As filed with the Securities and Exchange
Commission on December 23 , 1998
Registration No. 2-11147 811-653 ------------
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SECURITIES AND EXCHANGE
COMMISSION
WASHINGTON, D.C. 20549 ----------------
FORM N-1A
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REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933 / X /
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Pre-Effective Amendment No. / /
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Post-Effective Amendment
No. 90 / X /
and ----
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REGISTRATION STATEMENT
UNDER THE INVESTMENT COMPANY / X / ACT OF
1940 ----
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Amendment No. 25 / X /
(Check appropriate box or boxes) ----
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PUTNAM INCOME FUND
(Exact name of registrant as specified in
charter)
One Post Office Square,
Boston, Massachusetts 02109 (Address of principal
executive offices)
Registrant's Telephone
Number, including Area Code (617) 292-1000 -------
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It is proposed that this filing will become
effective
(check appropriate box)
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/ / immediately upon
filing pursuant to paragraph (b )
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/ / on (date) pursuant to
paragraph (b)
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/ / 60 days after filing
pursuant to paragraph (a)(1) ----
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/ X / on February 28, 1999
pursuant to paragraph (a)(1)
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/ / 75 days after filing
pursuant to paragraph (a)(2) ----
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/ / on (date) pursuant to
paragraph (a)(2) of Rule 48
5.
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If appropriate, check the following box:
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/ / this post-effective
amendment designates a new
- ---- effective date for a
previously filed post-effective amendment.
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JOHN R. VERANI, Vice President
PUTNAM INCOME FUND
One Post Office Square Boston, Massachusetts
02109 (Name and address of agent for service)
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Copy to:
JOHN W. GERSTMAYR, Esquire ROPES & GRAY
One International Place
Boston,
Massachusetts 02110
Prospectus
FEBRUARY 28,
1999
PUTNAM INCOME FUND CLASS A, B AND M
SHARES
INVESTMENT CATEGORY: INCOME
This prospectus explains what you should
know about this mutual fund before you
invest. Please read it carefully.
Putnam Investment Management, Inc.
(Putnam Management), which has managed
mutual funds since 1937, manages the
fund.
These securities have not been approved
or disapproved by the Securities and
Exchange Commission nor has the
Commission passed upon the accuracy or
adequacy of this prospectus. Any
statement to the contrary is a crime.
CONTENTS
[ ] Fund summary
[ ] Goal
[ ] Main investment strategies
[ ] Main risks
[ ] Performance information
[ ] Fees and expenses
[ ] What are the fund's main investment
strategies and related risks?
[ ] Who manages the fund?
[ ] How does the fund price its shares?
[ ] How do I buy fund shares?
[ ] How do I sell fund shares?
[ ] How do I exchange fund shares?
[ ] Fund distributions and taxes
[ ] Financial highlights
[PUTNAM TO
SUPPLY LOGO]
Fund summary
GOAL
The fund seeks high current income
consistent with what Putnam Management
believes to be prudent risk. MAIN
INVESTMENT STRATEGIES-CORPORATE AND
GOVERNMENT FIXED-INCOME SECURITIES
The fund will normally invest mostly in
bonds and other debt securities, and, to
a lesser degree, in preferred stocks.
These investments are commonly known as
fixed-income securities. The fund
invests in a full range of fixed-income
securities, such as:
(CORPORATE BONDS AND NOTES, INCLUDING
BOTH INVESTMENT GRADE AND HIGH-YIELDING,
LOWER-RATED, HIGHER-RISK SECURITIES OF
U.S. AND FOREIGN ISSUERS ("JUNK BONDS"),
(U. S. GOVERNMENT SECURITIES, INCLUDING
DEBT OBLIGATIONS OF THE U.S. GOVERNMENT,
ITS AGENCIES AND INSTRUMENTALITIES, AND
( FOREIGN GOVERNMENT SECURITIES,
INCLUDING DEBT OBLIGATIONS OF FOREIGN
GOVERNMENTS, THEIR AGENCIES AND
INSTRUMENTALITIES.
The fund invests significantly in
mortgage participation certificates
guaranteed by the Government National
Mortgage Association (GNMA, commonly
known as "Ginnie Mae"), in Federal
Housing Administration debentures, for
which the U.S. Treasury unconditionally
guarantees payment of principal and
interest. The fund also may invest in
Federal National Mortgage Association
(FNMA, commonly known as "Fannie Mae")
bonds and Federal Home Loan Bank debt,
which are supported only by the credit
of the federal agency. Collectively,
these investments are commonly known as
mortgage-backed securities. The fund
may also invest in other types of
mortgage-backed securities, such as
collateralized mortgage obligations
(CMOs) and stripped mortgage-backed
securities (strips), as well as mortgage-
backed securities that are privately
issued and not supported by the credit
of any government agency.
MAIN RISKS
The main risks that could adversely
affect the value of this fund's shares
and the total return on your investment
include
* The risk that movements in the
securities markets will reduce the value
of the fund's investments.
* The risk that rising interest rates
will cause the value of the fund's debt
investments to fall. Interest rate risk
is highest for investments with long
maturities.
* The risk that the companies whose debt
the fund purchases will fail to make
timely payments of interest and
principal. This credit risk is higher
for corporate debt than for U.S.
government debt and is higher still for
debt of below investment-grade quality.
BECAUSE THE FUND INVESTS IN JUNK BONDS
THIS RISK IS HEIGHTENED FOR THE FUND.
INVESTORS SHOULD CAREFULLY CONSIDER THE
RISKS ASSOCIATED WITH AN INVESTMENT IN
THE FUND.
* The risk that mortgagors who are
repaying mortgages underlying the fund's
investments will fail to make timely
payments of interest or will default.
This risk is greater for the fund's
investments that are not backed by the
full faith and credit of the U.S.
government.
* The risk that mortgages underlying the
fund's investments may be prepaid faster
than expected during periods of falling
interest rates. This might force the
fund to reinvest the proceeds from
prepayments in investments offering a
lower yield. With respect to these
investments, the fund therefore might
not benefit from
any increase in value as a result of
declining interest rates. Similarly,
rising interest rates may reduce the
rate of prepayments. This would
effectively extend the fund's maturity
and increase its interest rate risk at
times when that is least desirable -
during periods of rising interest rates.
You can lose money by investing in the
fund. The fund may not achieve its
goals, and is not intended as a complete
investment program. An investment in the
fund is NOT a deposit of a bank and is
not insured or guaranteed by the Federal
Deposit Insurance Corporation or any
other government agency.
PERFORMANCE INFORMATION
The following information provides some
indication of the fund's risks. The
chart shows year-to-year changes in the
performance of one of the fund's classes
of shares, class A shares. The table
following the chart compares the fund's
performance to that of a broad measure
of market performance. Of course, the
fund's past performance is not an
indication of future performance.
CALENDAR YEAR TOTAL RETURNS FOR CLASS A
SHARES
(Bar Chart)
1989 12.17
1990 4.35
1991 18.35
1992 9.79
1993 11.95
1994 -3.29
1995 19.81
1996 4.04
1997 8.40
1998 [ ]
Performance figures in the bar chart do
not reflect the impact of sales charges.
If they did, performance would be less
than that shown. During the periods
shown in the bar chart, the highest
return for a quarter was [ ]% (quarter
ending [ / / ]) and the lowest return
for a quarter was [ ]% (quarter
ending [ / / ]).
AVERAGE ANNUAL TOTAL RETURNS (for
periods ending 12/31/98)
PAST PAST PAST
1 YEAR 5 YEARS 10 YEARS
CLASS A % % %
CLASS B % % %
CLASS M % % %
LEHMAN BROTHERS AGGREGATE BOND INDEX
% % %
Unlike the bar chart, this performance
information reflects the impact of sales
charges. Class A and class M share
performance reflects the current maximum
initial sales charges; class B
performance reflects the maximum
applicable deferred sales charge if
shares had been redeemed on 12/31/98.
For periods before the inception of
class B shares (3/1/93) and class M
shares (12/14/94), performance
information shown for those classes is
based on the performance of the fund's
class A shares, adjusted to reflect the
appropriate sales charge (in the table)
and the higher 12b-1 fees paid by class
B and class M shares. The fund's
performance is compared to the Lehman
Brothers
Aggregate Bond Index, an unmanaged index
of investmentgrade bonds.
FEES AND EXPENSES
This table summarizes the fees and
expenses you may
pay if you invest in the fund. Expenses
are based on the fund's last fiscal
year.
SHAREHOLDER FEES (FEES PAID DIRECTLY
FROM YOUR INVESTMENT)
CLASS A CLASS B CLASS M
Maximum sales charge (load) imposed
on purchases (as a percentage of
the offering price) 4.75%
NONE* 3.25%*
Maximum deferred sales charge (load)
(as a percentage of the original
purchase price or redemption
proceeds, whichever is lower)
NONE** 5.00%
NONE
ANNUAL FUND OPERATING EXPENSES
(expenses that are deducted from fund
assets)
Total
annual fund
Management 12b-1 Other
operating fees fees expenses
expenses
Class A 0.50% 0.25% 0.27%
1.02% Class B 0.50% 1.00%
0.27% 1.77% Class M 0.50%
0.50% 0.27% 1.27%
* The higher 12b-1 fees borne by class
B and class
M shares may
cause long-term class B and class M
shareholders to pay more than the total
sales charges paid by class A
shareholders.
** A deferred sales charge of up to 1%
may be
imposed on certain
redemptions of class A shares bought
without an initial sales charge.
EXAMPLE
This example translates the "total annual
fund operating expenses" shown in the
preceding table into dollar amounts. By
doing this, you can more easily compare
the cost of investing in the fund to the
cost of investing in other mutual funds.
The example makes certain assumptions.
It assumes that you invest $10,000 in the
fund for the time periods shown and then,
except as shown for class B shares,
redeem all your shares at the end of
those periods. It also assumes a 5%
return on your investment each year and
that the fund's operating expenses remain
the same. The example is hypothetical;
your actual costs and returns may be
higher or lower.
1 YEAR 3 YEARS 5 YEARS 10
YEARS
CLASS A $574 $784 $1,011 $1,664
CLASS B $680 $857 $1,159 $1,886*
CLASS B
(no redemption) $180 $557 $959 $1,886*
CLASS M $450 $715 $999 $1,809
* Reflects the conversion of class B
shares to
class A shares,
which pay lower 12b-1 fees. Conversion
occurs no more than eight years after
purchase.
WHAT ARE THE FUND'S MAIN INVESTMENT
STRATEGIES AND RELATED RISKS?
Any investment carries with it some level
of risk that generally reflects its
potential for reward. The fund pursues its
goal by investing mainly in fixed-income
securities. Putnam Management will
consider, among other things, credit,
interest rate and prepayment risks as well
as general market conditions when deciding
whether to buy or sell investments. The
fund invests in: * CORPORATE OBLIGATIONS.
These investments include,
* investment grade and high-yielding, lower-
rated, higher-risk U.S. and foreign
corporate fixed-income securities, rated at
the time of purchase at least B
(or its equivalent) by a nationally
recognized securities rating agency, or if
unrated, of comparable quality.
* U.S. GOVERNMENT AND AGENCY OBLIGATIONS.
These investments include,
* U.S. Treasury bills, notes and bonds.
The U.S. Treasury issues these obligations.
* Obligations guaranteed by the U.S.
Treasury. These include obligations issued
or guaranteed by certain agencies and
instrumentalities of the U.S. government
that are backed by the full faith and
credit of the U.S.government, such as
Ginnie Mae mortgage participation
certificates and Federal Housing
Administration debentures.
* Obligations guaranteed by a federal
agency or governmentsponsored entity.
These include obligations issued or
guaranteed by certain agencies and
government-sponsored entities that are
supported only by the credit of such agency
or entity, such as Fannie Mae bonds and
Federal Home Loan Bank debt.
Ginnie Mae mortgage participation
certificates, Federal Housing
Administration debentures, Fannie Mae bonds
and Federal Home Loan Bank debt are
commonly known as mortgage-backed
securities. Mortgage-backed securities
represent participations in, or are secured
by, mortgage loans. The fund may also
invest in other mortgage-backed securities
including CMOs and strips. CMOs are issued
with a number of classes (sometimes called
series) that have different maturities and
may represent interests in some or all of
the interest or principal in the
underlying mortgage pool. Strips usually
have two classes, which receive different
portions of payments of either interest
(the interestonly, or "IO"class) or
principal (the principal-only or "PO"
class) of underlying mortgages. The fund
may buy both IOs and POs.
* PRIVATELY ISSUED MORTGAGE-BACKED
SECURITIES. These investments include
* mortgage-backed securities, including
CMOs and strips, that are issued by private
issuers and represent an interest in or are
secured by mortgage loans or mortgage-
backed securities without a government
guarantee.
* OBLIGATIONS OF FOREIGN GOVERNMENTS, THEIR
AGENCIES AND INSTRUMENTALITIES
A description of the risks associated with
the fund's main investment strategies
follows.
* FIXED-INCOME INVESTMENTS. The value of a
fixedincome investment may fall as a result
of factors directly relating to the issuer
of the security, such as decisions made by
its management or a reduction in its credit
rating. An investment's value may also
fall because of factors such as increases
in production costs that affect not just
the issuer, but other issuers. The value
of an investment may also be affected by
general changes in financial market
conditions, such as changing interest rates
or currency exchange rates.
* INTEREST RATE RISK. The values of fixed
income investments usually rise and fall in
response to changes in interest rates.
Declining interest rates will generally
raise the value of existing fixedincome
investments, and rising interest rates will
generally lower the value of existing fixed-
income investments. Changes in the values
of fixed income investments usually will
not affect the amount of
income the fund receives from them, but
will affect the value of the fund's shares.
Interest rate risk is often greater for
investments with longer maturities and the
fund expects that its portfolio will
normally be weighted towards longer
maturities.
* CREDIT RISK. Investors normally expect
to be compensated in proportion to the risk
they are assuming. Thus, fixed income
investments of companies with relatively
weaker credit prospects usually offer
higher yields than those of companies with
better credit prospects. Higher-rated
investments generally offer lower credit
risk, but not necessarily lower interest
rate risk. The value of a higher-rated
investment still fluctuates in response to
changes in interest rates.
The fund may invest substantially in debt
investments rated, at the time of purchase,
as low as B (or its equivalent) by a
nationally recognized securities rating
agency, and unrated investments that Putnam
Management determines are of comparable
quality. The fund will not necessarily sell
an investment if its rating is reduced.
Securities rated B (and comparable unrated
securities) are predominately speculative
and have large uncertainties or major
exposures to adverse business, financial,
or economic conditions. Securities rated
lower than Baa or BBB (and comparable
unrated securities) are sometimes referred
to as "junk bonds."
Although Putnam Management considers credit
ratings in making investment decisions, it
performs its own investment analysis and
does not rely only on ratings assigned by
the rating agencies. When the fund buys
debt of a company with poor credit
prospects, the achievement of the fund's
goals depends more on Putnam Management's
ability than would be the case if the fund
were buying debt of a company with better
credit prospects.
* Although U.S. government investments are
generally considered to have the least
credit risk---the risk that the issuer will
fail to make timely payments of interest
and principal---they are not completely
free of credit risk. While certain U.S.
government securities, such as U.S.
Treasury obligations and Ginnie Mae
certificates, are backed by the full faith
and credit of the U.S. government, other
securities in which the fund may invest are
subject to varying degrees of risk. These
risk factors include the creditworthiness
of the issuer and, in the case of
mortgagebacked securities, the ability of
the underlying mortgagors or other
borrowers to meet their obligations. In
addition, the values of these investments
will still fluctuate in response to changes
in interest rates. Because of their added
safety, the yields available from U.S.
government securities are generally lower
than the yields available from comparable
corporate debt securities.
* PREPAYMENT RISK. Certain securities held
by the fund may permit the issuer at its
option to "call," or redeem, its
securities. If an issuer were to redeem
securities held by the fund during a time
of declining interest rates, the fund may
not be able to reinvest the proceeds in
securities providing the same investment
return as the securities redeemed.
* MORTGAGE-BACKED SECURITIES. The fund
may buy
mortgage-backed investments, including CMOs
and strips.
Traditional debt investments typically
pay a fixed rate of interest until
maturity, when the entire principal amount
is due. By contrast, payments on mortgage-
backed investments typically include both
interest and a partial payment of
principal. Principal may also be prepaid
voluntarily, or as a result of refinancing
or foreclosure. The fund may have to invest
the proceeds from prepaid investments under
less attractive terms and at lower yields.
Prepayments are particularly common during
periods of declining interest rates, when
property owners seek to refinance their
mortgages at more favorable terms; the
reverse is true during periods of rising
interest rates.
Mortgage-backed investments are therefore
less likely to increase in value during
periods of declining interest rates than
other debt of comparable maturities. In
addition, they have a higher risk of
decline in value during periods of rising
interest rates because declining prepayment
rates effectively increase the average
maturity of the fund's investments (and,
therefore, its sensitivity to changes in
interest rates) at time when that is
least desirable. These investments can
increase the volatility of the fund.
CMOs represent interests in, or are secured
by, a pool of mortgages. They have a
number of classes that have different
maturities and may relate to different
portions of the interest or principal of
the underlying mortgages. Different
classes may be subject to higher degrees of
interest rate risk, credit risk and/or
prepayment risk.
The yields and values of IOs and POs are
extremely sensitive to changes in interest
rates and in the rate of principal payments
and prepayments on the underlying
mortgages. IOs tend to lose value if the
rate of principal payments and prepayments
increases, while POs tend to lose value if
principal payments and prepayments
decrease. The market for strips is
generally more volatile and limited than
for other mortgage-backed investments,
which may at times make it difficult to buy
or sell strips.
* FOREIGN INVESTMENTS. The fund may invest
without limit in securities of foreign
issuers that are traded in U.S. public
markets. While the fund may also invest in
securities of foreign issuers that are not
traded in U.S. public markets, it does not
expect that such investments will normally
represent more than 20% of its assets,
although they may occasionally exceed this
amount. Foreign investments involve certain
special risks. For example, their values
may drop in response to changes in currency
exchange rates, unfavorable political and
legal developments, unreliable or untimely
information, and economic and financial
instability. In addition, the liquidity of
these investments may be more limited than
domestic investments, which means the fund
may at times be unable to sell them at
desirable prices. Foreign settlement
procedures may also involve additional
risks. These risks are generally greater
in the case
of "emerging markets" that typically have
less developed legal and financial systems.
Certain of these risks may also apply to
some extent to domestic investments that
are denominated in foreign currencies or
that are traded in foreign markets, or to
securities of U.S. companies that have
significant foreign operations.
* DERIVATIVES. The fund may engage in a
variety of transactions using
"derivatives," such as futures, options,
warrants, forwards and swap contracts.
Derivatives are financial instruments whose
value depends upon, or is derived from, the
value of something else, such as one or
more underlying investments, indexes or
currencies. Derivatives may be traded on
organized exchanges, or in individually
negotiated transactions with other parties
(these are known as "over the counter").
The fund may use derivatives both for
hedging and non-hedging purposes.
Derivatives involve special risks and costs
and may result in losses to the fund. The
successful use of derivatives requires
sophisticated management and the fund will
depend on Putnam Management's ability to
analyze and manage derivatives
transactions. The prices of derivatives
may move in unexpected ways, especially in
abnormal market conditions. Some
derivatives are "leveraged" and therefore
may magnify or otherwise increase
investment losses to the fund. The fund's
use of derivatives may also increase the
amount of taxes payable by shareholders.
Other risks arise from the potential
inability to terminate or sell derivatives
positions. A liquid secondary market may
not always exist for the fund's
derivatives positions at any time. In
fact, many overthe-counter instruments will
not be liquid. Overthecounter instruments
also involve the risk that the other party
will not meet its obligations to the fund.
* PREMIUM INVESTMENTS. The fund may invest
in socalled "premium" investments offering
interest rates higher than prevailing
market rates. In addition, during times of
declining interest rates,
many of the fund's investments may offer
interest
rates that are higher than current market
rates, regardless of whether the fund
bought them at a premium. When the fund
holds premium investments, shareholders
are likely to receive higher dividends
(but will bear a greater risk that the
value of the fund's shares will fall) than
they would if the fund held investments
offering current market rates of interest.
Premium investments involve a greater risk
of loss, because their values tend to
decline over time.
Investors may find it useful to compare
the fund's yield, which factors out the
effect of premium securities, with its
current dividend rate, which does not
factor out that effect.
* FREQUENT TRADING. The fund may buy or
sell investments relatively often, which
involves higher brokerage commissions and
other expenses, and may increase the
amount of taxes payable by shareholders. *
OTHER INVESTMENTS. In addition to the main
investment strategies described above, the
fund may also make other types of
investments, such as investments in asset-
backed securities, and equity securities
and therefore may be subject to other
risks, as described in the fund's
statement of additional information (SAI).
* ALTERNATIVE
STRATEGIES. At times Putnam Management may
judge that market conditions make pursuing
the fund's investment strategies
inconsistent with the best interest of its
shareholders. Putnam Management then may
temporarily use alternative strategies,
including investing solely in money market
instruments and obligations of the U.S.
government or its agencies that are mainly
designed to limit the fund's losses.
Although Putnam Management has the
flexibility to use these strategies, it
may choose not to for a variety of
reasons, even in very volatile market
conditions. These strategies may cause the
fund to miss out on investment
opportunities, and may prevent the fund
from achieving its goal.
* CHANGES IN POLICIES. The fund's Trustees
may change the fund's goal, investment
strategies and other policies without
shareholder approval, except as otherwise
indicated.
Who manages the fund?
The fund's Trustees oversee the general
conduct of the fund's business. The
Trustees have retained Putnam Management
to be the fund's investment manager,
responsible for making investment
decisions for the fund and managing the
fund's other affairs and business. The
fund pays Putnam Management a quarterly
management fee for these services based on
the fund's average net assets. The fund
paid Putnam Management a management fee of
0.50% of average net assets for the fund's
last fiscal year. Putnam Management's
address is One Post Office Square, Boston,
MA 02109.
The following officers of Putnam
Management have had primary responsibility
for the day-to-day management of the
fund's portfolio since the years shown
below. Their experience as portfolio
managers or investment analysts over at
least the last five years is also shown.
MANAGER SINCE EXPERIENCE
Kevin M. Cronin 1998 Employed
Managing Director by Putnam
Management since 1997. Prior to February,
1997,
Mr. Cronin employed at MFS
Investment Management.
Krishna K. Memani 1998 Employed
Managing Director by Putnam Management
since 1998. Prior to September, 1998, Mr.
Memani was employed at Morgan Stanley &
Co.
James Prusko 1998 Employed
Senior Vice President by Putnam Management
since 1992.
* YEAR 2000 ISSUES. The fund could be
adversely affected if the computer systems
used by Putnam Management and the fund's
other service providers do not properly
process and calculate daterelated
information relating to the end of this
century and the beginning of the next.
While year 2000-related computer problems
could have a negative effect on the fund,
both in its operations and in its
investments, Putnam Management is working
to avoid such problems and to obtain
assurances from service providers that
they are taking similar steps. No
assurances, though, can be provided that
the fund will not be adversely
impacted by these matters.
How does the fund price its shares?
The price of the fund's shares is based on
its net asset value (NAV). The NAV per
share of each class equals the total value
of its assets, less its liabilities,
divided by the number of its outstanding
shares. Shares are only valued as of the
close of regular trading on the New York
Stock Exchange each day the exchange is
open.
The fund values investments for which
market quotations are readily available at
market value. It values short-term
investments maturing within 60 days at
amortized cost, which approximates market
value. It values all other investments and
assets at their fair value.
The fund translates prices for its
investments quoted in foreign currencies
into U.S. dollars at current exchange
rates. As a result, changes in the value
of those currencies in relation to the
U.S. dollar will affect the fund's NAV.
Because foreign markets may be open at
different times than the New York Stock
Exchange, the value of the fund's shares
may change on days when shareholders are
not able to buy or sell them. If events
materially affecting the values of the
fund's foreign investments occur between
the close of foreign markets and the close
of regular trading on the New York Stock
Exchange, these investments will be valued
at their fair value.
How do I buy fund shares?
You can open a fund account with as little
as $500 and make additional investments at
any time with as little as $50. The fund
sells its shares at the offering price,
which is the NAV plus any applicable sales
charge. Your financial advisor or Putnam
Investor Services generally must receive
your completed buy order before the close
of regular trading on the exchange for
your shares to be bought at that day's
offering price.
You can buy shares
* THROUGH A FINANCIAL ADVISOR Your advisor
will be responsible for furnishing all
necessary documents to Putnam Investor
Services, and may charge you for his or
her services.
* THROUGH SYSTEMATIC INVESTING You can
make regular investments of $25 or more
per month through automatic deductions
from your bank checking or savings
account. Application forms are available
through your advisor or Putnam Investor
Services at 1-800-2251581.
You may also complete an order form and
write a check for the amount you wish to
invest, payable to the fund. Return the
check and completed form to Putnam Mutual
Funds.
The fund may periodically close to new
purchases of shares or refuse any order to
buy shares if the fund determines that
doing so would be in the best interests of
the fund and its shareholders.
WHICH CLASS OF SHARES IS BEST FOR ME?
This prospectus offers you a choice of
three classes of fund shares: A, B, and M.
This allows you to choose among different
types of sales charges and different
levels of ongoing operating expenses, as
illustrated in the "Fees and expenses"
section. The
class of shares that is best for you
depends on a
number of factors, including the amount
you plan to invest and how long you plan
to hold the shares. Here is a summary of
the differences among the classes of
shares:
CLASS A SHARES
* Initial sales charge of up to 4.75%
* Lower sales charge for investments of
$50,000 or more
* No deferred sales charge (except on
certain redemptions of shares bought
without an initial sales charge)
* Lower annual expenses, and higher
dividends, than class B or M shares
because of lower 12b-1 fee
CLASS B SHARES
* No initial sales charge; your entire
investment goes to work for you
* Deferred sales charge of up to 5% if you
sell shares within 6 years after you
bought them
* Higher annual expenses, and lower
dividends, than class A or M shares
because of higher 12b-1 fee
* Convert automatically to class A shares
after about 8 years, reducing the future
12b-1 fee (may convert sooner in some
cases)
* Orders for class B shares for more than
$250,000 are treated as orders for class A
shares or refused
CLASS M SHARES
* Initial sales charge of up to 3.25%
* Lower sales charges for larger
investments of $50,000 or more
* No deferred sales charge
* Lower annual expenses, and higher
dividends, than class B shares because of
lower 12b-1 fee
* Higher annual expenses, and lower
dividends, than class A shares because of
higher 12b-1 fee
* No conversion to class A shares, so
future 12b-1 fee does not decrease
INITIAL SALES CHARGES FOR CLASS A AND M
SHARES
CLASS A SALES CHARGE CLASS M SALES
CHARGE
AS A PERCENTAGE OF: AS A PERCENTAGE
OF: --------------------------- ----
-------------------------
AMOUNT OF PURCHASE NET AMOUNT
OFFERING* NET AMOUNT
OFFERING*
AT OFFERING PRICE ($) INVESTED PRICE
INVESTED PRICE
- ------------------------------------------
- ------------------------------------------
- --------------------------------
Under 50,000 4.99% 4.75% 3.36% 3.25%
50,000 but under 100,000
4.71 4.50 2.30 2.25
100,000 but under 250,000
3.63 3.50 1.52 1.50
250,000 but under 500,000
2.56 2.50 1.01 1.00
500,000 but under 1,000,000
2.04 2.00 NONE NONE
1,000,000 and above NONE NONE NONE NONE
- -----------------------------------------------------
* Offering price includes sales charge.
DEFERRED SALES CHARGES FOR CLASS B AND
CERTAIN CLASS A SHARES
If you sell (redeem) class B shares within
six years after you
bought them, you will generally pay a
deferred sales charge according to the
following schedule.
YEAR AFTER
PURCHASE 1 2 3 4 5 6 7+
- ------------------------------------------
CHARGE 5% 4% 3% 3% 2% 1% 0%
A deferred sales charge of up to 1% may
apply to class A shares purchased without
an initial sales charge, if redeemed
within two years after purchase.
Deferred sales charges will be based on
the lower of the shares' cost and current
NAV. Shares not subject to any charge will
be redeemed first, followed by shares held
longest. You may sell shares acquired by
reinvestment of distributions without a
charge at any time.
* YOU MAY BE ELIGIBLE FOR REDUCTIONS AND
WAIVERS OF SALES CHARGES. Sales charges
may be reduced or waived under certain
circumstances and for certain groups.
Information about reductions and waivers
of sales charges is included in the SAI.
You may consult your financial advisor or
Putnam Mutual Funds for assistance.
* DISTRIBUTION (12B-1) PLANS. The fund has
adopted distribution plans to pay for the
marketing of fund shares and for services
provided to shareholders. The plans
provide for payments at annual rates
(based on average net assets) of up to
0.35% on class A shares and 1.00% on class
B and class M shares. The Trustees
currently limit payments on class A, and
class M shares to 0.25% and 0.50% of
average net assets, respectively. Because
these fees are paid out of the fund's
assets on an ongoing basis, they will
increase the cost of your investment. The
higher fees for class B and class M shares
may cost you more than paying the initial
sales charge for class A shares. Because
class M shares, unlike class B shares, do
not convert to class A shares, class M
shares may cost you more over time than
class B shares.
How do I sell fund shares?
You can sell your shares back to the fund
any day the New York Stock Exchange is
open, either through your financial
advisor or directly to the fund. Payment
for redemption may be delayed until the
fund collects the purchase price of
shares, which may take up to 15 calendar
days after the purchase date.
* SELLING SHARES THROUGH YOUR FINANCIAL
ADVISOR. Your advisor must receive your
request in proper form before the close of
regular trading on the New York Stock
Exchange for you to receive that day's
NAV, less any applicable deferred sales
charge. Your advisor will be responsible
for furnishing all necessary documents to
Putnam Investor Services on a timely basis
and may charge you for his or her
services.
* SELLING SHARES DIRECTLY TO THE FUND.
Putnam Investor Services must receive your
request in proper form
before the close of regular trading on the
New York Stock Exchange in order to
receive that day's NAV, less any
applicable sales charge.
By mail. Send a signed letter of
instruction to Putnam Investor Services.
