Supplement No. 3 dated July 17, 1995
(Supplanting Supplement No. 2 dated January 5, 1995)
to
Prospectus dated August 1, 1994
for
METLIFE - STATE STREET RESEARCH MONEY MARKET FUND
a series of MetLife - State Street Money Market Trust
By Wire
The first sentence of the first paragraph under the caption "Purchase of
Shares--Methods of Purchase--By Wire" is revised as follows:
"An investor may purchase shares by wiring Federal Funds of not less than $5,000
to State Street Bank and Trust Company, which also serves as the Trust's
custodian (the "Custodian"), as set forth below."
Minimum Investment
The section under the caption "Purchase of Shares--Minimum Investment" is
revised in its entirety as follows:
"Class of Shares
B C D E
Minimum Initial Investment
By Wire $5,000 (a) $5,000 $5,000
IRAs $2,000 (a) $2,000 $2,000
By Investamatic $1,000 (a) $1,000 $1,000
All other $2,500 (a) $2,500 $2,500
Minimum Subsequent Investment
By Wire $5,000 (a) $5,000 $5,000
IRAs $50 (a) $50 $50
By Investamatic $50 (a) $50 $50
All other $50 (a) $50 $50
(a) Special conditions apply; contact the Distributor.
The Fund reserves the right to vary the minimums for initial or subsequent
investments from time to time as in the case of, for example, exchanges and
investments under various retirement and employee benefit plans, sponsored
arrangements involving group solicitations of the members of an organization, or
other investment plans such as for reinvestment of dividends and distributions
or for periodic investments (e.g., Investamatic Check Program)."
Contingent Deferred Sales Charge Waivers
The paragraph captioned "Purchase of Shares--Class B--Contingent Deferred
Sales Charges--Contingent Deferred Sales Charge Waivers" is revised in its
entirety as follows:
"The contingent deferred sales charge does not apply to exchanges, or to
redemptions under a systematic withdrawal plan which meets certain conditions.
In addition, the contingent deferred sales charge will be waived for: (i)
redemptions made within one year of the death or total disability, as defined by
the Social Security Administration, of all shareholders of an account; (ii)
redemptions made after attainment of a specific age in an amount which
represents the minimum distribution required at such age under Section 401(a)(9)
of the Internal Revenue Code for retirement accounts or plans (e.g., age 70-1/2
for IRAs and Section 403(b) plans), calculated solely on the basis of assets
invested in the Fund or other Eligible Funds; and (iii) a redemption resulting
from a tax-free return of an excess contribution to an IRA. (The foregoing
waivers do not apply to a tax-free rollover or transfer of assets out of the
Fund.) The Fund may modify or terminate the waivers described above at any time;
for example, the Fund may limit the application of multiple waivers."
Additional Information
Under the caption "Redemption of Shares--
Additional Information," the first paragraph is revised in its entirety as
follows:
"Because of the relatively high cost of maintaining small shareholder accounts,
the Fund reserves the right to involuntarily redeem at its option any
shareholder account which remains below $1,500 for a period of 60 days after
notice is mailed to the applicable shareholder, or to impose a maintenance fee
on such account after 60 days' notice. Such involuntary redemptions will be
subject to applicable sales charges, if any. The Fund may increase such minimum
account value above such amount in the future after notice to affected
shareholders. Involuntarily redeemed shares will be priced at the net asset
value on the date fixed for redemption by the Fund, and the proceeds of the
redemption will be mailed to the affected shareholder at the address of record.
Currently, the maintenance fee is $18 annually, which is paid to the Transfer
Agent. The fee does not apply to certain retirement accounts or if the
shareholder has more than an aggregate $50,000 invested in the Fund and other
Eligible Funds combined. Imposition of a maintenance fee on a small account
could, over time, exhaust the assets of such account."
Investment Plans
The first paragraph under the caption "Shareholder Services--Investment
Plans" is revised in its entirety to read as follows:
"The Fund offers Class E shareholders the Investamatic Check Program. Under this
Program, shareholders may make regular investments by authorizing withdrawals
from their bank accounts each month or quarter on the Investamatic application
form available from Shareholder Services."
Systematic Withdrawal Plan
The second paragraph under the caption "Shareholder Services--Systematic
Withdrawal Plan" is revised in its entirety as follows:
"In the case of shares otherwise subject to contingent deferred sales charges,
no such charges will be imposed on withdrawals of up to 8% annually of either
(a) the value, at the time the Plan is initiated, of the shares then in the
account or (b) the value, at the time of a withdrawal, of the same number of
shares as in the account when the Plan was initiated, whichever is higher."
Dividend Allocation Plan
The first sentence under the caption "Shareholder Services--Dividend
Allocation Plan" is revised in its entirety as follows:
"The Dividend Allocation Plan allows shareholders to elect to have all of their
dividends and any other distributions from the Fund or any Eligible Fund
automatically invested at net asset value in one other such Eligible Fund
designated by the shareholder, provided the account into which the investment is
made is initially funded with the requisite minimum amount."
Redemption of Shares
The second sentence under "Redemption of Shares--Methods of
Redemption--Request By Check (Class E Shares Only)" is revised to read as
follows:
"Checks may be made payable to the order of any person or organization
designated by the shareholder and must be for amounts of at least $500."
CONTROL NUMBER: 2456H-950717(0896)SSR-LD MM-257E-795IBS
<PAGE>
MetLife - State Street Research
Money Market Fund
Prospectus
August 1, 1994
The investment objective of MetLife - State Street Research Money Market Fund
(the "Fund") is to seek a high level of current income consistent with
preservation of capital and maintenance of liquidity by investing in
securities issued or guaranteed as to principal and interest by the U.S.
Government or its agencies or instrumentalities as well as high quality,
short-term money market instruments such as bank certificates of deposit,
bankers' acceptances and such short-term corporate debt securities as
commercial paper and master demand notes.
As of March 31, 1994, the Fund's investments consisted predominantly of
corporate debt securities. The Investment Manager presently anticipates that
it will continue to emphasize such securities in managing the Fund's
portfolio.
State Street Research & Management Company serves as investment adviser
for the Fund (the "Investment Manager"). As of May 31, 1994, the Investment
Manager had assets of approximately $23.0 billion under management. State
Street Research Investment Services, Inc. serves as distributor (the
"Distributor") for the Fund.
Shareholders may have their shares redeemed directly by the Fund at the
net asset value next determined on the basis of amortized cost after the
Application and payment are received and accepted on behalf of the Fund, plus
the applicable contingent deferred sales charge, if any; redemptions
processed through securities dealers may be subject to processing charges.
The Fund will invest in U.S. dollar-denominated high quality securities
having remaining maturities of thirteen months or less and will maintain a
dollar-weighted average portfolio maturity of 90 days or less. The Fund
follows these policies in seeking to maintain a constant net asset value of
$1.00 per share. The Fund's net asset value is determined on each business
day as of 12 noon and as of the close of trading on the New York Stock
Exchange (the "NYSE").
This Prospectus sets forth concisely the information a prospective
investor ought to know about the Fund before investing. It should be retained
for future reference. A Statement of Additional Information about the Fund
dated August 1, 1994 has been filed with the Securities and Exchange
Commission and is incorporated by reference in this Prospectus. It is
available, at no charge, upon request to the Fund at the address indicated on
the back cover or by calling 1-800-562-0032.
The Fund is a diversified series of MetLife - State Street Money Market
Trust (the "Trust"), an open-end management investment company.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED
ON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE
CONTRARY IS A CRIMINAL OFFENSE.
AN INVESTMENT IN THE FUND IS NEITHER INSURED NOR GUARANTEED BY THE U.S.
GOVERNMENT AND THERE CAN BE NO ASSURANCE THAT THE FUND WILL BE ABLE TO
MAINTAIN A STABLE NET ASSET VALUE OF $1.00 PER SHARE.
Table of Contents Page
Table of Expenses .................. 3
Financial Highlights ............... 5
Yield Information .................. 6
The Fund's Investments ............. 6
Limiting Investment Risk ........... 7
Purchase of Shares ................. 8
Redemption of Shares ............... 14
Shareholder Services ............... 15
The Fund and its Shares ............ 19
Management of the Fund ............. 20
Dividends and Distributions; Taxes.. 21
Other Investment Practices ......... 21
Calculation of Performance Data .... 22
<PAGE>
The Fund offers multiple classes of shares which may be purchased at the
next determined net asset value per share plus, in the case of Class B and
Class D shares only, a sales charge which is imposed on a deferred basis.
Class B and Class D shares are offered solely in connection with exchanges
from Eligible Funds. Only Class C and Class E shares are offered for direct
purchase. See "Purchase of Shares--Alternative Purchase Program" and
"Shareholder Services--Exchange Privilege."
Class B shares are subject to (i) a contingent deferred sales charge
(declining from 5% to 2%), which will be imposed on most redemptions made
within five years of purchase and (ii) annual distribution and service fees
of 1% of the average daily net asset value of such shares. Class B shares
automatically convert into Class E shares (which pay lower ongoing expenses)
at the end of eight years after purchase. No contingent deferred sales charge
applies after the fifth year following the purchase of Class B shares.
Class C shares are only offered to certain employee benefit plans and
large institutions. No sales charge is imposed at the time of purchase or
redemption of Class C shares. Class C shares do not pay any distribution or
service fees.
Class D shares are subject to (i) a contingent deferred sales charge of 1%
if redeemed within one year following purchase and (ii) annual distribution
and service fees of 1% of the average daily net asset value of such shares.
Class E shares are not subject to any initial or contingent deferred sales
charges. Class E shares do not pay any distribution or service fees.
