[front cover]
[sidebar text]
This prospectus has information you should know before you invest. Please read
it carefully and keep it with your investment records.
Although these securities have been registered with the Securities and Exchange
Commission, the SEC has not approved or disapproved them and does not guarantee
the accuracy or adequacy of the information in this prospectus. Anyone who
informs you otherwise is committing a federal crime.
[end sidebar text]
[logo] STATE STREET RESEARCH
Argo Fund
[photo of clock tower]
Investing in large companies
for long-term growth of
capital and income
Prospectus
November 1, 1998
(as supplemented
February 1, 1999)
<PAGE>
[solid color background -- no type]
<PAGE>
CONTENTS
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
2 THE FUND
- -------------------
<S> <C>
2 Goal and Strategies
3 Principal Risks
6 Volatility and Performance
8 Investor Expenses
10 Investment Management
11 YOUR INVESTMENT
- --------------------------
11 Opening an Account
11 Choosing a Share Class
12 Sales Charges
15 Dealer Compensation
16 Buying and Selling Shares
20 Account Policies
22 Distributions and Taxes
23 Investor Services
24 OTHER INFORMATION
- ----------------------------
24 Other Securities and Risks
27 Financial Highlights
29 Board of Trustees
Back Cover For Additional Information
</TABLE>
<PAGE>
2 THE FUND
- --------------------------------------------------------------------------------
[chess piece graphic] GOAL AND STRATEGIES
FUNDAMENTAL GOAL The fund seeks long-term growth of capital and, secondarily,
long-term growth of income by investing primarily in common stocks (and equity
and debt securities convertible into or carrying the right to acquire common
stocks) of established companies with above-average prospects for growth.
PRINCIPAL STRATEGIES Under normal market conditions, the fund invests at least
65% of total assets in large company stocks. These companies generally are
established entities whose size, financial resources and market share may enable
them to maintain competitive advantages and leadership positions. In selecting
stocks, the fund generally focuses its attention on those large company stocks
that appear to fall into one or more of the following categories:
(bullet) stocks that are selling below their intrinsic values
(bullet) cyclical stocks that are at attractive points in their market cycles
(bullet) stocks of companies that are capable of sustained growth and selling at
an attractive price.
<PAGE>
3
-----
In keeping with its secondary goal, the fund also considers a company's
potential for paying dividends.
The fund reserves the right to invest up to 35% of net assets in other
securities. These may include stocks of smaller companies, as well as U.S.
government securities and corporate bonds.
The fund may adjust the composition of its portfolio as market conditions and
economic outlooks change.
For more information about the fund's investments and practices, see page 24.
[road sign graphic] PRINCIPAL RISKS
Because the fund invests primarily in stocks, its major risks are those of stock
investing, including sudden, unpredictable drops in value and the potential for
periods of lackluster performance.
Larger, more established companies may be unable to respond quickly to new
competitive challenges, such as changes in technology and consumer tastes. Many
larger companies also cannot sustain the high growth rates of successful smaller
companies, especially during extended periods of economic expansion.
[sidebar text]
[magnifying glass graphic] WHO MAY WANT TO INVEST
State Street Research Argo Fund is designed for investors who seek one or more
of the following:
(bullet) a moderately aggressive stock fund for a long-term goal
(bullet) a fund that takes a growth and income approach to stock investing
(bullet) a fund to complement a portfolio of more conservative investments
The fund is NOT appropriate for investors who:
(bullet) want to avoid the volatility and possible losses associated with stock
investing
(bullet) are seeking either maximum growth or high income
(bullet) are making short-term investments
(bullet) are investing emergency reserve money
[end sidebar text]
<PAGE>
4 THE FUND continued
- --------------------------------------------------------------------------------
Because of these and other risks, the fund may underperform certain other stock
funds (those emphasizing small company stocks, for example) during periods when
large company stocks are out of favor. The success of the fund's investment
strategy depends largely on the portfolio manager's skill in assessing the
potential of the stocks the fund buys.
Because the fund may invest in U.S. companies with some international business,
and also may invest in foreign companies, it is subject to the risks associated
with international investing.
The fund's shares will rise and fall in value and there is a risk that you could
lose money by investing in the fund. Also, the fund cannot be certain that it
will achieve its goal. Finally, fund shares are not bank deposits and are not
guaranteed, endorsed or insured by any financial institution, government entity
or the FDIC.
Information on other securities and risks appears on page 24.
A "snapshot" of the fund's investments may be found in the current annual or
semiannual report (see back cover).
<PAGE>
5
-----
[sidebar text]
[magnifying glass graphic] INVESTING IN LARGE
COMPANY STOCKS
Many investors consider large company stocks attractive for several reasons.
Large companies provide investors with the opportunity for long-term growth of
capital and income, yet they also tend to have less volatile stock prices than
smaller companies.
Large company stock prices often are based on a number of factors, including
current earnings, the value of their assets, as well as investors' expectations
of future developments. In contrast, stock prices of many smaller companies tend
to be based more heavily on investors' expectations of future developments.
During poor or uncertain periods in the economy, or at times when investors'
expectations of individual company performance are not being met, prices of
large company stocks do not tend to fall as far or as rapidly as prices of
smaller company stocks. Unlike smaller companies, large companies often have
established and broad product lines; many are industry leaders or offer products
or services that are familiar to consumers. In addition, many large companies
have access to financial resources not available to smaller companies, which can
help them preserve and expand their product markets, develop new products and
weather hard times.
However, when the economy is growing and when investors' expectations of
individual company performance are being met, prices of large company stocks do
not tend to increase as much or as quickly as prices of smaller company stocks.
Larger companies generally are not as nimble or focused as successful smaller
companies, and, as a result, do not tend to offer investors the opportunities
for maximum capital appreciation that some smaller companies offer.
