[LOGO] State Street Research
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Supplement No. 1 Prospectus
dated May 1, 2000 to dated For
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March 1, 2000 State Street Research Government Income Fund
State Street Research Strategic Income Plus Fund
State Street Research International Equity Fund
March 20, 2000 State Street Research Mid-Cap Growth Fund
Supplement No. 2
Dated May 1, 2000 December 12, 1999 State Street Research Health Sciences Fund
(supplanting Supplement No. 1
dated February 1, 2000) to
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February 1, 2000 State Street Research Emerging Growth Fund
State Street Research Aurora Fund
Supplement No. 2
Dated May 1, 2000
(supplanting Supplement No. 1
dated November 18, 1999) to
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July 1, 1999 State Street Research IntelliQuant Portfolios:
Small-Cap Value
July 15, 1999 State Street Research High Income Fund
September 1, 1999 State Street Research Galileo Fund
State Street Research Legacy Fund
State Street Research Strategic Income Fund
November 1, 1999 State Street Research Alpha Fund
State Street Research Argo Fund
State Street Research Global Resources Fund
State Street Research Athletes Fund
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Rule 12b-1 Plan for Class A Shares
The fund's Rule 12b-1 plan of distribution has been amended to allow the fund to
increase its Rule 12b-1 fees on Class A shares. These fees are used to pay for
service, distribution and marketing expenses related to Class A shares of the
fund. The fee, formerly 25 basis points (0.25% or .0025), has been increased to
30 basis points (0.30% or .0030) of the net assets attributable to Class A
shares. The fund's Trustees may increase the current fees for Class A shares at
any time, provided that the fees do not exceed a maximum of 40 basis points
(0.40% or .0040).
Accordingly, the table captioned "Annual Fund Operating Expenses" under the
heading "Investor Expenses" in the prospectus is hereby amended as follows for
Class A shares:
CLASS A
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Service/distribution (12b-1) fees 0.30%**
**The Trustees may increase the current fee shown for Class A shares at any
time, provided that the fees do not exceed a maximum of 0.40%.
Also, the figure shown in the table as "Total annual fund operating expenses"
for Class A shares should be increased by 5 basis points (0.05%). This increased
level of operating expenses should be taken into consideration when using the
Example at the bottom of the table to compare the costs of the fund with other
funds.
In addition, the third bullet point under the caption "Class A -- Front Load"
under the heading "Your Investment" in the prospectus is hereby amended as
follows:
* Lower annual expenses than Class B(1) or Class C shares because of lower
service/distribution (12b-1) fee of up to 0.40%
SSR-1457-0400
Control Number:(exp0301)SSR-LD
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Supplement No. 1 dated May 1, 2000
to
Statement of Additional Information dated
July 1, 1999
for
State Street Research IntelliQuant Portfolios: Small-Cap Value
A Series of State Street Research Financial Trust
Purchase and Redemption of Shares
The table under the caption "Purchase and Redemption of Shares" at page 30
of the Statement of Additional Information ("SAI") is revised, in part, as
follows with respect to Class A shares:
Class A
-------
Rule 12b-1 Distribution
Fee
Paid by Fund to Up to 0.15%
Distributor each year
Paid by Distributor Up to 0.15%
to Financial each year
Professional
Distribution of Shares of the Fund
The seventh paragraph under the caption "Distribution of Shares of the
Fund" at page 50 of the SAI is revised in its entirety as follows:
"The Fund has adopted a Rule 12b-1 Plan (the "Distribution Plan").
Under the Distribution Plan, the Fund may engage, directly or indirectly,
in financing any activities primarily intended to result in the sale of
shares of the Fund. Under the Distribution Plan, the Fund shall pay the
Distributor a service fee at the end of each month at the annual rate of
0.25% on the average daily net assets attributable to the Class A, Class
B(1), Class B and Class C shares to compensate the Distributor and any
securities firms or other third parties who render personal services to
and/or maintain shareholder accounts for the shareholders of the respective
class. The Fund also shall pay the Distributor a distribution fee under the
Distribution Plan at the end of each month at the annual rate of (i) up to
0.15% on the average daily net assets of Class A shares, and (ii) 0.75% of
average daily net assets attributable to the Class B(1), Class B
CONTROL NUMBER: (exp0700)SSR-LD SSR-________________
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and Class C shares to compensate the Distributor for services provided and
expenses incurred by it in connection with sales, promotional and marketing
activities relating to the respective class. Any amounts not used in this
manner may be retained by the Distributor as compensation. To the extent
that any payments made by the Fund to the Distributor or the Investment
Manager, including payment of investment management fees, should be deemed
to be an indirect financing of any activity primarily resulting in the sale
of shares of the Fund within the scope of Rule 12b-1 under the 1940 Act,
then such payments shall be deemed to be authorized by the Distribution
Plan. Payments to the Distributor or to dealers funded under the
Distribution Plan may be discontinued at any time."