2
<PAGE>
Table of Expenses
<TABLE>
<CAPTION>
Class B Class C Class D Class E
<S> <C> <C> <C> <C>
Shareholder Transaction Expenses (1)
Maximum Sales Charge Imposed on Purchases
(as a percentage of offering price) None None None None
Maximum Sales Charge Imposed on Reinvested
Dividends (as a percentage of offering
price) None None None None
Maximum Deferred Sales Charge (as a
percentage of original purchase price
or redemption proceeds, as applicable) 5% None 1% None
Redemption Fees (as a percentage of amount
redeemed, if applicable) None None None None
Exchange Fees None None None None
</TABLE>
(1) The maximum 5% contingent deferred sales charge on Class B shares applies
to redemptions during the first year after purchase; the charge declines
annually through the fifth year, and no contingent deferred sales charge is
imposed after the fifth year. Class D shares are subject to a 1% contingent
deferred sales charge on any portion of the purchase redeemed within one year
of the sale. Long-term investors in a class of shares with a distribution fee
may, over a period of years, pay more than the economic equivalent of a
maximum sales charge permissible under applicable rules. See "Purchase of
Shares."
<TABLE>
<CAPTION>
Class B Class C Class D Class E
<S> <C> <C> <C> <C>
Annual Fund Operating Expenses
(as a percentage of average net assets)
Management Fees 0.50% 0.50% 0.50% 0.50%
12b-1 Fees 1.00% None 1.00% None
Other Expenses 0.59% 0.59% 0.59% 0.59%
Less Voluntary Reduction (0.34%) (0.34%) (0.34%) (0.34%)
---- ---- ---- ----
Total Fund Operating Expenses (after
voluntary reduction) 1.75% 0.75% 1.75% 0.75%
==== ==== ==== ====
</TABLE>
Example:
You would pay the following expenses on a $1,000 investment assuming (1) 5%
annual return and (2) redemption of the entire investment at the end of each
time period:
<TABLE>
<CAPTION>
1 Year 3 Years 5 Years 10 Years
<S> <C> <C> <C> <C>
Class B shares (1) $68 $85 $115 $180
Class C shares $ 8 $24 $ 42 $ 93
Class D shares $28 $55 $ 95 $206
Class E shares $ 8 $24 $ 42 $ 93
</TABLE>
You would pay the following expenses on the same investment, assuming no
redemption:
<TABLE>
<CAPTION>
1 Year 3 Years 5 Years 10 Years
<S> <C> <C> <C> <C>
Class B shares (1) $18 $55 $95 $180
Class D shares $18 $55 $95 $206
</TABLE>
(1) Ten-year figures assume conversion of Class B shares to Class E shares at
the end of eight years.
The example should not be considered as a representation of past or future
return or expenses. Actual return or expenses may be greater or less than
shown.
3
<PAGE>
The purpose of the table above is to assist the investor in understanding
the various costs and expenses that an investor will bear directly or
indirectly. The percentage expense levels shown in the table above are based
on experience with expenses during the fiscal year ended March 31, 1994;
actual expense levels for the current fiscal year and future years may vary
from the amounts shown. The table does not reflect charges for optional
services elected by certain shareholders, such as the $7.50 fee for
remittance of redemption proceeds by wire. For further information on sales
charges, see "Purchase of Shares--Alternative Purchase Program"; for further
information on management fees, see "Management of the Fund"; and for further
information on 12b-1 fees, see "Purchase of Shares--Distribution Plan."
The Fund has been advised that 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. For the fiscal year ended March 31, 1994,
Total Fund Operating Expenses as a percentage of average net assets of Class
B, Class C, Class D and Class E shares of the Fund would have been 2.66%,
1.53%, 2.02% and 1.09%, respectively, in the absence of the voluntary
assumption of fees or expenses by the Distributor and its affiliates, which
amounted to 0.91%, 0.78%, 0.27% and 0.34% of average net assets of each of
the Class B, Class C, Class D and Class E shares of the Fund, respectively.
The amount of fees or expenses assumed during the fiscal year ended March 31,
1994 differed among classes because of fluctuating relative levels of assets
in each class, expenses before reimbursement which may not be constant over
time and designation of share classes during the period. The Fund expects the
subsidization of fees or expenses to continue in the current year, although
it cannot give complete assurance that such assistance will be received.
4
<PAGE>
Financial Highlights
The data set forth below has been audited by Price Waterhouse, independent
accountants, and their report thereon for the latest five years is included
in the Statement of Additional Information. For further information about the
performance of the Fund, see the Fund's Annual Report which appears under the
caption "Financial Statements" in the Statement of Additional Information.
<TABLE>
<CAPTION>
Class E
Year ended March 31
August 25,
1986
(Commencement
of
Operations) to
1994 1993 1992 1991 1990 1989 1988 March 31, 1987
---- ---- ---- ---- ---- ---- ---- --------------
<S> <C> <C> <C> <C> <C> <C> <C>
Net asset value,
beginning of
period $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $1.000
Net investment
income* .025 .028 .048 .072 .083 .074 .062 .032
Dividends from net
investment income (.025) (.028) (.048) (.072) (.083) (.074) (.062) (.032)
-------- ------- -------- -------- -------- ------- ------- ------
Net asset value, end
of period $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000 $1.000
======== ======== ======== ======== ======== ======= ======= ======
Total return 2.48%+ 2.88%+ 4.85%+ 7.47%+ 8.61%+ 7.68%+ 6.32%+ 3.25%++
Net assets at end of
period (000s) $138,129 $149,831 $168,088 $185,839 $122,002 $63,711 $59,952 $19,725
Ratio of operating
expenses to
average net
assets* 0.75% 0.75% 0.75% 0.75% 0.75% 0.77% 0.80% 0.75%#
Ratio of net
investment income
to average net
assets* 2.46% 2.84% 4.77% 7.21% 8.23% 7.44% 6.16% 5.33%#
*Reflects voluntary
assumption of fees
or expenses per
share in each
period $ .003 $ .001 $ .001 $ .002 $ .003 $ .003 $ .002 $ .002
</TABLE>
#Annualized.
+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.
<TABLE>
<CAPTION>
Class B Class C Class D
1994** 1994** 1994**
------ ------ ------
<S> <C> <C> <C>
Net asset value, beginning of period $1.000 $ 1.000 $1.000
Net investment income* .012 .021 .013
Dividends from net investment income (.012) (.021) (.013)
------ ------- ------
Net asset value, end of period $1.000 $ 1.000 $1.000
====== ======= ======
Total return 1.27%++ 2.08%++ 1.30%++
Net assets at end of period (000s) $3,028 $ 1,786 $ 174
Ratio of operating expenses to average net
assets* 1.75%# 0.75%# 1.75%#
Ratio of net investment income to average
net assets* 1.54%# 2.54%# 1.54%#
*Reflects voluntary assumption of fees or
expenses per share in each period $ .007 $ .006 $ .002
</TABLE>
**June 1, 1993 (commencement of share class designations) to March 31, 1994.
#Annualized.
++Represents aggregate return for the period without annualization and does
not reflect any front-end or contingent deferred sales charges.
5
<PAGE>
Yield Information
For the seven-day period ended March 31, 1994, the simple annualized yield of
the Fund's Class B, Class C, Class D and Class E shares was 1.72%, 2.68%,
1.76% and 2.68%, respectively; the compounded effective yield of the Fund's
Class B, Class C, Class D and Class E shares was 1.73%, 2.72%, 1.77% and
2.72%, respectively; and the Fund had a weighted average maturity of
investments of 23.5 days.
The Fund's Investments
The Fund's investment objective is to seek a high level of current income
consistent with preservation of capital and maintenance of liquidity by
investing in securities issued or guaranteed as to principal and interest by
the U.S. Government or its agencies or instrumentalities as well as
high-quality, short-term money market instruments such as bank certificates
of deposit, bankers' acceptances and such short-term corporate debt
securities as commercial paper and master demand notes. The Fund's investment
objective is a fundamental policy and may not be changed without the
affirmative vote of the holders of a majority of the Fund's outstanding
voting securities.
The Fund invests only in U.S. dollar-denominated high quality securities
as described in this paragraph. At least 95% of the Fund's assets will
consist of government securities and "first tier" eligible securities as
defined in Rule 2a-7 under the Investment Company Act of 1940, as amended
(the "1940 Act"), which have been (i) rated by at least two nationally
recognized statistical rating organizations (such as Standard & Poor's
Corporation or Moody's Investors Service, Inc.) in the highest rating
category for short- term obligations (or so rated by one such organization if
it alone has rated the security), (ii) issued by an issuer with comparable
short-term obligations that are rated in the highest rating category, or
(iii) if unrated, determined to be comparable to such securities. The balance
of the Fund's assets will be invested in "second tier" eligible securities as
defined in Rule 2a-7. See the Statement of Additional Information.
All securities in which the Fund invests have remaining maturities of
thirteen months or less at the date of acquisition. The Fund also maintains a
dollar-weighted average portfolio maturity of 90 days or less. The Fund
follows these policies in seeking to maintain a constant net asset value of
$1.00 per share, although there is no assurance it can do so on a continuing
basis.
Investors should recognize that in periods of declining interest rates the
inflow of net new money to the Fund from the continuous sale of its shares
will likely be invested in portfolio instruments producing lower yields than
the balance of the Fund's portfolio, thereby reducing the current yield of
the Fund. In periods of rising interest rates, the opposite can be true.
Securities in which the Fund invests may not produce as high a level of
income as can be obtained from securities with longer maturities or those
having a lesser degree of safety.