[end sidebar text]
<PAGE>
6 VOLATILITY AND PERFORMANCE
- --------------------------------------------------------------------------------
[bar chart]
<TABLE>
<CAPTION>
Years ended December 31
------------------------------------------------------------------------------------------
YEAR-BY-YEAR TOTAL RETURN (Class A) 1988 1989 1990 1991 1992 1993 1994 1995 1996 1997
- -------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
(triangle (triangle
down) up)
11.51 25.17 (9.46) 34.97 9.51 12.82 (4.94) 33.95 21.57 27.17
(triangle up) BEST QUARTER: second quarter 1997, up 17.68% RETURN FROM 1/1/98 - 9/30/98 (not annualized): up 5.89%
(triangle down) WORST QUARTER: third quarter 1990, down 18.19%
</TABLE>
<TABLE>
<CAPTION>
As of December 31, 1997
-------------------------------------------------
AVERAGE ANNUAL TOTAL RETURN 1 Year 5 Years 10 Years
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Class A (%) 21.45 16.23 14.76
Class B (%) 21.20 16.37 14.94
Class C (%) 25.21 16.57 14.93
Class S (%) 27.51 17.65 15.46
S&P 500 Index (%) 33.35 20.25 18.02
Lipper Growth & Income Funds Index (%) 26.96 18.06 16.03
</TABLE>
<PAGE>
7
-----
[sidebar text]
[magnifying glass graphic] UNDERSTANDING
VOLATILITY AND
PERFORMANCE
The chart and table on the opposite page are designed to show two aspects of the
fund's track record:
(bullet) YEAR-BY-YEAR TOTAL RETURN shows how volatile the fund has been: how
much the difference has been, historically, between its best years and
worst years. In general, funds with higher average annual total returns
will also have higher volatility. The graph includes the effects of
fund expenses, but not sales charges. If sales charges had been
included, returns would have been less than shown.
(bullet) AVERAGE ANNUAL TOTAL RETURN is a measure of the fund's performance over
time. It is determined by taking the fund's performance over a given
period and expressing it as an average annual rate.
Average annual total return includes the effects of fund expenses and maximum
sales charges for each class, and assumes that you sold your shares at the end
of the period.
Also included are two independent measures of performance. The S&P 500
(officially, the "Standard & Poor's 500 Composite Stock Price Index") is an
unmanaged index of 500 domestic stocks. The Lipper Growth & Income Funds Index
shows the performance of a category of mutual funds with similar goals. The
Lipper Index shows you how well the fund has done compared to competing funds.
While the fund does not seek to match the returns or the volatility of the S&P
500, this index is a good indicator of general stock market performance and can
be used as a rough guide when gauging the return of this and other investments.
When making comparisons, keep in mind that neither the S&P 500 nor the Lipper
Index includes the effects of sales charges. Also, even if your stock portfolio
were identical to the S&P 500, your returns would always be lower, because the
S&P 500 doesn't include brokerage and administrative expenses.
In both the chart and the table, the returns shown for the fund include
performance from before the creation of share classes in 1993. If the returns
for Class B and Class C from before 1993 had reflected their current
distribution/service (12b-1) fees (as described on page 8), these returns would
have been lower.
Also, the returns in both the chart and the table would have been lower if the
distributor and its affiliates had not voluntarily reduced a portion of the
fund`s expenses.
Keep in mind that past performance is no guarantee of future results.
[end sidebar text]
<PAGE>
8 INVESTOR EXPENSES
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Class descriptions begin on page 11
------------------------------------------------------
SHAREHOLDER FEES (% of offering price) Class A Class B(1) Class B Class C Class S
- ----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
MAXIMUM FRONT-END SALES CHARGE (LOAD) 4.50 0.00 0.00 0.00 0.00
MAXIMUM DEFERRED SALES CHARGE (LOAD) 0.00(1) 5.00 5.00 1.00 0.00
ANNUAL FUND EXPENSES (% of average net assets) Class A Class B(1) Class B Class C Class S
- ----------------------------------------------------------------------------------------------------------------------------------
MANAGEMENT FEE 0.65 0.65 0.65 0.65 0.65
DISTRIBUTION/SERVICE (12B-1) FEES 0.25 1.00 1.00 1.00 0.00
OTHER EXPENSES 0.38 0.38 0.38 0.38 0.38
----- ----- ----- ----- -----
TOTAL ANNUAL FUND OPERATING EXPENSES 1.28 2.03 2.03 2.03 1.03
===== ===== ===== ===== =====
*Because some of the fund's expenses
have been subsidized, actual total
operating expenses for the prior year were: 1.25 2.00 2.00 2.00 1.00
The fund expects the expense subsidy to
continue through the current fiscal year,
although there is no guarantee that it will.
</TABLE>
<TABLE>
<CAPTION>
EXAMPLE Year Class A Class B(1) Class B Class C Class S
- ---------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
1 $575 $706/$206 $706/$206 $306/$206 $105
3 $838 $937/$637 $937/$637 $637 $328
5 $1,121 $1,293/$1,093 $1,293/$1,093 $1,093 $569
10 $1,926 $2,166 $2,166 $2,358 $ 1,259
</TABLE>
[footnote text]
(1) Except for investments of $1 million or more; see page 12.
[end footnote text]
<PAGE>
9
-----
[sidebar text]
[magnifying glass graphic] UNDERSTANDING
INVESTOR EXPENSES
The information on the opposite page is designed to give you an idea of what you
should expect to pay in expenses as an investor in the fund:
(bullet) SHAREHOLDER FEES are costs that are charged to you directly. These fees
are not charged on reinvestments or exchanges.
(bullet) ANNUAL FUND EXPENSES are deducted from the fund's assets every year,
and are thus paid indirectly by the fund's investors.
(bullet) The EXAMPLE is designed to allow you to compare the costs of this fund
with those of other funds. It assumes that you invested $10,000 over
the years indicated, reinvested all distributions, earned a
hypothetical 5% annual return and paid the maximum applicable sales
charges. For Class B(1) and Class B shares, it also assumes the
automatic conversion to Class A after eight years.
Where two numbers are shown separated by a slash, the first one assumes you sold
all your shares at the end of the period, while the second assumes you stayed in
the fund. Where there is only one number, the costs would be the same either
way.
The figures in the Example assume full annual expenses, and would be lower if
they reflected the subsidy.
Investors should keep in mind that the example is for comparison purposes only.
The fund's actual performance and expenses may be higher or lower.
[end sidebar text]
<PAGE>
10 THE FUND continued
- --------------------------------------------------------------------------------
[thinker graphic] INVESTMENT MANAGEMENT
The fund's investment manager is State Street Research & Management Company, One
Financial Center, Boston, Massachusetts 02111. The firm traces its heritage back
to 1924 and the founding of one of America's first mutual funds. Today the firm
has more than $54 billion in assets under management (as of December 31, 1998),
including $17 billion in mutual funds.
The investment manager is responsible for the fund's investment and business
activities, and receives the management fee (0.65% of fund assets, annually) as
compensation. The investment manager is a subsidiary of Metropolitan Life
Insurance Company.
Peter A. Zuger has been responsible for the fund's day-to-day portfolio
management since October 1998. A senior vice president, he joined the firm in
1998 and has worked as an investment professional since 1970. Prior to joining
the investment manager, Mr. Zuger served as a portfolio manager with American
Century Investment Management.