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Supplement No. 1 Dated May 1, 2000 to
Statement of Additional
Information dated For
November 1, 1999 State Street Research Argo Fund
State Street Research Alpha Fund
State Street Research Global Resources Fund
State Street Research Athletes Fund
Series of State Street Research Equity Trust
February 1, 2000 State Street Research Emerging Growth Fund
State Street Research Aurora Fund
Series of State Street Research Capital Trust
March 20, 2000 State Street Research Mid-Cap Growth Fund
A series of State Street Research Capital Trust
September 1, 1999 State Street Research Strategic Income Fund
State Street Research Galileo Fund
State Street Research Legacy Fund
Series of State Street Research Securities Trust
December 12, 1999 State Street Research Health Sciences Fund
A series of State Street Research Financial Trust
Rule 12b-1 Fees
The first paragraph under the caption "Rule 12b-1 Fees" in the Statement of
Additional Information ("SAI") is hereby revised in its entirety as follows:
"The Fund has adopted plans of distribution pursuant to Rule 12b-1
under the 1940 Act ("Distribution Plan(s)"). Under the Distribution Plans,
the Fund may engage, directly or indirectly, in financing any activities
primarily intended to result in the sale of shares of the Fund. Under the
Distribution Plans, the Fund provides the Distributor with a service fee at
an annual rate of 0.25% on the average daily net assets of Class A, Class
B(1), Class B and Class C shares. The Fund also provides a distribution fee
at an annual rate of (i) up to 0.15% on the average daily net assets of
Class A shares, and (ii) 0.75% on the average daily net assets of Class
B(1), Class B and Class C shares. The service and distribution fees are
used to cover personal services and/or the maintenance of shareholder
accounts provided by the Distributor, brokers, dealers, financial
professionals or others, and sales, promotional and marketing activities
relating to the respective classes."
CONTROL NUMBER: (exp0201)SSR-LD SSR-________________
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Purchase and Redemption of Shares
The table under the caption "Purchase and Redemption of Shares" in the SAI
is revised, in part, as follows with respect to Class A shares:
Class A
-------
Rule 12b-1 Distribution
Fee
Paid by Fund to Up to 0.15%
Distributor each year
Paid by Distributor Up to 0.15%
to Financial each year
Professional
STATE STREET RESEARCH AURORA FUND ONLY
Purchase and Redemption of Shares --
Conversion of Class B(1) and Class B Shares to Class A Shares
A new section captioned "Conversion of Class B(1) and Class B Shares to
Class A Shares" is hereby added to Section I of the SAI at page I, 1-23:
P. Conversion of Class B(1) and Class B Shares to Class A Shares
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The section captioned "Conversion of Class B(1) and Class B Shares to
Class A Shares" in Section II of this SAI is revised by adding the
following sentence to the end of the paragraph for the Aurora Fund:
"Class B(1) and Class B shares will convert after eight years to
either (1) Class A shares with a maximum 12b-1 fee of 0.40% or (2) an
equivalent class with a maximum 12b-1 fee of 0.25%, as determined by a
shareholder vote in progress. For current information, please call
State Street Research Service Center at 1-800-562-0032."
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STATE STREET RESEARCH GLOBAL RESOURCES FUND ONLY
Purchase and Redemption of Shares --
Conversion of Class B(1) and Class B Shares to Class A Shares
A new section captioned "Conversion of Class B(1) and Class B Shares to
Class A Shares" is hereby added to Section I of the SAI at page II, 3-11:
P. Conversion of Class B(1) and Class B Shares to Class A Shares
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The section captioned "Conversion of Class B(1) and Class B Shares to
Class A Shares" in Section III of this SAI is revised by adding the
following sentence to the end of the paragraph for the Global Resources
Fund:
"Class B shares will convert after eight years to either (1) Class A
shares with a maximum 12b-1 fee of 0.40% or (2) an equivalent class
with a maximum 12b-1 fee of 0.25%, as determined by a shareholder vote
in progress. For current information, please call State Street
Research Service Center at 1-800-562-0032."
STATE STREET RESEARCH LEGACY FUND ONLY
Distribution of Fund Shares -- Plan(s) of Distribution Pursuant to Rule 12b-1
The following sentence is added to the end of the first paragraph under the
caption "Plan(s) of Distribution Pursuant to Rule 12b-1" at page III-53 of the
SAI:
"The Distributor may also voluntarily waive receipt of payments from the Fund
from time to time."