Corporate Obligations
The Fund may invest in U.S. dollar-denominated high quality corporate debt
securities such as commercial paper and bonds and long-term unsecured
debentures with remaining maturities of thirteen months or less. Such
commercial paper may be issued by domestic subsidiaries of foreign banks or
bank holding companies. The Investment Manager will monitor the value of the
Fund's investments in commercial paper, taking into account such factors as
the issuer's earning power, cash flow and other liquidity ratios. For further
information concerning debt securities ratings and permissible money market
investments of the Fund, see the Statement of Additional Information.
In making investments in qualifying foreign securities, up to 15% of the
Fund's total assets may be invested, subject to compliance with applicable
issuer diversification and quality limitations, in U.S. dollar-denominated
short-term Canadian Government and corporate money market instruments of the
type described above. See "Other Investment Practices--Foreign Banks and
Securities" herein.
Bank Obligations
Money market instruments of nongovernmental issuers may include but are not
limited to obligations of U.S. banks that are members of the Federal Deposit
6
<PAGE>
Insurance Corporation ("FDIC"), including their foreign branches
(Eurodollars), obligations of U.S. branches or agencies of foreign banks
(Yankee dollars), obligations of foreign branches of foreign banks and
obligations of savings banks or savings and loan associations that are
members of the FDIC (including certificates of deposit, U.S.
dollar-denominated time deposits maturing in seven days or less (provided
that not more than 10% of the Fund's total assets will be invested in time
deposits with maturities of two to seven days) and bankers' acceptances),
provided that any such institution has, at the date of investment, capital,
surplus and undivided profits (as of the date of its most recently published
financial statements) in excess of $50,000,000.
U.S. Government and Related Obligations
Securities issued or guaranteed as to principal and interest by the U.S.
Government or its agencies or instrumentalities in which the Fund may invest
include (a) direct obligations of the U.S. Treasury, including bills, bonds
and notes; and (b) obligations issued or guaranteed as to principal and
interest by U.S. Government agencies or instrumentalities and supported by
any of (i) the full faith and credit of the U.S. Treasury (e.g., Government
National Mortgage Association participation certificates); (ii) the right of
the issuer to borrow a limited amount from the U.S. Treasury (e.g.,
securities of the Farmers Home Administration); (iii) the discretionary
authority of the U.S. Government to purchase certain obligations of the
agency or instrumentality (e.g., securities of the Federal National Mortgage
Association); or (iv) the credit of the agency or instrumentality (e.g.,
securities of a Federal Home Loan Bank). The Fund may also invest in
repurchase agreements with respect to such instruments, subject to certain
limitations, and purchase securities on a "when issued" basis. See "Other
Investment Practices."
Securities issued or guaranteed as to principal and interest by the U.S.
Government may be acquired by the Fund in the form of separately traded
principal and interest components of securities issued or guaranteed by the
U.S. Treasury. The principal and interest components of selected securities
are currently traded independently under the Separate Trading of Registered
Interest and Principal of Securities ("STRIPS") program. Under the STRIPS
program, the principal and interest components are individually numbered and
separately issued by the U.S. Treasury at the request of depository financial
institutions, which then trade the component parts independently. The
interest and principal payments on the U.S. Treasury securities underlying
STRIPS are direct obligations of the U.S. Government.
Limiting Investment Risk
In seeking to lessen investment risk, the Fund operates under certain
investment restrictions. Under these restrictions, the Fund may not invest in
a security if the transaction would result in (a) more than 5% of the Fund's
total assets being invested in any one issuer; (b) the Fund's owning more
than 10% of any class of voting securities of an issuer; (c) more than 5% of
the Fund's total assets being invested in securities of issuers (including
predecessors) with less than three years of continuous operations; or (d)
more than 25% of the Fund's total assets being invested in any one industry.
None of the above restrictions applies to investments in securities issued or
guaranteed by the U.S. Government or its agencies or instrumentalities, and
the restriction in clause (d) does not apply to investments in obligations of
domestic banks. For this purpose, (i) U.S. branches and agencies of foreign
banks will be considered "domestic banks" if it can be demonstrated that they
are subject to the same regulation as U.S. banks and (ii) foreign branches of
U.S. banks will be considered "domestic banks" if the U.S. parent is
unconditionally liable in the event the foreign branch fails to pay on the
instrument for any reason.
The Fund may not invest more than 10% of its total assets in illiquid
securities, including securities restricted as to resale (limited to 5% of
total assets), repurchase agreements extending for more than seven days and
other securities which are not readily marketable. The Fund will not make
loans except that it may purchase debt obligations, including money market
instruments, directly from the issuer thereof or in the open market and may
engage in repurchase transactions collateralized by obligations of the U.S.
Government and its agencies and instrumentalities.
7
<PAGE>
The restrictions set forth above may be changed only by a vote of the
holders of a majority of the Fund's outstanding voting securities. For
further discussion of these and other investment restrictions including
nonfundamental restrictions which may be changed without a shareholder vote,
see the Statement of Additional Information.
Information on the Purchase of Shares, Redemption of Shares and Shareholder
Services is set forth on pages 8 to 19 below.
The Fund is available for investment by many kinds of investors including
participants investing through 401(k) or other retirement plan sponsors,
employees investing through savings plans sponsored by employers, Individual
Retirement Accounts ("IRAs"), trusts, corporations, individuals, etc. The
applicability of the general information and administrative procedures set
forth below accordingly will vary depending on the investor and the
recordkeeping system established for a shareholder's investment in the Fund.
Participants in 401(k) and other plans should first consult with the
appropriate person at their employer or refer to the plan materials before
following any of the procedures below. For more information or assistance,
anyone may call 1-800-562-0032.
Purchase of Shares
Methods of Purchase
Through Dealers
Shares of the Fund are continuously offered through securities dealers who
have entered into sales agreements with the Distributor at a price which is
expected to be maintained at $1.00 per share plus the applicable sales
charge. Purchases through dealers are confirmed at the offering price plus
the applicable sales charge next determined after the order is duly received
by State Street Research Shareholder Services ("Shareholder Services"), a
division of State Street Research Investment Services, Inc., from the dealer.
("Duly received" for purposes herein means in accordance with the conditions
of the applicable method of purchase as described below.) The dealer is
responsible for transmitting the order promptly to Shareholder Services in
order to permit the investor to obtain the current price. See "Purchase of
Shares--Net Asset Value" herein.
Purchases made by check are normally effective as of the business day
after the check is received by Shareholder Services and delivered by
Shareholder Services to the transfer agent and dividend paying agent, State
Street Bank and Trust Company (the "Transfer Agent"), and accrue dividends
commencing the business day after the effective date, subject to collection
conditions. As more fully described below, certain large purchases made with
Federal Funds received by 12 noon Boston time on any business day will
normally be effective and accrue dividends commencing that day. Other
purchases made with Federal Funds received after 12 noon and before 4 P.M.
Boston time on any business day will normally be effective that day and
accrue dividends commencing the next business day.
By Mail
Initial investments in the Fund may be made by mailing or delivering to the
investor's securities dealer a completed Application (accompanying this
Prospectus), together with a check for the total purchase price payable to
the Fund. The dealer must forward the Application and check in accordance
with the instructions on the Application.
Additional shares may be purchased by mailing to Shareholder Services a
check payable to the Fund in the amount of the total purchase price together
with any one of the following: (i) an Application; (ii) the stub from a
shareholder's account statement; or (iii) a letter setting forth the name of
the Fund, the class of shares and the shareholder's account name and number.
Shareholder Services will deliver the purchase order to the Transfer Agent.
If a check is not honored for its full amount, the purchaser could be
subject to additional charges to cover collection costs and any investment
loss, and the purchase may be cancelled.
8
<PAGE>
By Wire
An investor may purchase shares by wiring Federal Funds of not less than
$1,000 to State Street Bank and Trust Company, which also serves as the
Trust's custodian (the "Custodian"), as set forth below. Prior to making an
investment by wire, an investor must notify Shareholder Services at
1-800-521-6548 and obtain a control number and instructions. Following such
notification, Federal Funds should be wired through the Federal Reserve
System to:
ABA #011000028
State Street Bank and Trust Company
Boston, MA
BNF=MetLife - State Street Research Money Market Fund and class of shares
(B, C, D or E)
AC=99029761
OBI=Shareholder Name
Shareholder Account Number
Control #K (assigned by State Street
Research Shareholder Services)
In order for an investment to be effective on the same day Federal Funds
are received and also accrue dividends for that day, (i) the investor must
notify Shareholder Services by telephone by 9:30 A.M. Boston time on that day
of the investor's intention to make such investment for a minimum amount of
$25,000; and (ii) the Federal Funds must be received by 12 noon Boston time
that same day. To facilitate the timely processing of such investments, an
investor may establish special bank accounts and make other direct
arrangements with the Custodian, subject to related charges by the Custodian
payable directly by the investor. Transactions processed through such
accounts are only subject to the minimum amounts noted under the subcaption
"Minimum Investment" below and will be treated as the equivalent of a Federal
Funds wire for purposes of making investments and remitting redemption
proceeds hereunder. The use of such special accounts may be terminated by the
Fund, and special policies, procedures and limitations applicable to such
special accounts may be adopted without notice at any time. Contact the
Distributor for further information.
Wire investments not made as provided above will nonetheless be effective
on the same day if (i) the investor notifies Shareholder Services of his or
her intention to make such investment by 12 noon Boston time on the day of
his or her investment; and (ii) the wire is received by 4 P.M. Boston time
that same day. Dividends on such wire investments will commence on the
business day after the effective date of the purchase.
An investor making an initial investment by wire must promptly complete
the Application accompanying this Prospectus and deliver it to his or her
securities dealer, who should forward it as required. No redemptions will be
effected until the Application has been duly processed.
The Fund may in its discretion discontinue, suspend or change the practice
of accepting orders by any of the methods described above. Orders for the
purchase of shares are subject to acceptance by the Fund.