<PAGE>
11 YOUR INVESTMENT
- --------------------------------------------------------------------------------
[key graphic] OPENING AN ACCOUNT
If you are opening an account through a financial professional, he or she can
assist you with all phases of your investment.
If you are investing through a large retirement plan or other special program,
follow the instructions in your program materials.
To open an account without the help of a financial professional, please use the
instructions on these pages.
[share class choice graphic] CHOOSING A SHARE CLASS
The fund offers four share classes, each with its own sales charge and expense
structure: Class A, Class B(1), Class C and Class S. The fund also offers Class
B shares, but only to current Class B shareholders through reinvestment of
dividends and distributions or through exchanges from existing Class B accounts
of the State Street Research funds.
If you are investing a substantial amount and plan to hold your shares for a
long period, Class A shares may make the most sense for you. If you are
investing a lesser amount, you may want to consider Class B(1) shares (if
investing for at least six years) or Class C shares (if investing for less than
six years). If you are investing through a special program, such as a large
employer-sponsored retirement plan or certain programs available through
brokers, you may be eligible to purchase Class S shares.
Because all future investments in your account will be made in the share class
you designate when opening the account, you should make your decision carefully.
Your financial professional can help you choose the share class that makes the
most sense for you.
<PAGE>
12 YOUR INVESTMENT continued
- --------------------------------------------------------------------------------
CLASS A -- FRONT LOAD
(bullet) Initial sales charge of 5.75% or less
(bullet) Lower sales charges for larger investments; see sales charge schedule
on facing page
(bullet) Lower annual expenses than Class B(1) or Class C shares because of
lower distribution/service (12b-1) fee of 0.25%
CLASS B(1) -- BACK LOAD
(bullet) No initial sales charge
(bullet) Deferred sales charge of 5% or less on shares you sell within six years
o Annual distribution/service (12b-1) fee of 1.00%
(bullet) Automatic conversion to Class A shares after eight years, reducing
future annual expenses
CLASS B -- BACK LOAD
(bullet) Available only to current Class B shareholders, see page 13 for details
CLASS C -- LEVEL LOAD
(bullet) No initial sales charge
(bullet) Deferred sales charge of 1%, paid if you sell shares within one year of
purchase
(bullet) Lower deferred sales charge than Class B(1) shares
(bullet) Annual distribution/service (12b-1) fee of 1.00%
(bullet) No conversion to Class A shares after eight years, so annual expenses
do not decrease
CLASS S -- SPECIAL PROGRAMS
(bullet) Available only through certain retirement accounts, advisory accounts
of the investment manager and other special programs, including broker
programs with recordkeeping and other services; these programs usually
involve special conditions and separate fees (consult your financial
professional or your program materials)
(bullet) No sales charges of any kind
(bullet) No distribution/service (12b-1) fees; annual expenses are lower than
other share classes
SALES CHARGES
CLASS A -- FRONT LOAD
<TABLE>
<CAPTION>
when you invest this % is which equals
this amount deducted this % of
for sales your net
charges investment
- --------------------------------------------------------------
<S> <C> <C>
Up to $50,000 5.75 6.10
$50,000 to $100,000 4.50 4.71
$100,000 to $250,000 3.50 3.63
$250,000 to $500,000 2.50 2.56
$500,000 to $1 million 2.00 2.04
$1 million or more see next column
</TABLE>
With Class A shares, you pay a sales charge only when you buy shares.
If you are investing $1 million or more (either as a lump sum or through any of
the methods described on the application), you can purchase Class A shares
without any sales charge. However, you may be charged a "contingent deferred
sales charge" (CDSC) of 1% if you sell any shares
<PAGE>
13
-----
within one year of purchasing them. See "Other CDSC Policies" on page 14.
Class A shares are also offered with low or no sales charges through various
wrap-fee programs and other sponsored arrangements (consult your financial
professional or your program materials).
CLASS B(1) -- BACK LOAD
<TABLE>
<CAPTION>
this % of net asset value
when you sell shares at the time of purchase (or
in this year after you of sale, if lower) is deduct-
bought them ed from your proceeds
- -----------------------------------------------------------
<S> <C>
First year 5.00
Second year 4.00
Third year 3.00
Fourth year 3.00
Fifth year 2.00
Sixth year 1.00
Seventh or eighth year None
</TABLE>
With Class B(1) shares, you pay no sales charge when you invest, but you are
charged a "contingent deferred sales charge" (CDSC) when you sell shares you
have held for six years or less, as described in the table above. See "Other
CDSC Policies" on page 14.
Class B(1) shares automatically convert to Class A shares after eight years;
Class A shares have lower annual expenses.
CLASS B -- BACK LOAD
Class B shares are available only to current shareholders through reinvestment
of dividends and distributions or through exchanges from existing Class B
accounts of the State Street Research funds. Other investments made by current
Class B shareholders will be in Class B(1) shares.
With Class B shares, you are charged a "contingent deferred sales charge" (CDSC)
when you sell shares you have held for five years or less. The CDSC is a
percentage of net asset value at the time of purchase (or of sale, if lower) and
is deducted from your proceeds. When you sell shares in the first year after you
bought them, the CDSC is 5.00%; second year, 4.00%; third year, 3.00%; fourth
year, 3.00%; fifth year, 2.00%; sixth year or later, none. See "Other CDSC
Policies" on page 14.
Class B shares automatically convert to Class A shares after eight years.
CLASS C -- LEVEL LOAD
<TABLE>
<CAPTION>
this % of net asset value
when you sell shares at the time of purchase (or
in this year after you of sale, if lower) is deduct-
bought them ed from your proceeds
- -----------------------------------------------------------
<S> <C>
First year 1.00
Second year or later None
</TABLE>
With Class C shares, you pay no sales charge when you invest, but you are
charged a "contingent deferred sales charge" (CDSC) when you sell shares
<PAGE>
14 YOUR INVESTMENT continued
- --------------------------------------------------------------------------------
you have held for one year or less, as described in the table above. Policies
regarding the calculation of the CDSC are the same as for Class B.
Class C shares currently have the same annual expenses as Class B shares, but
never convert to Class A shares (with their lower annual expenses).
CLASS S -- SPECIAL PROGRAMS
Class S shares have no sales charges.
Other CDSC Policies
The CDSC will be based on the net asset value of the shares at the time of
purchase (or sale, if lower). Any shares acquired through reinvestment are not
subject to the CDSC. There is no CDSC on exchanges into other State Street
Research funds, and the date of your initial investment will continue to be used
as the basis for CDSC calculations when you exchange. To ensure that you pay the
lowest CDSC possible, the fund will always use the shares with the lowest CDSC
to fill your sell requests.
