U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 24F-2
Annual Notice of Securities Sold
Pursuant to Rule 24f-2
Read instructions at end of Form before preparing Form.
Please print or type
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1. Name and address of issuer:
MetLife-State Street Financial Trust
One Financial Center
Boston, MA 02111
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2. Name of each series or class of funds for which this notice is filed:
State Street Research Government Income Fund
State Street Research Strategic Portfolios: Moderate
State Street Research Strategic Portfolios: Aggressive
State Street Research Strategic Portfolios: Conservative
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3. Investment Company Act File Number: 811-4911
Securities Act File Number: 33-10327
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4. Last day of fiscal year for which this notice is filed: October 31, 1995
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5. Check box if this notice is being filed more than 180 days after the close
of the issuer's fiscal year for purposes of reporting securities sold
after the close of the fiscal year but before termination of the issuers'
24f-2 declaration:
[ ]
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6. Date of termination of issuer's declaration under rule 24f-2(a)(1), if
applicable (see instruction A.6):
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7. Number and amount of securities of the same class or series which had been
registered under the Securities Act of 1933 other than pursuant to rule
24f-2 in a prior fiscal year, but which remained unsold at the beginning
of the fiscal year:
State Street Research Government Income Fund shares 0
State Street Research Strategic Portfolios: Moderate shares 0
State Street Research Strategic Portfolios: Aggressive shares 0
State Street Research Strategic Portfolios: Conservative shares 0
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8. Number and amount of securities registered during the fiscal year other
than pursuant to rule 24f-2:
State Street Research Government Income Fund shares 0
State Street Research Strategic Portfolios: Moderate shares 0
State Street Research Strategic Portfolios: Aggressive shares 0
State Street Research Strategic Portfolios: Conservative shares 0
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9. Number and aggregate sale price of securities sold during the fiscal
year:
Number of securities sold:
State Street Research Government Income Fund shares 13,089,980
State Street Research Strategic Portfolios: Moderate shares 1,120,799
State Street Research Strategic Portfolios: Aggressive shares 1,924,870
State Street Research Strategic Portfolios: Conservative shares 164,848
Aggregate sale price of securities sold:
State Street Research Government Income Fund shares $160,905,446
State Street Research Strategic Portfolios: Moderate shares 10,791,980
State Street Research Strategic Portfolios: Aggressive shares 18,027,143
State Street Research Strategic Portfolios: Conservative
shares 1,608,580
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$191,333,149
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<PAGE>
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10. Number and aggregate sale price of securities sold during the fiscal year
in reliance upon registration pursuant to rule 24f-2:
Number of securities sold:
State Street Research Government Income Fund shares 13,089,980
State Street Research Strategic Portfolios: Moderate shares 1,120,799
State Street Research Strategic Portfolios: Aggressive shares 1,924,870
State Street Research Strategic Portfolios: Conservative shares 164,848
Aggregate sale price of securities sold:
State Street Research Government Income Fund shares $160,905,446
State Street Research Strategic Portfolios: Moderate shares 10,791,980
State Street Research Strategic Portfolios: Aggressive shares 18,027,143
State Street Research Strategic Portfolios: Conservative
shares 1,608,580
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$191,333,149
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11. Number and aggregate sale price of securities issued during the fiscal
year in connection with dividend reinvestment plans, if applicable (see
instruction B.7):
Number of securities issued:
State Street Research Government Income Fund shares 2,166,994
State Street Research Strategic Portfolios: Moderate shares 24,757
State Street Research Strategic Portfolios: Aggressive shares 3,000
State Street Research Strategic Portfolios: Conservative shares 3,527
Aggregate sale price of securities issued:
State Street Research Government Income Fund shares $26,405,657
State Street Research Strategic Portfolios: Moderate shares 236,847
State Street Research Strategic Portfolios: Aggressive shares 31,088
State Street Research Strategic Portfolios: Conservative
shares 35,611
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$26,709,203
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12. Calculation of registration fee:
(i) Aggregate sale price of securities sold during
the fiscal year in reliance on rule 24f-2 (from
Item 10): $191,333,149
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(ii) Aggregate price of shares issued in connection
with dividend reinvestment plans (from Item 11,
if applicable): + 26,709,203
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(iii) Aggregate price of shares redeemed or
repurchased during the fiscal year (if
applicable): -201,094,764
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(iv) Aggregate price of shares redeemed or
repurchased and previously applied as a
reduction to filing fees pursuant to
rule 24e-2 (if applicable): + 0
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(v) Net aggregate price of securities sold and
issued during the fiscal year in reliance on
rule 24f-2 [line (i), plus line (ii), less line
(iii), plus line (iv) (if applicable): 16,947,588
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(vi) Multiplier prescribed by Section 6(b) of the
Securities Act of 1933 or other applicable law
or regulation (see Instruction C.6): x 1/2900
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(vii) Fee due [line (i) or line (v) multiplied
by line (vi)] $ 5,844
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Instruction: Issuers should complete lines (ii), (iii), (iv), and (v) only if
the form is being filed within 60 days after the close of the
issuer's fiscal year. See Instruction C.3.
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13. Check box if fees are being remitted to the Commission's lockbox
depository as described in section 3a of the Commission's Rules of
Informal and Other Procedures (17 CFR 202.3a).
[X]
Date of mailing or wire transfer of filing fees to the Commission's
lockbox depository:
December 19, 1995
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SIGNATURES
This report has been signed below by the following persons on behalf of
the issuer and in the capacities and on the dates indicated.
By (Signature and Title)* /s/ Amy L. Simmons
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Amy L. Simmons, Assistant Secretary
Date December 21, 1995
*Please print the name and title of the signing officer below the signature.
<PAGE>
[Goodwin, Procter & Hoar Letterhead]
December 21, 1995
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Rule 24f-2 Notice for MetLife - State Street Financial Trust
Securities Act of 1933 Registration No. 33-10327
Investment Company Act of 1940 File No. 811-4911
Gentlemen:
As counsel to MetLife - State Street Financial Trust (the "Trust"), we have
been requested to render this opinion in connection with the filing by the Trust
of a Rule 24f-2 Notice with respect to its fiscal year ended October 31, 1995.
Reference is made to paragraph 10 of such Notice wherein the Trust reports
the number of shares (the "Shares") representing interests in the State Street
Research Government Income Fund, State Street Research Strategic Portfolios:
Conservative, State Street Research Strategic Portfolios: Moderate and State
Street Research Strategic Portfolios: Aggressive series of the Trust sold during
the fiscal year ended October 31, 1995, in reliance upon Rule 24f-2 under the
Investment Company Act of 1940, as amended.
We have examined the Trust's First Amended and Restated Master Trust
Agreement dated June 1, 1993, as amended, the By-Laws of the Trust, as amended,
the Rule 24f-2 Notice of the Trust dated December 21, 1995, certain resolutions
adopted by the Trustees of the Trust, and such other documents as we deemed
necessary for purposes of this opinion.
We are attorneys admitted to practice in The Commonwealth of Massachusetts.
We express no opinion concerning the laws of any jurisdiction other than the
laws of The Commonwealth of Massachusetts.
Based upon the foregoing, and assuming that all of the Shares were sold,
issued and paid for in accordance with the terms of the applicable Prospectus
and Statement of Additional Information contained in the Trust's Registration
Statement on Form N-1A in effect at the time of sale, in our opinion the shares
were legally issued and fully paid and non-assessable by the Trust.
Very truly yours,
/s/ Goodwin, Procter & Hoar
GOODWIN, PROCTER & HOAR