Minimum Investment
<TABLE>
<CAPTION>
Class of Shares
B C D E
<S> <C> <C> <C> <C>
Minimum Initial Investment
By Wire -- $1,000 -- $1,000
Investamatic Check Program -- $25 -- $25
IRAs -- $ 500 -- $ 500
All other -- $ 500 -- $ 500
Minimum Subsequent Investment $50 $50 $50 $50
</TABLE>
The Fund reserves the right to vary the minimums for initial or subsequent
investments from time to time as in the case of, for example, exchanges and
investments pursuant to various retirement, dividend and other investment
plans, or sponsored arrangements involving group soliciations of the members
of an organization. The Fund also reserves the right at any time to suspend
the offering of shares or to reject any specific purchase order for shares.
Alternative Purchase Program
General
Alternative classes of shares permit investors to exchange their shares of an
Eligible Fund for shares of the corresponding class of the Fund. Only Class C
and Class E shares will be issued to investors purchasing shares of the Fund
other than by an exchange from an Eligible Fund. Class C and Class E shares
do not pay any distribution or service fees.
9
<PAGE>
As described in greater detail below, securities dealers are paid
differing amounts of commission and other compensation depending on which
class of shares they sell.
The major differences among the various classes of shares are as follows:
<TABLE>
<CAPTION>
CLASS B CLASS C CLASS D CLASS E
<S> <C> <C> <C> <C>
Sales Charges Contingent deferred sales None Contingent deferred None
charge of 5% to 2% sales
applies to any shares charge of 1% applies to
redeemed within first five any shares redeemed
years following their within one year
purchase; no contingent following
deferred sales charge their purchase
after five years
Distribution 0.75% for first eight None 0.75% each year None
Fee years; Class B shares
convert automatically to
Class E shares after eight
years
Service Fee 0.25% each year None 0.25% each year None
Initial
Commission
Received by
Selling
Securities
Dealer 4% None 1% None
</TABLE>
In deciding which class of shares to purchase, the investor should
consider the amount of the investment, the length of time the investment is
expected to be held, and the ongoing service fee and distribution fee, among
other factors.
Class B shareholders pay no initial sales charge, but a contingent
deferred sales charge of up to 5% generally applies to shares redeemed within
five years of purchase. Class D shareholders also pay no initial sales
charge, but a contingent deferred sales charge of 1% generally applies to
redemptions made within one year of purchase. For Class B and Class D
shareholders, therefore, the entire purchase amount is immediately invested
in the Fund.
Class B and Class D shares are assessed an annual service fee of 0.25% of
average daily net assets. Class B shares are assessed an annual distribution
fee of 0.75% of daily net assets for an eight-year period following the date
of purchase and are then automatically converted to Class E shares. Class D
shares are assessed an annual distribution fee of 0.75% of daily net assets
for as long as the shares are held. The prospective investor should consider
these fees plus the initial or contingent deferred sales charges in
estimating the costs of investing in the various classes of the Fund's
shares.
Only certain employee benefit plans and large institutions may make
investments in Class C shares.
Some of the service and distribution fees are allocated to dealers (see
"Distribution Plan" below). In addition, the Distributor will, at its
expense, provide additional cash and noncash incentives to securities dealers
that sell shares. Such incentives may be extended only to those dealers who
have sold or may sell significant amounts of shares and/or meet other
conditions established by the Distributor; for example, the Distributor may
sponsor special promotions to develop particular distribution channels or to
10
<PAGE>
reach certain investor groups. The incentives include luxury merchandise,
trips to luxury resorts in exotic locations and attendance at sales seminars
at luxury resorts.
Class B Shares--Contingent Deferred
Sales Charges
Class B shares are offered solely in connection with exchanges from Eligible
Funds.
Contingent Deferred Sales Charges
The public offering price of Class B shares is the net asset value per share
next determined after the purchase order is duly received, as defined herein.
No sales charge is imposed at the time of purchase; thus the full amount of
the investor's purchase payment will be invested in the Fund. However, a
contingent deferred sales charge may be imposed upon redemptions of Class B
shares as described below.
The Distributor will pay securities dealers at the time of sale a 4%
commission for selling Class B shares. The proceeds of the contingent
deferred sales charge and the distribution fee are used to offset
distribution expenses and thereby permit the sale of Class B shares without
an initial sales charge.
Class B shares that are redeemed within a five-year period after their
purchase will not be subject to a contingent deferred sales charge to the
extent that the value of such shares represents (1) capital appreciation of
Fund assets or (2) reinvestment of dividends or capital gains distributions.
The amount of any applicable contingent deferred sales charge will be
calculated by multiplying the net asset value of such shares at the time of
redemption or at the time of purchase, whichever is lower, by the applicable
percentage shown in the table below:
<TABLE>
<CAPTION>
Contingent Deferred
Sales Charge
As A Percentage Of
Net Asset Value
Redemption During At Redemption
<S> <C>
1st Year Since Purchase 5%
2nd Year Since Purchase 4
3rd Year Since Purchase 3
4th Year Since Purchase 3
5th Year Since Purchase 2
6th Year Since Purchase and Thereafter None
</TABLE>
In determining the applicability and rate of any contingent deferred sales
charge, it will be assumed that a redemption of Class B shares is made first
of those shares having the greatest capital appreciation, next of shares
representing reinvestment of dividends and capital gains distributions and
finally of remaining shares held by the shareholder for the longest period of
time. The holding period for purposes of applying a contingent deferred sales
charge on Class B shares of the Fund acquired through an exchange from
another Eligible Fund, as described below, will be measured from the date
that such shares were initially acquired in the other Eligible Fund, and
Class B shares being redeemed will be considered to represent, as applicable,
capital appreciation or dividend and capital gains distribution reinvestments
in such other Eligible Fund. ("Eligible Funds" include the Fund and other
funds so designated by the Distributor from time to time.) These
determinations will result in any contingent deferred sales charge being
imposed at the lowest possible rate. For federal income tax purposes, the
amount of the contingent deferred sales charge will reduce the gain or
increase the loss, as the case may be, on the amount realized on redemption.
The amount of any contingent deferred sales charge will be paid to the
Distributor.
Contingent Deferred Sales Charge Waivers
The contingent deferred sales charge does not apply to exchanges, or to
redemptions under a systematic withdrawal plan which meets certain
conditions. In addition, the contingent deferred sales charge will be waived
for: (i) a total or partial redemption made within one year of the death or
total disability of the shareholder or in connection with a lump-sum or other
distribution in the case of an IRA, Keogh Plan or custodial account under
Section 403(b) of the Internal Revenue Code following attainment of age
59-1/2; (ii) any total or partial redemption resulting from a distribution
following retirement in the case of a tax-qualified retirement plan; and
(iii) a redemption resulting from a tax-free return of an excess contribution
to an IRA. (The foregoing waivers do not apply to a rollover or transfer of
assets.)
Conversion of Class B Shares to Class E Shares
A shareholder's Class B shares, including all shares received as dividends or
distributions with respect to
11
<PAGE>
such shares, will automatically convert to Class E shares of the Fund at the
end of eight years following the issuance of such Class B shares;
consequently, they will no longer be subject to the higher expenses borne by
Class B shares. The conversion rate will be determined on the basis of the
relative per-share net asset values of the two classes and may result in a
shareholder receiving either a greater or fewer number of Class E shares than
the Class B shares so converted. As noted above, holding periods for Class B
shares received in exchange for Class B shares of other Eligible Funds will
be counted toward the eight-year period.
Class C Shares--Institutional; No Sales Charge
The purchase price of a Class C share of the Fund is the Fund's per share net
asset value next determined after the purchase order is duly received, as
defined herein. No sales charge is imposed at the time of purchase or
redemption. The Fund will receive the full amount of the investor's purchase
payment.
Class C shares are only available for new investments by certain employee
benefit plans and large institutions. See the Statement of Additional
Information. Information on the availability of Class C shares and further
conditions and limitations with respect thereto is available from the
Distributor.
Class C shares may be also issued in connection with mergers and
acquisitions involving the Fund, and under certain other circumstances as
described in this Prospectus (e.g., see "Shareholder Services--Exchange
Privilege").
Class C shares may have also been issued directly or through exchanges to
those shareholders of the Fund or other Eligible Funds who previously held
shares not subject to any future sales charge or service fees or distribution
fees.
Class D Shares--Spread Sales Charges
Class D shares are offered solely in connection with exchanges from Eligible
Funds.
The purchase price of a Class D share of the Fund is the Fund's per share net
asset value next determined after the purchase order is duly received, as
defined herein. No sales charge is imposed at the time of purchase; thus the
full amount of the investor's purchase payment will be invested in the Fund.
Class D shares are subject to a 1% contingent deferred sales charge on any
portion of the purchase redeemed within one year of the sale. The contingent
deferred sales charge will be 1% of the lesser of the net asset value of the
shares at the time of purchase or at the time of redemption. The Distributor
pays securities dealers a 1% commission for selling Class D shares at the
time of purchase. The proceeds of the contingent deferred sales charge and
the distribution fee are used to offset distribution expenses and thereby
permit the sale of Class D shares without an initial sales charge.
Class D shares that are redeemed within one year after purchase will not
be subject to the contingent deferred sales charge to the extent that the
value of such shares represents (1) capital appreciation of Fund assets or
(2) reinvestment of dividends or capital gains distributions. In addition,
the contingent deferred sales charge will be waived for certain redemptions
in connection with distributions from a tax plan as described under
"Contingent Deferred Sales Charge Waivers" above (as otherwise applicable to
Class B shares). For federal income tax purposes, the amount of the
contingent deferred sales charge will reduce the gain or increase the loss,
as the case may be, on the amount realized on redemption. The amount of any
contingent deferred sales charge will be paid to the Distributor.