The CDSC is waived on shares sold for participant initiated distributions from
State Street Research prototype retirement plans. In other cases, the CDSC is
waived on shares sold for mandatory retirement distributions or for
distributions because of disability or death. Consult your financial
professional or the State Street Research Service Center.
[sidebar text]
[magnifying glass graphic] UNDERSTANDING
DISTRIBUTION/SERVICE
FEES
As noted in the descriptions on pages 11-13, all share classes except Class S
have an annual distribution/service fee, also called a 12b-1 fee.
Under its current 12b-1 plan, the fund may pay certain distribution and service
fees for these classes out of fund assets. Because 12b-1 fees are an ongoing
expense, they will increase the cost of your investment and, over time, could
potentially cost you more than if you had paid other types of sales charges. For
that reason, you should consider the effects of 12b-1 fees as well as sales
loads when choosing a share class.
Some of the 12b-1 fee is used to compensate those financial professionals who
sell fund shares and provide ongoing service to shareholders. The table on page
15 shows how these professionals' compensation is calculated.
The fund may continue to pay 12b-1 fees even if the fund is subsequently closed
to new investors.
[end sidebar text]
<PAGE>
15
-----
[check graphic] DEALER COMPENSATION
Financial professionals who sell shares of State Street Research funds and
perform services for fund investors may receive sales commissions and annual
fees. These are paid by the fund's distributor, using money from sales charges,
distribution/service (12b-1) fees and its other resources.
Brokers and agents may charge a transaction fee on orders of fund shares placed
directly through them. The distributor may pay its affiliate MetLife Securities,
Inc. additional compensation of up to 0.25% of certain sales or assets.
<TABLE>
<CAPTION>
MAXIMUM DEALER COMPENSATION (%) Class A Class B(1) Class B Class C Class S
- -----------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
COMMISSION SEE BELOW 4.00 4.00 1.00 0.00
INVESTMENTS UP TO $50,000 5.00 -- -- -- --
$50,000 TO $100,000 4.00 -- -- -- --
$100,000 TO $250,000 3.00 -- -- -- --
$250,000 TO $500,000 2.00 -- -- -- --
$500,000 TO $1 million 1.75 -- -- -- --
FIRST $1 TO 3 million 1.00(a) -- -- -- --
NEXT $2 million 0.75(a) -- -- -- --
NEXT $2 million 0.50(a) -- -- -- --
NEXT $1 AND ABOVE 0.25(a) -- -- -- --
ANNUAL FEE 0.25 0.25 0.25 1.00 0.00
</TABLE>
BROKERS FOR PORTFOLIO TRADES
When placing trades for the fund's portfolio, State Street Research chooses
brokers that provide the best execution (a term defined by service as well as
price), but may also consider a broker's sales of fund shares.
[footnote text]
(a) If your broker declines this commission, the one-year CDSC on your
investment is waived.
[end footnote text]
<PAGE>
16 BUYING AND SELLING SHARES
- --------------------------------------------------------------------------------
[adding machine graphic] POLICIES FOR
BUYING SHARES
Once you have chosen a share class, the next step is to determine the amount you
want to invest.
MINIMUM INITIAL INVESTMENTS:
(bullet) $1,000 for accounts that use the Investamatic program*
(bullet) $2,000 for Individual Retirement Accounts*
(bullet) $2,500 for all other accounts
MINIMUM ADDITIONAL INVESTMENTS:
(bullet) $50 for any account
Complete the enclosed application. You can avoid future inconvenience by signing
up now for any services you might later use.
TIMING OF REQUESTS All requests received in good order by State Street Research
before the close of regular trading on the New York Stock Exchange (usually 4:00
p.m. eastern time) will be executed the same day, at that day's closing share
price. Orders received thereafter will be executed the following day, at that
day's closing share price.
WIRE TRANSACTIONS Funds may be wired between 8:00 a.m. and 4:00 p.m. eastern
time. To make a same-day wire investment, please notify State Street Research by
12:00 noon of your intention to wire funds, and make sure your wire arrives by
4:00 p.m. If the New York Stock Exchange closes before 4:00 p.m. eastern time,
you may be unable to make a same day wire investment. Your bank may charge a fee
for wiring money.
[footnote text]
* Through April 15, 1999, the minimum is $500 for Individual Retirement
Accounts. Also, the $10 annual administration fee will be waived for new
IRAs with $5,000 invested by then.
[ends footnote text]
<PAGE>
INSTRUCTIONS FOR BUYING SHARES 17
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
To Open an Account To Add to an Account
<S> <C> <C>
[briefcase graphic] Consult your financial professional or your program Consult your financial professional
Through a materials. or your program materials.
Professional
or Program
By Mail Make your check payable to "State Street Research Fill out an investment slip from an
[mailbox graphic] Funds." Forward the check and your application to account statement, or indicate the
State Street Research. fund name and account number on your
check. Make your check payable to
"State Street Research Funds."
Forward the check and slip to State
Street Research.
[dome graphic] Call to obtain an account number and forward your Call State Street Research to obtain
By Federal application to State Street Research. Wire funds a control number. Instruct your bank
Funds Wire using the instructions at right. to wire funds to:
[bullet] State Street Bank and Trust
Company, Boston, MA
[bullet] ABA: 011000028
[bullet] BNF: fund name and share class you
want to buy
[bullet] AC: 99029761
[bullet] OBI: your name and your account
number
[bullet] Control: the number given to you by
State Street Research
[plug graphic] Verify that your bank is a member of the ACH Call State Street Research to verify
By Electronic (Automated Clearing House) system. Forward your that the necessary bank information
Funds Transfer application to State Street Research. Please be is on file for your account. If it
(ACH) sure to include the appropriate bank information. is, you may request a transfer with
Call State Street Research to request a purchase. the same phone call. If not, please
ask State Street Research to provide
you with an EZ Trader application.
[calendar graphic] Forward your application, with all appropriate Call State Street Research to verify
By Investamatic sections completed, to State Street Research, that Investamatic is in place on your
along with a check for your initial investment account, or to request a form to add
payable to "State Street Research Funds." it. Investments are automatic once
Investamatic is in place.
[arrows graphic] Call State Street Research or visit our Web site. Call State Street Research or visit
By Exchange our Web site.