If you have certificates for the shares
you want to sell, you must include them
along with completed stock power forms.
By telephone. You may use Putnam's
Telephone Redemption Privilege to redeem
shares valued at less than $100,000 unless
you have notified Putnam Investor Services
of an address change within the preceding
15 days. Unless you indicate otherwise on
the account application, Putnam Investor
Services will be authorized to accept
redemption and transfer instructions
received by telephone.
The Telephone Redemption Privilege is not
available if there are certificates for
your shares. The Telephone Redemption
Privilege may be modified or terminated
without notice.
* ADDITIONAL DOCUMENTS. If you
* sell shares with a value of $100,000 or
more,
* want your redemption proceeds sent to an
address other than your address as it
appears on Putnam's records, or
* have notified Putnam of a change in
address within the preceding 15 days,
the signatures of registered owners or
their legal representatives must be
guaranteed by a bank, brokerdealer or
certain other financial institutions.
Stock power forms are available from your
financial advisor, Putnam Investor
Services and many commercial banks. Putnam
Investor Services usually requires
additional documents for the sale of
shares by a corporation, partnership,
agent or fiduciary, or a surviving joint
owner. Contact Putnam Investor Services
for details.
* WHEN WILL THE FUND PAY ME? The fund
generally sends you payment for your
shares the business day after your request
is received. Under unusual circumstances,
the fund may suspend redemptions, or
postpone payment for more than seven days
as permitted by federal securities laws.
* REDEMPTION BY THE FUND. If you own fewer
shares than the minimum set by the
Trustees (presently 20 shares), the fund
may redeem your shares without your
permission and send you the proceeds. The
fund may also redeem shares if you own
shares more than a maximum amount set by
the Trustees. There is presently no
maximum, but the Trustees could set a
maximum that applies to both present and
future shareholders.
How do I exchange fund shares?
If you want to switch your investment from
one Putnam fund to another, you can
exchange your fund shares for shares of
the same class of another Putnam fund at
NAV. Not all Putnam funds offer all
classes of shares or are open to new
investors. If you exchange shares subject
to a deferred sales charge, the
transaction will not be subject to the
deferred sales charge.
When you redeem the shares acquired
through the exchange, the redemption may
be subject to the deferred sales charge,
depending upon when you originally
purchased the shares. The deferred sales
charge will be computed using the schedule
of any fund into or from which you have
exchanged your shares that would result in
your paying the highest deferred sales
charge applicable to your class of shares.
For purposes of computing the deferred
sales charge, the
length of time you have owned your shares
will be measured from the date of original
purchase and will not be affected by any
exchange.
To exchange your shares, complete an
Exchange Authorization Form and send it to
Putnam Investor Services. The form is
available from Putnam Investor Services. A
Telephone Exchange Privilege is currently
available for amounts up to $500,000. The
Telephone Exchange Privilege is not
available if the fund issued certificates
for your shares. Ask your financial
advisor or Putnam Investor Services for
prospectuses of other Putnam funds. Some
Putnam funds are not available in all
states.
The exchange privilege is not intended as
a vehicle for short-term trading.
Excessive exchange activity may interfere
with portfolio management and have an
adverse effect on all shareholders. In
order to limit excessive exchange activity
and otherwise promote the best interests
of the fund, the fund reserves the right
to revise or terminate the exchange
privilege, limit the amount or number of
exchanges or reject any exchange. The fund
into which you would like to exchange may
also reject your exchange. These actions
may apply to all shareholders or only to
those shareholders whose exchanges Putnam
Management determines are likely to have a
negative effect on the fund or other
Putnam funds. Consult Putnam Investor
Services before requesting an exchange.
Fund distributions and taxes
The fund distributes any net investment
income once a month and any net realized
capital gains at least once a year. You
may choose to
* reinvest all distributions in additional
shares;
* receive any distributions from net
investment income in cash while
reinvesting capital gains distributions in
additional shares; or
* receive all distributions in cash.
If you do not select an option when you
open your account, all distributions will
be reinvested. If you do not cash a
distribution check within a specified
period or notify Putnam Investor Services
to issue a new check, the distribution
will be reinvested in the fund. You will
not receive any interest on uncashed
distribution or redemption checks.
Similarly, if any correspondence sent by
the fund or Putnam Investor Services is
returned as "undeliverable," fund
distributions will automatically be
reinvested in the fund or in another
Putnam fund.
For federal income tax purposes,
distributions of investment income are
taxable as ordinary income. Taxes on
distributions of capital gains are
determined by how long the fund owned the
investments that generated them, rather
than how long you have owned your shares.
Distributions are taxable to you even if
they are paid from income or gains earned
by the fund before your investment (and
thus were included in the price you paid).
Distributions of gains from investments
that the fund owned for more than one year
will be taxable as capital gains.
Distributions of gains from investments
that the fund owned for one year or less
will be taxable as ordinary income.
Distributions are taxable whether you
received them in cash or reinvested them
in additional shares.
Any gain resulting from the sale or
exchange of your shares will generally
also be subject to tax. You
should consult your tax advisor for more
information on your own tax situation,
including possible foreign, state and
local taxes.
Financial highlights
The financial highlights table is intended
to help you understand the fund's recent
financial performance. Certain information
reflects financial results for a single
fund share. The total returns represent
the rate that an investor would have
earned or lost on an investment in the
fund, assuming reinvestment of all
dividends and distributions. This
information has been derived from the
fund's financial statements which have
been audited by PricewaterhouseCoopers
LLP. Its report and the fund's financial
statements are included in the fund's
annual report to shareholders, which is
available upon request.
FINANCIAL HIGHLIGHTS
CLASS A-FOR A SHARE OUTSTANDING THROUGHOUT
THE PERIOD.
PER-SHARE
OPERATING PERFORMANCE YEAR ENDED
OCTOBER 31
1998 1997 1996 1995 1994
NET ASSET VALUE,
BEGINNING OF PERIOD $7.14 $7.02
$7.07
$6.53 $7.36
INVESTMENT OPERATIONS
Net investment income .48(c) .45
.45 .47 .54
Net realized and unrealized
gain (loss) on investments (.28)
.15 (.04)
.55 (.84)
TOTAL FROM INVESTMENT
OPERATIONS .20 .60 .41 1.02 (.30)
Less distributions:
From net investment income (.40)
(.44)
(.46) (.48)
(.41)
In excess of net investment
income -- -- -- -- --
From net realized gain
On investments (.04) (.04) -- -- (.04)
From return of capital (.03) -- -- --
(.08)
TOTAL DISTRIBUTIONS (.47) (.48) (.46)
(.48) (.53)
Net asset value
end of period $6.87 $7.14
$7.02 $7.07
$6.53
RATIOS AND SUPPLEMENTAL
DATA
TOTAL INVESTMENT RETURN
AT NET ASSET VALUE (%)(A) 2.78
8.88 6.08 16.23 (4.16)
NET ASSETS, END OF PERIOD
(IN THOUSANDS) $1,426,583
$1,296,600
$1,037,718
$928,995 $781,784
Ratio of expenses to average
net assets (%)(b) 1.02 1.17 1.17 1.05
.83
Ratio of net income
to average net assets (%) 6.69 6.39
6.50 6.91 7.10
Portfolio turnover (%) 257.12 265.71
213.46
169.29
128.82
(a) Total return assumes dividend
reinvestment and does
not
reflect the effect of sales charges.
(b) The ratio of expenses to average net
assets for periods ended on or after
October 31, 1995 includes amounts paid
through expense offset arrangements. Prior
period ratios exclude these amounts. (c)
Per share net investment income has been
determined on the basis of weighted
average number of shares outstanding
during the period.
FINANCIAL HIGHLIGHTS
CLASS B-FOR A SHARE OUTSTANDING THROUGHOUT
THE PERIOD.
PER-SHARE
OPERATING PERFORMANCE YEAR
ENDED OCTOBER
31
1998 1997 1996 1995 1994
NET ASSET VALUE,
BEGINNING OF PERIOD $7.11 $6.99
$7.04
$6.50 $7.34
INVESTMENT OPERATIONS
Net investment income .42(c) .39
.40 .42 .48
Net realized and unrealized
gain (loss) on investments (.28)
.16 (.04)
.55 (.83)
TOTAL FROM INVESTMENT
OPERATIONS .14 .55 .36 .97 (.35)
Less distributions:
From net investment income (.36)
(.39)
(.41) (.43)
(.38)
In excess of net investment
income -- -- -- -- --
From net realized gain
on investments (.04) (.04) -- -
- - (.04)
From return of capital (.02) -- -
- - --
(.07)
TOTAL DISTRIBUTIONS (.42) (.43)
(.41)
(.43) (.49)
Net asset value
end of period $6.83 $7.11 $6.99
$7.04
$6.50
RATIOS AND SUPPLEMENTAL
DATA
TOTAL INVESTMENT RETURN
AT NET ASSET VALUE(%)(A) 1.92 8.15 5.32
15.46
(4.98)
NET ASSETS, END OF PERIOD
(IN THOUSANDS) $494,703 $403,704
$340,775 $260,769
$169,501
Ratio of expenses to average
net assets (%)(b) 1.77 1.92 1.92 1.80
1.59
Ratio of net investment income
to average net assets (%) 5.92 5.64
5.76 6.14 6.40
Portfolio turnover (%) 257.12 265.71
213.46 169.29
128.82
(a) Total return assumes dividend
reinvestment and
does not reflect the effect of sales
charges.
(b) The ratio of expenses to average net
assets for periods ended on or after
October 31, 1995 includes amounts paid
through expense offset arrangements. Prior
period ratios exclude these amounts. (c)
Per share net investment income has been
determined on the basis of weighted
average number of shares outstanding
during the period.
FINANCIAL HIGHLIGHTS
CLASS M-FOR A SHARE OUTSTANDING THROUGHOUT
THE PERIOD. PER-SHARE
OPERATING PERFORMANCE Year ended
October 31
1998 1997 1996 1995+
NET ASSET VALUE,
BEGINNING OF PERIOD $7.11 $6.99
$7.04
$6.50
INVESTMENT OPERATIONS
Net investment income .47(c) .43
.44 .43
Net realized and unrealized
gain (loss) on investments (.28)
.16 (.04)
.54
TOTAL FROM INVESTMENT
OPERATIONS .19 .59 .40 .97
Less distributions:
from net investment income (.39)
(.43)
(.45) (.43)
In excess of net investment -- -- --
- --
income
From net realized gain on
Investments (.04) (.04) -- --
From return of capital (.03) -- --
- --
TOTAL DISTRIBUTIONS (.46) (.47)
(.45)
(.43)
Net asset value
end of period $6.84 $7.11 $6.99
$7.04
RATIOS AND SUPPLEMENTAL
DATA
TOTAL INVESTMENT RETURN
AT NET ASSET VALUE (%) (A) 2.58 8.74
5.92 15.43*
NET ASSETS, END OF PERIOD
(IN THOUSANDS) $1,188,620 $368,297
$18,937
$7,673
Ratio of expenses to average
net assets (%)(b) 1.27 1.42 1.42 1.19*
Ratio of net investment income
to average net assets (%) 6.52 5.76
6.28 5.17*
Portfolio turnover (%) 257.12 265.71
213.46 169.29
+ For the period from the commencement
of
operations on December 14, 1994 through
October 31, 1995.
* Not annualized.
(a) Total return assumes dividend
reinvestment and does not reflect the
effect of sales charges. (b) The
ratio of expenses to average net assets
for periods ended on or after October
31, 1995 includes amounts paid through
expense offset arrangements. Prior period
ratios exclude these amounts.
(c) Per share net investment income has
been determined on the basis of weighted
average number of shares outstanding
during the period.
FOR MORE INFORMATION ABOUT PUTNAM INCOME
FUND
The fund's statement of additional
information (SAI) and annual and semi-
annual reports to shareholders include
additional information about the fund. The
SAI, and the auditor's report and
financial statements included in the
fund's most recent annual report to its
shareholders, are incorporated by
reference into this prospectus, which
means they are part of this prospectus for
legal purposes. The fund's annual report
discusses the market conditions and
investment strategies that significantly
affected the fund's performance during its
last fiscal year. You may get free copies
of these materials, request other
information about the fund and other
Putnam Funds, or make shareholder
inquiries, by contacting your financial
advisor or Putnam's Web site, or by
calling Putnam toll-free at 1-800-225-
1581.
You may review and copy information about
the fund, including its SAI, at the
Securities and Exchange Commission's
public reference room in Washington, D.C.
You may call the Commission at 1-800-
SEC0330 for information about the
operation of the public reference room.
You may also access reports and other
information about the fund on the
Commission's Internet site at
http://www.sec.gov. You may get copies of
this information, with payment of a
duplication fee, by writing the Public
Reference Section of the Commission,
Washington, D.C. 205496009. You may need
to refer to the fund's file number.
PUTNAM INVESTMENTS
One Post Office Square
Boston, Massachusetts
02109
Toll-free 1-800-225-
1581
Address
correspondence to
Putnam Investor
Services P.O. Box
989
Boston MA 02103
File No. 811-653 www.putnaminv.com
Prospectus
February 28, 1999 PUTNAM INCOME FUND
CLASS A SHARES-FOR ELIGIBLE RETIREMENT
PLANS INVESTMENT CATEGORY: INCOME
This prospectus explains what you should
know about this mutual fund before you
invest. Please read it carefully. THIS
PROSPECTUS ONLY OFFERS CLASS A SHARES OF
THE FUND WITHOUT A SALES CHARGE TO
ELIGIBLE RETIREMENT PLANS.
Putnam Investment Management, Inc.
(Putnam Management), which has managed
mutual funds since 1937, manages the
fund. The fund may not achieve its goals,
and is not intended as a complete
investment program.
These securities have not been approved
or disapproved by the Securities and
Exchange Commission nor has the
Commission passed upon the accuracy or
adequacy of this prospectus. Any
statement to the contrary is a crime.
CONTENTS
1 Fund summary
2 Goal
2 Main investment strategies
2 Main risks
2 Performance information
3 Fees and expenses
4 What are the fund's main
investment strategies
and related risks?
7 Who manages the fund?
8 How does the fund price its
shares?
8 How do I buy fund shares?
10How do I sell fund shares?
10How do I exchange
fund shares? 10Fund
distributions and
taxes 11Financial
highlights
Putnam Defined
Contribution Plans
[PUTNAM TO SUPPLY
LOGO]
Fund summary
GOAL
The fund seeks high current income
consistent with what Putnam Management
believes to be prudent risk. MAIN
INVESTMENT STRATEGIES-CORPORATE AND
GOVERNMENT FIXED-INCOME SECURITIES
The fund will normally invest mostly in
bonds and other debt securities, and, to a
lesser degree, in preferred stocks. These
investments are commonly known as fixed-
income securities. The fund invests in a
full range of fixed-income securities,
such as:
(CORPORATE BONDS AND NOTES, INCLUDING BOTH
INVESTMENT GRADE AND HIGH-YIELDING, LOWER-
RATED, HIGHER-RISK SECURITIES OF U.S. AND
FOREIGN ISSUERS ("JUNK BONDS"), (U. S.
GOVERNMENT SECURITIES, INCLUDING DEBT
OBLIGATIONS OF THE U.S. GOVERNMENT, ITS
AGENCIES AND INSTRUMENTALITIES, AND
( FOREIGN GOVERNMENT SECURITIES, INCLUDING
DEBT OBLIGATIONS OF FOREIGN GOVERNMENTS,
THEIR AGENCIES AND INSTRUMENTALITIES.
The fund invests significantly in mortgage
participation certificates guaranteed by
the Government National Mortgage
Association (GNMA, commonly known as
"Ginnie Mae"), in Federal Housing
Administration debentures, for which the
U.S. Treasury unconditionally guarantees
payment of principal and interest. The
fund also may invest in Federal National
Mortgage Association (FNMA, commonly known
as "Fannie Mae") bonds and Federal Home
Loan Bank debt, which are supported only
by the credit of the federal agency.
Collectively, these investments are
commonly known as mortgage-backed
securities. The fund may also invest in
other types of mortgage-backed securities,
such as collateralized mortgage
obligations (CMOs) and stripped mortgage-
backed securities (strips), as well as
mortgage- backed securities that are
privately issued and not supported by the
credit of any government agency.
MAIN RISKS
The main risks that could adversely affect
the value of this fund's shares and the
total return on your investment include
* The risk that movements in the
securities markets will reduce the value
of the fund's investments.
* The risk that rising interest rates will
cause the value of the fund's debt
investments to fall. Interest rate risk is
highest for investments with long
maturities.
* The risk that the companies whose debt
the fund purchases will fail to make
timely payments of interest and principal.
This credit risk is higher for corporate
debt than for U.S. government debt and is
higher still for debt of below investment-
grade quality. BECAUSE THE FUND INVESTS
IN JUNK BONDS THIS RISK IS HEIGHTENED FOR
THE FUND. INVESTORS SHOULD CAREFULLY
CONSIDER THE RISKS ASSOCIATED WITH AN
INVESTMENT IN THE FUND.
* The risk that mortgagors who are
repaying mortgages underlying the fund's
investments will fail to make timely
payments of interest or will default.
This risk is greater for the fund's
investments that are not backed by the
full faith and credit of the U.S.
government.
* The risk that mortgages underlying the
fund's investments may be prepaid faster
than expected during periods of falling
interest rates. This might force the fund
to reinvest the proceeds from prepayments
in investments offering a lower yield.
With respect to these investments, the
fund therefore might not benefit from any
increase in value as a result of declining
interest rates. Similarly, rising interest
rates may reduce the rate of prepayments.
This would effectively extend the fund's
maturity and increase its interest rate
risk at times when that is least desirable
- - during periods of rising interest rates.
You can lose money by investing in the
fund. The fund may not achieve its goals,
and is not intended as a complete
investment program. An investment in the
fund is NOT a deposit of a bank and is not
insured or guaranteed by the Federal
Deposit Insurance
Corporation or any other government
agency.
PERFORMANCE INFORMATION
The following information provides some
indication of the fund's
risks. The chart shows year-to-date
changes in the performance of the fund's
class A shares. The table following the
chart compares the fund's performance to
that of a broad measure of market
performance. Of course, the fund's past
performance is not an indication of future
performance.
CALENDAR YEAR TOTAL RETURNS FOR CLASS A
SHARES
(Bar Chart)
1989 12.17
1990 4.35
1991 18.35
1992 9.79
1993 11.95
1994 -3.29
1995 19.81
1996 4.04
1997 8.40
1998 [ ]
During the periods shown in the bar chart,
the highest return for a calendar quarter
was [ ]% (quarter ending [ / / ]) and
the lowest return for a quarter was [
]% (quarter ending [ ]).
AVERAGE ANNUAL TOTAL RETURNS (for periods
ending 12/31/98)
PAST PAST PAST
1 YEAR 5 YEARS 10 YEARS
CLASS A % % %
LEHMAN BROTHERS AGGREGATE BOND INDEX
% % %
Class A performance reflects the waiver of
sales charges for purchases through
eligible retirement plans. The fund's
performance is compared to the Lehman
Brothers Aggregate Bond Index, an
unmanaged index of investment-grade bonds.
FEES AND EXPENSES
This table summarizes the expenses you may
pay if you buy and hold class A shares of
the fund. Except as noted, expenses are
based on the fund's last fiscal year.
ANNUAL FUND OPERATING EXPENSES
(expenses that are deducted from fund
assets)
Total
Annual
Fund
Management Distribution Other
Operating Fees 12b-1 fees
expenses Expenses
0.50% 0.25% 0.27%
1.02%
EXAMPLE
This example translates the "total annual
fund operating expenses" shown in the
preceding table into dollar amounts. By
doing this, you can more easily compare
the cost of investing in the fund to the
cost of investing in other mutual funds.
The example makes
certain assumptions. It assumes that you
invest $10,000 in the fund for the time
periods shown and then redeem all your
shares at the end of those periods. It
also assumes a 5% return on your
investment each year and that the fund's
operating expenses remain the same. The
example is hypothetical; your actual costs
and returns may be higher or lower.
1 YEAR 3 YEARS 5 YEARS 10
YEARS
CLASS A $104 $325 $563 $1,248
WHAT ARE THE FUND'S MAIN INVESTMENT
STRATEGIES AND RELATED RISKS?
Any investment carries with it some level
of risk that generally reflects its
potential for reward. The fund pursues its
goal by investing mainly in fixed-income
securities. Putnam Management will
consider, among other things, credit,
interest rate and prepayment risks as well
as general market conditions when deciding
whether to buy or sell investments. The
fund invests in: * CORPORATE OBLIGATIONS.
These investments include,
* investment grade and high-yielding,
lower-rated, higher-risk U.S. and foreign
corporate fixed-income securities, rated
at the time of purchase at least B (or its
equivalent) by a nationally recognized
securities rating agency, or if unrated,
of comparable quality.
* U.S. GOVERNMENT AND AGENCY OBLIGATIONS.
These investments include,
* U.S. Treasury bills, notes and bonds.
The U.S. Treasury issues these
obligations.
* Obligations guaranteed by the U.S.
Treasury. These include obligations
issued or guaranteed by certain agencies
and instrumentalities of the U.S.
government that are backed by the full
faith and credit of the U.S.government,
such as Ginnie Mae mortgage participation
certificates and Federal Housing
Administration debentures.
* Obligations guaranteed by a federal
agency or governmentsponsored entity.
These include obligations issued or
guaranteed by certain agencies and
government-sponsored entities that are
supported only by the credit of such
agency or entity, such as Fannie Mae bonds
and Federal Home Loan Bank debt.
Ginnie Mae mortgage participation
certificates, Federal Housing
Administration debentures, Fannie Mae
bonds and Federal Home Loan Bank debt are
commonly known as mortgage-backed
securities. Mortgage-backed securities
represent participations in, or are
secured by, mortgage loans. The fund may
also invest in other mortgage-backed
securities including CMOs and strips. CMOs
are issued with a number of classes
(sometimes called series) that have
different maturities and may represent
interests in some or all of the interest
or principal in the underlying mortgage
pool. Strips usually have two classes,
which receive different portions of
payments of either interest (the interest
only, or "IO"class) or principal (the
principal-only or "PO" class) of
underlying mortgages. The fund may buy
both IOs and POs.
* PRIVATELY ISSUED MORTGAGE-BACKED
SECURITIES. These investments include
* mortgage-backed securities, including
CMOs and strips, that are issued by
private issuers and represent an interest
in or are secured by mortgage
loans or mortgage-backed securities
without a government guarantee.
* OBLIGATIONS OF FOREIGN GOVERNMENTS,
THEIR AGENCIES AND INSTRUMENTALITIES
A description of the risks associated with
the fund's main investment strategies
follows.
* FIXED-INCOME INVESTMENTS. The value of
a fixedincome investment may fall as a
result of factors directly relating to the
issuer of the security, such as decisions
made by its management or a reduction in
its credit rating. An investment's value
may also fall because of factors such as
increases in production costs that affect
not just the issuer, but other issuers.
The value of an investment may also be
affected by general changes in financial
market conditions, such as changing
interest rates or currency exchange rates.
* INTEREST RATE RISK. The values of fixed
income investments usually rise and fall
in response to changes in interest rates.
Declining interest rates will generally
raise the value of existing fixedincome
investments, and rising interest rates
will generally lower the value of existing
fixed-income investments. Changes in the
values of fixed income investments usually
will not affect the amount of income the
fund receives from them, but will
affect the value of the fund's shares.
Interest rate risk is often greater for
investments with longer maturities and
the fund expects that its portfolio will
normally be weighted towards longer
maturities. * CREDIT RISK. Investors
normally expect to be compensated in
proportion to the risk they are assuming.
Thus, fixed income investments of
companies with relatively weaker credit
prospects usually offer higher yields
than those of companies with better
credit prospects. Higher-rated
investments generally offer lower credit
risk, but not necessarily lower interest
rate risk. The value of a higher-rated
investment still fluctuates in response
to changes in interest rates.
The fund may invest substantially in debt
investments rated, at the time of
purchase, as low as B (or its equivalent)
by a nationally recognized securities
rating agency, and unrated investments
that Putnam Management determines are of
comparable quality. The fund will not
necessarily sell an investment if its
rating is reduced.
Securities rated B (and comparable unrated
securities) are predominately speculative
and have large uncertainties or major
exposures to adverse business, financial,
or economic conditions. Securities rated
lower than Baa or BBB (and comparable
unrated securities) are sometimes referred
to as "junk bonds."
Although Putnam Management considers credit
ratings in making investment decisions, it
performs its own investment analysis and
does not rely only on ratings assigned by
the rating agencies. When the fund buys
debt of a company with poor credit
prospects, the achievement of the fund's
goals depends more on Putnam Management's
ability than would be the case if the fund
were buying debt of a company with better
credit prospects.
Although U.S. government investments are
generally considered to have the least
credit risk---the risk that the issuer will
fail to make timely payments of
interest and principal---they are not
completely free of credit risk. While
certain U.S. government securities, such as
U.S. Treasury obligations and Ginnie Mae
certificates, are backed by the full faith
and credit of the U.S. government, other
securities in which the fund may invest are
subject to varying degrees of risk. These
risk factors include the creditworthiness
of the issuer and, in the case of
mortgagebacked securities, the ability of
the underlying mortgagors or other
borrowers to meet their obligations. In
addition, the values of these investments
will still fluctuate in response to changes
in interest rates. Because of their added
safety, the yields available from U.S.
government securities are generally lower
than the yields available from comparable
corporate debt securities.
* PREPAYMENT RISK. Certain securities held
by the fund may permit the issuer at its
option to "call," or redeem, its
securities. If an issuer were to redeem
securities held by the fund during a time
of declining interest rates, the fund may
not be able to reinvest the proceeds in
securities providing the same investment
return as the securities redeemed.
* MORTGAGE-BACKED SECURITIES. The fund
may buy mortgage-backed investments,
including CMOs and strips.
Traditional debt investments typically
pay a fixed rate of interest until
maturity, when the entire principal amount
is due. By contrast, payments on mortgage-
backed investments typically include both
interest and a partial payment of
principal. Principal may also be prepaid
voluntarily, or as a result of refinancing
or foreclosure. The fund may have to invest
the proceeds from prepaid investments under
less attractive terms and at lower yields.
Prepayments are particularly common during
periods of declining interest rates, when
property owners seek to refinance their
mortgages at more favorable terms; the
reverse is true during periods of rising
interest rates.
Mortgage-backed investments are therefore
less likely to increase in value during
periods of declining interest rates than
other debt of comparable maturities. In
addition, they have a higher risk of
decline in value during periods of rising
interest rates because declining prepayment
rates effectively increase the average
maturity of the fund's investments (and,
therefore, its sensitivity to changes in
interest rates) at time when that is least
desirable. These investments can increase
the volatility of the fund.
CMOs represent interests in, or are secured
by, a pool of mortgages. They have a
number of classes that have different
maturities and may relate to different
portions of the interest or principal of
the underlying mortgages. Different
classes may be subject to higher degrees of
interest rate risk, credit risk and/or
prepayment risk.
The yields and values of IOs and POs are
extremely sensitive to changes in interest
rates and in the rate of principal payments
and prepayments on the underlying
mortgages. IOs tend to lose value if the
rate of principal payments and prepayments
increases, while POs tend to lose value if
principal payments and
prepayments decrease. The market for
strips is generally more volatile and
limited than for other mortgage-backed
investments, which may at times make it
difficult to buy or sell strips.
* FOREIGN INVESTMENTS. The fund may invest
without limit in securities of foreign
issuers that are traded in U.S. public
markets. While the fund may also invest in
securities of foreign issuers that are not
traded in U.S. public markets, it does not
expect that such investments will normally
represent more than 20% of its assets,
although they may occasionally exceed this
amount. Foreign investments involve certain
special risks. For example, their values
may drop in response to changes in currency
exchange rates, unfavorable political and
legal developments, unreliable or untimely
information, and economic and financial
instability. In addition, the liquidity of
these investments may be more limited than
domestic investments, which means the fund
may at times be unable to sell them at
desirable prices. Foreign settlement
procedures may also involve additional
risks. These risks are generally greater
in the case of "emerging markets" that
typically have less developed legal and
financial systems.
Certain of these risks may also apply to
some extent to domestic investments that
are denominated in foreign currencies or
that are traded in foreign markets, or to
securities of U.S. companies that have
significant foreign operations.
* DERIVATIVES. The fund may engage in a
variety of transactions using
"derivatives," such as futures, options,
warrants, forwards and swap contracts.
Derivatives are financial instruments whose
value depends upon, or is derived from, the
value of something else, such as one or
more underlying investments, indexes or
currencies. Derivatives may be traded on
organized exchanges, or in individually
negotiated transactions with other parties
(these are known as "over the counter").
The fund may use derivatives both for
hedging and non-hedging purposes.
Derivatives involve special risks and costs
and may result in losses to the fund. The
successful use of derivatives requires
sophisticated management and the fund will
depend on Putnam Management's ability to
analyze and manage derivatives
transactions. The prices of derivatives
may move in unexpected ways, especially in
abnormal market conditions. Some
derivatives
are "leveraged" and therefore may magnify
or otherwise increase investment losses to
the fund.
Other risks arise from the potential
inability to terminate or sell derivatives
positions. A liquid secondary market may
not always exist for the fund's
derivatives positions at any time. In
fact, many overthe-counter instruments will
not be liquid. Overthecounter instruments
also involve the risk that the other party
will not meet its obligations to the fund.
* PREMIUM INVESTMENTS. The fund may invest
in socalled "premium" investments offering
interest rates higher than prevailing
market rates. In addition, during times of
declining interest rates, many of the
fund's investments may offer interest rates
that are higher than current market rates,
regardless of
whether the fund bought them at a premium.
When the fund holds premium investments,
shareholders are likely to receive higher
dividends (but will bear a
greater risk that the value of the fund's
shares will fall) than they would if the
fund held investments offering current
market rates of interest. Premium
investments involve a greater risk of
loss, because their values tend to decline
over time.
Investors may find it useful to compare
the fund's yield, which factors out the
effect of premium securities, with its
current dividend rate, which does not
factor out that effect.
* FREQUENT TRADING. The fund may buy or
sell investments relatively often, which
involves higher brokerage commissions and
other expenses.