Class E Shares--General; No Sales Charge
The purchase price of a Class E share of the Fund is the Fund's per share net
asset value next determined after the purchase order is duly received, as
defined herein. No sales charge is imposed at the time of purchase or
redemption. The Fund will receive the full amount of the investor's purchase
payment.
Class E shares may have also been issued directly or through exchanges to
certain shareholders of the Fund or other Eligible Funds who previously held
shares which are not subject to any future sales charge or service fees or
distribution fees.
Net Asset Value
The Fund's per share net asset values are determined Monday through Friday as
of 12 noon and as of the
12
<PAGE>
close of the NYSE exclusive of days on which the NYSE is closed. The NYSE
ordinarily closes at 4 P.M. New York City time. Net asset value per share is
calculated by adding the value of all instruments and other assets of the
Fund, deducting its actual and accrued liabilities, and dividing the
difference by the number of shares outstanding.
The Fund's portfolio instruments are valued on the basis of the amortized
cost valuation method. This involves valuing an instrument initially at its
cost and thereafter assuming a constant amortization of premium or accretion
of discount to maturity, regardless of the impact of fluctuating interest
rates on the market value of the instrument. For this purpose securities
whose interest rates are adjusted periodically to market rates will in
general be deemed to have maturities equal to the period remaining until the
next interest rate adjustment, subject to applicable limitations under Rule
2a-7 under the 1940 Act. It is the intention of the Fund to maintain a per
share net asset value of $1.00, although this cannot be assured. See "Net
Asset Value" in the Statement of Additional Information.
Distribution Plan
The Fund has adopted a Plan of Distribution Pursuant to Rule 12b-1 (the
"Distribution Plan") in accordance with the regulations under the 1940 Act.
Under the provisions of the Distribution Plan, the Fund makes payments to the
Distributor based on an annual percentage of the average daily value of the
net assets of each class of shares as follows:
<TABLE>
<CAPTION>
Class Service Fee Distribution Fee
<S> <C> <C>
B 0.25% 0.75%
C None None
D 0.25% 0.75%
E None None
</TABLE>
Some or all of the service fees are used to reimburse securities dealers
(including securities dealers that are affiliates of the Distributor) for
personal services and/or the maintenance of shareholder accounts. A portion
of any initial commission paid to dealers for the sale of shares of the Fund
represents payment for personal services and/or the maintenance of
shareholder accounts by such dealers. Dealers who have sold Class B and Class
D shares are eligible for further reimbursement after the first year during
which such shares have been held of record by such dealer as nominee for its
clients (or by such clients directly). Any service fees received by the
Distributor and not allocated to dealers may be applied by the Distributor in
reduction of expenses incurred by it directly for personal services and the
maintenance of shareholder accounts.
The distribution fees are used primarily to offset initial and ongoing
commissions paid to securities dealers for selling such shares. Any
distribution fees received by the Distributor and not allocated to dealers
may be applied by the Distributor in connection with sales or marketing
efforts, including special promotional fees and cash and noncash incentives
based upon sales by securities dealers.
The Distributor provides distribution services on behalf of other funds
having distribution plans and receives similar payments from, and incurs
similar expenses on behalf of, such other funds. When expenses of the
Distributor cannot be identified as relating to a specific fund, the
Distributor allocates expenses among the funds in a manner deemed fair and
equitable to each fund.
Commissions and other cash and noncash incentives and payments to dealers,
to the extent payable out of the general profits, revenues or other sources
of the Distributor (including the advisory fees paid by the Fund), have also
been authorized pursuant to the Distribution Plan.
A rule of the National Association of Securities Dealers, Inc. ("NASD")
limits the annual expenditures which the Fund may incur under the
Distribution Plan to 1%, of which 0.75% may be used to pay distribution
expenses and 0.25% may be used to pay shareholder service fees. The NASD rule
also limits the aggregate amount which the Fund may pay for such distribution
costs to 6.25% of gross share sales of a class since the inception of any
asset-based sales charge plus interest at the prime rate plus 1% on unpaid
amounts thereof (less any contingent deferred sales charges). Such limitation
does not apply to shareholder service fees. Payments to the Distributor or to
dealers funded under the Distribution Plan may be discontinued at any time by
the Trustees of the Trust.
13
<PAGE>
Redemption of Shares
Shareholders may redeem all or any portion of their accounts on any day the
NYSE is open for business. Redemptions will be effective at the net asset
value per share next determined (see "Purchase of Shares--Net Asset Value"
herein) after receipt of the redemption request, in accordance with the
requirements described below, by Shareholder Services and delivery of the
request by Shareholder Services to the Transfer Agent. To allow time for the
clearance of checks used for the purchase of any shares which are tendered
for redemption shortly after purchase, the remittance of the redemption
proceeds for such shares could be delayed for 15 days or more after the
purchase. Shareholders who anticipate the need for immediate access to their
investments should, therefore, purchase shares by wire. Except as noted,
redemption proceeds are normally remitted within seven days after receipt of
the redemption request and any necessary documents in good order.
Methods of Redemption
Request By Mail
A shareholder may write to request redemption of shares, with proceeds to be
mailed to the shareholder or wired to a predesignated bank account (see
"Proceeds By Wire" below), by sending to State Street Research Shareholder
Services, P.O. Box 8408, Boston, Massachusetts 02266-8408: (1) a written
request for redemption signed by the registered owner(s) of the shares,
exactly as the account is registered; (2) an endorsed stock power in good
order with respect to the shares or, if issued, the share certificates for
the shares endorsed for transfer or accompanied by an endorsed stock power;
(3) any required signature guarantees (see "Redemption of Shares--Signature
Guarantees" below); and (4) any additional documents which may be required
for redemption in the case of corporations, trustees, etc., such as certified
copies of corporate resolutions, governing instruments, powers of attorney,
and the like. The Transfer Agent will not process requests for redemption
until it has received all necessary documents in good order. A shareholder
will be notified promptly if a redemption request cannot be accepted.
Shareholders having any questions about the requirements for redemption
should call Shareholder Services toll-free at 1-800-562-0032.
Request By Telephone
Shareholders may request redemption by telephone with proceeds to be
transmitted by check or by wire (see "Proceeds By Wire" below). A shareholder
can request a redemption for $50,000 or less to be transmitted by check. Such
check for the proceeds will be made payable to the shareholder of record and
will be mailed to the address of record. There is no fee for this service. It
is not available if the address of record has been changed within 30 days of
the redemption request. The Fund may revoke or suspend the telephone
redemption privilege at any time and without notice. See "Shareholder
Services--Telephone Services" for a discussion of the conditions and risks
associated with Telephone Privileges.
Request By Check (Class E Shares Only)
Shareholders of Class E shares of the Fund may redeem shares by checks drawn
on State Street Bank and Trust Company. Checks may be made payable to the
order of any person or organization designated by the shareholder and must be
for amounts of at least $100. Shareholders will continue to earn dividends on
the shares to be redeemed until the check clears. There is currently no
charge associated with redemption of shares by check. Checkbooks are supplied
for a $2 fee. Checks will be sent only to the registered owner at the address
of record. A $10 fee will be charged against an account in the event a
redemption check is presented for payment and not honored pursuant to the
terms and conditions established by State Street Bank and Trust Company.
Shareholders can request the checkwriting privilege by completing the
signature card which is part of the Application. In order to arrange for
redemption-by-check after an account has been opened, a revised Application
with signature card and signatures guaranteed must be sent to Shareholder
Services. Cancelled checks will be returned to shareholders at the end of
each month.
The redemption-by-check service is subject to State Street Bank and Trust
Company's rules and
14
<PAGE>
regulations applicable to checking accounts (as amended from time to time),
and is governed by the Massachusetts Uniform Commercial Code. All notices
with respect to checks drawn on State Street Bank and Trust Company must be
given to State Street Bank and Trust Company. Stop payment instructions with
respect to checks must be given to State Street Bank and Trust Company by
calling 1-617-985-8543. Shareholders may not close out an account by check.
Proceeds By Wire
Upon a shareholder's written request or by telephone if the shareholder has
Telephone Privileges (see "Shareholder Services--Telephone Services" herein),
the Trust's custodian will wire redemption proceeds to the shareholder's
predesignated bank account. If a telephone redemption request for a minimum
of $25,000 is received by 9:30 A.M., redemption proceeds will normally be
wired that day. All other redemptions will normally be wired on the business
day after receipt of the redemption request. In any event, redemption
proceeds will be wired not later than seven days, in most cases, after
receipt of the redemption request and all necessary documents. To make the
request, the shareholder should call 1-800-521-6548. A $7.50 charge against
the shareholder's account will be imposed for each wire redemption. This
charge is subject to change without notice. The shareholder's bank may also
impose a charge for receiving wires of redemption proceeds. The minimum
redemption by wire is $1,000.
The Fund has reserved the right to change, modify or terminate the
services described above at any time.
Additional Information
Because of the relatively high cost of maintaining small shareholder
accounts, the Fund reserves the right to involuntarily redeem at its option
any shareholder account which, as a result of redemptions, falls and remains
below $250 (or such lower amount as in effect when the account was opened)
for a period of 60 days after notice is mailed to the applicable shareholder.
The Fund may increase such minimum account value to $250 or above in the
future after notice to affected shareholders. Involuntarily redeemed shares
will be priced at the net asset value on the date fixed for redemption by the
Fund, and the proceeds of the redemption will be mailed promptly to the
affected shareholder at the address of record.
To cover the cost of additional compliance administration, a $20 fee will
be charged against any shareholder account that has been determined to be
subject to escheat under applicable state laws.