State Street Research Service Center PO Box 8408, Boston, MA 02266-8408 Internet www.ssrfunds.com
Call toll-free: 1-800-562-0032 (business days 8:00 a.m. - 6:00 p.m., eastern time)
</TABLE>
<PAGE>
18 YOUR INVESTMENT continued
- --------------------------------------------------------------------------------
[adding machine graphic]
POLICIES FOR
SELLING SHARES
CIRCUMSTANCES THAT REQUIRE WRITTEN REQUESTS Please submit instructions in
writing when any of the following apply: o you are selling more than $100,000
worth of shares
(bullet) the name or address on the account has changed within the last 30 days
(bullet) you want the proceeds to go to a name or address not on the account
registration
(bullet) you are transferring shares to an account with a different registration
or share class
(bullet) you are selling shares held in a corporate or fiduciary account; for
these accounts, additional documents are required:
corporate accounts: certified copy of a corporate resolution
fiduciary accounts: copy of power of attorney or other governing
document
To protect your account against fraud, all signatures on these documents must be
guaranteed. You may obtain a signature guarantee at most banks and securities
dealers. A notary public cannot provide a signature guarantee.
INCOMPLETE SELL REQUESTS State Street Research will attempt to notify you
promptly if any information necessary to process your request is missing.
TIMING OF REQUESTS All requests received in good order by State Street Research
before the close of regular trading on the New York Stock Exchange (usually 4:00
p.m. eastern time) will be executed the same day, at that day's closing share
price. Requests received thereafter will be executed the following day, at that
day's closing share price.
WIRE TRANSACTIONS Proceeds sent by federal funds wire must total at least
$5,000. A fee of $7.50 will be deducted from all proceeds sent by wire, and your
bank may charge an additional fee to receive wired funds.
SELLING RECENTLY PURCHASED SHARES If you sell shares before the check or
electronic funds transfer (ACH) for those shares has been collected, you will
not receive the proceeds until your initial payment has cleared. This may take
up to 15 days after your purchase was recorded (in rare cases, longer). If you
open an account with shares purchased by wire, you cannot sell those shares
until your application has been processed.
<PAGE>
INSTRUCTIONS FOR SELLING SHARES 19
- --------------------------------------------------------------------------------
<TABLE>
<S> <C>
[briefcase graphic] Consult your financial professional or your program materials.
Through a
Professional
or Program
[mailbox graphic] Send a letter of instruction, an endorsed stock power or share certificates (if you hold certificate
By Mail shares) to State Street Research. Specify the fund, the account number and the dollar value or number
of shares. Be sure to include all necessary signatures and any additional documents, as well as
signature guarantees if required (see facing page).
[dome graphic] Check with State Street Research to make sure that a wire redemption privilege, including a bank
By Federal designation, is in place on your account. Once this is established, you may place your request to sell
Funds Wire shares with State Street Research. Proceeds will be wired to your pre-designated bank account. (See
"Wire Transactions" on facing page.)
[plug graphic] Check with State Street Research to make sure that the EZ Trader feature, including a bank
By Electronic designation, is in place on your account. Once this is established, you may place your request to sell
Funds Transfer shares with State Street Research. Proceeds will be sent to your pre-designated bank account.
(ACH)
[telephone graphic] As long as the transaction does not require a written request (see facing page), you or your financial
By Telephone professional can sell shares by calling State Street Research. A check will be mailed to your address
of record on the following business day.
[arrows graphic] Read the prospectus for the fund into which you are exchanging. Call State Street Research or visit
By Exchange our Web site.
[daily calendar graphic] See plan information on page 23.
By Systematic
Withdrawal Plan
State Street Research Service Center PO Box 8408, Boston, MA 02266-8408 Internet www.ssrfunds.com
Call toll-free: 1-800-562-0032 (business days 8:00 a.m. - 6:00 p.m., eastern time)
</TABLE>
<PAGE>
20 YOUR INVESTMENT continued
- --------------------------------------------------------------------------------
[papers graphic] ACCOUNT POLICIES
TELEPHONE REQUESTS When you open an account you automatically receive telephone
privileges, allowing you to place requests for your account by telephone. Your
financial professional can also use these privileges to request exchanges on
your account and, with your written permission, redemptions. For your
protection, all telephone calls are recorded.
As long as State Street Research takes certain measures to authenticate
telephone requests on your account, you may be held responsible for unauthorized
requests. Unauthorized telephone requests are rare, but if you want to protect
yourself completely, you can decline the telephone privilege on your
application. The fund may suspend or eliminate the telephone privilege at any
time.
EXCHANGE PRIVILEGES There is no fee to exchange shares among State Street
Research funds. Your new fund shares will be the equivalent class of your
current shares. Any contingent deferred sales charges will continue to be
calculated from the date of your initial investment.
You must hold Class A shares of any fund for at least 30 days before you may
exchange them at net asset value for Class A shares of a different fund with a
higher applicable sales charge.
Frequent exchanges can interfere with fund management and drive up costs for all
shareholders. Because of this, the fund currently limits each account, or group
of accounts under common ownership or control, to six exchanges per calendar
year. The fund may change or eliminate the exchange privilege at any time, may
limit or cancel any shareholder's exchange privilege and may refuse to accept
any exchange request, particularly those associated with "market timing"
strategies.
For Merrill Lynch customers, exchange privileges extend to Summit Cash Reserves
Fund, which is related to the fund for purposes of investment and investor
services.
ACCOUNTS WITH LOW BALANCES If the value of your account falls below $1,500,
State Street Research may mail you a notice asking you to bring the account back
up to $1,500 or close it out. If you do not take action within 60 days, State
Street Research may either sell your shares and mail the proceeds to you at the
address of record or, depending on the circumstances, may deduct an annual
maintenance fee (currently $18).
<PAGE>
21
-----
THE FUND'S BUSINESS HOURS The fund is open the same days as the New York Stock
Exchange (generally Monday through Friday). Fund representatives are available
from 8:00 a.m. to 6:00 p.m. eastern time on these days.
CALCULATING SHARE PRICE The fund calculates its share price every business day
at the close of regular trading on the New York Stock Exchange (usually at 4:00
p.m. eastern time). The share price is the fund's total assets minus its
liabilities (net asset value, or NAV) divided by the number of existing shares.
In calculating its NAV, the fund uses the last reported sale price or quotation
for portfolio securities. However, in cases where these are unavailable, or when
the investment manager believes that subsequent events have rendered them
unreliable, the fund may use fair-value estimates instead.
Because foreign securities markets are sometimes open on different days from
U.S. markets, there may be instances when the value of the fund's portfolio
changes on days when you cannot buy or sell fund shares.
REINSTATING RECENTLY SOLD SHARES For 120 days after you sell shares, you have
the right to "reinstate" your investment by putting some or all of the proceeds
into any currently available State Street Research fund at net asset value. Any
CDSC you paid on the amount you are reinstating will be credited to your
account. You may only use this privilege once in any twelve-month period with
respect to your shares of a given fund.