* OTHER INVESTMENTS. In addition to the
main investment strategies described
above, the fund may also make other types
of investments, such as investments in
asset-backed securities, and equity
securities and therefore may be subject to
other risks, as described in the fund's
statement of additional information (SAI).
* ALTERNATIVE STRATEGIES. At times Putnam
Management may judge that market
conditions make pursuing the fund's
investment strategies inconsistent with
the best interest of its shareholders.
Putnam Management then may temporarily use
alternative strategies, including
investing solely in money market
instruments and obligations of the U.S.
government or its agencies that are mainly
designed to limit the fund's losses.
Although Putnam Management has the
flexibility to use these strategies, it
may choose not to for a variety of
reasons, even in very volatile market
conditions. These strategies may cause the
fund to miss out on investment
opportunities, and may prevent the fund
from achieving its goal.
* CHANGES IN POLICIES. The fund's Trustees
may change the fund's goal, investment
strategies and other policies without
shareholder approval, except as otherwise
indicated.
WHO MANAGES THE FUND?
The fund's Trustees oversee the general
conduct of the fund's business. The
Trustees have retained Putnam Management
to be the fund's investment manager,
responsible for making investment
decisions for the fund and managing the
fund's other affairs and business. The
fund pays Putnam Management a quarterly
management fee for these services based on
the fund's average net assets. The fund
paid Putnam Management a management fee of
0.50% of average net assets for the fund's
last fiscal year. Putnam Management's
address is One Post Office Square, Boston,
MA 02109.
The following officers of Putnam
Management have had primary responsibility
for the day-to-day management of the
fund's portfolio since the years shown
below. Their experience as portfolio
managers or investment analysts over at
least the last five years is also shown.
MANAGER SINCE EXPERIENCE
Kevin M. Cronin 1998 Employed
Managing Director by Putnam
Management since 1997. Prior to
February, 1997, Mr. Cronin
was employed at MFS
Investment Management.
Krishna K. Memani 1998 Employed
Managing Director by Putnam
Management since 1998. Prior to
September, 1998, Mr.
Memani was employed at Morgan
Stanley
& Co.
James Prusko 1998 Employed
Senior Vice President
by Putnam
Management since 1992.
* YEAR 2000 ISSUES. The fund could be
adversely affected if the computer systems
used by Putnam Management and the fund's
other service providers do not properly
process and calculate daterelated
information relating to the end of this
century and the beginning of the next.
While year 2000-related computer problems
could have a negative effect on the fund,
both in its operations and in its
investments, Putnam Management is working
to avoid such problems and to obtain
assurances from service providers that
they are taking similar steps. No
assurances, though, can be provided that
the fund will not be adversely impacted by
these matters.
HOW DOES THE FUND PRICE ITS SHARES?
The price of the fund's shares is based on
its net asset value (NAV). The NAV per
share of each class equals the total value
of its assets, less its liabilities,
divided by the number of its outstanding
shares. Shares are only valued as of the
close of regular trading on the New York
Stock Exchange each day the exchange is
open.
The fund values investments for which
market quotations are readily available at
market value. It values short-term
investments maturing within 60 days at
amortized cost, which approximates market
value. It values all other investments and
assets at their fair value.
The fund translates prices for its
investments quoted in foreign currencies
into U.S. dollars at current exchange
rates. As a result, changes in the value
of those currencies in relation to the
U.S. dollar will affect the fund's NAV.
Because foreign markets may be open at
different times than the New York Stock
Exchange, the value of the fund's shares
may change on days when shareholders are
not able to buy or sell them. If events
materially affecting the values of the
fund's foreign investments occur between
the close of foreign markets and the close
of regular trading on the New York Stock
Exchange, these investments will be valued
at their fair value.
How do I buy fund shares?
All orders to purchase shares must be made
through your employer's retirement plan.
For more information about how to purchase
shares of the fund through your employer's
plan or limitations on the amount that may
be purchased, please consult your
employer.
Putnam Mutual Funds Corp. (Putnam Mutual
Funds) generally must receive your plan's
completed buy order before the close of
regular trading on the New York Stock
Exchange for shares to be bought at that
day's offering price.
To eliminate the need for safekeeping, the
fund will not issue certificates for
shares.
The fund may periodically close to new
purchases of shares or refuse any order to
buy shares if Putnam
Management determines that doing so would
be in the best interests of the fund and
its shareholders.
* DISTRIBUTION (12B-1) PLAN. The fund has
adopted a distribution plan to pay for the
marketing of class A shares and for
services provided to shareholders. The
plan provides for payments at an annual
rate (based on average net assets) of up
to 0.35%. The Trustees currently limit
payments on class A shares to 0.25% of
average net assets. Because the fees are
paid out of the fund's assets on an
ongoing basis, they will increase the cost
of your investment.
* ELIGIBLE RETIREMENT PLANS. An employer-
sponsored retirement plan for which Putnam
Fiduciary Trust Company or its affiliates
provide recordkeeping or other services in
connection with the purchase of class A
shares is eligible to purchase fund shares
through this prospectus if
* it initially invests at least $20
million in Putnam funds and other
investments managed by Putnam Management
or its affiliates, or
* its dealer of record has, with the
consent of Putnam Mutual Funds, waived its
commission or agreed to refund its
commission to Putnam Mutual Funds if the
plan redeems 90% or more of its
cumulative purchases within two years of
its initial purchase. Other employer-
sponsored retirement plans are eligible to
purchase fund shares through this
prospectus if
* they invest at least $1 million in class
A shares, or have at least 200 eligible
employees, and
* the dealer of record waives its
commission with the consent of Putnam
Mutual Funds.
Employer-sponsored retirement plans
participating in a "multifund" program
approved by Putnam Mutual Funds may
include amounts invested in other
participating mutual funds for purposes of
determining the $20 million and $1 million
thresholds listed above. Employer-
sponsored plans may make additional
investments of any amount at any time.
How do I sell fund shares?
Subject to any restrictions imposed by
your employer's plan, you can sell your
shares through the plan back to the fund
any day the New York Stock Exchange is
open. For more information about how to
sell shares of the fund through your
employer's plan, including any charges
that the plan may impose, please consult
your employer.
Your plan administrator must send a signed
letter of instruction to Putnam Investor
Services. The price you will receive is
the next NAV per share calculated after
the fund receives the instruction in
proper form. In order to receive that
day's NAV, Putnam Investor Services must
receive the instruction before the close
of regular trading on the New York Stock
Exchange.
The fund generally sends payment for your
shares the business day after your request
is received. Under unusual circumstances,
the fund may suspend redemptions, or
postpone payment for more than seven days,
as permitted by federal securities law.
The fund will only redeem shares for which
it has received payment.
How do I exchange fund shares?
Subject to any restrictions your plan
imposes, you can exchange your fund shares
for shares of other Putnam
funds offered through your employer's plan
without a sales charge. Contact your plan
administrator or Putnam Investor Services
for more information. The exchange
privilege is not intended as a vehicle for
short-term trading. Excessive exchange
activity may interfere with portfolio
management and have an adverse effect on
all shareholders. In order to limit
excessive exchange activity and otherwise
promote the best interests of the fund,
the fund reserves the right to revise or
terminate the exchange privilege, limit
the amount or number of exchanges or
reject any exchange. The fund into which
you would like to exchange may also reject
your exchange. These actions may apply to
all shareholders or only to those
shareholders whose exchanges Putnam
Management determines are likely to have a
negative effect on the fund or other
Putnam Funds.
FUND DISTRIBUTIONS AND TAXES
The fund distributes any net investment
income once a month and any net realized
capital gains at least once a year.
The terms of your employer's plan will
govern how your employer's plan may
receive distributions from the fund.
Generally, periodic distributions from the
fund to your employer's plan are
reinvested in additional fund shares,
although your employer's plan may permit
you to receive fund distributions from net
investment income in cash while
reinvesting capital gains distributions in
additional shares or to receive all fund
distributions in cash. If another option
is not selected, all distributions will be
reinvested in additional fund shares.
Generally, for federal income tax
purposes, fund distributions are taxable
as ordinary income, except that any
distributions of longterm capital gains
will be taxed as such regardless of how
long you have held your shares. However,
distributions by the fund to retirement
plans that qualify for tax-exempt
treatment under federal income tax laws
will not be taxable. Special tax rules
apply to investments through such plans.
You should consult your tax adviser to
determine the suitability of the fund as
an investment through such a plan and the
tax treatment of distributions (including
distributions of amounts attributable to
an investment in the fund) from such a
plan.
You should consult with your tax adviser
for more information on your own tax
situation, including possible foreign,
state and local taxes.
FINANCIAL HIGHLIGHTS
The financial highlights table is intended
to help you understand the fund's recent
financial performance. Certain information
reflects financial results for a single
fund share. The total returns represent
the rate that an investor would have
earned or lost on an investment in the
fund, assuming reinvestment of all
dividends and distributions. This
information has been derived from the
fund's financial statements which have
been audited by PricewaterhouseCoopers
LLP. Its report and the fund's financial
statements are included in the fund's
annual report to shareholders, which is
available upon request.
FINANCIAL HIGHLIGHTS
CLASS A-For a share outstanding throughout
the period.
PER-SHARE
OPERATING PERFORMANCE YEAR ENDED
OCTOBER 31
1998 1997 1996 1995 1994
NET ASSET VALUE,
BEGINNING OF PERIOD $7.14 $7.02
$7.07
$6.53 $7.36
INVESTMENT OPERATIONS
Net investment income .48(c) .45
.45 .47 .54
Net realized and unrealized
gain (loss) on investments (.28)
.15 (.04)
.55 (.84)
TOTAL FROM INVESTMENT
OPERATIONS .20 .60 .41 1.02 (.30)
Less distributions:
From net investment income (.40)
(.44)
(.46) (.48) (.41)
In excess of net investment
income -- -- -- -- --
From net realized gain
On investments (.04) (.04) -- --
(.04)
From return of capital (.03) -- --
- --
(.08)
TOTAL DISTRIBUTIONS (.47) (.48)
(.46)
(.48) (.53)
Net asset value
end of period $6.87 $7.14 $7.02
$7.07
$6.53
RATIOS AND SUPPLEMENTAL
DATA
TOTAL INVESTMENT RETURN
AT NET ASSET VALUE (%)(A) 2.78 8.88
6.08 16.23 (4.16)
NET ASSETS, END OF PERIOD
(IN THOUSANDS) $1,426,583 $1,296,600
$1,037,718
$928,995 $781,784
Ratio of expenses to average
net assets (%)(b) 1.02 1.17 1.17 1.05
.83
Ratio of net income
to average net assets (%) 6.69 6.39
6.50 6.91 7.10
Portfolio turnover (%) 257.12 265.71
213.46
169.29 128.82
(a) Total return assumes dividend
reinvestment and does
not
reflect the effect of sales charges.
(c) The ratio of expenses to average net
assets for periods ended on or after
October 31, 1995 includes
amounts paid through expense offset
arrangements. Prior period ratios exclude
these amounts. (C) PER SHARE NET
INVESTMENT INCOME HAS BEEN DETERMINED ON
THE BASIS OF WEIGHTED AVERAGE NUMBER OF
SHARES OUTSTANDING DURING THE PERIOD.
FOR MORE INFORMATION
ABOUT INCOME FUND
THE FUND'S STATEMENT OF ADDITIONAL
INFORMATION (SAI) AND ANNUAL AND SEMI-
ANNUAL REPORTS TO SHAREHOLDERS INCLUDE
ADDITIONAL INFORMATION ABOUT THE FUND. THE
SAI, AND THE AUDITOR'S REPORT AND
FINANCIAL STATEMENTS INCLUDED IN THE
FUND'S MOST RECENT ANNUAL REPORT TO ITS
SHAREHOLDERS, ARE INCORPORATED BY
REFERENCE INTO THIS PROSPECTUS, WHICH
MEANS THEY ARE PART OF THIS PROSPECTUS FOR
LEGAL PURPOSES. THE FUND'S ANNUAL REPORT
DISCUSSES THE MARKET CONDITIONS AND
INVESTMENT STRATEGIES THAT SIGNIFICANTLY
AFFECTED THE FUND'S PERFORMANCE DURING ITS
LAST FISCAL YEAR. YOU MAY GET FREE COPIES
OF THESE MATERIALS, REQUEST OTHER
INFORMATION ABOUT THE FUND AND OTHER
PUTNAM FUNDS, OR MAKE SHAREHOLDER
INQUIRIES, BY CALLING PUTNAM TOLLFREE AT 1-
800-725-9894.
You may review and copy information about
the fund, including its SAI, at the
Securities and Exchange Commission's
public reference room in Washington, D.C.
You may call the Commission at 1-800-
SEC0330 for information about the
operation of the public reference room.
You may also access reports and other
information about the fund on the
Commission's Internet site at
http://www.sec.gov. You may get copies of
this information, with payment of a
duplication fee, by writing the Public
Reference Section of the Commission,
Washington, D.C. 205496009. You may need
to refer to the fund's file number.
PUTNAM INVESTMENTS
Putnam Defined Contribution Plans
One Post Office Square
Boston, Massachusetts
02109
Toll-free 1-800-225-1581
Address correspondence
to: Putnam Investor Services P.O. Box 989
Boston MA 02103
www.putnaminv.com
File No. 811-653
Putnam Mutual Funds Corp. Member, NASD, Inc.
Prospectus
FEBRUARY 28, 1999
PUTNAM INCOME FUND
CLASS Y SHARES
INVESTMENT CATEGORY: INCOME
This prospectus explains what you
should know about this mutual fund
before you invest. Please read it
carefully.
Putnam Investment Management, Inc.
(Putnam Management), which has managed
mutual funds since 1937, manages the
fund.
These securities have not been approved
or disapproved by the Securities and
Exchange Commission nor has the
Commission passed upon the accuracy or
adequacy of this prospectus. Any
statement to the contrary is a crime.
CONTENTS
2 Fund summary
2 Goal
2 Main investment strategies
2 Main risks
2 Performance information
3 Fees and expenses
4 What are the fund's main investment
strategies
and related risks?
7 Who manages the fund?
8 How does the fund price
its shares?
8 How do I buy fund
shares?
9 How do I sell fund shares?
10 How do I exchange fund shares?
10Fund distributions and taxes
11Financial highlights
PUTNAM INVESTMENTS
Putnam Defined
Contribution Plans
Fund summary
GOAL
The fund seeks high current income
consistent with what Putnam Management
believes to be prudent risk. MAIN
INVESTMENT STRATEGIES-CORPORATE AND
GOVERNMENT FIXED-INCOME SECURITIES
The fund will normally invest mostly in
bonds and other debt securities, and, to a
lesser degree, in preferred stocks. These
investments are commonly known as fixed-
income securities. The fund invests in a
full range of fixed-income securities,
such as:
(CORPORATE BONDS AND NOTES, INCLUDING BOTH
INVESTMENT GRADE AND HIGH-YIELDING, LOWER-
RATED, HIGHER-RISK SECURITIES OF U.S. AND
FOREIGN ISSUERS ("JUNK BONDS"),
(U. S. GOVERNMENT SECURITIES, INCLUDING
DEBT OBLIGATIONS OF THE U.S. GOVERNMENT,
ITS AGENCIES AND INSTRUMENTALITIES, AND
( FOREIGN GOVERNMENT SECURITIES, INCLUDING
DEBT OBLIGATIONS OF FOREIGN GOVERNMENTS,
THEIR AGENCIES AND INSTRUMENTALITIES.
The fund invests significantly in mortgage
participation certificates guaranteed by
the Government National Mortgage
Association (GNMA, commonly known as
"Ginnie Mae"), in Federal Housing
Administration debentures, for which the
U.S. Treasury unconditionally guarantees
payment of principal and interest. The
fund also may invest in Federal National
Mortgage Association (FNMA, commonly known
as "Fannie Mae") bonds and Federal Home
Loan Bank debt, which are supported only
by the credit of the federal
agency. Collectively, these investments
are commonly known as mortgage-backed
securities. The fund may also invest in
other types of mortgage-backed securities,
such as collateralized mortgage
obligations (CMOs) and stripped mortgage-
backed securities (strips), as well as
mortgage- backed securities that are
privately issued and not supported by the
credit of any government agency.
MAIN RISKS
The main risks that could adversely affect
the value of this fund's shares and the
total return on your investment include
* The risk that movements in the
securities markets will reduce the value
of the fund's investments.
* The risk that rising interest rates will
cause the value of the fund's debt
investments to fall. Interest rate risk is
highest for investments with long
maturities.
* The risk that the companies whose debt
the fund purchases will fail to make
timely payments of interest and principal.
This credit risk is higher for corporate
debt than for U.S. government debt and is
higher still for debt of below investment-
grade quality. BECAUSE THE FUND INVESTS
IN JUNK BONDS THIS RISK IS HEIGHTENED FOR
THE FUND. INVESTORS SHOULD CAREFULLY
CONSIDER THE RISKS ASSOCIATED WITH AN
INVESTMENT IN THE FUND.
* The risk that mortgagors who are
repaying mortgages underlying the fund's
investments will fail to make timely
payments of interest or will default.
This risk is greater for the fund's
investments that are not backed by the
full faith and credit of the U.S.
government.
* The risk that mortgages underlying the
fund's investments may be prepaid faster
than expected during periods of falling
interest rates. This might force the fund
to reinvest the proceeds from prepayments
in investments offering a lower yield.
With respect to these investments, the
fund therefore might not benefit from any
increase in value as a result of declining
interest rates. Similarly, rising interest
rates may reduce the rate of prepayments.
This would effectively extend the fund's
maturity and increase its interest rate
risk at times when that is least desirable
- - during periods of rising interest rates.
You can lose money by investing in the
fund. The fund may not achieve its goals,
and is not intended as a complete
investment program. An investment in the
fund is NOT a deposit of a bank and is not
insured or guaranteed by the Federal
Deposit Insurance Corporation or any other
government agency.
PERFORMANCE INFORMATION
The following information provides some
indication of the fund's risks. The chart
shows year-to-year changes in the
performance of the fund's class Y shares.
The table following the chart compares the
fund's performance to that of a broad
measure of market performance. Of course,
the fund's past performance is not an
indication of future performance.
CALENDAR YEAR TOTAL RETURNS* (Bar Chart)
1989 12.17
1990 4.35
1991 18.35
1992 9.79
1993 11.95
1994 -3.29
1995 19.81
1996 4.04
1997 8.40
1998 [ ]
During the periods covered by the bar
chart, the highest return for a calendar
quarter was [ ]% (quarter ending [ / /
]) and the lowest return for a quarter
was [ ]% (quarter ending
[ / / ]).
*Performance of class Y shares shown in
the bar chart and table following the
chart for periods prior to their
inception on 6/16/94 is derived from the
historical performance of the fund's
class A shares (not offered by this
prospectus). Performance of class Y
shares prior to their inception has not
been adjusted to reflect the initial
sales charge currently applicable to
class A shares or the lower operating
expenses applicable to class Y shares.
AVERAGE ANNUAL TOTAL RETURNS (for periods
ending 12/31/98)
PAST PAST PAST
1 YEAR 5 YEARS 10 YEARS
Class A % % %
LEHMAN BROTHERS AGGREGATE BOND INDEX
% % %
The fund's performance is compared to
Lehman Brothers Aggregate Bond Index, an
unmanaged index of investment-grade
bonds.
FEES AND EXPENSES
This table summarizes the expenses you
may pay if you buy and hold class Y
shares of the fund.
ANNUAL FUND OPERATING EXPENSES
(expenses that are deducted from fund
assets)
Management Other Total
annual fund
fees expenses operating expenses
0.50% 0.27% 0.77%
EXAMPLE
This example translates the "total annual
fund operating expenses" shown in the
preceding table into dollar amounts. By
doing this, you can more easily compare
the cost of investing in the fund to the
cost of investing in other mutual funds.
The example makes certain assumptions.
It assumes that you invest $10,000 in the
fund for the time periods shown and then
redeem all your shares at the end of
those periods. It also assumes a 5%
return on your investment each year and
that the fund's operating expenses remain
the same. The example is hypothetical;
your actual costs and returns may be
higher or lower.
1 YEAR 3 YEARS 5 YEARS 10 YEARS
$79 $246 $428 $954
WHAT ARE THE FUND'S MAIN INVESTMENT
STRATEGIES AND
RELATED RISKS? Any investment carries
with it some level of risk that generally
reflects its potential for reward. The
fund pursues its goal by investing mainly
in fixed-income securities. Putnam
Management will consider, among other
things, credit, interest rate and
prepayment risks as well as general
market conditions when deciding whether
to buy or sell investments. The fund
invests in: * CORPORATE OBLIGATIONS.
These investments include,
* investment grade and high-yielding,
lower-rated, higher-risk U.S. and foreign
corporate fixed-income securities, rated
at the time of purchase at least B (or
its equivalent) by a nationally
recognized securities rating agency, or
if unrated, of comparable quality.
* U.S. GOVERNMENT AND AGENCY OBLIGATIONS.
These investments include,
* U.S. Treasury bills, notes and bonds.
The U.S. Treasury issues these
obligations.
* Obligations guaranteed by the U.S.
Treasury. These include obligations
issued or guaranteed by certain agencies
and instrumentalities of the U.S.
government that are backed by the full
faith and credit of the U.S. government,
such as Ginnie Mae mortgage participation
certificates and Federal Housing
Administration debentures.
* Obligations guaranteed by a federal
agency or governmentsponsored entity.
These include obligations issued or
guaranteed by certain agencies and
government-sponsored entities that are
supported only by the credit of such
agency or entity, such as Fannie Mae
bonds and Federal Home Loan Bank debt.
Ginnie Mae mortgage participation
certificates, Federal Housing
Administration debentures, Fannie Mae
bonds and Federal Home Loan Bank debt are
commonly known as mortgage-backed
securities. Mortgage-backed securities
represent participations in, or are
secured by, mortgage loans. The fund may
also invest in other mortgage-backed
securities including CMOs and strips.
CMOs are issued with a number of classes
(sometimes called series) that have
different maturities and may represent
interests in some or all of the interest
or principal in the underlying mortgage
pool. Strips usually have two classes,
which receive different portions of
payments of either interest (the interest-
only, or "IO"class) or principal (the
principal-only or "PO" class) of
underlying mortgages. The fund may buy
both IOs and POs.
* PRIVATELY ISSUED MORTGAGE-BACKED
SECURITIES. These investments include
* mortgage-backed securities, including
CMOs and strips, that are issued by
private issuers and represent an interest
in or are secured by mortgage loans or
mortgage-backed securities without a
government guarantee.
* OBLIGATIONS OF FOREIGN GOVERNMENTS,
THEIR AGENCIES AND INSTRUMENTALITIES
A description of the risks associated
with the fund's main investment
strategies follows.
* FIXED-INCOME INVESTMENTS. The value of
a fixedincome investment may fall as a
result of factors directly relating to
the issuer of the security, such as
decisions made by its management or a
reduction in its credit rating. An
investment's value may also fall because
of factors such as increases in
production costs that affect not just the
issuer, but other issuers. The value of
an investment may also be affected by
general changes in financial market
conditions, such as changing interest
rates or currency exchange rates.
* INTEREST RATE RISK. The values of
fixed income investments usually rise and
fall in response to changes in interest
rates. Declining interest rates will
generally raise the value of existing
fixedincome investments, and rising
interest rates will generally lower the
value of existing fixed-income
investments. Changes in the values of
fixed income investments usually will not
affect the amount of income the fund
receives from them, but will affect the
value of the fund's shares. Interest rate
risk is often greater for investments
with longer maturities and the fund
expects that its portfolio will normally
be weighted towards
longer maturities.
* CREDIT RISK. Investors normally
expect to be compensated in proportion to
the risk they are assuming. Thus, fixed
income investments of companies with
relatively weaker credit prospects
usually offer higher yields than those of
companies with better credit prospects.
Higher-rated investments generally offer
lower credit risk, but not necessarily
lower interest rate risk. The value of a
higher-rated investment still fluctuates
in response to changes in interest rates.
The fund may invest substantially in debt
investments rated, at the time of
purchase, as low as B (or its equivalent)
by a nationally recognized securities
rating agency, and unrated investments
that Putnam Management determines are of
comparable quality. The fund will not
necessarily sell an investment if its
rating is reduced.
Securities rated B (and comparable
unrated securities) are predominately
speculative and have large uncertainties
or major exposures to adverse business,
financial, or economic conditions.
Securities rated lower than Baa or BBB
(and comparable unrated securities) are
sometimes referred to as "junk bonds."
Although Putnam Management considers
credit ratings in making investment
decisions, it performs its own investment
analysis and does not rely only on
ratings assigned by the rating agencies.
When the fund buys debt of a company with
poor credit prospects, the achievement of
the fund's goals depends more on Putnam
Management's ability than would be the
case if the fund were buying debt of a
company with better credit prospects.
* Although U.S. government investments
are generally considered to have the
least credit risk---the risk that the
issuer will fail to make timely payments
of interest and principal---they are not
completely free of credit risk. While
certain U.S. government securities, such
as U.S. Treasury obligations and Ginnie
Mae certificates, are backed by the full
faith and credit of the U.S. government,
other securities in which the fund may
invest are subject to varying degrees of
risk. These risk factors include the
creditworthiness of the issuer and, in
the case of mortgagebacked securities,
the ability of the underlying mortgagors
or other borrowers to meet
their obligations. In addition, the
values of these investments will still
fluctuate in response to changes in
interest rates. Because of their added
safety, the yields available from U.S.
government securities are generally lower
than the yields available from comparable
corporate debt securities. * PREPAYMENT
RISK. Certain securities held by the
fund may permit the issuer at its option
to "call," or redeem, its securities. If
an issuer were to redeem securities held
by the fund during a time of declining
interest rates, the fund may not be able
to reinvest the proceeds in securities
providing the same investment return as
the securities redeemed.
* MORTGAGE-BACKED SECURITIES. The fund
may buy mortgage-backed investments,
including CMOs and strips.
Traditional debt investments
typically pay a fixed rate of interest
until maturity, when the entire principal
amount is due. By contrast, payments on
mortgage-backed investments typically
include both interest and a partial
payment of principal. Principal may also
be prepaid voluntarily, or as a result of
refinancing or foreclosure. The fund may
have to invest the proceeds from prepaid
investments under less attractive terms
and at lower yields. Prepayments are
particularly common during periods of
declining interest rates, when property
owners seek to refinance their mortgages
at more favorable terms; the reverse is
true during
periods of rising interest rates.
Mortgage-backed investments are therefore
less likely to increase in value during
periods of declining interest rates than
other debt of comparable maturities. In
addition, they have a higher risk of
decline in value during periods of rising
interest rates because declining
prepayment rates effectively increase the
average maturity of the fund's
investments (and, therefore, its
sensitivity to changes in interest rates)
at time when that is least desirable.
These investments can increase the
volatility of the fund.
CMOs represent interests in, or are
secured by, a pool of mortgages. They
have a number of classes that have
different maturities and may relate to
different portions of the interest or
principal of the underlying mortgages.
Different classes may be subject to
higher degrees of interest rate risk,
credit risk and/or prepayment risk.
The yields and values of IOs and POs are
extremely sensitive to changes in
interest rates and in the rate of
principal payments and prepayments on the
underlying mortgages. IOs tend to lose
value if the rate of principal payments
and prepayments increases, while POs tend
to lose value if principal payments and
prepayments decrease. The market for
strips is generally more volatile and
limited than for other mortgage-backed
investments, which may at times make it
difficult to buy or sell strips.
* FOREIGN INVESTMENTS. The fund may
invest without limit in securities of
foreign issuers that are
traded in U.S. public markets. While the
fund may also invest in securities of
foreign issuers that are not traded in
U.S. public markets, it does not expect
that such investments will normally
represent more than 20% of its assets,
although they may occasionally exceed
this amount. Foreign investments involve
certain special risks. For example,
their values may drop in response to
changes in currency exchange rates,
unfavorable political and legal
developments, unreliable or untimely
information, and economic and financial
instability. In addition, the liquidity
of these investments may be more limited
than domestic investments, which means
the fund may at times be unable to sell
them at desirable prices. Foreign
settlement procedures may also involve
additional risks. These risks are
generally greater in the case of
"emerging markets" that typically have
less developed legal and financial
systems.
Certain of these risks may also apply to
some extent to domestic investments that
are denominated in foreign currencies or
that are traded in foreign markets, or to
securities of U.S. companies that have
significant foreign operations.
* DERIVATIVES. The fund may engage in a
variety of transactions using
"derivatives," such as futures, options,
warrants, forwards and swap contracts.
Derivatives are financial instruments
whose value depends upon, or is derived
from, the value of something else, such
as one or more underlying investments,
indexes or currencies. Derivatives may
be traded on organized exchanges, or in
individually negotiated transactions with
other parties (these are known as "over
the counter"). The fund may use
derivatives both for hedging and non-
hedging purposes.
Derivatives involve special risks and
costs and may result in losses to the
fund. The successful use of derivatives
requires sophisticated management and the
fund will depend on Putnam Management's
ability to analyze and manage derivatives
transactions. The prices of derivatives
may move in unexpected ways, especially
in abnormal market conditions. Some
derivatives are "leveraged" and therefore
may magnify or otherwise increase
investment losses to the fund. Other
risks arise from the potential inability
to terminate or
sell derivatives positions. A liquid
secondary market may not always exist for
the fund's derivatives positions at any
time. In fact, many over-the-counter
instruments will not be liquid. Overthe-
counter instruments also involve the risk
that the other party will not meet its
obligations to the fund.
* PREMIUM INVESTMENTS. The fund may
invest in socalled "premium" investments
offering interest rates higher than
prevailing market rates. In addition,
during times of declining interest rates,
many of the fund's investments may offer
interest rates that are higher than
current market rates, regardless of
whether the fund bought them at a
premium. When the fund holds premium
investments, shareholders are likely to
receive higher dividends (but will bear a
greater risk that the value of the fund's
shares will fall) than they would if the
fund held investments offering current
market rates of interest. Premium
investments involve a greater risk of
loss, because
their values tend to decline over time.
Investors may find it useful to compare
the fund's yield, which factors out the
effect of premium securities, with its
current dividend rate, which does not
factor out that effect.