The Fund may not suspend the right of redemption or postpone the date of
payment of redemption proceeds for more than seven days, except that (a) it
may elect to suspend the redemption of shares or postpone the date of payment
of redemption proceeds: (1) during any period that the NYSE is closed (other
than customary weekend and holiday closings) or trading on the NYSE is
restricted; (2) during any period in which an emergency exists as a result of
which disposal of portfolio securities is not reasonably practicable or it is
not reasonably practicable to fairly determine the Fund's net asset values;
or (3) during such other periods as the Securities and Exchange Commission
may by order permit for the protection of investors; and (b) the payment of
redemption proceeds may be postponed as provided under "Redemption of
Shares."
Signature Guarantees
To protect shareholder accounts, the Transfer Agent, the Fund, the Investment
Manager and the Distributor from possible fraud, signature guarantees are
required for certain redemptions. Signature guarantees enable the Transfer
Agent to be certain that the person who has authorized a redemption from the
account is, in fact, the shareholder. Signature guarantees are required for:
(1) all redemptions requested by mail; (2) requests to transfer the
registration of shares to another owner; and (3) authorizations to establish
the checkwriting privilege. Signatures must be guaranteed by a bank, a member
firm of a national stock exchange, or other eligible guarantor institution.
The Transfer Agent will not accept guarantees (or notarizations) from
notaries public. The above requirements may be waived by the Fund in certain
instances.
Shareholder Services
The Open Account System
Under the Open Account System full and fractional shares of the Fund owned by
shareholders are cred-
15
<PAGE>
ited to their accounts by the Transfer Agent, State Street Bank and Trust
Company, 225 Franklin Street, Boston, Massachusetts 02110. Share certificates
will not be issued. Shareholders will receive periodic statements of
transactions in their accounts.
The Fund's Open Account System provides the following options:
1. Additional purchases of shares of the Fund may be made by wire or by
mailing a check payable to the Fund to Shareholder Services under the terms
set forth above under "Purchase of Shares."
2. The following methods of receiving dividends from investment income and
distributions from capital gains (if any) are available:
(a) All income dividends and capital gains distributions reinvested in
additional shares of the Fund.
(b) All income dividends and capital gains distributions in cash.
(c) All income dividends and capital gains distributions invested in any
one available Eligible Fund designated by the shareholder as described below.
See "Dividend Allocation Plan" herein.
Dividend and distribution selections should be made on the Application
accompanying the initial investment. If no selection is indicated on the
Application, that account will be automatically coded for reinvestment of all
dividends and distributions in additional shares of the same class of the
Fund. Selections may be changed at any time by telephone or written notice to
Shareholder Services. Dividends and distributions are reinvested at net asset
value without a sales charge.
Exchange Privilege
Shareholders of the Fund may exchange their shares for available shares with
corresponding characteristics of any of the other Eligible Funds at any time
on the basis of the relative net asset values of the respective shares to be
exchanged, subject to compliance with applicable securities laws.
Shareholders of any other Eligible Fund may similarly exchange their shares
for shares of the Fund with corresponding characteristics. Prior to making an
exchange, shareholders should obtain the Prospectus of the Eligible Fund into
which they are exchanging. Under the Direct Program, subject to certain
conditions, shareholders may make arrangements for regular exchanges from the
Fund into other Eligible Funds. To effect an exchange, Class B and Class D
shares may be redeemed without the payment of any contingent deferred sales
charge that might otherwise be due upon an ordinary redemption of such
shares. Exchanges of Class E shares of the Fund into Class A shares of any
other Eligible Fund are subject to the initial sales charge or contingent
deferred sales charge applicable to an initial investment in such Class A
shares, unless a prior Class A sales charge has been paid directly or
indirectly with respect to the shares redeemed. For purposes of computing the
contingent deferred sales charge that may be payable upon disposition of any
acquired Class A, Class B and Class D shares, the holding period of the
redeemed shares is "tacked" to the holding period of the acquired shares. The
period any Class E shares are held is not tacked to the holding period of any
acquired shares. No exchange transaction fee is currently imposed on any
exchange.
For the convenience of the shareholders who have Telephone Privileges, the
Fund permits exchanges by telephone request from either the shareholder or
his or her dealer. Shares may be exchanged by telephone provided that the
registration of the two accounts is the same. The toll-free number for
exchanges is 1-800-521-6548. See "Telephone Services" herein for a discussion
of conditions and risks associated with Telephone Privileges.
The exchange privilege may be exercised only in those states where shares
of the relevant other Eligible Fund may legally be sold. For tax purposes,
each exchange actually represents the sale of shares of one fund and the
purchase of shares of another. Accordingly, exchanges may produce a capital
gain or loss for tax purposes. The exchange privilege may be terminated or
suspended or its terms changed at any time, subject, if required under
applicable regulations, to 60 days' prior notice. New accounts established
for investments upon exchange from an existing account in
16
<PAGE>
another fund will have the same Telephone Privileges as the existing account,
unless Shareholder Services is instructed otherwise. Related administrative
policies and procedures may also be adopted with regard to a series of
exchanges, street name accounts, sponsored arrangements and other matters.
If an exchange request in good order is received by Shareholder Services
and delivered by Shareholder Services to the Transfer Agent by 12 noon Boston
time on any business day, the exchange usually will occur that day. For
further information regarding the exchange privilege, shareholders should
contact Shareholder Services.
Reinvestment Privilege
A shareholder of the Fund who has redeemed shares or had shares repurchased
at his or her request may reinvest any portion or all of the proceeds (plus
that amount necessary to acquire a fractional share to round off his or her
reinvestment to full shares) in shares, of the same class as the shares
redeemed, of the Fund or any other Eligible Fund at net asset value and
without subjecting the reinvestment to an initial sales charge, provided such
reinvestment is made within 30 calendar days after a redemption or
repurchase. Upon such reinvestment, the shareholder will be credited with any
contingent deferred sales charge previously charged with respect to the
amount reinvested. The redemption of shares is, for federal income tax
purposes, a sale on which the shareholder may realize a gain or loss. If a
redemption at a loss is followed by a reinvestment within 30 days, the
transaction may be a "wash sale" resulting in a denial of the loss for
federal income tax purposes.
Any reinvestment pursuant to the reinvestment privilege will be subject to
any applicable minimum account standards imposed by the fund into which the
reinvestment is made. Shares are sold to a reinvesting shareholder at the net
asset value thereof next determined following timely receipt by Shareholder
Services of such shareholder's written purchase request and delivery of the
request by Shareholder Services to the Transfer Agent. A shareholder may
exercise this reinvestment privilege only once with respect to his or her
shares of the Fund. No charge is imposed by the Fund for such reinvestments;
however, dealers may charge fees in connection with the reinvestment
privilege. The reinvestment privilege may be exercised with respect to an
Eligible Fund only in those states where shares of the relevant other
Eligible Fund may legally be sold.
Investment Plans
The Fund offers shareholders the Investamatic Check Program. Under this
Program, shareholders may make regular investments by authorizing withdrawals
from their bank accounts each month or quarter on the Investamatic
application form available from Shareholder Services.
The Fund also offers tax-sheltered retirement plans, including prototype
and other employee benefit plans for employees, sole proprietors,
partnerships and corporations and IRAs. Details of these investment plans and
their availability may be obtained from securities dealers or from
Shareholder Services.
Systematic Withdrawal Plan
A shareholder who owns Class C or Class E shares with a value of $5,000 or
more, or Class B or Class D shares with a value of $10,000 or more, may
elect, by participating in the Fund's Systematic Withdrawal Plan, to have
periodic checks issued for specified amounts. These amounts may not be less
than certain minimums, depending on the class of shares held. The Plan
provides that all income dividends and capital gains distributions (if any)
of the Fund shall be credited to participating shareholders in additional
shares of the Fund. Thus, the withdrawal amounts paid can only be realized by
redeeming shares of the Fund under the Plan. To the extent such amounts paid
exceed dividends and distributions from the Fund, a shareholder's investment
will decrease and may eventually be exhausted.
A Class B or Class D shareholder of the Fund may withdraw up to 8%
annually of either (a) the value, at the time the Plan is initiated, of the
shares then in the account or (b) the value, at the time of a withdrawal, of
the same number of shares as in the account when the Plan was initiated,
whichever is
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higher. No contingent deferred sales charge will be imposed on such
withdrawals for Class B or Class D shares.
Expenses of the Plan are borne by the Fund. A participating shareholder
may withdraw from the Plan, and the Fund may terminate the Plan at any time
on written notice. Purchase of additional shares while a shareholder is
receiving payments under a Plan is ordinarily disadvantageous because of
duplicative sales charges. For this reason, a shareholder may not
simultaneously participate in the Investamatic Check Program and the
Systematic Withdrawal Plan in connection with shares which are subject to an
initial or contingent deferred sales charge.
Dividend Allocation Plan
The Dividend Allocation Plan allows shareholders to elect to have all their
dividends and any other distributions from the Fund or any Eligible Fund
automatically invested at net asset value in one other such available fund
designated by the shareholder. The number of shares purchased will be
determined as of the dividend payment date. The Dividend Allocation Plan is
subject to state securities law requirements, to suspension at any time, and
to such policies, limitations and restrictions, such as may be applicable to
street name or master accounts, that may be adopted from time to time.
Automatic Bank Connection
A shareholder may elect, by participating in the Fund's Automatic Bank
Connection ("ABC"), to have dividends and other distributions, including
Systematic Withdrawal Plan payments, automatically deposited in the
shareholder's bank account by electronic funds transfer. Some contingent
deferred sales charges may apply. See "Systematic Withdrawal Plan" herein.