ADDITIONAL POLICIES Please note that the fund maintains additional policies and
reserves certain rights, including:
(bullet) The fund may vary its requirements for initial or additional
investments, exchanges, reinvestments, periodic investment plans,
retirement and employee benefit plans, sponsored arrangements and other
similar programs
(bullet) All orders to purchase shares are subject to acceptance by the fund
(bullet) At any time, the fund may change or discontinue its sales charge
waivers and any of its order acceptance practices, and may suspend the
sale of its shares
(bullet) The fund may delay sending you redemption proceeds for up to seven
days, or longer if permitted by the SEC
(bullet) To permit investors to obtain the current price, dealers are
responsible for transmitting all orders to the State Street Research
Service Center promptly
<PAGE>
22 YOUR INVESTMENT continued
- --------------------------------------------------------------------------------
[sidebar text]
[magnifying glass graphic] TAX CONSIDERATIONS
Unless your investment is in a tax-deferred account, you may want to avoid:
(bullet) investing a large amount in the fund close to the end of the fiscal
year or a calendar year (if the fund makes a distribution, you will
receive some of your investment back as a taxable distribution)
(bullet) selling shares at a loss for tax purposes and investing in a
substantially identical investment within 30 days before or after such
sale (such a transaction is usually considered a "wash sale," and you
will not be allowed to claim a tax loss in the current year)
[end sidebar text]
[graphic of Uncle Sam] DISTRIBUTIONS AND TAXES
INCOME AND CAPITAL GAINS DISTRIBUTIONS The fund typically distributes its net
income to shareholders four times a year. Net capital gains, if any, are
distributed around the end of the fund's fiscal year, which is June 30. To
comply with tax regulations, the fund may also pay an additional capital gains
distribution in December.
You may have your distributions reinvested in the fund, invested in a different
State Street Research fund, deposited in a bank account or mailed out by check.
If you do not give State Street Research other instructions, your distributions
will automatically be reinvested in the fund.
TAX EFFECTS OF DISTRIBUTIONS AND TRANSACTIONS In general, any dividends and
short-term capital gains distributions you receive from the fund are taxable as
ordinary income. Distributions of other capital gains are generally taxable as
capital gains. in most cases, at different rates from those that apply to
ordinary income.
The tax you pay on a given capital gains distribution generally depends on how
long the fund has held the portfolio securities is sold. It does not depend on
how long you have owned your fund shares or whether you reinvest your
distributions.
<PAGE>
23
-----
Every year, the fund will send you information detailing the amount of ordinary
income and capital gains distributed to you for the previous year.
The sale of shares in your account may produce a gain or loss, and is a taxable
event. For tax purposes, an exchange is the same as a sale.
Your investment in the fund could have additional tax consequences. Please
consult your tax professional for assistance.
BACKUP WITHHOLDING By law, the fund must withhold 31% of your distributions and
proceeds if you have not provided complete, correct taxpayer information.
[interlocked hands graphic] INVESTOR SERVICES
INVESTAMATIC PROGRAM Use Investamatic to set up regular automatic investments in
the fund from your bank account. You determine the frequency and amount of your
investments.
SYSTEMATIC WITHDRAWAL PLAN This plan is designed for retirees and other
investors who want regular withdrawals from a fund account. The plan is free and
allows you to withdraw up to 8% of your fund assets a year without incurring any
contingent deferred sales charges. Certain terms and minimums apply.
EZ TRADER This service allows you to purchase or sell fund shares over the
telephone through the ACH (Automated Clearing House) system.
DIVIDEND ALLOCATION PLAN This plan automatically invests your distributions from
the fund into another fund of your choice, without any fees or sales charges.
AUTOMATIC BANK CONNECTION This plan lets you route any distributions or
Systematic Withdrawal Plan payments directly to your bank account.
RETIREMENT PLANS State Street Research also offers a full range of prototype
retirement plans for individuals, sole proprietors, partnerships, corporations
and employees.
Call 1-800-562-0032 for information on any of the services described above.
<PAGE>
24 OTHER INFORMATION
- --------------------------------------------------------------------------------
[graphic of securities certificates] OTHER SECURITIES
AND RISKS
Each of the fund's portfolio securities and investment practices offers certain
opportunities and carries various risks. Major investments and risk factors are
outlined in the fund description starting on page 2. Below are brief
descriptions of other securities and practices, along with their associated
risks.
INTERNATIONAL EXPOSURE Many U.S. companies in which the fund may invest generate
significant revenues and earnings from abroad. As a result, these companies and
the prices of their securities may be affected by weaknesses in global and
regional economies and the relative value of foreign currencies to the U.S.
dollar. These factors, taken as a whole, could adversely affect the price of
fund shares.
FOREIGN INVESTMENTS Foreign securities are generally more volatile than their
domestic counterparts, in part because of higher political and economical risks,
lack of reliable information and fluctuations in currency exchange rates. These
risks are usually higher in less developed countries. The fund may use foreign
currencies and related instruments to hedge its foreign investments.
In addition, foreign securities may be more difficult to resell and the markets
for them less efficient than
<PAGE>
25
-----
for comparable U.S. securities. Even where a foreign security increases in price
in its local currency, the appreciation may be diluted by the negative effect of
exchange rates when the security's value is converted to U.S. dollars. Foreign
withholding taxes also may apply and errors and delays may occur in the
settlement process for foreign securities.
DERIVATIVES Derivatives, a category that includes options and futures, are
financial instruments whose value derives from another security, an index or a
currency. The fund may use certain derivatives for hedging (attempting to offset
a potential loss in one position by establishing an interest in an opposite
position). This includes the use of currency-based derivatives for hedging its
positions in foreign securities. The fund may also use certain derivatives for
speculation (investing for potential income or capital gain).
While hedging can guard against potential risks, it adds to the fund's expenses
and can eliminate some opportunities for gains. There is also a risk that a
derivative intended as a hedge may not perform as expected.
The main risk with derivatives is that some types can amplify a gain or loss,
potentially earning or losing substantially more money than the actual cost of
the derivative.
With some derivatives, whether used for hedging or speculation, there is also
the risk that the counterparty may fail to honor its contract terms, causing a
loss for the fund.
SECURITIES LENDING The fund may seek additional income or fees by lending
portfolio securities to qualified institutions. By reinvesting any cash
collateral it receives in these transactions, the fund could realize additional
gains or losses. If the borrower fails to return the securities and the invested
collateral has declined in value, the fund could lose money.
<PAGE>
26 OTHER INFORMATION continued
- --------------------------------------------------------------------------------
WHEN-ISSUED SECURITIES The fund may invest in securities prior to their date of
issue. These securities could fall in value by the time they are actually
issued, which may be any time from a few days to over a year.
