following significant policies are consistently followed by the Fund in 
preparing its financial statements, and such policies are in conformity with 
generally accepted accounting principles for investment companies. 

A. Investments in Securities 

Values for listed securities represent the last sale on national securities 
exchanges quoted prior to the close of the New York Stock Exchange. 
Over-the-counter securities quoted on the National Association of Securities 
Dealers Automated Quotation ("NASDAQ") system are valued at the closing price 
supplied through such system. In the absence of recorded sales and for those 
over-the-counter securities not quoted on the NASDAQ system, valuations are at 
the mean of the closing bid and asked quotations, except for certain securities 
that may be restricted as to public resale, which are valued in accordance with 
methods adopted by the Trustees. Security transactions are accounted for on the 
trade date (date the order to buy or sell is executed), and dividends declared 
but not received are accrued on the ex-dividend date. Interest income is 
determined on the accrual basis. Realized gains and losses from security 
transactions are reported on the basis of identified cost of securities 
delivered for both financial reporting and Federal income tax purposes. 

The accompanying notes are an integral part of the financial statements. 

                                       5
<PAGE> 
B. Federal Income Taxes 

No provision for Federal income taxes is necessary since the Fund intends to 
qualify under Subchapter M of the Internal Revenue Code and its policy is to 
distribute all of its taxable income, including net realized capital gains, if 
any, within the prescribed time periods. At September 30, 1994, the Fund had a 
capital loss carryforward of $10,835 available, to the extent provided in 
regulations, to offset future capital gains, if any, which expires on 
September 30, 2002. 

In order to meet certain excise tax distribution requirements under Section 
4982 of the Internal Revenue Code, the Fund is required to measure and 
distribute annually, if necessary, net capital gains realized during a 
twelve-month period ending October 31. In this connection, the Fund is 
permitted to defer into its next fiscal year any net capital losses incurred 
between each November 1 and the end of its fiscal year. From November 1, 1993 
through September 30, 1994, the Fund incurred net capital losses of 
approximately $2,455,000 and intends to defer and treat such losses as arising 
in the fiscal year ending September 30, 1995. 

C. Dividends 

Dividends from net investment income, if any, are declared and paid or 
reinvested annually. Net realized capital gains, if any, are distributed 
annually, unless additional distributions are required for compliance with 
applicable tax regulations. 

Income dividends and capital gain distributions are determined in accordance 
with Federal income tax regulations which may differ from generally accepted 
accounting principles. 

D. Deferred Organization Costs 

Certain costs incurred in the organization and registration of the Fund were 
capitalized and are being amortized under the straight-line method over a 
period of five years. 

Note 2 

The Trust and State Street Research & Management Company (the "Adviser"), an 
indirect wholly-owned subsidiary of Metropolitan Life 
Insurance Company ("Metropolitan"), have entered into an agreement under which 
the Adviser earns monthly fees equal to 1/16 of 1% (3/4 of 1% on an annual 
basis) of average daily net assets. In consideration of these fees, the Adviser 
furnishes the Fund with management, investment advisory, statistical and 
research facilities and services. The Adviser also pays all salaries, rent and 
certain other expenses of management. The fees of the Trustees not currently 
affiliated with the Adviser amounted to $5,448 during the six months ended 
March 31, 1995. 

State Street Research Shareholder Services, a division of State Street Research 
Investment Services, Inc., the Trust's principal underwriter (the 
"Distributor"), an indirect wholly-owned subsidiary of Metropolitan, provides 
certain shareholder services to the Fund such as responding to inquiries and 
instructions from investors with respect to the purchase and redemption of 
shares of the Fund. In addition, Metropolitan receives a fee for maintenance of 
the accounts of certain shareholders who are participants in sponsored 
arrangements, employee benefit plans and similar programs or plans, through or 
under which shares of the Fund may be purchased. During the six months ended 
March 31, 1995, the amount of such shareholder servicing and account 
maintenance expenses was $36,959. 

Note 3 

The Distributor and its affiliates may from time to time and in varying amounts 
voluntarily assume some portion of fees or expenses relating to the Fund. 
During the six months ended March 31, 1995, the amount of such expenses assumed 
by the Distributor and its affiliates was $240,730. 