* FREQUENT TRADING. The fund may buy or
sell investments relatively often, which
involves higher brokerage commissions and
other expenses.
* OTHER INVESTMENTS. In addition to the
main investment strategies described
above, the fund may also make other types
of investments, such as investments in
asset-backed securities, and equity
securities and therefore may be subject
to other risks, as described in the
fund's statement of additional
information (SAI). * ALTERNATIVE
STRATEGIES. At times Putnam Management
may judge that market conditions make
pursuing the fund's investment strategies
inconsistent with the best interest of
its shareholders. Putnam Management then
may temporarily use alternative
strategies, including investing solely in
money market instruments and obligations
of the U.S. government or its agencies
that are mainly designed to limit the
fund's losses. Although Putnam
Management has the flexibility to use
these strategies, it may choose not to
for a variety of reasons, even in very
volatile market conditions. These
strategies may cause the fund to miss out
on investment opportunities, and may
prevent the fund from achieving its goal.
* CHANGES IN POLICIES. The fund's
Trustees may change the fund's goal,
investment strategies and other policies
without shareholder approval, except as
otherwise indicated.
WHO MANAGES THE FUND?
The fund's Trustees oversee the general
conduct of the fund's business. The
Trustees have retained Putnam Management
to be the fund's investment manager,
responsible for making investment
decisions for the fund and managing the
fund's other affairs and business. The
fund pays Putnam Management a quarterly
management fee for these services based
on the fund's average net assets. The
fund paid Putnam Management a management
fee of 0.50% of average net assets for
the fund's last fiscal year. Putnam
Management's address is One Post Office
Square, Boston, MA 02109.
The following officers of Putnam
Management have had primary
responsibility for the day-to-day
management of the fund's portfolio since
the years shown below. Their experience
as portfolio managers or investment
analysts over at least the last five
years is also shown.
MANAGER SINCE EXPERIENCE
Kevin M. Cronin 1998 Employed
Managing Director by Putnam
Management since 1997. Prior to
February, 1997, Mr. Cronin was employed
at MFS Investment
Management.
Krishna K. Memani 1998 Employed
Managing
Director by Putnam
Management since 1998. Prior to
September, 1998, Mr. Memani was employed
at Morgan Stanley & Co.
James Prusko 1998 Employed Senior Vice
President by Putnam Management since
1992.
* YEAR 2000 ISSUES. The fund could be
adversely affected if the computer
systems used by Putnam Management and the
fund's other service providers do not
properly process and calculate
daterelated information relating to the
end of this century and the beginning of
the next. While year 2000-related
computer problems could have a negative
effect on the fund, both in its
operations and in its investments, Putnam
Management is working to avoid such
problems and to obtain assurances from
service providers that they are taking
similar steps. No assurances, though,
can be provided that the fund will not be
adversely impacted by these matters.
How does the fund price its shares?
The price of the fund's shares is based
on its net asset value (NAV). The NAV
per share of each class equals the total
value of its assets, less its
liabilities, divided by the number of its
outstanding shares. Shares are only
valued as of the close of regular trading
on the New York Stock Exchange each day
the exchange is open.
The fund values investments for which
market quotations are readily available
at market value. It values short-term
investments maturing within 60 days at
amortized cost, which approximates market
value. It values all other investments
and assets at their fair value.
The fund translates prices for its
investments quoted in foreign currencies
into U.S. dollars at current exchange
rates. As a result, changes in the value
of those currencies in relation to the
U.S. dollar will affect the fund's NAV.
Because foreign markets may be open at
different times than the New York Stock
Exchange, the value of the fund's shares
may change on days when shareholders are
not able to buy or sell them. If events
materially affecting the values of the
fund's foreign investments occur between
the close of foreign markets and the
close of regular trading on the New York
Stock Exchange, these investments will be
valued at their fair value.
How do I buy fund shares?
All orders to purchase shares must be
made through your employer's retirement
plan. For more information about how to
purchase shares of the fund through your
employer's plan or limitations on the
amount that may be purchased, please
consult your employer.
Putnam Mutual Funds Corp. (Putnam Mutual
Funds) generally must receive your plan's
completed buy order before the close of
regular trading on the New York Stock
Exchange for shares to be bought at that
day's offering price.
To eliminate the need for safekeeping,
the fund will not issue certificates for
shares.
The fund may periodically close to new
purchases of shares or refuse any order
to buy shares if Putnam Management
determines that doing so would be in the
best interests of the fund and its
shareholders.
* ONLY ELIGIBLE PURCHASERS. A defined
contribution
plan (including a corporate IRA) is
eligible to purchase class Y shares if
* The plan, its sponsor and other
employee benefit plans of the sponsor
invest at least $150 million in Putnam
funds and other investments managed by
Putnam Management or its affiliates, or
* The plan's sponsor confirms a good
faith expectation that
investments in Putnam-managed assets by
the sponsor and its employee benefit
plans will attain $150 million (using the
higher of purchase price or current
market value) within one year of initial
purchase, and agrees that class Y shares
may be redeemed and class A shares
purchased if that level is not attained.
How do I sell fund shares?
Subject to any restrictions imposed by
your employer's plan, you can sell your
shares through the plan back to the fund
any day the New York Stock Exchange is
open. For more information about how to
sell shares of the fund through your
employer's plan, including any charges
that the plan may impose, please consult
your employer.
Your plan administrator must send a
signed letter of instruction to Putnam
Investor Services. The price you will
receive is the next NAV per share
calculated after the fund receives the
instruction in proper form. In order to
receive that day's NAV, Putnam Investor
Services must receive the instruction
before the close of regular trading on
the New York Stock Exchange.
The fund generally sends you payment for
your shares the business day after your
request is received. Under unusual
circumstances, the fund may suspend
redemptions, or postpone payment for more
than seven days, as permitted by federal
securities law. The fund will only
redeem shares for which it has received
payment.
How do I exchange fund shares?
Subject to any restrictions your plan
imposes, you can exchange your fund
shares for shares of other Putnam funds
offered through your employer's plan
without a sales charge. Contact your plan
administrator or Putnam Investor Services
for more information. The exchange
privilege is not intended as a vehicle
for short-term trading. Excessive
exchange activity may interfere with
portfolio management and have an adverse
effect on all shareholders. In order to
limit excessive exchange activity and
otherwise promote the best interests of
the fund, the fund reserves the right to
revise or terminate the exchange
privilege, limit the amount or number of
exchanges or reject any exchange. The
fund into which you would like to
exchange may also reject your exchange.
These actions may apply to all
shareholders or only to those
shareholders whose exchanges Putnam
Management determines are likely to have
a negative effect on the fund or other
Putnam Funds.
FUND DISTRIBUTIONS AND TAXES
The fund distributes any net investment
income once a month and any net realized
capital gains at least once a year.
The terms of your employer's plan will
govern how your employer's plan may
receive distributions from the fund.
Generally, periodic distributions from
the fund to your employer's plan are
reinvested in additional fund shares,
although your employer's plan may permit
you to receive fund distributions from
net investment income in cash while
reinvesting capital gains distributions
in additional shares or to receive all
fund distributions in cash. If another
option is not selected, all distributions
will be reinvested in additional fund
shares.
Generally, for federal income tax
purposes, fund distributions are taxable
as ordinary income, except that any
distributions of longterm capital gains
will be taxed as such regardless of how
long you have held your shares. However,
distributions by the fund to retirement
plans that qualify for tax-exempt
treatment under federal income tax laws
will not be taxable. Special tax rules
apply to investments through such plans.
You should consult your tax adviser to
determine the suitability of the fund as
an investment through such a plan and the
tax treatment of distributions (including
distributions of amounts attributable to
an investment in the fund) from such a
plan.
YOU SHOULD CONSULT YOUR TAX ADVISER FOR
MORE INFORMATION ON YOUR OWN TAX
SITUATION, INCLUDING POSSIBLE FOREIGN,
STATE, AND LOCAL TAXES.
FINANCIAL HIGHLIGHTS
The financial highlights table is
intended to help you understand the
fund's recent financial performance.
Certain information reflects financial
results for a single fund share. The
total returns represent the rate that an
investor would have earned or lost on an
investment in the fund, assuming
reinvestment of all dividends and
distributions. This information has been
derived from the fund's financial
statements which have been audited by
PricewaterhouseCoopers LLP. Its report
and the fund's financial statements are
included in the fund's annual report to
shareholders, which is available upon
request.
FINANCIAL HIGHLIGHTS
CLASS Y-For a share outstanding
throughout the period.
PER-SHARE
OPERATING PERFORMANCE YEAR
ENDED OCTOBER 31
1998 1997 1996 1995 1994+
NET ASSET VALUE,
BEGINNING OF PERIOD $7.15 $7.02
$7.07
$6.52 $6.72
INVESTMENT OPERATIONS
Net investment income .50(c) .47
.47 .47 .19 Net realized and unrealized
gain (loss) on investments (.28)
.16 (.04) .57 (.21)
TOTAL FROM
INVESTMENT OPERATIONS .22 .63 .43
1.04 (.02) LESS DISTRIBUTIONS:
From net investment
income (.42) (.46) (.48)
(.49)
(.18)
In excess of net investment income --
- -- -- -- -From net realized gain
on investments (.04) (.04) -- --
(.04) From return of capital (.03) -
- - -- -- -TOTAL DISTRIBUTIONS (.49)
(.50) (.48)
(.49) (.18)
Net asset value
end of period $6.88 $7.15 $7.02
$7.07 $6.52
RATIOS AND SUPPLEMENTAL DATA
TOTAL INVESTMENT RETURN
AT NET ASSET VALUE (%)(a) 3.02 9.23
6.31 16.65 (0.35)*
NET ASSETS, END OF PERIOD
(IN THOUSANDS) $246,405 $170,902
$133,516 $107,414 $7,517
Ratio of expenses to average
net assets (%)(b) .77 .92 .92 .86
.24*
Ratio of net income
to average net assets (%) 6.92 6.64
6.76 7.14 2.91*
Portfolio turnover (%) 257.12 265.71
213.46 169.29
128.82
+ For the period from the commencement
of operations on June
16, 1994 through October 31, 1994.
* Not annualized.
(a) Total return assumes dividend
reinvestment and does not reflect the
effect of sales charges.
(b) The ratio of expenses to average net
assets for periods ended on or after
October 31, 1995 includes amounts paid
through expense offset arrangements. Prior
period ratios exclude these amounts.
(c) Per share net investment income has
been determined on the basis of weighted
average number of shares outstanding
during the period.
FOR MORE INFORMATION
ABOUT PUTNAM INCOME FUND
THE FUND'S STATEMENT OF ADDITIONAL
INFORMATION (SAI) AND ANNUAL AND SEMI-
ANNUAL REPORTS TO SHAREHOLDERS INCLUDE
ADDITIONAL INFORMATION ABOUT THE FUND. THE
SAI, AND THE AUDITOR'S REPORT AND
FINANCIAL STATEMENTS INCLUDED IN THE
FUND'S MOST RECENT ANNUAL REPORT TO ITS
SHAREHOLDERS, ARE INCORPORATED BY
REFERENCE INTO THIS PROSPECTUS, WHICH
MEANS THEY ARE PART OF THIS PROSPECTUS FOR
LEGAL PURPOSES. THE FUND'S ANNUAL REPORT
DISCUSSES THE MARKET CONDITIONS AND
INVESTMENT STRATEGIES THAT SIGNIFICANTLY
AFFECTED THE FUND'S PERFORMANCE DURING ITS
LAST FISCAL YEAR. YOU MAY GET FREE COPIES
OF THESE MATERIALS, REQUEST OTHER
INFORMATION ABOUT THE FUND AND OTHER
PUTNAM FUNDS, OR MAKE SHAREHOLDER
INQUIRIES, BY CALLING PUTNAM TOLLFREE AT 1-
800-725-9894.
You may review and copy information about
the fund, including its SAI, at the
Securities and Exchange Commission's
public reference room in Washington, D.C.
You may call the Commission at 1-800-
SEC0330 for information about the
operation of the public
reference room. You may also access
reports and other information about the
fund on the Commission's Internet site at
http://www.sec.gov. You may get copies of
this information, with payment of a
duplication fee, by writing the Public
Reference Section of the Commission,
Washington, D.C. 205496009. You may need
to refer to the fund's file number.
PUTNAM INVESTMENTS
Putnam Defined Contribution Plans
One Post Office Square
Boston, Massachusetts
02109 Toll-free 1-800-2251581
Address correspondence to:
Putnam Investor Services P.O.
Box 989
Boston MA 02103
www.putnaminv.com
File No. 811-653
Putnam Mutual Funds Corp.
Member, NASD, Inc.
PUTNAM INCOME FUND
FORM N-1A
PART B
STATEMENT OF ADDITIONAL
INFORMATION ("SAI")
FEBRUARY 28,
1999
This SAI is not a prospectus
and is only authorized for
distribution when accompanied
or preceded by the prospectus
of the fund dated February 28,
1999 , as revised from
time to time. This SAI contains
information which may be useful
to investors but which is not
included in the prospectus. If
the fund has more than one form
of current prospectus, each
reference to the prospectus in
this SAI shall include all of
the fund's prospectuses, unless
otherwise noted. The SAI
should be read together with
the applicable prospectus.
Investors may obtain a free
copy of the applicable
prospectus from Putnam Investor
Services, Mailing address: P.O.
Box 41203, Providence, RI
029401203.
Part I of this SAI contains
specific information about the
fund. Part II includes
information about the fund and
the other Putnam funds.
Certain disclosure has been
incorporated by reference from
the fund ' s annual
report. For a free copy of the
fund ' s annual report,
call Putnam Investor Services
at 1-800-2251581.
TABLE OF CONTENTS
PART I
FUND ORGANIZATION AND
CLASSIFICATION I - 6
INVESTMENT RESTRICTIONS
I - 7 CHARGES AND
EXPENSES I - 8
INVESTMENT PERFORMANCE
I - 12 ADDITIONAL
OFFICERS I - 13
INDEPENDENT ACCOUNTANTS AND
FINANCIAL STATEMENTS
I 14
PART II
MISCELLANEOUS
INVESTMENTS,
INVESTMENT PRACTICES AND
RISKS....II 1
TAXES II - 29
MANAGEMENT II -
33 DETERMINATION OF NET
ASSET VALUE II - 43
HOW TO BUY SHARES II -
44 DISTRIBUTION PLANS
II - 57 INVESTOR
SERVICES II - 58
SIGNATURE GUARANTEES
II 63
SUSPENSION OF REDEMPTIONS
II 63 SHAREHOLDER
LIABILITY II - 64
STANDARD PERFORMANCE MEASURES
II - 64
COMPARISON OF PORTFOLIO
PERFORMANCE II - 65
SECURITIES RATINGS II 70
DEFINITIONS II - 75
SAI
PART I
FUND ORGANIZATION AND
CLASSIFICATION
Putnam Income Fund is a Massachusetts
business trust organized on August 13,
1982 as the successor to The Putnam
Income Fund, Inc., a Massachusetts
corporation organized on October 13,
1954. A copy of the Agreement and
Declaration of Trust, which is
governed by Massachusetts law, is on
file with the Secretary of State of
The Commonwealth of Massachusetts.
The fund is an open-end management
investment company with an unlimited
number of authorized shares of
beneficial interest. The Trustees
may, without shareholder approval,
create two or more
series of shares representing separate
investment portfolios. Any such
series of shares may be divided
without shareholder approval into two
or more classes of shares having such
preferences and special or relative
rights and privileges as the Trustees
determine. The fund ' s shares
are not currently divided into series.
The fund offers classes of shares with
different sales charges and expenses.
Because of these different sales
charges and expenses, the investment
performance of the classes will vary.
For more information, including your
eligibility to purchase any class of
shares, contact your investment dealer
or Putnam Mutual Funds (at 1-800-225-
1581).
Each share has one vote, with
fractional shares voting
proportionally. Shares of all classes
will vote together as a single class
except when otherwise required by law
or as determined by the Trustees.
Shares are freely transferable, are
entitled to dividends as declared by
the Trustees, and, if the fund were
liquidated, would receive the net
assets of the fund. The fund may
suspend the sale of shares at any time
and may refuse any order to purchase
shares. Although the fund is not
required to hold annual meetings of
its shareholders, shareholders holding
at least 10% of the outstanding shares
entitled to vote have the right to
call a meeting to elect or remove
Trustees, or to take other actions as
provided in the Agreement and
Declaration of Trust.
The fund is a diversified investment
company under the Investment Company
Act of 1940. This means that with
respect to 75% of its total assets,
the fund may not invest more than 5%
of its total assets in the securities
of any one issuer (except U.S.
government securities). The remaining
25% of its total assets is not subject
to this restriction. To the extent
the fund invests a significant portion
of its assets in the securities of a
particular issuer, it will be subject
to an increased risk of loss if the
market value of such issuer ' s
securities declines.
INVESTMENT RESTRICTIONS
AS FUNDAMENTAL INVESTMENT
RESTRICTIONS, WHICH MAY NOT BE CHANGED
WITHOUT A VOTE OF A MAJORITY OF THE
OUTSTANDING VOTING SECURITIES, THE
FUND MAY NOT AND WILL NOT:
(1) With respect to 75% of its total
assets, invest in the securities of
any issuer if, immediately after such
investment, more than 5% of the total
assets of the fund (taken at current
value) would be invested in the
securities of such issuer; provided
that this limitation does not apply to
obligations issued or guaranteed as to
interest or principal by the U.S.
government or its agencies or
instrumentalities.
(2) With respect to 75% of its total
assets, acquire more than 10% of the
outstanding voting securities of any
issuer.
(3) Borrow money in excess of 10% of
its total assets (taken at cost) and
then only as a temporary measure for
extraordinary or emergency purposes
and not for investment. (The fund may
borrow only from banks and immediately
after any such borrowing there must be
an asset coverage (total assets of the
fund including the amount borrowed
less liabilities other than such
borrowings) of at least 300% of the
amount of all borrowings. In the
event that, due to market decline or
other reasons, such asset coverage
should at any time fall below 300%,
the fund is required within three days
not including Sundays and holidays to
reduce the amount of its borrowings to
the extent necessary to cause the
asset coverage
of such borrowings to be at least
300%. If this should happen, the fund
may have to sell securities at
a time when it would be
disadvantageous to do so.)
(4) Make loans, except by purchase of
debt obligations in which the fund may
invest consistent with its investment
policies, by entering into repurchase
agreements, or by lending its
portfolio securities.
(5) Purchase or sell real estate,
although it may purchase securities of
issuers which deal in real estate,
securities which are secured by
interests in real estate, and
securities which represent interests
in real estate, and it may acquire and
dispose of real estate or interests in
real estate acquired through the
exercise of its rights as a holder of
debt obligations secured by real
estate or interests therein.
(6) Purchase or sell commodities or
commodity contracts, except that the
fund may purchase and sell financial
futures contracts and options and may
enter into foreign currency exchange
transactions and other financial
transactions not involving physical
commodities.
(7) Underwrite securities issued by
other persons except to the extent
that, in connection with the
disposition of its portfolio
investments, it may be deemed to be an
underwriter under certain federal
securities laws.
(8) Purchase securities (other than
securities of the U.S. government, its
agencies or instrumentalities) if, as
a result of such purchase, more than
25% of the fund's total assets would
be invested in any one industry.
Although certain of the fund's
fundamental investment restrictions
permit it to borrow money to a limited
extent, the fund does not currently
intend to do so and did not do so last
year.
The Investment Company Act of 1940
provides that a "vote of a majority of
the outstanding voting securities" of
the fund means the affirmative vote of
the lesser of (1) more than 50% of the
outstanding fund shares, or (2) 67% or
more of the shares present at a
meeting if more than 50% of the
outstanding fund shares are
represented at the meeting in person
or by proxy.
IT IS CONTRARY TO THE FUND'S PRESENT
POLICY, WHICH MAY BE CHANGED WITHOUT
SHAREHOLDER APPROVAL, TO:
Invest in (a) securities which are not
readily marketable, (b) securities
restricted as to resale (excluding
securities determined by the Trustees
of the fund (or the person designated
by the Trustees of the fund to make
such determinations) to be readily
marketable), and (c) repurchase
agreements maturing in more than seven
days, if, as a result, more than 15%
of the fund's net assets (taken at
current value) would be invested in
securities described in (a), (b) and
(c) above.
In connection with the offering of its
shares in Japan, the fund has
undertaken to the Japanese Securities
Dealers Association that the fund will
not: (1) invest more than 10% of its
net assets in securities that are not
traded on an official exchange or
other regulated market, including,
without limitation, the National
Association of Securities Dealers
Automated Quotation System (this
restriction shall not be applicable to
bonds determined by Putnam Management
to be liquid and for which a market
price (including a dealer quotation)
is generally obtainable or
determinable); (2)
borrow money in excess of 10% of the
value of its total assets; (3) make
short sales of securities; (4) invest
in the securities of other registered
open-end investment funds or
companies, except as they may be
acquired as part of a merger,
consolidation or acquisition of
assets; (5) invest more than 5% of its
total assets in the securities of any
one issuer (other than the U.S.
government); (6) acquire more than 10%
of the outstanding voting securities
of any issuer; and (7) together with
other mutual funds managed by Putnam
Management, acquire more than 15% of
the outstanding voting securities of
any issuer.
If the undertaking is violated, the
fund will, promptly after discovery,
take such action as may be necessary
to cause the violation to cease, which
shall be the only obligation of the
fund and the only remedy in respect of
the violation. This undertaking will
remain in effect as long as shares of
the fund are qualified for offer or
sale in Japan and such undertaking is
required by the Japanese Securities
Dealers Association as a condition of
such qualification.
All percentage limitations on
investments (other than pursuant to
the non-fundamental restriction
) will apply at the time of the
making of an investment and shall not
be considered violated unless an
excess or deficiency occurs or exists
immediately after and as a result of
such investment.
CHARGES AND EXPENSES
MANAGEMENT FEES
Under a Management Contract dated
April 6, 1995 , the fund pays a
quarterly fee to Putnam Management
based on the average net assets of the
fund, as determined at the close of
each business day during the quarter,
at the annual rate of 0.65% of the
first $500 million of average net
assets, 0.55% of the next $500
million, 0.50% of the next $500
million, 0.45% of the next $5 billion,
0.425% of the next $5 billion, 0.405%
of the next $5 billion, 0.39% of the
next $5 billion, and 0.38% of any
amount thereafter. For the past three
fiscal years, pursuant to the
Management Contract (and a management
contract in effect prior to April 6,
1995, under which the management fee
payable to Putnam Management was paid
at the rate of 0.50% of the first $100
million of average net assets, 0.40%
of the next $100 million and 0.35% of
any amount over $200 million) the fund
incurred the following fees:
FISCAL MANAGEMENT
YEAR FEE PAID
1998 $16,143,721
1997 $9,469,339
1996 $8,111,205
BROKERAGE COMMISSIONS
Putnam Mutual Funds compensates
qualifying dealers (including, for
this purpose, certain financial
institutions) for sales of shares and
the maintenance of shareholder
accounts. The following table
shows brokerage commissions paid
during the fiscal periods indicated:
FISCAL BROKERAGE
YEAR COMMISSIONS
1998 $242,846
1997 $575,163
1996 $27,784
The following table shows transactions
placed with brokers and dealers during
the most recent fiscal year to
recognize research, statistical and
quotation services received by Putnam
Management and its affiliates:
DOLLAR
VALUE PERCENT OF
OF THESE TOTAL AMOUNT OF
TRANSACTIONS TRANSACTIONS
COMMISSIONS $ 0
0.00% $0
ADMINISTRATIVE EXPENSE
REIMBURSEMENT The fund reimbursed
Putnam Management for
administrative services during fiscal
1998 , including compensation of
certain fund officers and
contributions to the Putnam
Investments, Inc. Profit Sharing
Retirement Plan for their benefit, as
follows:
PORTION OF TOTAL
REIMBURSEMENT FOR
COMPENSATION
TOTAL AND
REIMBURSEMENT CONTRIBUTIONS
$31,867 $26,840
TRUSTEE RESPONSIBILITIES AND FEES
The Trustees are responsible for
generally overseeing the conduct of
fund business. Subject to such
policies as the Trustees may determine
Putnam
Management furnishes a continuing
investment program for the fund and
makes investment decisions on its
behalf. Subject to the control of the
Trustees, Putnam Management also
manages the fund ' s other
affairs and business.
Each Trustee receives a fee for his or
her services. Each Trustee also
receives fees for serving as Trustee
of other Putnam funds. The Trustees
periodically review their fees to
assure that such fees continue to be
appropriate in light of their
responsibilities as well as in
relation to fees paid to trustees of
other mutual fund complexes. The
Trustees meet monthly over a two-day
period, except in August. The
Compensation Committee, which consists
solely of Trustees not affiliated with
Putnam Management and is responsible
for recommending Trustee compensation,
estimates that Committee and Trustee
meeting time together with the
appropriate preparation requires the
equivalent of at least three business
days per Trustee meeting. The
following table shows the year each
Trustee was first elected a Trustee of
the Putnam funds, the fees paid to
each Trustee by the fund for fiscal
1998 and the fees paid to each
Trustee by all of the Putnam funds
during calendar 1998 :
COMPENSATION TABLE
Pension or
Estimated Total
Aggregate retirement
annual benefits
compensation
compensation benefits accrued from all from
all
from the as part of Putnam
funds Putnam
TRUSTEES/YEAR FUND(1) FUND EXPENSES
UPON RETIREMENT(2) FUNDS(3)
Jameson A. Baxter/1994 (4) $2,253 $487 $95,000
$
Hans H. Estin/1972 1,968 947
95,000
JOHN A. HILL/1985(4) 1,945 355
115,000(5)
Ronald J. Jackson/1996(4) 2,178 258 95,000
Paul L. Joskow/1997(4)(5) 1,948 35
95,000
Elizabeth T. Kennan/1992 2,178 512
95,000 Lawrence J. Lasser/1992
1,923 383 95,000 John H.
Mullin, III/1997(4) 1,948
54
95,000
Robert E. Patterson/1984 1,957 284
95,000 Donald S. Perkins/1982
1,968 1,023
95,000 William F. Pounds/1971(5) 2,349
1,064 115,000
George Putnam/1957 1,934 1,083 95,000
George Putnam, III/1984 1,957 187
95,000 A.J.C. Smith/1986
1,887 638 95,000
W. Thomas Stephens/1997(4) 1,951 5095,000
W. Nicholas Thorndike/1992 1,968
73595,000
(1) Includes an annual retainer and
an attendance fee for each meeting
attended .
(2) Assumes that each Trustee retires
at the normal retirement date.
Estimated benefits for each Trustee
are based on Trustee fee rates in
effect during calendar 199 7.
(3) As of December 31, 1998,
there were
[TBD] funds in the Putnam
family.
(4) Includes compensation deferred
pursuant to a Trustee Compensation
Deferral Plan. The total amounts of
deferred compensation payable by the
fund to Ms. Baxter, Mr. Hill, Mr.
Jackson, Mr. Joskow, Mr. Mullin
and Mr. Stephens as of October 31,
1998 were $6,688, $8,205, $5,462,
$1,701, $1,728 and $2,150,
respectively, including income earned
on such amounts.
(5) Includes additional compensation
for service as Vice Chairman of the
Putnam funds .
(7)
Under a Retirement Plan for
Trustees of the Putnam funds (the
"Plan"), each Trustee who retires with
at least five years of service as a
Trustee of the funds is entitled to
receive an annual retirement benefit
equal to one-half of the average
annual compensation paid to such
Trustee for the last three years of
service prior to retirement. This
retirement benefit is payable during a
Trustee's lifetime, beginning the year
following retirement, for a number of
years equal to such Trustee's years of
service. A death benefit is also
available under the Plan which assures
that the Trustee and his or her
beneficiaries will receive benefit
payments for the lesser of an
aggregate period of (i) ten years or
(ii) such Trustee's total years of
service.
The Plan Administrator (a committee
comprised of Trustees that are not
"interested persons" of the fund, as
defined in the Investment Company Act
of 1940) may terminate or amend the
Plan at any time, but no termination
or amendment will result in a
reduction in the amount of benefits
(i) currently being paid to a Trustee
at the time of such termination or
amendment, or (ii) to which a current
Trustee would have been entitled had
he or she retired immediately prior to
such termination or amendment.
For additional information concerning
the Trustees, see "Management" in Part
II of this SAI.
SHARE OWNERSHIP
At November 30 , 1998, the
officers and Trustees of the fund as a
group owned less than 1% of the
outstanding shares of each class of
the fund , and, to the
knowledge of the fund , no
person owned of record or beneficially
5% or more of any class of
shares of the fund.
SHAREHOLDER NAME
PERCENTAGE
CLASS AND ADDRESS OWNED
B Merrill Lynch
6.00% Attn: Fund
Adminstration
4800 Deer Lake Dr. E. Fl. 3
Jacksonville, FL 32246
M Kankaku Securities
96.70%
Attn: General Manager, Investment
Trust Department
Shibusawa City Place
13-16, Nihonbashi-kayaba-cho I chome
Chuo-ku, Tokyo 104, Japan
Y Hanford Operations*
24.77% Y TRW
Employee Stock* 17.63%
Y Thomson
Holdings* 11.51%
Y Viacom Investment Plan*
10.82% Y HAMTC Savings Plan*
7.18%
Y Whirlpool Corporation
* 5.90% Y
Illinois Tool Works*
5.48%
*The address for the name listed
is:
c/o Putnam Fiduciary Trust
Company
as Trustee or Agent 859
Willard
Street
Quincy, MA 02269
DISTRIBUTION FEES
During fiscal 1998 , the fund
paid the following 12b-1 fees to
Putnam Mutual Funds:
CLASS A CLASS B CLASS M
$3,477,025 $4,479,069
$5,706,912
CLASS A SALES CHARGES AND CONTINGENT
DEFERRED SALES CHARGES
Putnam Mutual Funds received sales
charges with respect to class A shares
in the following amounts during the
periods indicated:
SALES CHARGES
RETAINED BY PUTNAM
CONTINGENT
TOTAL MUTUAL FUNDS DEFERRED
FRONT-END AFTER SALES
SALES CHARGES DEALER CONCESSIONS
CHARGES
Fiscal year
1998 $3,213,036$393,453
$14,222
1997 $2,635,976 $332,989
$35,488
1996 $3,275,460 $406,388
$8,423
CLASS B CONTINGENT DEFERRED SALES
CHARGES
Putnam Mutual Funds received
contingent deferred sales charges upon
redemptions of class B shares in the
following amounts during the periods
indicated:
CONTINGENT DEFERRED
SALES CHARGES
Fiscal year
1998 $809,081
1997 $744,912
1996 $633,545
CLASS M SALES CHARGES
Putnam Mutual Funds received sales
charges with respect to class M shares
in the following amounts during the
periods indicated:
SALES CHARGES
RETAINED BY PUTNAM
MUTUAL FUNDS
TOTAL AFTER
SALES CHARGES DEALER CONCESSIONS
Fiscal year
1998 $55,023,123 $4,512,426
1997 $11,521,976 $963,584
1996 $128,856 $13,212
INVESTOR SERVICING AND CUSTODY
FEES AND EXPENSES
During the 1998 fiscal year, the
fund incurred $7,634,568 in fees
and out-of-pocket expenses for investor
servicing and custody services provided
by Putnam Fiduciary Trust Company.