RESTRICTED AND ILLIQUID SECURITIES Any securities that are thinly traded or
whose resale is restricted can be difficult to sell at a desired time and price.
Some of these securities are new and complex, and trade only among institutions;
the markets for these securities are still developing, and may not function as
efficiently as established markets. Owning a large percentage of restricted or
illiquid securities could hamper the fund's ability to raise cash to meet
redemptions. Also, because there may not be an established market price for
these securities, the fund may have to estimate their value, which means that
their valuation (and, to a much smaller extent, the valuation of the fund) may
have a subjective element.
SHORT-TERM TRADING While the fund ordinarily does not trade securities for
short-term profits, it will sell any security at any time it believes best,
which may result in short-term trading. Short-term trading can increase the
fund's transaction costs and may increase your tax liability if there are
capital gains.
BONDS The value of any bonds held by the fund is likely to decline when interest
rates rise; this risk is greater for bonds with longer maturities. A less
significant risk is that a bond issuer could default on principal or interest
payments, causing a loss for the fund.
DEFENSIVE INVESTING During unusual market conditions, the fund may place up to
100% of total assets in cash or high-quality, short-term debt securities. To the
extent that the fund does this, it is not pursuing its goal.
YEAR 2000 The investment manager does not currently anticipate that computer
problems related to the year 2000 will have a material effect on the fund.
However, there can be no assurances is this area, including the possibility that
year 2000 computer problems could negatively affect communications systems,
investment markets or the economy in general.
<PAGE>
FINANCIAL HIGHLIGHTS 27
- --------------------------------------------------------------------------------
These highlights are intended to help you understand the fund's performance over
the past five years. The information in these tables has been audited by
PricewaterhouseCoopers LLP, the fund's independent accountants. Their report and
the fund's financial statements are included in the fund's annual report, which
is available upon request. Total return figures assume reinvestment of all
distributions.
<TABLE>
<CAPTION>
Class A
- -------------------------------------------------------------------------------------
Years ended June 30
PER SHARE DATA 1994 1995(1) 1996(1) 1997(1) 1998(1)
- -------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
NET ASSET VALUE, BEGINNING OF YEAR
($) 14.52 12.44 14.28 17.04 19.68
------ ------ ------ ------ ------
Net investment income (loss) ($)* 0.01 0.08 0.12 0.09 0.06
Net realized and unrealized gain
on investments ($) 0.18 2.14 3.38 4.63 4.74
------ ------ ------ ------ ------
TOTAL FROM INVESTMENT OPERATIONS ($) 0.19 2.22 3.50 4.72 4.80
------ ------ ------ ------ ------
Dividends from net investment
income ($) -- (0.05) (0.11) (0.09) (0.06)
Distributions from capital gains
($) (2.27) (0.33) (0.63) (1.99) (2.74)
------ ------ ------ ------ ------
TOTAL DISTRIBUTIONS ($) (2.27) (0.38) (0.74) (2.08) (2.80)
------ ------ ------ ------ ------
NET ASSET VALUE, END OF YEAR ($) 12.44 14.28 17.04 19.68 21.68
====== ====== ====== ====== ======
Total return (%)(2) 0.93 18.34 25.33 30.91 27.62
RATIOS/SUPPLEMENTAL DATA
- -------------------------------------------------------------------------------------
Net assets at end of year
($ thousands) 29,821 31,174 39,300 55,239 76,151
Expense ratio (%)* 1.50 1.42 1.25 1.25 1.25
Ratio of net investment income (loss)
to average net assets (%)* 0.08 0.64 0.79 0.54 0.29
Portfolio turnover rate (%) 62.93 47.93 44.44 88.07 81.53
*Reflects voluntary reduction of
expenses per share of these amounts
($) 0.04 0.06 0.03 0.03 0.01
<CAPTION>
Class B
- -------------------------------------------------------------------------------------
Years ended June 30
PER SHARE DATA 1994 1995(1) 1996(1) 1997(1) 1998(1)
- -------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
NET ASSET VALUE, BEGINNING OF YEAR
($) 14.51 12.36 14.16 16.88 19.42
------ ------ ------ ------ ------
Net investment income (loss) ($)* (0.02) 0.01 0.01 (0.03) (0.09)
Net realized and unrealized gain
on investments ($) 0.14 2.12 3.34 4.56 4.66
------ ------ ------ ------ ------
TOTAL FROM INVESTMENT OPERATIONS ($) 0.12 2.13 3.35 4.53 4.57
------ ------ ------ ------ ------
Dividends from net investment
income ($) -- -- -- -- --
Distributions from capital gains
($) (2.27) (0.33) (0.63) (1.99) (2.74)
------ ------ ------ ------ ------
TOTAL DISTRIBUTIONS ($) (2.27) (0.33) (0.63) (1.99) (2.74)
------ ------ ------ ------ ------
NET ASSET VALUE, END OF YEAR ($) 12.36 14.16 16.88 19.42 21.25
====== ====== ====== ====== ======
Total return (%)(2) 0.37 17.70 24.39 29.91 26.67
RATIOS/SUPPLEMENTAL DATA
- -------------------------------------------------------------------------------------
Net assets at end of year
($ thousands) 4,029 5,933 13,129 25,478 52,211
Expense ratio (%)* 2.00 2.00 2.00 2.00 2.00
Ratio of net investment income (loss)
to average net assets (%)* (0.39) 0.08 0.05 (0.20) (0.46)
Portfolio turnover rate (%) 62.93 47.93 44.44 88.07 81.53
*Reflects voluntary reduction of
expenses per share of these amounts
($) 0.04 0.06 0.03 0.03 0.01
</TABLE>
[footnote text]
(1) Per-share figures have been calculated using the average shares method.
(2) Does not reflect any front-end or contingent deferred sales charge. Total
return would be lower if the distributor and its affiliates had not
voluntarily reduced the fund's expenses.