Note 4 

For the six months ended March 31, 1995, exclusive of short-term investments 
and U.S. Government obligations, purchases and sales of securities aggregated 
$64,082,223 and $61,396,554, respectively. 

Note 5 

The Trust has adopted a Plan of Distribution Pursuant to Rule 12b-1 (the 
"Plan") under the Investment Company Act of 1940. Under the Plan, the Fund pays 
annual service fees to the Distributor at a rate of 0.25% of average daily net 
assets for Class A, Class B and Class D shares. In addition, the Fund pays 
annual distribution fees of 0.75% of average daily net assets for Class B and 
Class D shares. The Distributor uses such payments for personal services and/or 
the maintenance of shareholder accounts, to reimburse securities dealers for 
distribution and marketing services, to furnish ongoing assistance to investors 
and to defray a portion of its distribution and marketing expenses. For the six 
months ended March 31, 1995, fees pursuant to such plan amounted to $28,229, 
$146,488 and $46,751 for Class A, Class B and Class D, respectively. 

The Fund has been informed that the Distributor and MetLife 
Securities, Inc., a wholly-owned subsidiary of Metropolitan, earned initial 
sales charges aggregating $8,719 and $41,248, respectively, on sales of Class A 
shares of the Fund during the six months ended March 31, 1995, and that MetLife 
Securities, Inc. earned commissions aggregating $44,884 on sales of Class B 
shares, and that the Distributor collected contingent deferred sales charges 
aggregating $38,781 and $3,593 on redemptions of Class B and Class D shares, 
respectively during the same period. 

                                       6
<PAGE> 

Note 6 

The Trustees have the authority to issue an unlimited number of shares of 
beneficial interest, $.001 par value per share. At March 31, 1995, the 
Distributor owned one Class C share of the Fund. 

Share transactions were as follows: 

                                                        February 1, 1994 
                       Six months ended                 (Commencement of 
                        March 31, 1995             Share Class Designations) 
                         (Unaudited)                 to September 30, 1994 
Class A            Shares          Amount          Shares           Amount 

Shares sold        498,905       $ 4,149,268      2,793,089       $24,869,158 
Shares 
  redeemed        (377,849)       (3,051,610)      (225,336)       (1,967,087) 
Net increase       121,056       $ 1,097,658      2,567,753       $22,902,071 
Class B             Shares          Amount          Shares           Amount 
Shares sold        386,358       $ 3,171,694      3,606,689       $32,666,242 
Shares 
  redeemed        (372,096)       (2,997,848)      (169,135)       (1,476,529) 
Net increase        14,262       $   173,846      3,437,554       $31,189,713 

                                                        October 4, 1993 
                                                        (Commencement of 
                                                         Operations) to 
                                                       September 30, 1994 
Class C            Shares          Amount          Shares           Amount 

Shares sold        254,655       $ 2,071,183      1,914,962      $ 17,425,844 
Shares 
  redeemed        (164,173)       (1,392,932)    (1,097,030)      (10,337,651) 
Net increase        90,482       $   678,251        817,932      $  7,088,193 

                                                        February 1, 1994 
                                                        (Commencement of 
                                                   Share Class Designations) 
                                                     to September 30, 1994 
Class D            Shares          Amount          Shares           Amount 

Shares sold         76,656       $   616,549      1,290,249       $11,826,451 
Shares 
  redeemed        (170,632)       (1,363,421)      (112,634)       (1,011,912) 
Net increase 
  (decrease)       (93,976)      $  (746,872)     1,177,615       $10,814,539 