Reports
Reports for the Fund will be sent to shareholders of record at least
semiannually. These reports will include a list of the securities owned by
the Fund as well as the Fund's financial statements.
Telephone Services
The following telephone privileges ("Telephone Privileges") can be used:
(1) the privilege allowing the shareholder to make telephone redemptions
for amounts up to $50,000 to be mailed to the shareholder's address of record
is available automatically;
(2) the privilege allowing the shareholder or his or her dealer to make
telephone exchanges is available automatically; and
(3) the privilege allowing the shareholder to make telephone redemptions
for amounts over $1,000, to be remitted by wire to the shareholder's
predesignated bank account, is available by election on the Application
accompanying this Prospectus. A current shareholder who did not previously
request such telephone wire privilege on his or her original Application may
request the privilege by completing a Telephone Redemption-by-Wire Form which
may be obtained by calling 1-800-562-0032. The Telephone Redemption-by-Wire
Form requires a signature guarantee.
A shareholder may decline the automatic Telephone Privileges set forth in
(1) and (2) above by so indicating on the Application accompanying this
Prospectus.
A shareholder may discontinue any Telephone Privilege at any time by
advising Shareholder Services that the shareholder wishes to discontinue the
use of such privileges in the future.
Unless such Telephone Privileges are declined, a shareholder is deemed to
authorize Shareholder Services and the Transfer Agent to: (1) act upon the
telephone instructions of any person purporting to be the shareholder to
redeem, or purporting to be the shareholder or the shareholder's dealer to
exchange, shares from any account for which such services have been
authorized; and (2) honor any written instructions for a change of address
regardless of whether such request is accompanied by a signature guarantee.
All telephone calls will be recorded. None of the Fund, the other Eligible
Funds, the Transfer
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Agent, the Investment Manager or the Distributor will be liable for any loss,
expense or cost arising out of any request, including any fraudulent or
unauthorized requests. Shareholders assume the risk to the full extent of
their accounts that telephone requests may be unauthorized. Reasonable
procedures will be followed to confirm that instructions communicated by
telephone are genuine. The shareholder will not be liable for any losses
arising from unauthorized or fraudulent instructions if such procedures are
not followed.
Shareholders may redeem or exchange shares by calling toll-free
1-800-521-6548. Although it is unlikely, during periods of extraordinary
market conditions, a shareholder may have difficulty in reaching Shareholder
Services at such telephone number. In that event, the shareholder should
contact Shareholder Services at 1-800-562-0032, 1-617-357-7805 or otherwise
at its main office at One Financial Center, Boston, Massachusetts 02111-2690.
Shareholder Account Inquiries:
Please call 1-800-562-0032
Call this number for assistance in answering general questions on your
account, including account balance, available shareholder services, statement
information and performance of the Fund. Account inquiries may also be made
in writing to State Street Research Shareholder Services, P.O. Box 8408,
Boston, Massachusetts 02266-8408. A fee of up to $10 will be charged against
an account for providing additional account transcripts or photocopies of
paid redemption checks or for researching records in response to special
requests.
Shareholder Telephone Transactions:
Please call 1-800-521-6548
Call this number for assistance in purchasing shares by wire and for
telephone redemptions or telephone exchange transactions. Shareholder
Services will require some form of personal identification prior to acting
upon instructions received by telephone. Written confirmation of each
transaction will be provided.
The Fund and its Shares
The Fund was organized in 1985 as a series of MetLife - State Street Money
Market Trust, a Massachusetts business trust. The Trust is registered with
the Securities and Exchange Commission (the "Commission") as an open-end
management investment company. The fiscal year end of the Fund is March 31.
The Fund has received an order from the Commission permitting the issuance
and sale of multiple classes of shares representing interests in the existing
portfolio of any series of the Trust. Except for those differences between
the classes of shares described below and elsewhere in the Prospectus, each
share of the Fund has equal dividend, redemption and liquidation rights with
other shares of the Fund and when issued is fully paid and nonassessable. The
Trustees have authorized the Fund to offer four classes of shares: Class B,
Class C, Class D and Class E. Previously, Class A shares were offered, which
subsequently were redesignated as Class E shares. In the future, certain
classes may be redesignated, for administrative purposes only, to conform to
standard class designations and common usage of terms which may develop in
the mutual fund industry. For example, Class C shares may be redesignated as
Class Y shares and Class D shares may be redesignated as Class C shares. Any
redesignations would not affect any substantive rights respecting the shares.
Each share of each class of shares represents an identical legal interest
in the same portfolio of investments of the Fund, has the same rights and is
identical in all respects, except that Class B and Class D shares bear the
expenses of the deferred sales arrangement and any expenses (including the
higher service and distribution fees) resulting from such sales arrangement,
and certain other incremental expenses related to a class. Each class will
have exclusive voting rights with respect to provisions of the Rule 12b-1
distribution plan pursuant to which the service and distribution fees, if
any, are paid. Although the legal rights of holders of each class of shares
are identical, it is likely that the different expenses borne by each class
will result in different net asset values and dividends. The different
classes of shares of the Fund also have different exchange privileges.
The rights of holders of shares may be modified by the Trustees at any
time, so long as such modifications do not have a material, adverse effect on
the rights of any shareholder. On any matter submitted to
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the shareholders, the holder of shares of the Fund is entitled to one vote
per share (with proportionate voting for fractional shares) regardless of the
relative net asset value thereof.
Under the Trust's Master Trust Agreement, no annual or regular meeting of
shareholders is required. Thus, there will ordinarily be no shareholder
meetings unless required by the 1940 Act. Except as otherwise provided under
said Act, the Board of Trustees will be a self-perpetuating body until fewer
than two thirds of the Trustees serving as such are Trustees who were elected
by shareholders of the Trust. In the event less than a majority of the
Trustees serving as such were elected by shareholders of the Trust, a meeting
of shareholders will be called to elect Trustees. Under the Master Trust
Agreement, any Trustee may be removed by vote of two thirds of the
outstanding Trust shares; holders of 10% or more of the outstanding shares of
the Trust can require that the Trustees call a meeting of shareholders for
purposes of voting on the removal of one or more Trustees. In connection with
such meetings called by shareholders, the Fund will assist shareholders in
shareholder communications to the extent required by applicable law.
Under Massachusetts law, the shareholders of the Trust could, under
certain circumstances, be held personally liable for the obligations of the
Trust. However, the Master Trust Agreement of the Trust disclaims shareholder
liability for acts or obligations of the Trust and provides for
indemnification for all losses and expenses of any shareholder of the Fund
held personally liable for the obligations of the Trust. Thus, the risk of a
shareholder incurring financial loss on account of shareholder liability is
limited to circumstances in which the Fund would be unable to meet its
obligations. The Investment Manager believes that, in view of the above, the
risk of personal liability to shareholders is remote.
As of June 30, 1994, Metropolitan Life Insurance Company ("Metropolitan"),
was the record and/or beneficial owner, directly or indirectly through its
subsidiaries or affiliates, of approximately 40% of the outstanding Class E
shares of the Fund, and may be deemed to be in control of such Class E shares
of the Fund. Ownership of 25% or more of a voting security is deemed
"control" as defined in the 1940 Act. So long as 25% of a class of shares is
so owned, such owners will be presumed to be in control of such class of
shares for purposes of voting on certain matters, such as any Distribution
Plan for a given class.
Management of the Fund
Under the provisions of the Trust's Master Trust Agreement and the laws of
Massachusetts, responsibility for the management and supervision of the Fund
rests with the Trustees.
The Fund's investment manager is State Street Research & Management
Company. The Investment Manager is charged with the overall responsibility
for managing the investments and business affairs of the Fund, subject to the
authority of the Board of Trustees.
The Investment Manager was founded by Paul Cabot, Richard Saltonstall and
Richard Paine to serve as investment adviser to one of the nation's first
mutual funds, presently known as State Street Investment Trust, which they
had formed in 1924. Their investment management philosophy emphasized
comprehensive fundamental research and analysis, including meetings with the
management of companies under consideration for investment. State Street
Research & Management Company's portfolio management group has extensive
investment industry experience. The Investment Manager and the Distributor
are indirect wholly-owned subsidiaries of Metropolitan, and are located at
One Financial Center, Boston, Massachusetts 02111-2690.
The Investment Manager has entered into an Advisory Agreement with the
Trust pursuant to which investment research and management, administrative
services, office facilities and personnel are provided for the Fund in
consideration of a fee from the Fund.
Under its Advisory Agreement with the Trust, the Investment Manager
receives a monthly investment advisory fee equal to 0.50% (on an annual
basis) of the average daily value of the net assets of the Fund. The Fund
bears all costs of its operation other than
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those incurred by the Investment Manager under the Advisory Agreement. In
particular, the Fund pays, among other expenses, investment advisory fees,
certain distribution expenses under the Fund's Distribution Plan and the
compensation and expenses of the Trustees who are not otherwise currently
affiliated with the Investment Manager or any of its affiliates. The
Investment Manager will reduce its management fee payable by the Fund up to
the amount of any expenses (excluding permissible items, such as brokerage
commissions, Rule 12b-1 payments, interest, taxes and litigation expenses)
paid or incurred in any year in excess of the most restrictive expense
limitation imposed by any state in which the Fund sells shares, if any. The
Investment Manager compensates Trustees of the Trust if such persons are
employees or affiliates of the Investment Manager or its
affiliates.
The Fund is managed by JoAnne C. Mulligan. Ms. Mulligan has managed the
Fund since November 1991. Ms. Mulligan's principal occupation currently is
Vice President of State Street Research & Management Company. During the past
five years she has also served as a portfolio manager for State Street
Research & Management Company.