INVESTMENT PERFORMANCE
STANDARD PERFORMANCE MEASURES
(for periods ended October 31,
1998)
Class A Class B Class M Class
Y
Inception date: 11/1/54 3/1/93
12/14/94 6/16/94
AVERAGE ANNUAL TOTAL RETURN
1 year -2.16% -2.88% -0.77%
3.02%
5 years 4.72% 4.65% 4.75%
5.97%
10 years 7.95% 7.58% 7.78%
8.59% YIELD
30-day
Yield 5.87% 5.41% 5.69%
6.41%
Returns for class A and class M shares
reflect the deduction of the current
maximum initial sales charges of 4.75%
for class A shares and 3.25% for class M
shares.
Returns for class B shares reflect the
deduction of the applicable contingent
deferred sales charge ("CDSC")
which is 5% in the first year, declining
to 1% in the sixth year, and is
eliminated thereafter.
Returns shown for class B, class M and
class Y shares for periods prior to their
inception are derived from the historical
performance of class A shares, adjusted
to reflect both the deduction of the
initial sales charge or CDSC, if any,
currently applicable to each class and,
in the case of class B and class M
shares, the higher operating expenses
applicable to such shares.
Returns shown for class A shares have not
been adjusted to reflect payments under
the class A distribution plan prior to
its implementation. All returns assume
reinvestment of distributions at net
asset value and represent past
performance; they do not guarantee future
results. Investment return and principal
value will fluctuate so that an
investor's shares, when redeemed, may be
worth more or less than their original
cost.
See "Standard Performance measures" in
Part II of this SAI for information on
how performance is calculated.
ADDITIONAL OFFICERS
In addition to the persons listed as fund
officers in Part II of this SAI, each of
the following persons is also a Vice
President of the fund and certain
of the other Putnam funds, the total
number of which is noted parenthetically.
Officers of Putnam Management hold the
same offices in Putnam Management's
parent company, Putnam Investments, Inc.
OFFICER NAME (AGE) (NUMBER OF FUNDS)
KEVIN M. CRONIN (AGE 36) (6 FUNDS).
Prior to February, 1997, Mr. Cronin was a
Vice President and Fund Manager at MFS
Investment Management.
EDWARD H. D ' ALELIO (AGE 46) (1
FUND). Managing Director of Putnam
Management.
KRISHNA K. MEMANI (AGE 38) (2
FUNDS). Managing Director of Putnam
Management. Prior to September,
1998, Mr. Memani was a Principal at
Morgan Stanley & Co.
STEVEN ORISTAGLIO (AGE 43) (62 FUNDS).
Managing Director of Putnam Management
since 1998. Prior to July, 1998, Mr.
Oristaglio, was a Managing Director at
Swiss Bank Corp.
JAMES PRUSKO (AGE 32) (6 FUNDS).
Senior Vice President of Putnam
Management.
INDEPENDENT ACCOUNTANTS AND FINANCIAL
STATEMENTS
PricewaterhouseCoopers LLP, 160
Federal Street, Boston, Massachusetts
02110 , are the fund's independent
accountants,
providing audit services, tax return
review and other tax consulting services
and assistance and consultation in
connection with the review of various
Securities and Exchange Commission
filings. The Report of Independent
Accountants, financial highlights and
financial statements included in the
fund's Annual Report for the fiscal year
ended October 31, 1998 , filed
electronically on December 14,
1998 (File No. 811-653), are
incorporated by reference into this SAI.
The financial highlights included in the
prospectus and incorporated by reference
into this SAI and the financial
statements incorporated by reference into
the prospectus
and this SAI have been so included and
incorporated in reliance upon the report
of the independent accountants, given on
their authority as experts in auditing
and accounting.
<PAGE>
II-5
TABLE OF CONTENTS
MISCELLANEOUS INVESTMENTS, INVESTMENT PRACTICES AND RISKS II-1
TAXES.. II-24
MANAGEMENT II-28
DETERMINATION OF NET ASSET VALUE II-35
HOW TO BUY SHARES II-37
DISTRIBUTION PLANS II-47
INVESTOR SERVICES II-48
SIGNATURE GUARANTEES II-52
SUSPENSION OF REDEMPTIONS II-52
SHAREHOLDER LIABILITY II-53
STANDARD PERFORMANCE MEASURES II-53
COMPARISON OF PORTFOLIO PERFORMANCE II-54
SECURITIES RATINGS II-58
DEFINITIONS II-62
THE PUTNAM FUNDS
STATEMENT OF ADDITIONAL INFORMATION ("SAI")
PART II
As noted in the prospectus, in addition to the principal
investment strategies and the principal risks described in the
prospectus, the fund may employ other investment practices and
may be subject to other risks, which are described below.
Because the following is a combined description of investment
strategies of all of the Putnam funds, certain matters described
herein may not apply to your fund. Unless a strategy or policy
described below is specifically prohibited by the investment
restrictions explained in a fund's prospectus or part I of this
SAI, or by applicable law, the fund may engage in each of the
practices described below. Shareholders who purchase shares at
net asset value through employer-sponsored defined contribution
plans should also consult their employer for information about
the extent to which the matters described below apply to them.
MISCELLANEOUS INVESTMENTS, INVESTMENT PRACTICES AND RISKS
FOREIGN INVESTMENTS
The fund may invest in securities of foreign issuers. These
foreign investments involve certain special risks described
below.
Foreign securities are normally denominated and traded in foreign
currencies. As a result, the value of the fund's foreign
investments and the value of its shares may be affected favorably
or unfavorably by changes in currency exchange rates relative to
the U.S. dollar. There may be less information publicly
available about a foreign issuer than about a U.S. issuer, and
foreign issuers are not generally subject to accounting, auditing
and financial reporting standards and practices comparable to
those in the United States. The securities of some foreign
issuers are less liquid and at times more volatile than
securities of comparable U.S. issuers. Foreign brokerage
commissions and other fees are also generally higher than in the
United States. Foreign settlement procedures and trade
regulations may involve certain risks (such as delay in payment
or delivery of securities or in the recovery of the fund's assets
held abroad) and expenses not present in the settlement of
investments in U.S. markets.
In addition, the fund's investments in foreign securities may be
subject to the risk of nationalization or expropriation of
assets, imposition of currency exchange controls, foreign
withholding taxes or restrictions on the repatriation of foreign
currency, confiscatory taxation, political or financial
instability and diplomatic developments which could affect the
value of the fund's investments in certain foreign countries.
Dividends or interest on, or proceeds from the sale of, foreign
securities may be subject to foreign withholding taxes, and
special U.S. tax considerations may apply.
Legal remedies available to investors in certain foreign
countries may be more limited than those available with respect
to investments in the United States or in other foreign
countries. The laws of some foreign countries may limit the
fund's ability to invest in securities of certain issuers
organized under the laws of those foreign countries.
The risks described above, including the risks of nationalization
or expropriation of assets, are typically increased in connection
with investments in "emerging markets." For example, political
and economic structures in these countries may be in their
infancy and developing rapidly, and such countries may lack the
social, political and economic stability characteristic of more
developed countries. Certain of these countries have in the past
failed to recognize private property rights and have at times
nationalized and expropriated the assets of private companies.
High rates of inflation or currency devaluations may adversely
affect the economies and securities markets of such countries.
Investments in emerging markets may be considered speculative.
The currencies of certain emerging market countries have
experienced a steady devaluation relative to the U.S. dollar, and
continued devaluations may adversely affect the value of a fund's
assets denominated in such currencies. Many emerging market
companies have experienced substantial, and in some periods
extremely high, rates of inflation or deflation for many years,
and continued inflation may adversely affect the economies and
securities markets of such countries.
In addition, unanticipated political or social developments may
affect the value of the fund's investments in emerging markets
and the availability to the fund of additional investments in
these markets. The small size, limited trading volume and
relative inexperience of the securities markets in these
countries may make the fund's investments in securities traded in
emerging markets illiquid and more volatile than investments in
securities traded in more developed countries, and the fund may
be required to establish special custodial or other arrangements
before making investments in securities traded in emerging
markets. There may be little financial or accounting information
available with respect to issuers of emerging market securities,
and it may be difficult as a result to assess the value of
prospects of an investment in such securities.
Certain of the foregoing risks may also apply to some extent to
securities of U.S. issuers that are denominated in foreign
currencies or that are traded in foreign markets, or securities
of U.S. issuers having significant foreign operations.
FOREIGN CURRENCY TRANSACTIONS
The fund may engage without limit in currency exchange
transactions, including purchasing and selling foreign currency,
foreign currency options, foreign currency forward contracts and
foreign currency futures contracts and related options, to manage
its exposure to foreign currencies. In addition, the fund may
write covered call and put options on foreign currencies for the
purpose of increasing its current return.
Generally, the fund may engage in both "transaction hedging" and
"position hedging." The fund may also engage in foreign currency
transactions for non-hedging purposes, subject to applicable law.
When it engages in transaction hedging, the fund enters into
foreign currency transactions with respect to specific
receivables or payables, generally arising in connection with the
purchase or sale of portfolio securities. The fund will engage
in transaction hedging when it desires to "lock in" the U.S.
dollar price of a security it has agreed to purchase or sell, or
the U.S. dollar equivalent of a dividend or interest payment in a
foreign currency. By transaction hedging the fund will attempt
to protect itself against a possible loss resulting from an
adverse change in the relationship between the U.S. dollar and
the applicable foreign currency during the period between the
date on which the security is purchased or sold, or on which the
dividend or interest payment is earned, and the date on which
such payments are made or received.
The fund may purchase or sell a foreign currency on a spot (or
cash) basis at the prevailing spot rate in connection with the
settlement of transactions in portfolio securities denominated in
that foreign currency. If conditions warrant, for transaction
hedging purposes the fund may also enter into contracts to
purchase or sell foreign currencies at a future date ("forward
contracts") and purchase and sell foreign currency futures
contracts. A foreign currency forward contract is a negotiated
agreement to exchange currency at a future time at a rate or
rates that may be higher or lower than the spot rate. Foreign
currency futures contracts are standardized exchange-traded
contracts and have margin requirements. In addition, for
transaction hedging purposes the fund may also purchase or sell
exchange-listed and over-the-counter call and put options on
foreign currency futures contracts and on foreign currencies.
The fund may also enter into contracts to purchase or sell
foreign currencies at a future date ("forward contracts") and
purchase and sell foreign currency futures contracts.
For transaction hedging purposes the fund may also purchase
exchange-listed and over-the-counter call and put options on
foreign currency futures contracts and on foreign currencies. A
put option on a futures contract gives the fund the right to
assume a short position in the futures contract until the
expiration of the option. A put option on a currency gives the
fund the right to sell the currency at an exercise price until
the expiration of the option. A call option on a futures
contract gives the fund the right to assume a long position in
the futures contract until the expiration of the option. A call
option on a currency gives the fund the right to purchase the
currency at the exercise price until the expiration of the
option.
The fund may engage in position hedging to protect against a
decline in the value relative to the U.S. dollar of the
currencies in which its portfolio securities are denominated or
quoted (or an increase in the value of the currency in which the
securities the fund intends to buy are denominated, when the fund
holds cash or short-term investments). For position hedging
purposes, the fund may purchase or sell, on exchanges or in over-
the-counter markets, foreign currency futures contracts, foreign
currency forward contracts and options on foreign currency
futures contracts and on foreign currencies. In connection with
position hedging, the fund may also purchase or sell foreign
currency on a spot basis.
It is impossible to forecast with precision the market value of
portfolio securities at the expiration or maturity of a forward
or futures contract. Accordingly, it may be necessary for the
fund to purchase additional foreign currency on the spot market
(and bear the expense of such purchase) if the market value of
the security or securities being hedged is less than the amount
of foreign currency the fund is obligated to deliver and a
decision is made to sell the security or securities and make
delivery of the foreign currency. Conversely, it may be
necessary to sell on the spot market some of the foreign currency
received upon the sale of the portfolio security or securities if
the market value of such security or securities exceeds the
amount of foreign currency the fund is obligated to deliver.
Transaction and position hedging do not eliminate fluctuations in
the underlying prices of the securities which the fund owns or
intends to purchase or sell. They simply establish a rate of
exchange which one can achieve at some future point in time.
Additionally, although these techniques tend to minimize the risk
of loss due to a decline in the value of the hedged currency,
they tend to limit any potential gain which might result from the
increase in value of such currency. See "Risk factors in options
transactions."
The fund may seek to increase its current return or to offset
some of the costs of hedging against fluctuations in current
exchange rates by writing covered call options and covered put
options on foreign currencies. The fund receives a premium from
writing a call or put option, which increases the fund's current
return if the option expires unexercised or is closed out at a
net profit. The fund may terminate an option that it has written
prior to its expiration by entering into a closing purchase
transaction in which it purchases an option having the same terms
as the option written.
The fund's currency hedging transactions may call for the
delivery of one foreign currency in exchange for another foreign
currency and may at times not involve currencies in which its
portfolio securities are then denominated. Putnam Management
will engage in such "cross hedging" activities when it believes
that such transactions provide significant hedging opportunities
for the fund. Cross hedging transactions by the fund involve the
risk of imperfect correlation between changes in the values of
the currencies to which such transactions relate and changes in
the value of the currency or other asset or liability which is
the subject of the hedge.
The fund may also engage in non-hedging currency transactions.
For example, Putnam Management may believe that exposure to a
currency is in the fund's best interest but that securities
denominated in that currency are unattractive. In that case the
fund may purchase a currency forward contract or option in order
to increase its exposure to the currency. In accordance with SEC
regulations, the fund will segregate liquid assets in its
portfolio to cover forward contracts used for non-hedging
purposes.
The value of any currency, including U.S. dollars and foreign
currencies, may be affected by complex political and economic
factors applicable to the issuing country. In addition, the
exchange rates of foreign currencies (and therefore the values of
foreign currency options, forward contracts and futures
contracts) may be affected significantly, fixed, or supported
directly or indirectly by U.S. and foreign government actions.
Government intervention may increase risks involved in purchasing
or selling foreign currency options, forward contracts and
futures contracts, since exchange rates may not be free to
fluctuate in response to other market forces.
The value of a foreign currency option, forward contract or
futures contract reflects the value of an exchange rate, which in
turn reflects relative values of two currencies, the U.S. dollar
and the foreign currency in question. Because foreign currency
transactions occurring in the interbank market involve
substantially larger amounts than those that may be involved in
the exercise of foreign currency options, forward contracts and
futures contracts, investors may be disadvantaged by having to
deal in an odd-lot market for the underlying foreign currencies
in connection with options at prices that are less favorable than
for round lots. Foreign governmental restrictions or taxes could
result in adverse changes in the cost of acquiring or disposing
of foreign currencies.
There is no systematic reporting of last sale information for
foreign currencies and there is no regulatory requirement that
quotations available through dealers or other market sources be
firm or revised on a timely basis. Available quotation
information is generally representative of very large round-lot
transactions in the interbank market and thus may not reflect
exchange rates for smaller odd-lot transactions (less than $1
million) where rates may be less favorable. The interbank market
in foreign currencies is a global, around-the-clock market. To
the extent that options markets are closed while the markets for
the underlying currencies remain open, significant price and rate
movements may take place in the underlying markets that cannot be
reflected in the options markets.
The decision as to whether and to what extent the fund will
engage in foreign currency exchange transactions will depend on a
number of factors, including prevailing market conditions, the
composition of the fund's portfolio and the availability of
suitable transactions. Accordingly, there can be no assurance
that the fund will engage in foreign currency exchange
transactions at any given time or from time to time.
CURRENCY FORWARD AND FUTURES CONTRACTS. A forward foreign
currency contract involves an obligation to purchase or sell a
specific currency at a future date, which may be any fixed number
of days from the date of the contract as agreed by the parties,
at a price set at the time of the contract. In the case of a
cancelable forward contract, the holder has the unilateral right
to cancel the contract at maturity by paying a specified fee.
The contracts are traded in the interbank market conducted
directly between currency traders (usually large commercial
banks) and their customers. A forward contract generally has no
deposit requirement, and no commissions are charged at any stage
for trades. A foreign currency futures contract is a
standardized contract for the future delivery of a specified
amount of a foreign currency at a price set at the time of the
contract. Foreign currency futures contracts traded in the
United States are designed by and traded on exchanges regulated
by the CFTC, such as the New York Mercantile Exchange.
Forward foreign currency exchange contracts differ from foreign
currency futures contracts in certain respects. For example, the
maturity date of a forward contract may be any fixed number of
days from the date of the contract agreed upon by the parties,
rather than a predetermined date in a given month. Forward
contracts may be in any amount agreed upon by the parties rather
than predetermined amounts. Also, forward foreign exchange
contracts are traded directly between currency traders so that no
intermediary is required. A forward contract generally requires
no margin or other deposit.
At the maturity of a forward or futures contract, the fund either
may accept or make delivery of the currency specified in the
contract, or at or prior to maturity enter into a closing
transaction involving the purchase or sale of an offsetting
contract. Closing transactions with respect to forward contracts
are usually effected with the currency trader who is a party to
the original forward contract. Closing transactions with respect
to futures contracts are effected on a commodities exchange; a
clearing corporation associated with the exchange assumes
responsibility for closing out such contracts.
Positions in the foreign currency futures contracts may be closed
out only on an exchange or board of trade which provides a
secondary market in such contracts. Although the fund intends to
purchase or sell foreign currency futures contracts only on
exchanges or boards of trade where there appears to be an active
secondary market, there is no assurance that a secondary market
on an exchange or board of trade will exist for any particular
contract or at any particular time. In such event, it may not be
possible to close a futures position and, in the event of adverse
price movements, the fund would continue to be required to make
daily cash payments of variation margin.
FOREIGN CURRENCY OPTIONS. In general, options on foreign
currencies operate similarly to options on securities and are
subject to many of the risks described above. Foreign currency
options are traded primarily in the over-the-counter market,
although options on foreign currencies are also listed on several
exchanges. Options are traded not only on the currencies of
individual nations, but also on the European Monetary Unit
("EMU"). The EMU is composed of amounts of a number of
currencies, and is the official medium of exchange of the
European Community's European Monetary System.
The fund will only purchase or write foreign currency options
when Putnam Management believes that a liquid secondary market
exists for such options. There can be no assurance that a liquid
secondary market will exist for a particular option at any
specific time. Options on foreign currencies are affected by all
of those factors which influence foreign exchange rates and
investments generally.
SETTLEMENT PROCEDURES. Settlement procedures relating to the
fund's investments in foreign securities and to the fund's
foreign currency exchange transactions may be more complex than
settlements with respect to investments in debt or equity
securities of U.S. issuers, and may involve certain risks not
present in the fund's domestic investments. For example,
settlement of transactions involving foreign securities or
foreign currencies may occur within a foreign country, and the
fund may be required to accept or make delivery of the underlying
securities or currency in conformity with any applicable U.S. or
foreign restrictions or regulations, and may be required to pay
any fees, taxes or charges associated with such delivery. Such
investments may also involve the risk that an entity involved in
the settlement may not meet its obligations.
FOREIGN CURRENCY CONVERSION. Although foreign exchange dealers
do not charge a fee for currency conversion, they do realize a
profit based on the difference (the "spread") between prices at
which they are buying and selling various currencies. Thus, a
dealer may offer to sell a foreign currency to the fund at one
rate, while offering a lesser rate of exchange should the fund
desire to resell that currency to the dealer.
OPTIONS ON SECURITIES
WRITING COVERED OPTIONS. The fund may write covered call options
and covered put options on optionable securities held in its
portfolio, when in the opinion of Putnam Management such
transactions are consistent with the fund's investment
objective(s) and policies. Call options written by the fund give
the purchaser the right to buy the underlying securities from the
fund at a stated exercise price; put options give the purchaser
the right to sell the underlying securities to the fund at a
stated price.
The fund may write only covered options, which means that, so
long as the fund is obligated as the writer of a call option, it
will own the underlying securities subject to the option (or
comparable securities satisfying the cover requirements of
securities exchanges). In the case of put options, the fund will
hold cash and/or high-grade short-term debt obligations equal to
the price to be paid if the option is exercised. In addition,
the fund will be considered to have covered a put or call option
if and to the extent that it holds an option that offsets some or
all of the risk of the option it has written. The fund may write
combinations of covered puts and calls on the same underlying
security.
The fund will receive a premium from writing a put or call
option, which increases the fund's return on the underlying
security in the event the option expires unexercised or is closed
out at a profit. The amount of the premium reflects, among other
things, the relationship between the exercise price and the
current market value of the underlying security, the volatility
of the underlying security, the amount of time remaining until
expiration, current interest rates, and the effect of supply and
demand in the options market and in the market for the underlying
security. By writing a call option, the fund limits its
opportunity to profit from any increase in the market value of
the underlying security above the exercise price of the option
but continues to bear the risk of a decline in the value of the
underlying security. By writing a put option, the fund assumes
the risk that it may be required to purchase the underlying
security for an exercise price higher than its then-current
market value, resulting in a potential capital loss unless the
security subsequently appreciates in value.
The fund may terminate an option that it has written prior to its
expiration by entering into a closing purchase transaction, in
which it purchases an offsetting option. The fund realizes a
profit or loss from a closing transaction if the cost of the
transaction (option premium plus transaction costs) is less or
more than the premium received from writing the option. If the
fund writes a call option but does not own the underlying
security, and when it writes a put option, the fund may be
required to deposit cash or securities with its broker as
"margin," or collateral, for its obligation to buy or sell the
underlying security. As the value of the underlying security
varies, the fund may have to deposit additional margin with the
broker. Margin requirements are complex and are fixed by
individual brokers, subject to minimum requirements currently
imposed by the Federal Reserve Board and by stock exchanges and
other self-regulatory organizations.
PURCHASING PUT OPTIONS. The fund may purchase put options to
protect its portfolio holdings in an underlying security against
a decline in market value. Such protection is provided during
the life of the put option since the fund, as holder of the
option, is able to sell the underlying security at the put
exercise price regardless of any decline in the underlying
security's market price. In order for a put option to be
profitable, the market price of the underlying security must
decline sufficiently below the exercise price to cover the
premium and transaction costs. By using put options in this
manner, the fund will reduce any profit it might otherwise have
realized from appreciation of the underlying security by the
premium paid for the put option and by transaction costs.
PURCHASING CALL OPTIONS. The fund may purchase call options to
hedge against an increase in the price of securities that the
fund wants ultimately to buy. Such hedge protection is provided
during the life of the call option since the fund, as holder of
the call option, is able to buy the underlying security at the
exercise price regardless of any increase in the underlying
security's market price. In order for a call option to be
profitable, the market price of the underlying security must rise
sufficiently above the exercise price to cover the premium and
transaction costs.
RISK FACTORS IN OPTIONS TRANSACTIONS
The successful use of the fund's options strategies depends on
the ability of Putnam Management to forecast correctly interest
rate and market movements. For example, if the fund were to
write a call option based on Putnam Management's expectation that
the price of the underlying security would fall, but the price
were to rise instead, the fund could be required to sell the
security upon exercise at a price below the current market price.
Similarly, if the fund were to write a put option based on Putnam
Management's expectation that the price of the underlying
security would rise, but the price were to fall instead, the fund
could be required to purchase the security upon exercise at a
price higher than the current market price.
When the fund purchases an option, it runs the risk that it will
lose its entire investment in the option in a relatively short
period of time, unless the fund exercises the option or enters
into a closing sale transaction before the option's expiration.
If the price of the underlying security does not rise (in the
case of a call) or fall (in the case of a put) to an extent
sufficient to cover the option premium and transaction costs, the
fund will lose part or all of its investment in the option. This
contrasts with an investment by the fund in the underlying
security, since the fund will not realize a loss if the
security's price does not change.
The effective use of options also depends on the fund's ability
to terminate option positions at times when Putnam Management
deems it desirable to do so. There is no assurance that the fund
will be able to effect closing transactions at any particular
time or at an acceptable price.
If a secondary market in options were to become unavailable, the
fund could no longer engage in closing transactions. Lack of
investor interest might adversely affect the liquidity of the
market for particular options or series of options. A market may
discontinue trading of a particular option or options generally.
In addition, a market could become temporarily unavailable if
unusual events -- such as volume in excess of trading or clearing
capability -- were to interrupt its normal operations.
A market may at times find it necessary to impose restrictions on
particular types of options transactions, such as opening
transactions. For example, if an underlying security ceases to
meet qualifications imposed by the market or the Options Clearing
Corporation, new series of options on that security will no
longer be opened to replace expiring series, and opening
transactions in existing series may be prohibited. If an options
market were to become unavailable, the fund as a holder of an
option would be able to realize profits or limit losses only by
exercising the option, and the fund, as option writer, would
remain obligated under the option until expiration or exercise.
Disruptions in the markets for the securities underlying options
purchased or sold by the fund could result in losses on the
options. If trading is interrupted in an underlying security,
the trading of options on that security is normally halted as
well. As a result, the fund as purchaser or writer of an option
will be unable to close out its positions until options trading
resumes, and it may be faced with considerable losses if trading
in the security reopens at a substantially different price. In
addition, the Options Clearing Corporation or other options
markets may impose exercise restrictions. If a prohibition on
exercise is imposed at the time when trading in the option has
also been halted, the fund as purchaser or writer of an option
will be locked into its position until one of the two
restrictions has been lifted. If the Options Clearing
Corporation were to determine that the available supply of an
underlying security appears insufficient to permit delivery by
the writers of all outstanding calls in the event of exercise, it
may prohibit indefinitely the exercise of put options. The fund,
as holder of such a put option, could lose its entire investment
if the prohibition remained in effect until the put option's
expiration.
Foreign-traded options are subject to many of the same risks
presented by internationally-traded securities. In addition,
because of time differences between the United States and various
foreign countries, and because different holidays are observed in
different countries, foreign options markets may be open for
trading during hours or on days when U.S. markets are closed. As
a result, option premiums may not reflect the current prices of
the underlying interest in the United States.
Over-the-counter ("OTC") options purchased by the fund and assets
held to cover OTC options written by the fund may, under certain
circumstances, be considered illiquid securities for purposes of
any limitation on the fund's ability to invest in illiquid
securities.
INVESTMENTS IN MISCELLANEOUS FIXED-INCOME SECURITIES
If the fund may invest in inverse floating obligations, premium
securities, or interest-only or principal-only classes of
mortgage-backed securities (IOs and POs), it may do so without
limit. The fund, however, currently does not intend to invest
more than 15% of its assets in inverse floating obligations or
more than 35% of its assets in IOs and POs under normal market
conditions.
LOWER-RATED SECURITIES
The fund may invest in lower-rated fixed-income securities
(commonly known as "junk bonds"). The lower ratings of certain
securities held by the fund reflect a greater possibility that
adverse changes in the financial condition of the issuer or in
general economic conditions, or both, or an unanticipated rise in
interest rates, may impair the ability of the issuer to make
payments of interest and principal. The inability (or perceived
inability) of issuers to make timely payment of interest and
principal would likely make the values of securities held by the
fund more volatile and could limit the fund's ability to sell its
securities at prices approximating the values the fund had placed
on such securities. In the absence of a liquid trading market
for securities held by it, the fund at times may be unable to
establish the fair value of such securities.
Securities ratings are based largely on the issuer's historical
financial condition and the rating agencies' analysis at the time
of rating. Consequently, the rating assigned to any particular
security is not necessarily a reflection of the issuer's current
financial condition, which may be better or worse than the rating
would indicate. In addition, the rating assigned to a security
by Moody's Investors Service, Inc. or Standard & Poor's (or by
any other nationally recognized securities rating agency) does
not reflect an assessment of the volatility of the security's
market value or the liquidity of an investment in the security.
See "Securities ratings."
Like those of other fixed-income securities, the values of
lower-rated securities fluctuate in response to changes in
interest rates. A decrease in interest rates will generally
result in an increase in the value of the fund's assets.
Conversely, during periods of rising interest rates, the value of
the fund's assets will generally decline. The values of lower-
rated securities may often be affected to a greater extent by
changes in general economic conditions and business conditions
affecting the issuers of such securities and their industries.
Negative publicity or investor perceptions may also adversely
affect the values of lower-rated securities. Changes by
nationally recognized securities rating agencies in their ratings
of any fixed-income security and changes in the ability of an
issuer to make payments of interest and principal may also affect
the value of these investments. Changes in the value of
portfolio securities generally will not affect income derived
from these securities, but will affect the fund's net asset
value. The fund will not necessarily dispose of a security when
its rating is reduced below its rating at the time of purchase.
However, Putnam Management will monitor the investment to
determine whether its retention will assist in meeting the fund's
investment objective(s).
Issuers of lower-rated securities are often highly leveraged, so
that their ability to service their debt obligations during an
economic downturn or during sustained periods of rising interest
rates may be impaired. Such issuers may not have more
traditional methods of financing available to them and may be
unable to repay outstanding obligations at maturity by
refinancing. The risk of loss due to default in payment of
interest or repayment of principal by such issuers is
significantly greater because such securities frequently are
unsecured and subordinated to the prior payment of senior
indebtedness.