                                       7
<PAGE> 
Financial Highlights 
For a share outstanding throughout each period: 
<TABLE>
<CAPTION>
                       Class A                     Class B                     Class C                     Class D 
           Six months ended            Six months ended            Six months ended            Six months ended 
            March 31, 1995              March 31, 1995              March 31, 1995              March 31, 1995 
              (Unaudited)    1994**       (Unaudited)    1994**       (Unaudited)   1994***      (Unaudited)      1994** 
<S>             <C>         <C>             <C>         <C>             <C>          <C>            <C>          <C>
Net 
  asset 
  value, 
  beginning 
  of 
   period       $  8.56     $  9.45         $  8.52     $  9.45         $ 8.60       $ 9.55         $ 8.52       $  9.45 
Net 
  investment 
  loss*            (.03)       (.02)           (.06)       (.06)          (.03)        (.06)          (.06)         (.06) 
Net 
  realized 
  and 
  unrealized 
  loss 
   on 
  investments      (.30)       (.87)           (.30)       (.87)          (.30)        (.89)          (.30)         (.87) 
Net 
  asset 
  value, 
  end 
  of 
  period        $  8.23     $  8.56         $  8.16     $  8.52         $ 8.27       $ 8.60         $ 8.16       $  8.52 
Total 
  return+         (3.86)%     (9.42)%         (4.23)%     (9.84)%        (3.84)%      (9.95)%        (4.23)%       (9.84)% 
Net 
  assets 
  at 
  end 
  of 
  period 
   (000s)       $22,127     $21,986         $28,162     $29,287         $7,517       $7,033         $8,844       $10,032 
Ratio 
  of 
  operating 
  expenses 
  to 
   average 
  net 
  assets*          1.35%++     1.35%++         2.10%++     2.10%++        1.10%++      1.10%++        2.10%++       2.10%++ 
Ratio 
  of 
  net 
  investment 
  loss 
  to 
   average 
  net 
  assets*         (0.74)%++   (0.58)%++       (1.49)%++   (1.32)%++      (0.49)%++    (0.68)%++      (1.49)%++     (1.32)%++ 
Portfolio 
  turnover 
  rate            96.42%      83.61%          96.42%      83.61%         96.42%       83.61%         96.42%        83.61% 
*Reflects 
  voluntary 
  assumption 
  of 
  fees 
  or 
  expenses 
  per 
  share 
  in 
  each 
  period. 
  (Note 3)      $   .03     $   .02         $   .03     $   .02         $  .03       $  .04         $  .03       $   .02 
</TABLE>

 ++Annualized

  +Represents aggregate return for the period without annualization and does not
   reflect any front-end or contingent deferred sales charges. Total return
   would be lower if the Distributor and its affiliates had not voluntarily
   assumed a portion of the Fund's expenses.

 **February 1, 1994 (commencement of share class designations) to September 30,
   1994.

***October 4, 1993 (commencement of operations) to September 30, 1994.

                                       8
<PAGE> 

Fund Information, Officers and Trustees of State Street Research Capital Trust 

Fund Information 

Investment Adviser 
State Street Research & 
Management Company 
One Financial Center 
Boston, MA 02111 

Distributor 
State Street Research 
Investment Services, Inc. 
One Financial Center 
Boston, MA 02111 

Shareholder Services 
State Street Research 
Shareholder Services 
P.O. Box 8408 
Boston, MA 02266-8408 
1-800-562-0032 

Custodian 
State Street Bank and 
Trust Company 
225 Franklin Street 
Boston, MA 02110 

Legal Counsel 
Mintz, Levin, Cohn, Ferris, 
Glovsky and Popeo, P.C. 
One Financial Center 
Boston, MA 02111 

Officers 

Ralph F. Verni 
Chairman of the Board, 
President and 
Chief Executive Officer 

Peter C. Bennett 
Vice President 

Charles S. Glovsky 
Vice President 

Rudolph K. Kluiber 
Vice President 

Frederick R. Kobrick 
Vice President 

Thomas P. Moore, Jr. 
Vice President 

Gerard P. Maus 
Treasurer 

Joseph W. Canavan 
Assistant Treasurer 

Douglas A. Romich 
Assistant Treasurer 

Constantine Hutchins, Jr. 
Secretary and General Counsel 

Darman A. Wing 
Assistant Secretary and 
Assistant General Counsel 

Trustees 

Ralph F. Verni 
Chairman of the Board, 
President, Chief Executive 
Officer and Director, 
State Street Research & 
Management Company 

Robert A. Lawrence 
Partner, Saltonstall & Co. 

Dean O. Morton 
Retired; formerly Executive 
Vice President, Chief 
Operating Officer and Director, 
Hewlett-Packard Company 

Thomas L. Phillips 
Retired; formerly Chairman of the Board and Chief Executive Officer, 
Raytheon Company 

Michael S. Scott Morton 
Jay W. Forrester Professor of 
Management, 
Sloan School of Management,            
Massachusetts Institute of 
Technology 

Jeptha H. Wade 
Retired; formerly Of Counsel, Choate, Hall & Stewart 



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission