Proxy Solicitation Script
for
Putnam Tax-Free Income Trust
This script provides information to the shareholder and solicits
his/her vote by mail.
Putnam: Good Evening Mr./Ms. . My name is and
I'm calling from Putnam Investments in Boston. I'm
calling in regard to the important proxy materials
which you should have received for your Trust's
shareholders' meeting which will be held in May. This
information was mailed to you in early March. The
package consisted of a Putnam business envelope with
black and red print on the outside of the envelope.
The words "Important Proxy Material Enclosed Prompt
Response Will Save Your Fund Money" were clearly marked
on the package. Do you recall receiving it? (Proceed
to A or B as applicable).
A (If the shareholder has received the proxy materials.)
S/H: Yes.
Putnam: Great, however according to our most recent records, we
have not received your proxy ballot which was included
in the package. Could you tell me if you have already
returned it?
* If the shareholder received the information, but has
not sent it back, continue with: We are calling our
shareholders to urge them to read and complete the
Proxy ballot enclosed in the package. By promptly doing
so, it may save your Trust the cost of an additional
mailing.
* If the shareholder returned the ballot, continue with:
Thank you very much for your time, Mr./Ms. .
Your vote is very important.
* If the shareholder threw the ballot away because he/she
did not think it was important, proceed to B.
B (If the shareholder has not received the proxy
materials.)
S/H: No.
Putnam: May I confirm your address so that another package can
be sent to you? (Confirm address with shareholder.) You
will be receiving a duplicate package shortly. We ask
only that you read the materials and take a moment to
complete and return the proxy ballot. By promptly
doing so, it may save your Trust the cost of an
additional mailing. If you have any questions in
regard to this material, please call us, toll-free, at
1-(800) 225-1581.
Putnam: Thank you very much for your time, Mr./Ms. . We
look forward to receiving your ballot shortly.
The following information is only to be given if the
shareholder would like to know what the proposals are:
Putnam: The 1994 meeting of the shareholders of your Trust will
be held on May 5, 1994. Although we would like to have
each shareholder attend, we understand this is not
always possible. Even if you cannot attend, we need
your support on the proposals which will be addressed
at the meeting.
S/H: What are the proposals?
Putnam: The proposals to be acted upon at the meeting are more
fully described in the proxy statement. I will be
happy to summarize them for you:
1 ELECTION OF TRUSTEES. All of the nominees have
been nominated by the Nominating Committee and are
presently Trustees of the Trust.
2 SELECTION OF AUDITORS. The Trustees have selected
Price Waterhouse to be the Trust's auditors. You
are given the opportunity to ratify or reject this
selection. The Trustees recommend that the
Trust's shareholders ratify the selection of Price
Waterhouse.
(The third proposal is to be voted on only by shareholders of
Tax-Free High Yield Fund)
3 APPROVAL OR DISAPPROVAL OF AN AMENDMENT TO THE
MANAGEMENT CONTRACT. The Trustees recommend that
the shareholders of Putnam Tax-Free High Yield
Fund approve an amendment to the Management
Contract between the Trust and Putnam Investment
Management, Inc. The proposed amended Management
Contract is identical in all other substantive
respects to the existing contract except for the
proposed increase in the annual management fee
payable to Putnam Management by the Fund. Based
upon the net assets of Putnam Tax-Free High Yield
Fund as of January 14, 1994 of $1,839,524,282, the
effective annual management fee rate under the
proposed fee schedule would be .545% as compared
to .468% under the existing schedule.
The Trustees believe that the proposed new
management fee is fair and reasonable and in the
best interests of the shareholders of Putnam Tax-
Free High Yield Fund. If the shareholders do not
approve the amendment to the Contract, the
existing Management Contract will continue in
effect.
Putnam: Those are the proposals. Can I clarify anything for
you? If not, please read the materials carefully,
complete the enclosed proxy card and return it promptly
in the envelope provided.
S/H: Thank you for the information.
Putnam: Thank you for your time, Mr./Ms. . Your vote is
very important, and we look forward to receiving it
soon.