At times, a substantial portion of the fund's assets may be
invested in securities of which the fund, by itself or together
with other funds and accounts managed by Putnam Management or its
affiliates, holds all or a major portion. Although Putnam
Management generally considers such securities to be liquid
because of the availability of an institutional market for such
securities, it is possible that, under adverse market or economic
conditions or in the event of adverse changes in the financial
condition of the issuer, the fund could find it more difficult to
sell these securities when Putnam Management believes it
advisable to do so or may be able to sell the securities only at
prices lower than if they were more widely held. Under these
circumstances, it may also be more difficult to determine the
fair value of such securities for purposes of computing the
fund's net asset value. In order to enforce its rights in the
event of a default of such securities, the fund may be required
to participate in various legal proceedings or take possession of
and manage assets securing the issuer's obligations on such
securities. This could increase the fund's operating expenses
and adversely affect the fund's net asset value. In the case of
tax-exempt funds, any income derived from the fund's ownership or
operation of such assets would not be tax-exempt. The ability of
a holder of a tax-exempt security to enforce the terms of that
security in a bankruptcy proceeding may be more limited than
would be the case with respect to securities of private issuers.
In addition, the fund's intention to qualify as a "regulated
investment company" under the Internal Revenue Code may limit the
extent to which the fund may exercise its rights by taking
possession of such assets.
Certain securities held by the fund may permit the issuer at its
option to "call," or redeem, its securities. If an issuer were
to redeem securities held by the fund during a time of declining
interest rates, the fund may not be able to reinvest the proceeds
in securities providing the same investment return as the
securities redeemed.
The fund may invest without limit in so-called "zero-coupon"
bonds and "payment-in-kind" bonds. Zero-coupon bonds are issued
at a significant discount from their principal amount in lieu of
paying interest periodically. Payment-in-kind bonds allow the
issuer, at its option, to make current interest payments on the
bonds either in cash or in additional bonds. Because zero-coupon
and payment-in-kind bonds do not pay current interest in cash,
their value is subject to greater fluctuation in response to
changes in market interest rates than bonds that pay interest
currently. Both zero-coupon and payment-in-kind bonds allow an
issuer to avoid the need to generate cash to meet current
interest payments. Accordingly, such bonds may involve greater
credit risks than bonds paying interest currently in cash. The
fund is required to accrue interest income on such investments
and to distribute such amounts at least annually to shareholders
even though such bonds do not pay current interest in cash.
Thus, it may be necessary at times for the fund to liquidate
investments in order to satisfy its dividend requirements.
To the extent the fund invests in securities in the lower rating
categories, the achievement of the fund's goals is more dependent
on Putnam Management's investment analysis than would be the case
if the fund were investing in securities in the higher rating
categories. This may be particularly true with respect to tax-
exempt securities, as the amount of information about the
financial condition of an issuer of tax-exempt securities may not
be as extensive as that which is made available by corporations
whose securities are publicly traded.
LOAN PARTICIPATIONS
The fund may invest in "loan participations." By purchasing a
loan participation, the fund acquires some or all of the interest
of a bank or other lending institution in a loan to a particular
borrower. Many such loans are secured, and most impose
restrictive covenants which must be met by the borrower.
The loans in which the fund may invest are typically made by a
syndicate of banks, represented by an agent bank which has
negotiated and structured the loan and which is responsible
generally for collecting interest, principal, and other amounts
from the borrower on its own behalf and on behalf of the other
lending institutions in the syndicate and for enforcing its and
their other rights against the borrower. Each of the lending
institutions, including the agent bank, lends to the borrower a
portion of the total amount of the loan, and retains the
corresponding interest in the loan.
The fund's ability to receive payments of principal and interest
and other amounts in connection with loan participations held by
it will depend primarily on the financial condition of the
borrower. The failure by the fund to receive scheduled interest
or principal payments on a loan participation would adversely
affect the income of the fund and would likely reduce the value
of its assets, which would be reflected in a reduction in the
fund's net asset value. Banks and other lending institutions
generally perform a credit analysis of the borrower before
originating a loan or participating in a lending syndicate. In
selecting the loan participations in which the fund will invest,
however, Putnam Management will not rely solely on that credit
analysis, but will perform its own investment analysis of the
borrowers. Putnam Management's analysis may include
consideration of the borrower's financial strength and managerial
experience, debt coverage, additional borrowing requirements or
debt maturity schedules, changing financial conditions, and
responsiveness to changes in business conditions and interest
rates. Because loan participations in which the fund may invest
are not generally rated by independent credit rating agencies, a
decision by the fund to invest in a particular loan participation
will depend almost exclusively on Putnam Management's, and the
original lending institution's, credit analysis of the borrower.
Loan participations may be structured in different forms,
including novations, assignments, and participating interests.
In a novation, the fund assumes all of the rights of a lending
institution in a loan, including the right to receive payments of
principal and interest and other amounts directly from the
borrower and to enforce its rights as a lender directly against
the borrower. The fund assumes the position of a co-lender with
other syndicate members. As an alternative, the fund may
purchase an assignment of a portion of a lender's interest in a
loan. In this case, the fund may be required generally to rely
upon the assigning bank to demand payment and enforce its rights
against the borrower, but would otherwise be entitled to all of
such bank's rights in the loan. The fund may also purchase a
participating interest in a portion of the rights of a lending
institution in a loan. In such case, it will be entitled to
receive payments of principal, interest, and premium, if any, but
will not generally be entitled to enforce its rights directly
against the agent bank or the borrower, but must rely for that
purpose on the lending institution. The fund may also acquire a
loan participation directly by acting as a member of the original
lending syndicate.
The fund will in many cases be required to rely upon the lending
institution from which it purchases the loan participation to
collect and pass on to the fund such payments and to enforce the
fund's rights under the loan. As a result, an insolvency,
bankruptcy, or reorganization of the lending institution may
delay or prevent the fund from receiving principal, interest, and
other amounts with respect to the underlying loan. When the fund
is required to rely upon a lending institution to pay to the fund
principal, interest, and other amounts received by it, Putnam
Management will also evaluate the creditworthiness of the lending
institution.
The borrower of a loan in which the fund holds a participation
interest may, either at its own election or pursuant to terms of
the loan documentation, prepay amounts of the loan from time to
time. There is no assurance that the fund will be able to
reinvest the proceeds of any loan prepayment at the same interest
rate or on the same terms as those of the original loan
participation.
Corporate loans in which the fund may purchase a loan
participation are made generally to finance internal growth,
mergers, acquisitions, stock repurchases, leveraged buy-outs, and
other corporate activities. Under current market conditions,
most of the corporate loan participations purchased by the fund
will represent interests in loans made to finance highly
leveraged corporate acquisitions, known as "leveraged buy-out"
transactions. The highly leveraged capital structure of the
borrowers in such transactions may make such loans especially
vulnerable to adverse changes in economic or market conditions.
In addition, loan participations generally are subject to
restrictions on transfer, and only limited opportunities may
exist to sell such participations in secondary markets. As a
result, the fund may be unable to sell loan participations at a
time when it may otherwise be desirable to do so or may be able
to sell them only at a price that is less than their fair market
value.
Certain of the loan participations acquired by the fund may
involve revolving credit facilities under which a borrower may
from time to time borrow and repay amounts up to the maximum
amount of the facility. In such cases, the fund would have an
obligation to advance its portion of such additional borrowings
upon the terms specified in the loan participation. To the
extent that the fund is committed to make additional loans under
such a participation, it will at all times hold and maintain in a
segregated account liquid assets in an amount sufficient to meet
such commitments. Certain of the loan participations acquired by
the fund may also involve loans made in foreign currencies. The
fund's investment in such participations would involve the risks
of currency fluctuations described above with respect to
investments in the foreign securities.
FLOATING RATE AND VARIABLE RATE DEMAND NOTES
Certain funds may purchase floating rate and variable rate demand
notes and bonds. These securities may have a stated maturity in
excess of one year, but permit a holder to demand payment of
principal plus accrued interest upon a specified number of days
notice. Frequently, such obligations are secured by letters of
credit or other credit support arrangements provided by banks.
The issuer has a corresponding right, after a given period, to
prepay in its discretion the outstanding principal of the
obligation plus accrued interest upon a specific number of days
notice to the holders. The interest rate of a floating rate
instrument may be based on a known lending rate, such as a bank's
prime rate, and is reset whenever such rate is adjusted. The
interest rate on a variable rate demand note is reset at
specified intervals at a market rate.
MORTGAGE RELATED AND ASSET-BACKED SECURITIES
The fund may invest in mortgage-backed securities, including
collateralized mortgage obligations ("CMOs") and certain stripped
mortgage-backed securities. CMOs and other mortgage-backed
securities represent a participation in, or are secured by,
mortgage loans.
The fund may also invest in asset-backed securities. Asset-backed
securities are structured like mortgage-backed securities, but
instead of mortgage loans or interests in mortgage loans, the
underlying assets may include such items as motor vehicle
installment sales or installment loan contracts, leases of
various types of real and personal property, and receivables from
credit card agreements. The ability of an issuer of asset-backed
securities to enforce its security interest in the underlying
assets may be limited.
Mortgage-backed securities have yield and maturity
characteristics corresponding to the underlying assets. Unlike
traditional debt securities, which may pay a fixed rate of
interest until maturity, when the entire principal amount comes
due, payments on certain mortgage-backed securities include both
interest and a partial repayment of principal. Besides the
scheduled repayment of principal, repayments of principal may
result from the voluntary prepayment, refinancing, or foreclosure
of the underlying mortgage loans. If property owners make
unscheduled prepayments of their mortgage loans, these
prepayments will result in early payment of the applicable
mortgage-related securities. In that event the fund may be
unable to invest the proceeds from the early payment of the
mortgage-related securities in an investment that provides as
high a yield as the mortgage-related securities. Consequently,
early payment associated with mortgage-related securities may
cause these securities to experience significantly greater price
and yield volatility than that experienced by traditional fixed-
income securities. The occurrence of mortgage prepayments is
affected by factors including the level of interest rates,
general economic conditions, the location and age of the mortgage
and other social and demographic conditions. During periods of
falling interest rates, the rate of mortgage prepayments tends to
increase, thereby tending to decrease the life of mortgage-
related securities. During periods of rising interest rates, the
rate of mortgage prepayments usually decreases, thereby tending
to increase the life of mortgage-related securities. If the life
of a mortgage-related security is inaccurately predicted, the
fund may not be able to realize the rate of return it expected.
Mortgage-backed and asset-backed securities are less effective
than other types of securities as a means of "locking in"
attractive long-term interest rates. One reason is the need to
reinvest prepayments of principal; another is the possibility of
significant unscheduled prepayments resulting from declines in
interest rates. These prepayments would have to be reinvested at
lower rates. As a result, these securities may have less
potential for capital appreciation during periods of declining
interest rates than other securities of comparable maturities,
although they may have a similar risk of decline in market value
during periods of rising interest rates. Prepayments may also
significantly shorten the effective maturities of these
securities, especially during periods of declining interest
rates. Conversely, during periods of rising interest rates, a
reduction in prepayments may increase the effective maturities of
these securities, subjecting them to a greater risk of decline in
market value in response to rising interest rates than
traditional debt securities, and, therefore, potentially
increasing the volatility of the fund.
Prepayments may cause losses on securities purchased at a
premium. At times, some of the mortgage-backed and asset-backed
securities in which the fund may invest will have higher than
market interest rates and therefore will be purchased at a
premium above their par value. Unscheduled prepayments, which are
made at par, will cause the fund to experience a loss equal to
any unamortized premium.
CMOs may be issued by a U.S. government agency or instrumentality
or by a private issuer. Although payment of the principal of,
and interest on, the underlying collateral securing privately
issued CMOs may be guaranteed by the U.S. government or its
agencies or instrumentalities, these CMOs represent obligations
solely of the private issuer and are not insured or guaranteed by
the U.S. government, its agencies or instrumentalities or any
other person or entity.
Prepayments could cause early retirement of CMOs. CMOs are
designed to reduce the risk of prepayment for investors by
issuing multiple classes of securities, each having different
maturities, interest rates and payment schedules, and with the
principal and interest on the underlying mortgages allocated
among the several classes in various ways. Payment of interest
or principal on some classes or series of CMOs may be subject to
contingencies or some classes or series may bear some or all of
the risk of default on the underlying mortgages. CMOS of
different classes or series are generally retired in sequence as
the underlying mortgage loans in the mortgage pool are repaid.
If enough mortgages are repaid ahead of schedule, the classes or
series of a CMO with the earliest maturities generally will be
retired prior to their maturities. Thus, the early retirement of
particular classes or series of a CMO held by the fund would have
the same effect as the prepayment of mortgages underlying other
mortgage-backed securities. Conversely, slower than anticipated
prepayments can extend the effective maturities of CMOs,
subjecting them to a greater risk of decline in market value in
response to rising interest rates than traditional debt
securities, and, therefore, potentially increasing the volatility
of the fund.
Prepayments could result in losses on stripped mortgage-backed
securities. Stripped mortgage-backed securities are usually
structured with two classes that receive different portions of
the interest and principal distributions on a pool of mortgage
loans. The fund may invest in both the interest-only or "IO"
class and the principal-only or "PO" class. The yield to
maturity on an IO class of stripped mortgage-backed securities is
extremely sensitive not only to changes in prevailing interest
rates but also to the rate of principal payments (including
prepayments) on the underlying assets. A rapid rate of principal
prepayments may have a measurable adverse effect on the fund's
yield to maturity to the extent it invests in IOs. If the assets
underlying the IO experience greater than anticipated prepayments
of principal, the fund may fail to recoup fully its initial
investment in these securities. Conversely, POs tend to increase
in value if prepayments are greater than anticipated and decline
if prepayments are slower than anticipated.
The secondary market for stripped mortgage-backed securities may
be more volatile and less liquid than that for other mortgage-
backed securities, potentially limiting the fund's ability to buy
or sell those securities at any particular time.
STRUCTURED NOTES
A fund may be able to invest in so-called structured notes. These
securities are generally derivative instruments whose value is
tied to an underlying index or other security or asset class.
Such structured notes may include, for example, notes that allow
a fund to invest indirectly in certain foreign investments which
the fund would otherwise would not be able to directly invest
often because of restrictions imposed by local laws.
TAX-EXEMPT SECURITIES
GENERAL DESCRIPTION. As used in this SAI, the term "Tax-exempt
securities" includes debt obligations issued by a state, its
political subdivisions (for example, counties, cities, towns,
villages, districts and authorities) and their agencies,
instrumentalities or other governmental units, the interest from
which is, in the opinion of bond counsel, exempt from federal
income tax and the appropriate state's personal income tax. Such
obligations are issued to obtain funds for various public
purposes, including the construction of a wide range of public
facilities, such as airports, bridges, highways, housing,
hospitals, mass transportation, schools, streets and water and
sewer works. Other public purposes for which Tax-exempt
securities may be issued include the refunding of outstanding
obligations or the payment of general operating expenses.
Short-term Tax-exempt securities are generally issued by state
and local governments and public authorities as interim financing
in anticipation of tax collections, revenue receipts, or bond
sales to finance such public purposes.
In addition, certain types of "private activity" bonds may be
issued by public authorities to finance projects such as
privately operated housing facilities; certain local facilities
for supplying water, gas or electricity; sewage or solid waste
disposal facilities; student loans; or public or private
institutions for the construction of educational, hospital,
housing and other facilities. Such obligations are included
within the term Tax-exempt securities if the interest paid
thereon is, in the opinion of bond counsel, exempt from federal
income tax and state personal income tax (such interest may,
however, be subject to federal alternative minimum tax). Other
types of private activity bonds, the proceeds of which are used
for the construction, repair or improvement of, or to obtain
equipment for, privately operated industrial or commercial
facilities, may also constitute Tax-exempt securities, although
the current federal tax laws place substantial limitations on the
size of such issues.
PARTICIPATION INTERESTS (MONEY MARKET FUNDS ONLY). The Money
Market Fund may invest in Tax-exempt securities either by
purchasing them directly or by purchasing certificates of accrual
or similar instruments evidencing direct ownership of interest
payments or principal payments, or both, on Tax-exempt
securities, provided that, in the opinion of counsel to the
initial seller of each such certificate or instrument, any
discount accruing on a certificate or instrument that is
purchased at a yield not greater than the coupon rate of interest
on the related Tax-exempt securities will be exempt from federal
income tax to the same extent as interest on the Tax-exempt
securities. The Money Market Fund may also invest in Tax-exempt
securities by purchasing from banks participation interests in
all or part of specific holdings of Tax-exempt securities. These
participations may be backed in whole or in part by an
irrevocable letter of credit or guarantee of the selling bank.
The selling bank may receive a fee from the Money Market Fund in
connection with the arrangement. The Money Market Fund will not
purchase such participation interests unless it receives an
opinion of counsel or a ruling of the Internal Revenue Service
that interest earned by it on Tax-exempt securities in which it
holds such participation interests is exempt from federal income
tax. The Money Market Fund does not expect to invest more than
5% of its assets in participation interests.
STAND-BY COMMITMENTS. When the fund purchases Tax-exempt
securities, it has the authority to acquire stand-by commitments
from banks and broker-dealers with respect to those Tax-exempt
securities. A stand-by commitment may be considered a security
independent of the Tax-exempt security to which it relates. The
amount payable by a bank or dealer during the time a stand-by
commitment is exercisable, absent unusual circumstances, would be
substantially the same as the market value of the underlying Tax-
exempt security to a third party at any time. The fund expects
that stand-by commitments generally will be available without the
payment of direct or indirect consideration. The fund does not
expect to assign any value to stand-by commitments.
YIELDS. The yields on Tax-exempt securities depend on a variety
of factors, including general money market conditions, effective
marginal tax rates, the financial condition of the issuer,
general conditions of the Tax-exempt security market, the size of
a particular offering, the maturity of the obligation and the
rating of the issue. The ratings of nationally recognized
securities rating agencies represent their opinions as to the
credit quality of the Tax-exempt securities which they undertake
to rate. It should be emphasized, however, that ratings are
general and are not absolute standards of quality. Consequently,
Tax-exempt securities with the same maturity and interest rate
but with different ratings may have the same yield. Yield
disparities may occur for reasons not directly related to the
investment quality of particular issues or the general movement
of interest rates and may be due to such factors as changes in
the overall demand or supply of various types of Tax-exempt
securities or changes in the investment objectives of investors.
Subsequent to purchase by the fund, an issue of Tax-exempt
securities or other investments may cease to be rated, or its
rating may be reduced below the minimum rating required for
purchase by the fund. Neither event will require the elimination
of an investment from the fund's portfolio, but Putnam Management
will consider such an event in its determination of whether the
fund should continue to hold an investment in its portfolio.
"MORAL OBLIGATION" BONDS. The fund does not currently intend to
invest in so-called "moral obligation" bonds, where repayment is
backed by a moral commitment of an entity other than the issuer,
unless the credit of the issuer itself, without regard to the
"moral obligation," meets the investment criteria established for
investments by the fund.
MUNICIPAL LEASES. The fund may acquire participations in lease
obligations or installment purchase contract obligations
(collectively, "lease obligations") of municipal authorities or
entities. Lease obligations do not constitute general obligations
of the municipality for which the municipality's taxing power is
pledged. Certain of these lease obligations contain "non-
appropriation" clauses, which provide that the municipality has
no obligation to make lease or installment purchase payments in
future years unless money is appropriated for such purpose on a
yearly basis. In addition to the "non-appropriation" risk, these
securities represent a relatively new type of financing that has
not yet developed the depth of marketability associated with more
conventional bonds. In the case of a "non-appropriation" lease,
the fund's ability to recover under the lease in the event of non-
appropriation or default will be limited solely to the
repossession of the leased property, and in any event,
foreclosure of that property might prove difficult.
ADDITIONAL RISKS. Securities in which the fund may invest,
including Tax-exempt securities, are subject to the provisions of
bankruptcy, insolvency and other laws affecting the rights and
remedies of creditors, such as the federal Bankruptcy Code
(including special provisions related to municipalities and other
public entities), and laws, if any, that may be enacted by
Congress or state legislatures extending the time for payment of
principal or interest, or both, or imposing other constraints
upon enforcement of such obligations. There is also the
possibility that, as a result of litigation or other conditions,
the power, ability or willingness of issuers to meet their
obligations for the payment of interest and principal on their
Tax-exempt securities may be materially affected.
From time to time, proposals have been introduced before Congress
for the purpose of restricting or eliminating the federal income
tax exemption for interest on debt obligations issued by states
and their political subdivisions. Federal tax laws limit the
types and amounts of tax-exempt bonds issuable for certain
purposes, especially industrial development bonds and private
activity bonds. Such limits may affect the future supply and
yields of these types of Tax-exempt securities. Further
proposals limiting the issuance of tax-exempt bonds may well be
introduced in the future. If it appeared that the availability
of Tax-exempt securities for investment by the fund and the value
of the fund's portfolio could be materially affected by such
changes in law, the Trustees of the fund would reevaluate its
investment objective and policies and consider changes in the
structure of the fund or its dissolution.
CONVERTIBLE SECURITIES
Convertible securities include bonds, debentures, notes,
preferred stocks and other securities that may be converted into
or exchanged for, at a specific price or formula within a
particular period of time, a prescribed amount of common stock or
other equity securities of the same or a different issuer.
Convertible securities entitle the holder to receive interest
paid or accrued on debt or dividends paid or accrued on preferred
stock until the security matures or is redeemed, converted or
exchanged.
The market value of a convertible security is a function of its
"investment value" and its "conversion value." A security's
"investment value" represents the value of the security without
its conversion feature (i.e., a nonconvertible fixed income
security). The investment value may be determined by reference
to its credit quality and the current value of its yield to
maturity or probable call date. At any given time, investment
value is dependent upon such factors as the general level of
interest rates, the yield of similar nonconvertible securities,
the financial strength of the issuer and the seniority of the
security in the issuer's capital structure. A security's
"conversion value" is determined by multiplying the number of
shares the holder is entitled to receive upon conversion or
exchange by the current price of the underlying security.
If the conversion value of a convertible security is
significantly below its investment value, the convertible
security will trade like nonconvertible debt or preferred stock
and its market value will not be influenced greatly by
fluctuations in the market price of the underlying security.
Conversely, if the conversion value of a convertible security is
near or above its investment value, the market value of the
convertible security will be more heavily influenced by
fluctuations in the market price of the underlying security.
The fund's investments in convertible securities may at times
include securities that have a mandatory conversion feature,
pursuant to which the securities convert automatically into
common stock or other equity securities at a specified date and a
specified conversion ratio, or that are convertible at the option
of the issuer. Because conversion of the security is not at the
option of the holder, the fund may be required to convert the
security into the underlying common stock even at times when the
value of the underlying common stock or other equity security has
declined substantially.
The fund's investments in convertible securities, particularly
securities that are convertible into securities of an issuer
other than the issuer of the convertible security, may be
illiquid. The fund may not be able to dispose of such securities
in a timely fashion or for a fair price, which could result in
losses to the fund.
PRIVATE PLACEMENTS
The fund may invest in securities that are purchased in private
placements and, accordingly, are subject to restrictions on
resale as a matter of contract or under federal securities laws.
Because there may be relatively few potential purchasers for such
investments, especially under adverse market or economic
conditions or in the event of adverse changes in the financial
condition of the issuer, the fund could find it more difficult to
sell such securities when Putnam Management believes it advisable
to do so or may be able to sell such securities only at prices
lower than if such securities were more widely held. At times,
it may also be more difficult to determine the fair value of such
securities for purposes of computing the fund's net asset value.
While such private placements may often offer attractive
opportunities for investment not otherwise available on the open
market, the securities so purchased are often "restricted
securities," i.e., securities which cannot be sold to the
public without registration under the Securities Act of 1933 or
the availability of an exemption from registration (such as
Rules 144 or 144A), or which are "not readily marketable" because
they are subject to other legal or contractual delays in or
restrictions on resale.
The absence of a trading market can make it difficult to
ascertain a market value for illiquid investments. Disposing of
illiquid investments may involve time-consuming negotiation and
legal expenses, and it may be difficult or impossible for the
fund to sell them promptly at an acceptable price. The fund may
have to bear the extra expense of registering such securities for
resale and the risk of substantial delay in effecting such
registration. Also market quotations are less readily available.
The judgment of Putnam Management may at times play a greater
role in valuing these securities than in the case of unrestricted
securities.
Generally speaking, restricted securities may be sold only to
qualified institutional buyers, or in a privately negotiated
transaction to a limited number of purchasers, or in limited
quantities after they have been held for a specified period of
time and other conditions are met pursuant to an exemption from
registration, or in a public offering for which a registration
statement is in effect under the Securities Act of 1933. The
funds may be deemed to be an "underwriter" for purposes of the
Securities Act of 1933 when selling restricted securities to the
public, and in such event the fund may be liable to purchasers of
such securities if the registration statement prepared by the
issuer, or the prospectus forming a part of it, is materially
inaccurate or misleading.
FUTURES CONTRACTS AND RELATED OPTIONS
Subject to applicable law the fund may invest without limit in
futures contracts and related options for hedging and non-hedging
purposes, such as to manage the effective duration of the fund's
portfolio or as a substitute for direct investment. A financial
futures contract sale creates an obligation by the seller to
deliver the type of financial instrument called for in the
contract in a specified delivery month for a stated price. A
financial futures contract purchase creates an obligation by the
purchaser to take delivery of the type of financial instrument
called for in the contract in a specified delivery month at a
stated price. The specific instruments delivered or taken,
respectively, at settlement date are not determined until on or
near that date. The determination is made in accordance with the
rules of the exchange on which the futures contract sale or
purchase was made. Futures contracts are traded in the United
States only on commodity exchanges or boards of trade -- known as
"contract markets" -- approved for such trading by the Commodity
Futures Trading Commission (the "CFTC"), and must be executed
through a futures commission merchant or brokerage firm which is
a member of the relevant contract market.
Although futures contracts (other than index futures) by their
terms call for actual delivery or acceptance of commodities or
securities, in most cases the contracts are closed out before the
settlement date without the making or taking of delivery.
Closing out a futures contract sale is effected by purchasing a
futures contract for the same aggregate amount of the specific
type of financial instrument or commodity with the same delivery
date. If the price of the initial sale of the futures contract
exceeds the price of the offsetting purchase, the seller is paid
the difference and realizes a gain. Conversely, if the price of
the offsetting purchase exceeds the price of the initial sale,
the seller realizes a loss. If the fund is unable to enter into
a closing transaction, the amount of the fund's potential loss is
unlimited. The closing out of a futures contract purchase is
effected by the purchaser's entering into a futures contract
sale. If the offsetting sale price exceeds the purchase price,
the purchaser realizes a gain, and if the purchase price exceeds
the offsetting sale price, he realizes a loss. In general, 40%
of the gain or loss arising from the closing out of a futures
contract traded on an exchange approved by the CFTC is treated as
short-term gain or loss, and 60% is treated as long-term gain or
loss.
Unlike when the fund purchases or sells a security, no price is
paid or received by the fund upon the purchase or sale of a
futures contract. Upon entering into a contract, the fund is
required to deposit with its custodian in a segregated account in
the name of the futures broker an amount of liquid assets. This
amount is known as "initial margin." The nature of initial
margin in futures transactions is different from that of margin
in security transactions in that futures contract margin does not
involve the borrowing of funds to finance the transactions.
Rather, initial margin is similar to a performance bond or good
faith deposit which is returned to the fund upon termination of
the futures contract, assuming all contractual obligations have
been satisfied. Futures contracts also involve brokerage costs.
Subsequent payments, called "variation margin" or "maintenance
margin," to and from the broker (or the custodian) are made on a
daily basis as the price of the underlying security or commodity
fluctuates, making the long and short positions in the futures
contract more or less valuable, a process known as "marking to
the market." For example, when the fund has purchased a futures
contract on a security and the price of the underlying security
has risen, that position will have increased in value and the
fund will receive from the broker a variation margin payment
based on that increase in value. Conversely, when the fund has
purchased a security futures contract and the price of the
underlying security has declined, the position would be less
valuable and the fund would be required to make a variation
margin payment to the broker.
The fund may elect to close some or all of its futures positions
at any time prior to their expiration in order to reduce or
eliminate a hedge position then currently held by the fund. The
fund may close its positions by taking opposite positions which
will operate to terminate the fund's position in the futures
contracts. Final determinations of variation margin are then
made, additional cash is required to be paid by or released to
the fund, and the fund realizes a loss or a gain. Such closing
transactions involve additional commission costs.
The fund does not intend to purchase or sell futures or related
options for other than hedging purposes, if, as a result, the sum
of the initial margin deposits on the fund's existing futures and
related options positions and premiums paid for outstanding
options on futures contracts would exceed 5% of the fund's net
assets.
OPTIONS ON FUTURES CONTRACTS. The fund may purchase and write
call and put options on futures contracts it may buy or sell and
enter into closing transactions with respect to such options to
terminate existing positions. In return for the premium paid,
options on futures contracts give the purchaser the right to
assume a position in a futures contract at the specified option
exercise price at any time during the period of the option. The
fund may use options on futures contracts in lieu of writing or
buying options directly on the underlying securities or
purchasing and selling the underlying futures contracts. For
example, to hedge against a possible decrease in the value of its
portfolio securities, the fund may purchase put options or write
call options on futures contracts rather than selling futures
contracts. Similarly, the fund may purchase call options or
write put options on futures contracts as a substitute for the
purchase of futures contracts to hedge against a possible
increase in the price of securities which the fund expects to
purchase. Such options generally operate in the same manner as
options purchased or written directly on the underlying
investments.
As with options on securities, the holder or writer of an option
may terminate his position by selling or purchasing an offsetting
option. There is no guarantee that such closing transactions can
be effected.
The fund will be required to deposit initial margin and
maintenance margin with respect to put and call options on
futures contracts written by it pursuant to brokers' requirements
similar to those described above in connection with the
discussion of futures contracts.
RISKS OF TRANSACTIONS IN FUTURES CONTRACTS AND RELATED OPTIONS.
Successful use of futures contracts by the fund is subject to
Putnam Management's ability to predict movements in various
factors affecting securities markets, including interest rates.