[end footnote text]
<PAGE>
28
- -----
<TABLE>
<CAPTION>
Class C
- -----------------------------------------------------------------------------------
Years ended June 30
PER SHARE DATA 1994 1995(1) 1996(1) 1997(1) 1998(1)
- -----------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
NET ASSET VALUE, BEGINNING OF YEAR
($) 14.51 12.36 14.15 16.87 19.41
------ ------ ------ ------ ------
Net investment income (loss) ($)* (0.05) 0.01 0.01 (0.03) (0.09)
Net realized and unrealized gain
on investments ($) 0.17 2.11 3.34 4.56 4.68
------ ------ ------ ------ ------
TOTAL FROM INVESTMENT OPERATIONS ($) 0.12 2.12 3.35 4.53 4.59
------ ------ ------ ------ ------
Dividends from net investment
income ($) -- -- -- -- --
Distributions from capital gains
($) (2.27) (0.33) (0.63) (1.99) (2.74)
------ ------ ------ ------ ------
TOTAL DISTRIBUTIONS ($) (2.27) (0.33) (0.63) (1.99) (2.74)
------ ------ ------ ------ ------
NET ASSET VALUE, END OF YEAR ($) 12.36 14.15 16.87 19.41 21.26
====== ====== ====== ====== ======
Total return (%)(2) 0.45 17.53 24.40 29.93 26.80
RATIOS/SUPPLEMENTAL DATA
- -----------------------------------------------------------------------------------
Net assets at end of year
($ thousands) 551 699 931 1,642 1,718
Expense ratio (%)* 2.00 2.00 2.00 2.00 2.00
Ratio of net investment income (loss)
to average net assets (%)* (0.41) 0.08 0.04 (0.19) (0.43)
Portfolio turnover rate (%) 62.93 47.93 44.44 88.07 81.53
*Reflects voluntary reduction of
expenses per share of these amounts
($) 0.06 0.06 0.03 0.03 0.01
<CAPTION>
Class S
- -----------------------------------------------------------------------------------
Years ended June 30
PER SHARE DATA 1994 1995(1) 1996(1) 1997(1) 1998(1)
- -----------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
NET ASSET VALUE, BEGINNING OF YEAR
($) 14.51 12.48 14.27 17.03 19.66
------ ------ ------ ------ ------
Net investment income (loss) ($)* 0.07 0.14 0.17 0.13 0.11
Net realized and unrealized gain
on investments ($) 0.17 2.15 3.37 4.62 4.73
------ ------ ------ ------ ------
TOTAL FROM INVESTMENT OPERATIONS ($) 0.24 2.29 3.54 4.75 4.84
------ ------ ------ ------ ------
Dividends from net investment
income ($) -- (0.17) (0.15) (0.13) (0.11)
Distributions from capital gains
($) (2.27) (0.33) (0.63) (1.99) (2.74)
------ ------ ------ ------ ------
TOTAL DISTRIBUTIONS ($) (2.27) (0.50) (0.78) (2.12) (2.85)
------ ------ ------ ------ ------
NET ASSET VALUE, END OF YEAR ($) 12.48 14.27 17.03 19.66 21.65
====== ====== ====== ====== ======
Total return (%)(2) 1.41 18.83 25.66 31.19 27.90
RATIOS/SUPPLEMENTAL DATA
- -----------------------------------------------------------------------------------
Net assets at end of year
($ thousands) 32,991 50,503 70,177 83,999 103,046
Expense ratio (%)* 1.00 1.00 1.00 1.00 1.00
Ratio of net investment income (loss)
to average net assets (%)* 0.59 1.09 1.06 0.77 0.55
Portfolio turnover rate (%) 62.93 47.93 44.44 88.07 81.53
*Reflects voluntary reduction of
expenses per share of these amounts
($) 0.06 0.06 0.03 0.03 0.01
</TABLE>
[footnote text]
(1) Per-share figures have been calculated using the average shares method.
(2) Does not reflect any front-end or contingent deferred sales charge. Total
return would be lower if the distributor and its affiliates had not
voluntarily reduced the fund's expenses.
[end footnote text]
<PAGE>
29
-----
[Greek column graphic]
The Board of Trustees is responsible for the operation of the fund. They
establish the fund's major policies, review investments, and provide guidance to
the investment manager and others who provide services to the fund. The Trustees
have diverse backgrounds and substantial experience in business and other areas.
[sidebar text]
BOARD OF TRUSTEES
- ---------------------------------------------------------------------------
RALPH F. VERNI
Chairman of the Board, President,
Chief Executive Officer and Director,
State Street Research & Management
Company
BRUCE R. BOND
President, Chief Executive Officer
and Director,
PictureTel Corporation
STEVE A. GARBAN
Former Senior Vice President for Finance
and Operations and Treasurer,
The Pennsylvania State University
MALCOLM T. HOPKINS
Former Vice Chairman of the Board
and Chief Financial Officer,
St. Regis Corp.
EDWARD M. LAMONT
Formerly in banking, (with an affiliate of
J.P. Morgan & Co. in New York); presently
engaged in private investments and civic
affairs
ROBERT A. LAWRENCE
Former Partner, Saltonstall & Co.
DEAN O. MORTON
Former Executive Vice President,
Chief Operating Officer and Director,
Hewlett-Packard Company
TOBY ROSENBLATT
President,The Glen Ellen Company
Vice President, Founders Investments Ltd.
MICHAEL S. SCOTT MORTON
Jay W. Forrester Professor of
Management, Sloan School of
Management, Massachusetts
Institute of Technology
[end sidebar text]
<PAGE>
[back cover]
FOR ADDITIONAL INFORMATION
- -------------------------------------------------------------------------------
[sidebar text]
If you have questions about the fund or would like to request a free copy of the
current annual/semiannual report or SAI, contact State Street Research or your
financial professional.
[logo] STATE STREET RESEARCH
Service Center
P.O. Box 8408, Boston, MA 02266
Telephone: 1-800-562-0032
Internet: www.ssrfunds.com
You can also obtain information about the fund, including the SAI and certain
other fund documents, on the Internet at www.sec.gov, in person at the SEC's
Public Reference Room in Washington, DC (telephone 1-800-SEC-0330) or by mail by
sending your request, along with a duplicating fee, to the SEC's Public
Reference Section, Washington, DC 20549-6009.
prospectus
- ----------------------------------
SEC File Number: 811-4624
[end sidebar text]
You can find additional information on the fund's structure and its performance
in the following documents:
ANNUAL/SEMIANNUAL REPORTS While the prospectus describes the fund's potential
investments, these reports detail the fund's actual investments as of the report
date. Reports include a discussion by fund management of recent economic and
market trends and fund performance. The annual report also includes the report
of the fund's independent accountants.
STATEMENT OF ADDITIONAL INFORMATION (SAI) A supplement to the prospectus,
the SAI contains further information about the fund and its investment
limitations and policies. A current SAI for this fund is on file with the
Securities and Exchange Commission and is incorporated by reference (is legally
part of this prospectus).
<TABLE>
<CAPTION>
TICKER SYMBOLS
- --------------------
<S> <C>
Class A SSAVX
Class B(1) (proposed) SSVPX
Class B SSBIX
Class C SSDVX
Class S SSVCX
</TABLE>
EIV-230F-1198
Control Number: (exp1199)SSR-LD