Subject to the policy of seeking best overall price and execution, sales
of shares of the Fund may be considered by the Investment Manager in the
selection of broker or dealer firms for the Fund's portfolio transactions.
Dividends and Distributions; Taxes
The Fund qualified and elected to be treated as a regulated investment
company under Subchapter M of the Internal Revenue Code for its most recent
fiscal year and intends to qualify as such in future fiscal years, although
it cannot give complete assurance that it will do so. As long as it so
qualifies and satisfies certain distribution requirements, it will not be
subject to federal income tax on its taxable income (including capital gains,
if any) distributed to its shareholders. Consequently, the Fund intends to
distribute annually to its shareholders substantially all of its net
investment income and any capital gain net income (capital gains net of
capital losses).
The Fund declares dividends from its net investment income on each day on
which it is open for business and pays dividends monthly. Unless a
shareholder chooses a different available distribution method, dividends will
be automatically reinvested in additional shares of the Fund at net asset
value. A shareholder may change the method of receiving dividends at any time
by notifying Shareholder Services. The Fund will provide its shareholders of
record with annual information on a timely basis concerning the federal tax
status of dividends and distributions during the preceding calendar year.
Dividends paid by the Fund from taxable net investment income and
distributions of any net short-term capital gains, whether paid in cash or
reinvested in additional shares, will be taxable for federal income tax
purposes to shareholders as ordinary income. Distributions of net capital
gains (the excess of net long-term capital gains over net short-term capital
losses), if any, which are designated as capital gains distributions, whether
paid in cash or reinvested in additional shares, will be taxable for federal
income tax purposes to shareholders as long-term capital gains, regardless of
how long shareholders have held their shares.
Dividends and other distributions and proceeds of redemption of Fund
shares paid to individuals and other nonexempt payees will be subject to a
31% federal backup withholding tax if the Transfer Agent is not provided with
the shareholder's correct taxpayer identification number and certification
that the shareholder is not subject to such backup withholding.
The foregoing discussion relates only to generally applicable federal
income tax provisions in effect as of the date of this Prospectus. Dividends
from the Fund that represent interest income from U.S. Government securities
may not be tax-exempt at some state and local levels. Therefore, prospective
shareholders are urged to consult their own tax advisers regarding tax
matters, including state and local tax consequences.
Other Investment Practices
Foreign Banks and Securities
The Fund may elect to concentrate its investments in obligations of domestic
banks, including certain U.S.
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branches and agencies of foreign banks and certain foreign branches of U.S.
banks as described under "Limiting Investment Risk." The Fund expects that
investments, if any, in such obligations will consist principally of
obligations which are issued by U.S. branches and agencies of foreign banks
for sale in the U.S., and the Investment Manager believes that the risks
described below are reduced in the case of such bank obligations. The Fund
also may invest up to 25% of its total assets in obligations of foreign banks
located abroad and obligations of foreign branches of domestic banks not
having a guarantee of the domestic bank.
The Fund may invest up to 15% of its total assets in money market
instruments of issuers organized and located in Canada payable in U.S.
dollars as described under "The Fund's Investments," subject to the issuer
diversification and other restrictions described under "Limiting Investment
Risk." Securities of such issuers guaranteed as to principal and interest by
a U.S. parent and otherwise meeting applicable quality standards will not be
included for purposes of calculating the 15% limitation.
Investing in foreign branches of U.S. banks, U.S. branches of foreign
banks, foreign branches of foreign banks and U.S. agencies of foreign banks
may involve risks. These risks may include future unfavorable political and
economic developments, possible withholding or confiscatory taxes, seizure of
foreign deposits, currency controls, interest limitations and other
governmental restrictions which might affect payment of principal or
interest, and possible difficulties pursuing or enforcing claims against
banks located outside the U.S. Additionally, foreign issuers are not
generally subject to uniform accounting, auditing and financial reporting
standards or other regulatory requirements and practices comparable to
domestic issuers, and there may be less public information available about
foreign banks and their branches and agencies.
Repurchase Agreements
The Fund may enter into repurchase agreements. Repurchase agreements occur
when the Fund acquires a security and the seller, which may be either (i) a
primary dealer in U.S. Government securities or (ii) an FDIC-insured bank
having gross assets in excess of $500 million, simultaneously commits to
repurchase it at an agreed-upon price on an agreed-upon date within a
specified number of days (usually not more than seven) from the date of
purchase. The repurchase price reflects the purchase price plus an
agreed-upon market rate of interest which is unrelated to the coupon rate or
maturity of the acquired security. The Fund will only enter into repurchase
agreements involving U.S. Government securities. Repurchase agreements could
involve certain risks in the event of default or insolvency of the other
party, including possible delays or restrictions upon the Fund's ability to
dispose of the underlying securities. Repurchase agreements extending for
more than seven days when combined with any other illiquid securities held by
the Fund will be limited to 10% of the Fund's total assets.
When-Issued Securities
The Fund may purchase "when-issued" debt securities, which are traded on a
price or yield basis prior to actual issuance. Such purchases will be made
only to achieve the Fund's investment objective and not for leverage. The
when-issued trading period generally lasts from a few days to up to a month
or more; during this period interest will not accrue. A frequent form of
when-issued trading occurs in the U.S. Treasury market when dealers begin to
trade a new issue of bonds or notes shortly after a Treasury financing is
announced, but prior to the actual sale of the securities. Such transactions
may involve a risk of loss if the value of the securities falls below the
price committed to prior to actual issuance. The Trust's custodian will
establish a segregated account for the Fund when it purchases securities on a
when-issued basis consisting of cash or liquid securities equal to the amount
of the when-issued commitments.
Calculation of Performance Data
From time to time, in advertisements or in communications to shareholders or
prospective investors, the
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Fund may compare the performance of its Class B, Class C, Class D or Class E
shares to that of other mutual funds with similar investment objectives, to
certificates of deposit and/or to other financial alternatives. The Fund may
also compare its performance to appropriate indices such as the Consumer
Price Index and/or to appropriate rankings or averages such as those compiled
by Lipper Analytical Services, Inc. for the Money Market Instrument Fund
category or to those compiled by Morningstar, Inc., Money Magazine, Business
Week, Forbes Magazine, The Wall Street Journal, Fortune Magazine, Investor's
Daily or Donoghue's Money Fund Report.
The current yield of the Fund quoted at any time represents the amount
being earned on a current basis, based on dividends declared daily from net
investment income, and is a function of the types of instruments in the
Fund's portfolio, their quality and length of maturity, and the Fund's
operating expenses. The length of maturity for the portfolio is the average
dollar-weighted maturity of the portfolio. This means that the portfolio has
an average maturity of a stated number of days for all of its issues. The
calculation is weighted by the relative value of each investment. Net
investment income consists of interest income accrued on the portfolio assets
of the Fund, less all expenses and liabilities of the Fund chargeable against
such income including all recurring charges. Recurring and nonrecurring
charges for optional services which only certain shareholders elect and which
involve nominal fees, such as the $7.50 fee for remittance of redemption
proceeds by wire, are not taken into account. The Fund's simple annualized
yield is its net investment income expressed as a percentage of assets on an
annualized basis for a seven-day period. The Fund's compounded effective
yield is calculated similarly except, when annualized, the income earned is
assumed to be reinvested.
The yield of the Fund is computed separately for each class of shares and
fluctuates daily as the income earned on the investments of the Fund
fluctuates. Accordingly, there is no assurance that the yield quoted on any
given occasion will remain in effect for any period of time. There is also no
guarantee that the net asset value or stated rate of return will remain
constant. A shareholder's investment in the Fund is not insured. Investors
comparing results of the Fund with investment results and yields from other
sources, such as banks or savings and loan associations, should understand
this distinction. In addition, shareholders and prospective investors should
note that yields of funds valuing their securities portfolio at market prices
will not be comparable to the yield of the Fund, which values its securities
portfolio at amortized cost. Any voluntary waiver of fees or assumption of
expenses by the Fund's affiliates will increase performance results.
In its supplemental sales literature, the Fund may provide total return
calculations. Total return is computed separately for each class of shares of
the Fund. The average annual total return ("standard total return") for
shares of the Fund is computed by determining the average annual compounded
rate of return for a designated period that, if applied to a hypothetical
$1,000 initial investment (less the maximum initial or contingent deferred
sales charge, if applicable), would produce the redeemable value of that
investment at the end of the period, assuming reinvestment of all dividends
and distributions and with recognition of all recurring charges. Standard
total return may be accompanied with non-standard total return information
computed in the same manner, but for differing periods and with or without
annualizing the total return or taking sales charges, if any, into account.
Shares of the Fund had no class designations until June 1, 1993, when
designations were assigned based on the pricing and Rule 12b-1 fees
applicable to shares sold thereafter. Performance data for a specified class
includes periods prior to the adoption of class designations.
Performance data for periods prior to June 1, 1993 will not reflect
additional Rule 12b-1 Distribution Plan fees, if any, of up to 1% per year,
depending on the class of shares, which will adversely affect performance
results for periods after such date.
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[LOGO] STATE STREET RESEARCH
MetLife - State Street Research
Money Market Fund
METLIFE-STATE STREET RESEARCH
MONEY MARKET FUND
One Financial Center
Boston, MA 02111
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
800-562-0032
Custodian
State Street Bank and
Trust Company
225 Franklin Street
Boston, MA 02110
Legal Counsel
Goodwin, Procter & Hoar
Exchange Place
Boston, MA 02109
Independent Accountants
Price Waterhouse
160 Federal Street
Boston, MA 02110
August 1, 1994
PROSPECTUS
SSR512NEW
MM-614D-894IB
CONTROL NUMBER:1776-940726(0895)SSR-LD