Compared to the purchase or sale of futures contracts, the
purchase of call or put options on futures contracts involves
less potential risk to the fund because the maximum amount at
risk is the premium paid for the options (plus transaction
costs). However, there may be circumstances when the purchase of
a call or put option on a futures contract would result in a loss
to the fund when the purchase or sale of a futures contract would
not, such as when there is no movement in the prices of the
hedged investments. The writing of an option on a futures
contract involves risks similar to those risks relating to the
sale of futures contracts.
The use of options and futures strategies also involves the risk
of imperfect correlation among movements in the prices of the
securities underlying the futures and options purchased and sold
by the fund, of the options and futures contracts themselves,
and, in the case of hedging transactions, of the securities which
are the subject of a hedge. The successful use of these
strategies further depends on the ability of Putnam Management to
forecast interest rates and market movements correctly.
There is no assurance that higher than anticipated trading
activity or other unforeseen events might not, at times, render
certain market clearing facilities inadequate, and thereby result
in the institution by exchanges of special procedures which may
interfere with the timely execution of customer orders.
To reduce or eliminate a position held by the fund, the fund may
seek to close out such position. The ability to establish and
close out positions will be subject to the development and
maintenance of a liquid secondary market. It is not certain that
this market will develop or continue to exist for a particular
futures contract or option. Reasons for the absence of a liquid
secondary market on an exchange include the following: (i) there
may be insufficient trading interest in certain contracts or
options; (ii) restrictions may be imposed by an exchange on
opening transactions or closing transactions or both; (iii)
trading halts, suspensions or other restrictions may be imposed
with respect to particular classes or series of contracts or
options, or underlying securities; (iv) unusual or unforeseen
circumstances may interrupt normal operations on an exchange; (v)
the facilities of an exchange or a clearing corporation may not
at all times be adequate to handle current trading volume; or
(vi) one or more exchanges could, for economic or other reasons,
decide or be compelled at some future date to discontinue the
trading of contracts or options (or a particular class or series
of contracts or options), in which event the secondary market on
that exchange for such contracts or options (or in the class or
series of contracts or options) would cease to exist, although
outstanding contracts or options on the exchange that had been
issued by a clearing corporation as a result of trades on that
exchange would continue to be exercisable in accordance with
their terms.
U.S. TREASURY SECURITY FUTURES CONTRACTS AND OPTIONS. U.S.
Treasury security futures contracts require the seller to
deliver, or the purchaser to take delivery of, the type of U.S.
Treasury security called for in the contract at a specified date
and price. Options on U.S. Treasury security futures contracts
give the purchaser the right in return for the premium paid to
assume a position in a U.S. Treasury security futures contract at
the specified option exercise price at any time during the period
of the option.
Successful use of U.S. Treasury security futures contracts by the
fund is subject to Putnam Management's ability to predict
movements in the direction of interest rates and other factors
affecting markets for debt securities. For example, if the fund
has sold U.S. Treasury security futures contracts in order to
hedge against the possibility of an increase in interest rates
which would adversely affect securities held in its portfolio,
and the prices of the fund's securities increase instead as a
result of a decline in interest rates, the fund will lose part or
all of the benefit of the increased value of its securities which
it has hedged because it will have offsetting losses in its
futures positions. In addition, in such situations, if the fund
has insufficient cash, it may have to sell securities to meet
daily maintenance margin requirements at a time when it may be
disadvantageous to do so.
There is also a risk that price movements in U.S. Treasury
security futures contracts and related options will not correlate
closely with price movements in markets for particular
securities. For example, if the fund has hedged against a
decline in the values of tax-exempt securities held by it by
selling Treasury security futures and the values of Treasury
securities subsequently increase while the values of its
tax-exempt securities decrease, the fund would incur losses on
both the Treasury security futures contracts written by it and
the tax-exempt securities held in its portfolio.
INDEX FUTURES CONTRACTS. An index futures contract is a contract
to buy or sell units of an index at a specified future date at a
price agreed upon when the contract is made. Entering into a
contract to buy units of an index is commonly referred to as
buying or purchasing a contract or holding a long position in the
index. Entering into a contract to sell units of an index is
commonly referred to as selling a contract or holding a short
position. A unit is the current value of the index. The fund
may enter into stock index futures contracts, debt index futures
contracts, or other index futures contracts appropriate to its
objective(s). The fund may also purchase and sell options on
index futures contracts.
For example, the Standard & Poor's 500 Composite Stock Price
Index ("S&P 500") is composed of 500 selected common stocks, most
of which are listed on the New York Stock Exchange. The S&P 500
assigns relative weightings to the common stocks included in the
Index, and the value fluctuates with changes in the market values
of those common stocks. In the case of the S&P 500, contracts
are to buy or sell 500 units. Thus, if the value of the S&P 500
were $150, one contract would be worth $75,000 (500 units x
$150). The stock index futures contract specifies that no
delivery of the actual stocks making up the index will take
place. Instead, settlement in cash must occur upon the
termination of the contract, with the settlement being the
difference between the contract price and the actual level of the
stock index at the expiration of the contract. For example, if
the fund enters into a futures contract to buy 500 units of the
S&P 500 at a specified future date at a contract price of $150
and the S&P 500 is at $154 on that future date, the fund will
gain $2,000 (500 units x gain of $4). If the fund enters into a
futures contract to sell 500 units of the stock index at a
specified future date at a contract price of $150 and the S&P 500
is at $152 on that future date, the fund will lose $1,000 (500
units x loss of $2).
There are several risks in connection with the use by the fund of
index futures. One risk arises because of the imperfect
correlation between movements in the prices of the index futures
and movements in the prices of securities which are the subject
of the hedge. Putnam Management will, however, attempt to reduce
this risk by buying or selling, to the extent possible, futures
on indices the movements of which will, in its judgment, have a
significant correlation with movements in the prices of the
securities sought to be hedged.
Successful use of index futures by the fund is also subject to
Putnam Management's ability to predict movements in the direction
of the market. For example, it is possible that, where the fund
has sold futures to hedge its portfolio against a decline in the
market, the index on which the futures are written may advance
and the value of securities held in the fund's portfolio may
decline. If this occurred, the fund would lose money on the
futures and also experience a decline in value in its portfolio
securities. It is also possible that, if the fund has hedged
against the possibility of a decline in the market adversely
affecting securities held in its portfolio and securities prices
increase instead, the fund will lose part or all of the benefit
of the increased value of those securities it has hedged because
it will have offsetting losses in its futures positions. In
addition, in such situations, if the fund has insufficient cash,
it may have to sell securities to meet daily variation margin
requirements at a time when it is disadvantageous to do so.
In addition to the possibility that there may be an imperfect
correlation, or no correlation at all, between movements in the
index futures and the portion of the portfolio being hedged, the
prices of index futures may not correlate perfectly with
movements in the underlying index due to certain market
distortions. First, all participants in the futures market are
subject to margin deposit and maintenance requirements. Rather
than meeting additional margin deposit requirements, investors
may close futures contracts through offsetting transactions which
could distort the normal relationship between the index and
futures markets. Second, margin requirements in the futures
market are less onerous than margin requirements in the
securities market, and as a result the futures market may attract
more speculators than the securities market does. Increased
participation by speculators in the futures market may also cause
temporary price distortions. Due to the possibility of price
distortions in the futures market and also because of the
imperfect correlation between movements in the index and
movements in the prices of index futures, even a correct forecast
of general market trends by Putnam Management may still not
result in a profitable position over a short time period.
OPTIONS ON STOCK INDEX FUTURES. Options on index futures are
similar to options on securities except that options on index
futures give the purchaser the right, in return for the premium
paid, to assume a position in an index futures contract (a long
position if the option is a call and a short position if the
option is a put) at a specified exercise price at any time during
the period of the option. Upon exercise of the option, the
delivery of the futures position by the writer of the option to
the holder of the option will be accompanied by delivery of the
accumulated balance in the writer's futures margin account which
represents the amount by which the market price of the index
futures contract, at exercise, exceeds (in the case of a call) or
is less than (in the case of a put) the exercise price of the
option on the index future. If an option is exercised on the
last trading day prior to its expiration date, the settlement
will be made entirely in cash equal to the difference between the
exercise price of the option and the closing level of the index
on which the future is based on the expiration date. Purchasers
of options who fail to exercise their options prior to the
exercise date suffer a loss of the premium paid.
OPTIONS ON INDICES
As an alternative to purchasing call and put options on index
futures, the fund may purchase and sell call and put options on
the underlying indices themselves. Such options would be used in
a manner identical to the use of options on index futures.
INDEX WARRANTS
The fund may purchase put warrants and call warrants whose values
vary depending on the change in the value of one or more
specified securities indices ("index warrants"). Index warrants
are generally issued by banks or other financial institutions and
give the holder the right, at any time during the term of the
warrant, to receive upon exercise of the warrant a cash payment
from the issuer based on the value of the underlying index at the
time of exercise. In general, if the value of the underlying
index rises above the exercise price of the index warrant, the
holder of a call warrant will be entitled to receive a cash
payment from the issuer upon exercise based on the difference
between the value of the index and the exercise price of the
warrant; if the value of the underlying index falls, the holder
of a put warrant will be entitled to receive a cash payment from
the issuer upon exercise based on the difference between the
exercise price of the warrant and the value of the index. The
holder of a warrant would not be entitled to any payments from
the issuer at any time when, in the case of a call warrant, the
exercise price is greater than the value of the underlying index,
or, in the case of a put warrant, the exercise price is less than
the value of the underlying index. If the fund were not to
exercise an index warrant prior to its expiration, then the fund
would lose the amount of the purchase price paid by it for the
warrant.
The fund will normally use index warrants in a manner similar to
its use of options on securities indices. The risks of the
fund's use of index warrants are generally similar to those
relating to its use of index options. Unlike most index options,
however, index warrants are issued in limited amounts and are not
obligations of a regulated clearing agency, but are backed only
by the credit of the bank or other institution which issues the
warrant. Also, index warrants generally have longer terms than
index options. Although the fund will normally invest only in
exchange-listed warrants, index warrants are not likely to be as
liquid as certain index options backed by a recognized clearing
agency. In addition, the terms of index warrants may limit the
fund's ability to exercise the warrants at such time, or in such
quantities, as the fund would otherwise wish to do.
SHORT-TERM TRADING
In seeking the fund's objective(s), Putnam Management will buy or
sell portfolio securities whenever Putnam Management believes it
appropriate to do so. In deciding whether to sell a portfolio
security, Putnam Management does not consider how long the fund
has owned the security. From time to time the fund will buy
securities intending to seek short-term trading profits. A
change in the securities held by the fund is known as "portfolio
turnover" and generally involves some expense to the fund. This
expense may include brokerage commissions or dealer markups and
other transaction costs on both the sale of securities and the
reinvestment of the proceeds in other securities. If sales of
portfolio securities cause the fund to realize net short-term
capital gains, such gains will be taxable as ordinary income. As
a result of the fund's investment policies, under certain market
conditions the fund's portfolio turnover rate may be higher than
that of other mutual funds. Portfolio turnover rate for a fiscal
year is the ratio of the lesser of purchases or sales of
portfolio securities to the monthly average of the value of
portfolio securities -- excluding securities whose maturities at
acquisition were one year or less. The fund's portfolio turnover
rate is not a limiting factor when Putnam Management considers a
change in the fund's portfolio.
SECURITIES LOANS
The fund may make secured loans of its portfolio securities, on
either a short-term or long-term basis, amounting to not more
than 25% of its total assets, thereby realizing additional
income. The risks in lending portfolio securities, as with other
extensions of credit, consist of possible delay in recovery of
the securities or possible loss of rights in the collateral
should the borrower fail financially. As a matter of policy,
securities loans are made to broker-dealers pursuant to
agreements requiring that the loans be continuously secured by
collateral consisting of cash or short-term debt obligations at
least equal at all times to the value of the securities on loan,
"marked-to-market" daily. The borrower pays to the fund an
amount equal to any dividends or interest received on securities
lent. The fund retains all or a portion of the interest received
on investment of the cash collateral or receives a fee from the
borrower. Although voting rights, or rights to consent, with
respect to the loaned securities may pass to the borrower, the
fund retains the right to call the loans at any time on
reasonable notice, and it will do so to enable the fund to
exercise voting rights on any matters materially affecting the
investment. The fund may also call such loans in order to sell
the securities.
REPURCHASE AGREEMENTS
The fund (except for Putnam Money Market Fund) may enter
into repurchase agreements, amounting to not more than 25% of its
total assets. A repurchase agreement is a contract under which
the fund acquires a security for a relatively short period
(usually not more than one week) subject to the obligation of the
seller to repurchase and the fund to resell such security at a
fixed time and price (representing the fund's cost plus
interest). It is the fund's present intention to enter into
repurchase agreements only with commercial banks and registered
broker-dealers and only with respect to obligations of the U.S.
government or its agencies or instrumentalities. Repurchase
agreements may also be viewed as loans made by the fund which are
collateralized by the securities subject to repurchase. Putnam
Management will monitor such transactions to ensure that the
value of the underlying securities will be at least equal at all
times to the total amount of the repurchase obligation, including
the interest factor. If the seller defaults, the fund could
realize a loss on the sale of the underlying security to the
extent that the proceeds of the sale including accrued interest
are less than the resale price provided in the agreement
including interest. In addition, if the seller should be
involved in bankruptcy or insolvency proceedings, the fund may
incur delay and costs in selling the underlying security or may
suffer a loss of principal and interest if the fund is treated as
an unsecured creditor and required to return the underlying
collateral to the seller's estate.
Pursuant to an exemptive order issued by the Securities and
Exchange Commission, the fund may transfer uninvested cash
balances into a joint account, along with cash of other Putnam
funds and certain other accounts. These balances may be invested
in one or more repurchase agreements and/or short-term money
market instruments.
RESTRICTED SECURITIES
The SEC Staff currently takes the view that any delegation by the
Trustees of the authority to determine that a restricted security
is readily marketable (as described in the investment
restrictions of the funds) must be pursuant to written procedures
established by the Trustees. It is the present intention of the
funds' Trustees that, if the Trustees decide to delegate such
determinations to Putnam Management or another person, they would
do so pursuant to written procedures, consistent with the Staff's
position. Should the Staff modify its position in the future,
the Trustees would consider what action would be appropriate in
light of the Staff's position at that time.
FORWARD COMMITMENTS
The fund may enter into contracts to purchase securities for a
fixed price at a future date beyond customary settlement time
("forward commitments") if the fund sets aside, on the books and
records of its custodian, liquid assets in an amount sufficient
to meet the purchase price, or if the fund enters into offsetting
contracts for the forward sale of other securities it owns. In
the case of to-be-announced ("TBA") purchase commitments, the
unit price and the estimated principal amount are established
when the fund enters into a contract, with the actual principal
amount being within a specified range of the estimate. Forward
commitments may be considered securities in themselves, and
involve a risk of loss if the value of the security to be
purchased declines prior to the settlement date, which risk is in
addition to the risk of decline in the value of the fund's other
assets. Where such purchases are made through dealers, the fund
relies on the dealer to consummate the sale. The dealer's
failure to do so may result in the loss to the fund of an
advantageous yield or price. Although the fund will generally
enter into forward commitments with the intention of acquiring
securities for its portfolio or for delivery pursuant to options
contracts it has entered into, the fund may dispose of a
commitment prior to settlement if Putnam Management deems it
appropriate to do so. The fund may realize short-term profits or
losses upon the sale of forward commitments.
The fund may enter into TBA sale commitments to hedge its
portfolio positions or to sell securities it owns under delayed
delivery arrangements. Proceeds of TBA sale commitments are not
received until the contractual settlement date. During the time
a TBA sale commitment is outstanding, equivalent deliverable
securities, or an offsetting TBA purchase commitment deliverable
on or before the sale commitment date, are held as "cover" for
the transaction. Unsettled TBA sale commitments are valued at
current market value of the underlying securities. If the TBA
sale commitment is closed through the acquisition of an
offsetting purchase commitment, the fund realizes a gain or loss
on the commitment without regard to any unrealized gain or loss
on the underlying security. If the fund delivers securities
under the commitment, the fund realizes a gain or loss from the
sale of the securities based upon the unit price established at
the date the commitment was entered into.
SWAP AGREEMENTS
The fund may enter into swap agreements and other types of over-
the-counter transactions with broker-dealers or other financial
institutions, in which its investment return will depend on the
change in value of a specified security or index. The fund would
typically receive from the counterparty the amount of any
increase, and pay to the counterparty the amount of any decrease,
in the value of the underlying security or index. The contracts
would thus, absent the failure of the counterparty to complete
its obligations, provide to the fund approximately the same
return as it would have realized if it had owned the security or
index directly.
The fund's ability to realize a profit from such transactions
will depend on the ability of the financial institutions with
which it enters into the transactions to meet their obligations
to the fund. Under certain circumstances, suitable transactions
may not be available to the fund, or the fund may be unable to
close out its position under such transactions at the same time,
or at the same price, as if it had purchased comparable publicly
traded securities.
DERIVATIVES
Certain of the instruments in which the fund may invest, such as
futures contracts, options and forward contracts, are considered
to be "derivatives." Derivatives are financial instruments whose
value depends upon, or is derived from, the value of an
underlying asset, such as a security or an index. Further
information about these instruments and the risks involved in
their use is included elsewhere in the prospectus or in this SAI.
The fund's use of derivatives may cause the fund to recognize
higher amounts of short-term capital gains, generally taxed to
shareholders at ordinary income tax rates.
YEAR 2000
Like other financial and business organizations, the funds depend
on the proper function of their service providers' computer
systems. To the extent that the systems used by the funds or
their service providers cannot distinguish between the year 1900
and the year 2000 or have other operating difficulties as a
result of the year 2000, the operations of and services provided
to the funds and their shareholders could be adversely impacted.
Putnam Management and its affiliates have reported that each
expects to modify its systems, as necessary, to address this so-
called "year 2000 problem," and will, on behalf of the funds,
inquire as to the year 2000 compliance of the funds' other major
service providers. However, there can be no assurance that the
operations of and services provided to the funds and their
shareholders will not be adversely affected. Similarly,
companies in which the funds invest may also experience "year
2000 problems," which could ultimately result in losses to a fund
to the extent that the securities of any such company decline in
value as a result of a "year 2000 problem."
EURO CONVERSION
Eleven member countries of the European Economic and Monetary
Union (the "EMU") have qualified for conversion of their national
currencies to the euro on January 1, 1999. The euro is a common
currency that is expected to eventually be used as the sole
currency for these countries and other EMU members that wish to
convert to the euro. National currencies will remain for the
converting countries through at least July of 2002 while the full
transition to the euro in the countries involved in the
conversion occurs. Possible consequences to funds that invest in
securities denominated in any of the national currencies affected
include the risks that: (i) the unification of economic and
monetary policies underpinning the currency unification may
increase the potential for similarities in the movements of
markets in the European countries converting to the euro, (ii)
contracts (including contracts regarding currency transactions)
denominated in (or tied to) those currencies may become more
difficult to enforce, and that (iii) companies in which the funds
invest may be adversely affected by their failure (or the failure
of other companies with which they do business) to adequately
address the operational aspects of the conversion.
Like other financial and business organizations, the funds depend
on the proper function of their service providers '
computer and other systems. The funds could be adversely
affected if the computer or other systems used by Putnam
Management and the funds ' other service providers cannot
appropriately account for the conversion to the euro. Putnam
Management and its affiliates expect that their systems will be
able to address this issue without any material interruption of
service. However, there can be no assurance that the operations
of and services provided to the funds and their shareholders will
not be adversely affected. Similarly, companies in which the
funds invest may also experience similar problems in dealing with
the conversion to the euro, which could result in losses to the
funds.
TAXES
TAXATION OF THE FUND. The fund intends to qualify each year as a
regulated investment company under Subchapter M of the Internal
Revenue Code of 1986, as amended (the "Code"). In order to
qualify for the special tax treatment accorded regulated
investment companies and their shareholders, the fund must, among
other things:
(a) Derive at least 90% of its gross income from dividends,
interest, payments with respect to certain securities loans, and
gains from the sale of stock, securities and foreign currencies,
or other income (including but not limited to gains from options,
futures, or forward contracts) derived with respect to its
business of investing in such stock, securities, or currencies;
(b) distribute with respect to each taxable year at least 90% of
the sum of its taxable net investment income, its net tax-exempt
income, and the excess, if any, of net short-term capital gains
over net long-term capital losses for such year; and
(c) diversify its holdings so that, at the end of each fiscal
quarter, (i) at least 50% of the market value of the fund's
assets is represented by cash and cash items, U.S. government
securities, securities of other regulated investment companies,
and other securities limited in respect of any one issuer to a
value not greater than 5% of the value of the fund's total assets
and to not more than 10% of the outstanding voting securities of
such issuer, and (ii) not more than 25% of the value of its
assets is invested in the securities (other than those of the
U.S. Government or other regulated investment companies) of any
one issuer or of two or more issuers which the fund controls and
which are engaged in the same, similar, or related trades or
businesses.
If the fund qualifies as a regulated investment company that is
accorded special tax treatment, the fund will not be subject to
federal income tax on income paid to its shareholders in the form
of dividends (including capital gain dividends).
If the fund failed to qualify as a regulated investment company
accorded special tax treatment in any taxable year, the fund
would be subject to tax on its taxable income at corporate rates,
and all distributions from earnings and profits, including any
distributions of net tax-exempt income and net long-term capital
gains, would be taxable to shareholders as ordinary income. In
addition, the fund could be required to recognize unrealized
gains, pay substantial taxes and interest and make substantial
distributions before requalifying as a regulated investment
company that is accorded special tax treatment.
If the fund fails to distribute in a calendar year substantially
all of its ordinary income for such year and substantially all of
its capital gain net income for the one-year period ending
October 31 (or later if the fund is permitted so to elect and so
elects), plus any retained amount from the prior year, the fund
will be subject to a 4% excise tax on the undistributed amounts.
A dividend paid to shareholders by the fund in January of a year
generally is deemed to have been paid by the fund on December 31
of the preceding year, if the dividend was declared and payable
to shareholders of record on a date in October, November or
December of that preceding year. The fund intends generally to
make distributions sufficient to avoid imposition of the 4%
excise tax.
FUND DISTRIBUTIONS. Distributions from the fund (other than
exempt-interest dividends, as discussed below) will be taxable to
shareholders as ordinary income to the extent derived from the
fund's investment income and net short-term gains. Distributions
of net capital gains (that is, the excess of net gains from
capital assets held more than one year over net losses from
capital assets held for not more than one year) will be taxable
to shareholders as such, regardless of how long a shareholder has
held the shares in the fund.
EXEMPT-INTEREST DIVIDENDS. The fund will be qualified to pay
exempt-interest dividends to its shareholders only if, at the
close of each quarter of the fund's taxable year, at least 50% of
the total value of the fund's assets consists of obligations the
interest on which is exempt from federal income tax.
Distributions that the fund properly designates as exempt-
interest dividends are treated as interest excludable from
shareholders' gross income for federal income tax purposes but
may be taxable for federal alternative minimum tax purposes and
for state and local purposes. If the fund intends to be
qualified to pay exempt-interest dividends, the fund may be
limited in its ability to enter into taxable transactions
involving forward commitments, repurchase agreements, financial
futures and options contracts on financial futures, tax-exempt
bond indices and other assets.
Part or all of the interest on indebtedness, if any, incurred or
continued by a shareholder to purchase or carry shares of a fund
paying exempt-interest dividends is not deductible. The portion
of interest that is not deductible is equal to the total interest
paid or accrued on the indebtedness, multiplied by the percentage
of the fund's total distributions (not including distributions
from net long-term capital gains) paid to the shareholder that
are exempt-interest dividends. Under rules used by the Internal
Revenue Service for determining when borrowed funds are
considered used for the purpose of purchasing or carrying
particular assets, the purchase of shares may be considered to
have been made with borrowed funds even though such funds are not
directly traceable to the purchase of shares.
In general, exempt-interest dividends, if any, attributable to
interest received on certain private activity obligations and
certain industrial development bonds will not be tax-exempt to
any shareholders who are "substantial users" of the facilities
financed by such obligations or bonds or who are "related
persons" of such substantial users.
A fund which is qualified to pay exempt-interest dividends will
inform investors within 60 days of the fund's fiscal year-end of
the percentage of its income distributions designated as
tax-exempt. The percentage is applied uniformly to all
distributions made during the year. The percentage of income
designated as tax-exempt for any particular distribution may be
substantially different from the percentage of the fund's income
that was tax-exempt during the period covered by the
distribution.
HEDGING TRANSACTIONS. If the fund engages in hedging
transactions, including hedging transactions in options, futures
contracts, and straddles, or other similar transactions, it will
be subject to special tax rules (including constructive sale,
mark-to-market, straddle, wash sale, and short sale rules), the
effect of which may be to accelerate income to the fund, defer
losses to the fund, cause adjustments in the holding periods of
the fund's securities, convert long-term capital gains into short-
term capital gains or convert short-term capital losses into
long-term capital losses. These rules could therefore affect the
amount, timing and character of distributions to shareholders.
The fund will endeavor to make any available elections pertaining
to such transactions in a manner believed to be in the best
interests of the fund.
Certain of the fund's hedging activities (including its
transactions, if any, in foreign currencies or foreign
currency-denominated instruments) are likely to produce a
difference between its book income and its taxable income. If
the fund's book income exceeds its taxable income, the
distribution (if any) of such excess will be treated as (i) a
dividend to the extent of the fund's remaining earnings and
profits (including earnings and profits arising from tax-exempt
income), (ii) thereafter as a return of capital to the extent of
the recipient's basis in the shares, and (iii) thereafter as gain
from the sale or exchange of a capital asset. If the fund's book
income is less than its taxable income, the fund could be
required to make distributions exceeding book income to qualify
as a regulated investment company that is accorded special tax
treatment.
RETURN OF CAPITAL DISTRIBUTIONS. If the fund makes a
distribution to you in excess of its current and accumulated
"earnings and profits" in any taxable year, the excess
distribution will be treated as a return of capital to the extent
of your tax basis in your shares, and thereafter as capital gain.
A return of capital is not taxable, but it reduces your tax basis
in your shares, thus reducing any loss or increasing any gain on
a subsequent taxable disposition by you of your shares.
Dividends and distributions on a fund's shares are generally
subject to federal income tax as described herein to the extent
they do not exceed the fund's realized income and gains, even
though such dividends and distributions may economically
represent a return of a particular shareholder's investment.
Such distributions are likely to occur in respect of shares
purchased at a time when the fund's net asset value reflects
gains that are either unrealized, or realized but not
distributed.
SECURITIES ISSUED OR PURCHASED AT A DISCOUNT. The fund's
investment in securities issued at a discount and certain other
obligations will (and investments in securities purchased at a
discount may) require the fund to accrue and distribute income
not yet received. In order to generate sufficient cash to make
the requisite distributions, the fund may be required to sell
securities in its portfolio that it otherwise would have
continued to hold.
CAPITAL LOSS CARRYOVER. Distributions from capital gains are
generally made after applying any available capital loss
carryovers. The amounts and expiration dates of any capital loss
carryovers available to the fund are shown in Note 1 (Federal
income taxes) to the financial statements included in Part I of
this SAI or incorporated by reference into this SAI.
FOREIGN CURRENCY-DENOMINATED SECURITIES AND RELATED HEDGING
TRANSACTIONS. The fund's transactions in foreign currencies,
foreign currency-denominated debt securities and certain foreign
currency options, futures contracts and forward contracts (and
similar instruments) may give rise to ordinary income or loss to
the extent such income or loss results from fluctuations in the
value of the foreign currency concerned.
If more than 50% of the fund's assets at year end consists of the
securities of foreign corporations, the fund may elect to permit
shareholders to claim a credit or deduction on their income tax
returns for their pro rata portion of qualified taxes paid by the
fund to foreign countries in respect of foreign securities the
fund has held for at least the minimum period specified in the
Code. In such a case, shareholders will include in gross income
from foreign sources their pro rata shares of such taxes. A
shareholder's ability to claim a foreign tax credit or deduction
in respect of foreign taxes paid by the fund may be subject to
certain limitations imposed by the Code, as a result of which a
shareholder may not get a full credit or deduction for the amount
of such taxes. In particular, shareholders must hold their fund
shares (without protection from risk of loss) on the ex-dividend
date and for at least 15 additional days during the 30-day period
surrounding the ex-dividend date to be eligible to claim a
foreign tax credit with respect to a given dividend.
Shareholders who do not itemize on their federal income tax
returns may claim a credit (but no deduction) for such foreign
taxes.
Investment by the fund in "passive foreign investment companies"
could subject the fund to a U.S. federal income tax or other
charge on the proceeds from the sale of its investment in such a
company; however, this tax can be avoided by making an election
to mark such investments to market annually or to treat the
passive foreign investment company as a "qualified electing
fund."
A "passive foreign investment company" is any foreign
corporation: (i) 75 percent or more of the income of which for
the taxable year is passive income, or (ii) the average
percentage of the assets of which (generally by value, but by
adjusted tax basis in certain cases) that produce or are held for
the production of passive income is at least 50 percent.
Generally, passive income for this purpose means dividends,
interest (including income equivalent to interest), royalties,
rents, annuities, the excess of gains over losses from certain
property transactions and commodities transactions, and foreign
currency gains. Passive income for this purpose does not include
rents and royalties received by the foreign corporation from
active business and certain income received from related persons.
SALE OR REDEMPTION OF SHARES. The sale, exchange or redemption
of fund shares may give rise to a gain or loss. In general, any
gain or loss realized upon a taxable disposition of shares will
be treated as long-term capital gain or loss if the shares have
been held for more than 12 months. Otherwise the gain or loss on
the sale, exchange or redemption of fund shares will be treated
as short-term capital gain or loss. However, if a shareholder
sells shares at a loss within six months of purchase, any loss
will be disallowed for Federal income tax purposes to the extent
of any exempt-interest dividends received on such shares. In
addition, any loss (not already disallowed as provided in the
preceding sentence) realized upon a taxable disposition of shares
held for six months or less will be treated as long-term, rather
than short-term, to the extent of any long-term capital gain
distributions received by the shareholder with respect to the
shares. All or a portion of any loss realized upon a taxable
disposition of fund shares will be disallowed if other shares of
the same fund are purchased within 30 days before or after the
disposition. In such a case, the basis of the newly purchased
shares will be adjusted to reflect the disallowed loss.
SHARES PURCHASED THROUGH TAX-QUALIFIED PLANS. Special tax rules
apply to investments though defined contribution plans and other
tax-qualified plans. Shareholders should consult their tax
adviser to determine the suitability of shares of a fund as an
investment through such plans and the precise effect of an
investment on their particular tax situation.
BACKUP WITHHOLDING. The fund generally is required to withhold
and remit to the U.S. Treasury 31% of the taxable dividends and
other distributions paid to any individual shareholder who fails
to furnish the fund with a correct taxpayer identification number
(TIN), who has under-reported dividends or interest income, or
who fails to certify to the fund that he or she is not subject to
such withholding.
The Internal Revenue Service recently revised its regulations
affecting the application to foreign investors of the back-up
withholding and withholding tax rules described above. The new
regulations will generally be effective for payments made after
December 31, 1999 (although transition rules will apply). In
some circumstances, the new rules will increase the certification
and filing requirements imposed on foreign investors in order to
qualify for exemption from the 31% back-up withholding tax rates
under income tax treaties. Foreign investors in a fund should
consult their tax advisors with respect to the potential
application of these new regulations.
MANAGEMENT
TRUSTEES NAME (AGE)
*+GEORGE PUTNAM (72), Chairman and President. Chairman and
Director of Putnam Management and Putnam Mutual Funds. Director,
Freeport Copper and Gold, Inc. (a mining and natural resource
company), Houghton Mifflin Company (a major publishing company)
and Marsh & McLennan Companies, Inc.
JOHN A. HILL (56), Vice Chairman. Chairman and Managing
Director, First Reserve Corporation (a registered investment
adviser investing in companies in the world-wide energy industry
on behalf of institutional investors). Director of Snyder Oil
Corporation, TransMontaigne Oil Company, Weatherford Enterra,
Inc. (an oil field service company) and various private companies
owned by First Reserve Corporation, such as James River Coal and
Anker Coal Corporation, and various First Reserve Funds, such as
American Gas & Oil Investors, Ltd., AmGO II, L.P., First Reserve
Secured Energy Assets Fund, L.P., First Reserve Fund V., L.P.,
First Reserve Fund VI, L.P., and First Reserve Fund VII, L.P.
+WILLIAM F. POUNDS (70), Vice Chairman. Professor Emeritus of
Management, Alfred P. Sloan School of Management, Massachusetts
Institute of Technology. Director of IDEXX Laboratories, Inc. (a
provider of diagnostic products and services for the animal
health and food and environmental industries), Management
Sciences for Health, Inc. (a non-profit organization), and Sun
Company, Inc. (a petroleum refining and marketing company).
JAMESON A. BAXTER (55), Trustee. President, Baxter Associates,
Inc. (a management and financial consulting firm). Director of
Avondale Federal Savings Bank, ASHTA Chemicals, Inc. and Banta
Corporation (printing and digital imaging). Chairman Emeritus of
the Board of Trustees, Mount Holyoke College.
+HANS H. ESTIN (70), Trustee. Chartered Financial Analyst and
Vice Chairman, North American Management Corp. (a registered
investment adviser).
RONALD J. JACKSON (54), Trustee. Former Chairman, President and
Chief Executive Officer of Fisher-Price, Inc. (a major toy
manufacturer).
*PAUL L. JOSKOW (51), Trustee. Professor Emeritus of Economics
and Management and former Chairman of the Department of
Economics, Massachusetts Institute of Technology. Director, New
England Electric System (a public utility holding company), State
Farm Indemnity Company (an automobile insurance company) and
Whitehead Institute for Biomedical Research (a non-profit
research institution).
ELIZABETH T. KENNAN (60), Trustee. President Emeritus and
Professor, Mount Holyoke College. Director, Bell Atlantic (a
telecommunications company), the Kentucky Home Life Insurance
Companies, NYNEX Corporation, Northeast Utilities and Talbots (a
distributor of women's apparel).
*LAWRENCE J. LASSER (55), Trustee and Vice President. President,
Chief Executive Officer and Director of Putnam Investments, Inc.
and Putnam Investment Management, Inc. Director of Marsh &
McLennan Companies, Inc. and the United Way of Massachusetts Bay.
JOHN H. MULLIN, III (57), Trustee. Chairman and CEO of Ridgeway
Farm, Director of ACX Technologies, Inc. (a company engaged in
the manufacture of industrial ceramics and packaging products),
Alex. Brown Realty, Inc. and The Liberty Corporation (a company
engaged in the life insurance and broadcasting industries).
+ROBERT E. PATTERSON (53), Trustee. President and Trustee of
Cabot Industrial Trust (a publicly traded real estate investment
trust). Director of Brandywine Trust Company.
*DONALD S. PERKINS (71), Trustee. Director of various
corporations, including AON Corp. (an insurance company), Cummins
Engine Company, Inc. (an engine and power generator manufacturer
and assembler), Parsons Group L.L.C. (a corporation providing
financial staffing services), LaSalle Street Fund, Inc. and
LaSalle U.S. Realty Income and Growth Fund, Inc. (real estate
investment trusts), Lucent Technologies Inc. (a global provider
of telecommunications equipment), Nanophase Technologies Inc. (a
producer of nano crystalline materials), Ryerson Tull, Inc.
(America's largest steel service corporation) and Springs
Industries, Inc. (a textile manufacturer).
*GEORGE PUTNAM III (47), Trustee. President, New Generation
Research, Inc. (a publisher of financial advisory and other
research services relating to bankrupt and distressed companies)
and New Generation Advisers, Inc. (a registered investment
adviser). Director, Massachusetts Audubon Society and The Boston
Family Office, L.L.C. (a registered investment advisor).
*A.J.C. SMITH (64), Trustee. Chairman and Chief Executive
Officer, Marsh & McLennan Companies, Inc. Director, Trident
Partnership (a $667 million 10-year limited partnership with over
30 institutional investors).
W. THOMAS STEPHENS (56), Trustee. President and Chief Executive
Officer of MacMillan Bloedel Ltd. (a major forest products
company). Director, Qwest Communications (a fiber optics
manufacturer) and New Century Energies (a public utility
company).
W. NICHOLAS THORNDIKE (65), Trustee. Director of various
corporations and charitable organizations, including Courier
Corporation (a book manufacturer), Data General Corporation (a
provider of customized computer solutions), Bradley Real Estate,
Inc., and Providence Journal Co.
OFFICERS NAME (AGE)
CHARLES E. PORTER (60), Executive Vice President. Managing
Director of Putnam Investments, Inc. and Putnam Management.
PATRICIA C. FLAHERTY (51), Vice President. Senior Vice President
of Putnam Investments, Inc. and Putnam Management.
WILLIAM N. SHIEBLER (56), Vice President. Director and Senior
Managing Director of Putnam Investments, Inc. President and
Director of Putnam Mutual Funds.
GORDON H. SILVER (51), Vice President. Director and Senior
Managing Director of Putnam Investments, Inc. and Putnam
Management.
BRETT C. BROWCHUK (35), Vice President. Managing Director of
Putnam Management. Prior to April, 1994, Mr. Browchuk was
Managing Director at Fidelity Investments.
IAN C. FERGUSON (41), Vice President. Senior Managing Director
of Putnam Investments, Inc. and Putnam Management.
JOHN R. VERANI (59), Vice President. Senior Vice President of
Putnam Investments, Inc. and Putnam Management.
JOHN D. HUGHES (63), Senior Vice President and Treasurer.
BEVERLY MARCUS (54), Clerk and Assistant Treasurer.
*Trustees who are or may be deemed to be "interested persons" (as
defined in the Investment Company Act of 1940) of the fund,
Putnam Management or Putnam Mutual Funds.
Messrs. Putnam, Lasser and Smith are deemed "interested persons"
by virtue of their positions as officers or shareholders of the
fund, or directors of Putnam Management, Putnam Mutual Funds, or
Marsh & McLennan Companies, Inc., the parent company of Putnam
Management and Putnam Mutual Funds.
Mr. George Putnam, III, Mr. Putnam's son, is also an "interested
person" of the fund, Putnam Management, and Putnam Mutual Funds.
Mr. Perkins may be deemed to be an "interested person" of the
fund because of his service as a director of a certain publicly
held company that includes registered broker-dealer firms among
its subsidiaries. Neither the fund nor any of the other Putnam
funds currently engages in any transactions with such firms
except that certain of such firms act as dealers in the retail
sale of shares of certain Putnam funds in the ordinary course of
their business. Mr. Joskow is not currently an "interested
person" of the fund but could be deemed by the Securities and
Exchange Commission to be an "interested person" on account of
his prior consulting relationship with National Economic Research
Associates, Inc., a wholly-owned subsidiary of Marsh & McLennan
Companies, Inc., which was terminated as of August 31, 1998. The
balance of the Trustees are not "interested persons."
+Members of the Executive Committee of the Trustees. The
Executive Committee meets between regular meetings of the
Trustees as may be required to review investment matters and
other affairs of the fund and may exercise all of the powers of
the Trustees.
-----------------
Certain other officers of Putnam Management are officers of the
fund. SEE "ADDITIONAL OFFICERS" IN PART I OF THIS SAI. The
mailing address of each of the officers and Trustees is One Post
Office Square, Boston, Massachusetts 02109.
Except as stated below, the principal occupations of the officers
and Trustees for the last five years have been with the employers
as shown above, although in some cases they have held different
positions with such employers. Prior to July, 1998, Mr. Joskow
was Chairman of the Department of Economics, Massachusetts
Institute of Technology, and, prior to September, 1998, he was a
consultant to National Economic Research Associates. Prior to
June, 1995, Ms. Kennan was President of Mount Holyoke College.
Prior to 1996, Mr. Stephens was Chairman of the Board of
Directors, President and Chief Executive Officer of Johns
Manville Corporation. Prior to April, 1996, Mr. Ferguson was CEO
at Hong Kong Shanghai Banking Corporation. Prior to February,
1998, Mr. Patterson was Executive Vice President and Director of
Acquisitions of Cabot Partners Limited Partnership.
Each Trustee of the fund receives an annual fee and an additional
fee for each Trustees' meeting attended. Trustees who are not
interested persons of Putnam Management and who serve on
committees of the Trustees receive additional fees for attendance
at certain committee meetings and for special services rendered
in that connection. All of the Trustees are Trustees of all the
Putnam funds and each receives fees for his or her services. FOR
DETAILS OF TRUSTEES' FEES PAID BY THE FUND AND INFORMATION
CONCERNING RETIREMENT GUIDELINES FOR THE TRUSTEES, SEE "CHARGES
AND EXPENSES" IN PART I OF THIS SAI.
The Agreement and Declaration of Trust of the fund provides that
the fund will indemnify its Trustees and officers against
liabilities and expenses incurred in connection with litigation
in which they may be involved because of their offices with the
fund, except if it is determined in the manner specified in the
Agreement and Declaration of Trust that they have not acted in
good faith in the reasonable belief that their actions were in
the best interests of the fund or that such indemnification would
relieve any officer or Trustee of any liability to the fund or
its shareholders by reason of willful misfeasance, bad faith,
gross negligence or reckless disregard of his or her duties. The
fund, at its expense, provides liability insurance for the
benefit of its Trustees and officers.
PUTNAM MANAGEMENT AND ITS AFFILIATES
Putnam Management is one of America's oldest and largest money
management firms. Putnam Management's staff of experienced
portfolio managers and research analysts selects securities and
constantly supervises the fund's portfolio. By pooling an
investor's money with that of other investors, a greater variety
of securities can be purchased than would be the case
individually; the resulting diversification helps reduce
investment risk. Putnam Management has been managing mutual funds
since 1937. Today, the firm serves as the investment manager for
the funds in the Putnam Family, with nearly $182 billion in
assets in over 9 million shareholder accounts at December 31,
1997. An affiliate, The Putnam Advisory Company, Inc., manages
domestic and foreign institutional accounts and mutual funds,
including the accounts of many Fortune 500 companies. Another
affiliate, Putnam Fiduciary Trust Company, provides investment
advice to institutional clients under its banking and fiduciary
powers. At December 31, 1997, Putnam Management and its
affiliates managed over $235 billion in assets, including over
$19 billion in tax-exempt securities and over $57 billion in
retirement plan assets.
Putnam Management, Putnam Mutual Funds and Putnam Fiduciary Trust
Company are, except for a minority stake owned by employees,
owned by Marsh & McLennan Companies, Inc., a publicly-owned
holding company whose principal businesses are international
insurance and reinsurance brokerage, employee benefit consulting
and investment management.
Trustees and officers of the fund who are also officers of Putnam
Management or its affiliates or who are stockholders of Marsh &
McLennan Companies, Inc. will benefit from the advisory fees,
sales commissions, distribution fees, custodian fees and transfer
agency fees paid or allowed by the fund.
THE MANAGEMENT CONTRACT
Under a Management Contract between the fund and Putnam
Management, subject to such policies as the Trustees may
determine, Putnam Management, at its expense, furnishes
continuously an investment program for the fund and makes
investment decisions on behalf of the fund. Subject to the
control of the Trustees, Putnam Management also manages,
supervises and conducts the other affairs and business of the
fund, furnishes office space and equipment, provides bookkeeping
and clerical services (including determination of the fund's net
asset value, but excluding shareholder accounting services) and
places all orders for the purchase and sale of the fund's
portfolio securities. Putnam Management may place fund portfolio
transactions with broker-dealers which furnish Putnam Management,
without cost to it, certain research, statistical and quotation
services of value to Putnam Management and its affiliates in
advising the fund and other clients. In so doing, Putnam
Management may cause the fund to pay greater brokerage
commissions than it might otherwise pay.
FOR DETAILS OF PUTNAM MANAGEMENT'S COMPENSATION UNDER THE
MANAGEMENT CONTRACT, SEE "CHARGES AND EXPENSES" IN PART I OF THIS
SAI. Putnam Management's compensation under the Management
Contract may be reduced in any year if the fund's expenses exceed
the limits on investment company expenses imposed by any statute
or regulatory authority of any jurisdiction in which shares of
the fund are qualified for offer or sale. The term "expenses" is
defined in the statutes or regulations of such jurisdictions, and
generally excludes brokerage commissions, taxes, interest,
extraordinary expenses and, if the fund has a distribution plan,
payments made under such plan.
Under the Management Contract, Putnam Management may reduce its
compensation to the extent that the fund's expenses exceed such
lower expense limitation as Putnam Management may, by notice to
the fund, declare to be effective. The expenses subject to this
limitation are exclusive of brokerage commissions, interest,
taxes, deferred organizational and extraordinary expenses and, if
the fund has a distribution plan, payments required under such
plan. For the purpose of determining any such limitation on
Putnam Management's compensation, expenses of the fund shall not
reflect the application of commissions or cash management credits
that may reduce designated fund expenses. THE TERMS OF ANY
EXPENSE LIMITATION FROM TIME TO TIME IN EFFECT ARE DESCRIBED IN
THE PROSPECTUS AND/OR PART I OF THIS SAI.
In addition to the fee paid to Putnam Management, the fund
reimburses Putnam Management for the compensation and related
expenses of certain officers of the fund and their assistants who
provide certain administrative services for the fund and the
other Putnam funds, each of which bears an allocated share of the
foregoing costs. The aggregate amount of all such payments and
reimbursements is determined annually by the Trustees.
THE AMOUNT OF THIS REIMBURSEMENT FOR THE FUND'S MOST RECENT
FISCAL YEAR IS INCLUDED IN "CHARGES AND EXPENSES" IN PART I OF
THIS SAI. Putnam Management pays all other salaries of officers
of the fund. The fund pays all expenses not assumed by Putnam
Management including, without limitation, auditing, legal,
custodial, investor servicing and shareholder reporting expenses.
The fund pays the cost of typesetting for its prospectuses and
the cost of printing and mailing any prospectuses sent to its
shareholders. Putnam Mutual Funds pays the cost of printing and
distributing all other prospectuses.
The Management Contract provides that Putnam Management shall not
be subject to any liability to the fund or to any shareholder of
the fund for any act or omission in the course of or connected
with rendering services to the fund in the absence of willful
misfeasance, bad faith, gross negligence or reckless disregard of
its duties on the part of Putnam Management.
The Management Contract may be terminated without penalty by vote
of the Trustees or the shareholders of the fund, or by Putnam
Management, on 30 days' written notice. It may be amended only
by a vote of the shareholders of the fund. The Management
Contract also terminates without payment of any penalty in the
event of its assignment. The Management Contract provides that
it will continue in effect only so long as such continuance is
approved at least annually by vote of either the Trustees or the
shareholders, and, in either case, by a majority of the Trustees
who are not "interested persons" of Putnam Management or the
fund. In each of the foregoing cases, the vote of the
shareholders is the affirmative vote of a "majority of the
outstanding voting securities" as defined in the Investment
Company Act of 1940.
PERSONAL INVESTMENTS BY EMPLOYEES OF PUTNAM MANAGEMENT
Employees of Putnam Management are permitted to engage in
personal securities transactions, subject to requirements and
restrictions set forth in Putnam Management's Code of Ethics.
The Code of Ethics contains provisions and requirements designed
to identify and address certain conflicts of interest between
personal investment activities and the interests of investment
advisory clients such as the funds. Among other things, the Code
of Ethics, consistent with standards recommended by the
Investment Company Institute's Advisory Group on Personal
Investing, prohibits certain types of transactions absent prior
approval, imposes time periods during which personal transactions
may not be made in certain securities, and requires the
submission of duplicate broker confirmations and quarterly
reporting of securities transactions. Additional restrictions
apply to portfolio managers, traders, research analysts and
others involved in the investment advisory process. Exceptions
to these and other provisions of the Code of Ethics may be
granted in particular circumstances after review by appropriate
personnel.
PORTFOLIO TRANSACTIONS
INVESTMENT DECISIONS. Investment decisions for the fund and for
the other investment advisory clients of Putnam Management and
its affiliates are made with a view to achieving their respective
investment objectives. Investment decisions are the product of
many factors in addition to basic suitability for the particular
client involved. Thus, a particular security may be bought or
sold for certain clients even though it could have been bought or
sold for other clients at the same time. Likewise, a particular
security may be bought for one or more clients when one or more
other clients are selling the security. In some instances, one
client may sell a particular security to another client. It also
sometimes happens that two or more clients simultaneously
purchase or sell the same security, in which event each day's
transactions in such security are, insofar as possible, averaged
as to price and allocated between such clients in a manner which
in Putnam Management's opinion is equitable to each and in
accordance with the amount being purchased or sold by each.
There may be circumstances when purchases or sales of portfolio
securities for one or more clients will have an adverse effect on
other clients.
BROKERAGE AND RESEARCH SERVICES. Transactions on U.S. stock
exchanges, commodities markets and futures markets and other
agency transactions involve the payment by the fund of negotiated
brokerage commissions. Such commissions vary among different
brokers. A particular broker may charge different commissions
according to such factors as the difficulty and size of the
transaction. Transactions in foreign investments often involve
the payment of fixed brokerage commissions, which may be higher
than those in the United States. There is generally no stated
commission in the case of securities traded in the
over-the-counter markets, but the price paid by the fund usually
includes an undisclosed dealer commission or mark-up. In
underwritten offerings, the price paid by the fund includes a
disclosed, fixed commission or discount retained by the
underwriter or dealer. It is anticipated that most purchases and
sales of securities by funds investing primarily in tax-exempt
securities and certain other fixed-income securities will be with
the issuer or with underwriters of or dealers in those
securities, acting as principal. Accordingly, those funds would
not ordinarily pay significant brokerage commissions with respect
to securities transactions. SEE "CHARGES AND EXPENSES" IN PART I
OF THIS SAI FOR INFORMATION CONCERNING COMMISSIONS PAID BY THE
FUND.
It has for many years been a common practice in the investment
advisory business for advisers of investment companies and other
institutional investors to receive brokerage and research
services (as defined in the Securities Exchange Act of 1934, as
amended (the "1934 Act")) from broker-dealers that execute
portfolio transactions for the clients of such advisers and from
third parties with which such broker-dealers have arrangements.
Consistent with this practice, Putnam Management receives
brokerage and research services and other similar services from
many broker-dealers with which Putnam Management places the
fund's portfolio transactions and from third parties with which
these broker-dealers have arrangements. These services include
such matters as general economic and market reviews, industry and
company reviews, evaluations of investments, recommendations as
to the purchase and sale of investments, newspapers, magazines,
pricing services, quotation services, news services and personal
computers utilized by Putnam Management's managers and analysts.
Where the services referred to above are not used exclusively by
Putnam Management for research purposes, Putnam Management, based
upon its own allocations of expected use, bears that portion of
the cost of these services which directly relates to their
non-research use. Some of these services are of value to Putnam
Management and its affiliates in advising various of their
clients (including the fund), although not all of these services
are necessarily useful and of value in managing the fund. The
management fee paid by the fund is not reduced because Putnam
Management and its affiliates receive these services even though
Putnam Management might otherwise be required to purchase some of
these services for cash.
Putnam Management places all orders for the purchase and sale of
portfolio investments for the fund and buys and sells investments
for the fund through a substantial number of brokers and dealers.
In so doing, Putnam Management uses its best efforts to obtain
for the fund the most favorable price and execution available,
except to the extent it may be permitted to pay higher brokerage
commissions as described below. In seeking the most favorable
price and execution, Putnam Management, having in mind the fund's
best interests, considers all factors it deems relevant,
including, by way of illustration, price, the size of the
transaction, the nature of the market for the security or other
investment, the amount of the commission, the timing of the
transaction taking into account market prices and trends, the
reputation, experience and financial stability of the
broker-dealer involved and the quality of service rendered by the
broker-dealer in other transactions.
As permitted by Section 28(e) of the 1934 Act, and by the
Management Contract, Putnam Management may cause the fund to pay
a broker-dealer which provides "brokerage and research services"
(as defined in the 1934 Act) to Putnam Management an amount of
disclosed commission for effecting securities transactions on
stock exchanges and other transactions for the fund on an agency
basis in excess of the commission which another broker-dealer
would have charged for effecting that transaction. Putnam
Management's authority to cause the fund to pay any such greater
commissions is also subject to such policies as the Trustees may
adopt from time to time. Putnam Management does not currently
intend to cause the fund to make such payments. It is the
position of the staff of the Securities and Exchange Commission
that Section 28(e) does not apply to the payment of such greater
commissions in "principal" transactions. Accordingly Putnam
Management will use its best effort to obtain the most favorable
price and execution available with respect to such transactions,
as described above.
The Management Contract provides that commissions, fees,
brokerage or similar payments received by Putnam Management or an
affiliate in connection with the purchase and sale of portfolio
investments of the fund, less any direct expenses approved by the
Trustees, shall be recaptured by the fund through a reduction of
the fee payable by the fund under the Management Contract.
Putnam Management seeks to recapture for the fund soliciting
dealer fees on the tender of the fund's portfolio securities in
tender or exchange offers. Any such fees which may be recaptured
are likely to be minor in amount.
Consistent with the Conduct Rules of the National Association of
Securities Dealers, Inc. and subject to seeking the most
favorable price and execution available and such other policies
as the Trustees may determine, Putnam Management may consider
sales of shares of the fund (and, if permitted by law, of the
other Putnam funds) as a factor in the selection of
broker-dealers to execute portfolio transactions for the fund.
PRINCIPAL UNDERWRITER
Putnam Mutual Funds is the principal underwriter of shares of the
fund and the other continuously offered Putnam funds. Putnam
Mutual Funds is not obligated to sell any specific amount of
shares of the fund and will purchase shares for resale only
against orders for shares. SEE "CHARGES AND EXPENSES" IN PART I
OF THIS SAI FOR INFORMATION ON SALES CHARGES AND OTHER PAYMENTS
RECEIVED BY PUTNAM MUTUAL FUNDS.
INVESTOR SERVICING AGENT AND CUSTODIAN
Putnam Investor Services, a division of Putnam Fiduciary Trust
Company ("PFTC"), is the fund's investor servicing agent
(transfer, plan and dividend disbursing agent), for which it
receives fees which are paid monthly by the fund as an expense of
all its shareholders. The fee paid to Putnam Investor Services
is determined on the basis of the number of shareholder accounts,
the number of transactions and the assets of the fund. Putnam
Investor Services won the DALBAR Quality Tested Service Seal in
1990, 1991, 1992, 1993, 1994, 1995 and 1997. Over 10,000 tests
of 38 separate shareholder service components demonstrated that
Putnam Investor Services tied for highest scores, with two other
mutual fund companies, in all categories.
PFTC is the custodian of the fund's assets. In carrying out its
duties under its custodian contract, PFTC may employ one or more
subcustodians whose responsibilities include safeguarding and
controlling the fund's cash and securities, handling the receipt
and delivery of securities and collecting interest and dividends
on the fund's investments. PFTC and any subcustodians employed
by it have a lien on the securities of the fund (to the extent
permitted by the fund's investment restrictions) to secure
charges and any advances made by such subcustodians at the end of
any day for the purpose of paying for securities purchased by the
fund. The fund expects that such advances will exist only in
unusual circumstances. Neither PFTC nor any subcustodian
determines the investment policies of the fund or decides which
securities the fund will buy or sell. PFTC pays the fees and
other charges of any subcustodians employed by it. The fund may
from time to time pay custodial expenses in full or in part
through the placement by Putnam Management of the fund's
portfolio transactions with the subcustodians or with a third-
party broker having an agreement with the subcustodians. The
fund pays PFTC an annual fee based on the fund's assets,
securities transactions and securities holdings and reimburses
PFTC for certain out-of-pocket expenses incurred by it or any
subcustodian employed by it in performing custodial services.
SEE "CHARGES AND EXPENSES" IN PART I OF THIS SAI FOR INFORMATION
ON FEES AND REIMBURSEMENTS FOR INVESTOR SERVICING AND CUSTODY
RECEIVED BY PFTC. THE FEES MAY BE REDUCED BY CREDITS ALLOWED BY
PFTC.
DETERMINATION OF NET ASSET VALUE
The fund determines the net asset value per share of each class
of shares once each day the New York Stock Exchange (the
"Exchange") is open. Currently, the Exchange is closed
Saturdays, Sundays and the following holidays: New Year's Day,
Rev. Dr. Martin Luther King, Jr. Day, Presidents' Day, Good
Friday, Memorial Day, the Fourth of July, Labor Day, Thanksgiving
and Christmas. The fund determines net asset value as of the
close of regular trading on the Exchange, currently 4:00 p.m.
However, equity options held by the fund are priced as of the
close of trading at 4:10 p.m., and futures contracts on U.S.
government and other fixed-income securities and index options
held by the fund are priced as of their close of trading at 4:15
p.m.
Securities for which market quotations are readily available are
valued at prices which, in the opinion of Putnam Management, most
nearly represent the market values of such securities.
Currently, such prices are determined using the last reported
sale price or, if no sales are reported (as in the case of some
securities traded over-the-counter), the last reported bid price,
except that certain securities are valued at the mean between the
last reported bid and asked prices. Short-term investments
having remaining maturities of 60 days or less are valued at
amortized cost, which approximates market value. All other
securities and assets are valued at their fair value following
procedures approved by the Trustees. Liabilities are deducted
from the total, and the resulting amount is divided by the number
of shares of the class outstanding.
Reliable market quotations are not considered to be readily
available for long-term corporate bonds and notes, certain
preferred stocks, tax-exempt securities, and certain foreign
securities. These investments are valued at fair value on the
basis of valuations furnished by pricing services, which
determine valuations for normal, institutional-size trading units
of such securities using methods based on market transactions for
comparable securities and various relationships between
securities which are generally recognized by institutional
traders.
If any securities held by the fund are restricted as to resale,
Putnam Management determines their fair value following
procedures approved by the Trustees. The fair value of such
securities is generally determined as the amount which the fund
could reasonably expect to realize from an orderly disposition of
such securities over a reasonable period of time. The valuation
procedures applied in any specific instance are likely to vary
from case to case. However, consideration is generally given to
the financial position of the issuer and other fundamental
analytical data relating to the investment and to the nature of
the restrictions on disposition of the securities (including any
registration expenses that might be borne by the fund in
connection with such disposition). In addition, specific factors
are also generally considered, such as the cost of the
investment, the market value of any unrestricted securities of
the same class, the size of the holding, the prices of any recent
transactions or offers with respect to such securities and any
available analysts' reports regarding the issuer.
Generally, trading in certain securities (such as foreign
securities) is substantially completed each day at various times
prior to the close of the Exchange. The values of these
securities used in determining the net asset value of the fund's
shares are computed as of such times. Also, because of the
amount of time required to collect and process trading
information as to large numbers of securities issues, the values
of certain securities (such as convertible bonds, U.S. government
securities, and tax-exempt securities) are determined based on
market quotations collected earlier in the day at the latest
practicable time prior to the close of the Exchange.
Occasionally, events affecting the value of such securities may
occur between such times and the close of the Exchange which will
not be reflected in the computation of the fund's net asset
value. If events materially affecting the value of such
securities occur during such period, then these securities will
be valued at their fair value following procedures approved by
the Trustees. In addition, securities held by some of the funds
may be traded in foreign markets that are open for business on
days that a fund is not, and the trading of such securities on
those days may have an impact on the value of a shareholder's
investment at a time when the shareholder cannot buy and sell
shares of the fund.
Money market funds generally value their portfolio securities at
amortized cost according to Rule 2a-7 under the Investment
Company Act of 1940.
HOW TO BUY SHARES
GENERAL
The prospectus contains a general description of how investors
may buy shares of the fund and states whether the fund offers
more than one class of shares. This SAI contains additional
information which may be of interest to investors.
Class A shares and class M shares are generally sold with a sales
charge payable at the time of purchase (except for class A shares
and class M shares of money market funds). As used in this SAI
and unless the context requires otherwise, the term "class A
shares" includes shares of funds that offer only one class of
shares. The prospectus contains a table of applicable sales
charges. For information about how to purchase class A or class
M shares of a Putnam fund at net asset value through an employer-
sponsored retirement plan, please consult your employer. Certain
purchases of class A shares and class M shares may be exempt from
a sales charge or, in the case of class A shares, may be subject
to a contingent deferred sales charge ("CDSC"). See "General--
Sales without sales charges or contingent deferred sales
charges," "Additional Information About Class A and Class M
shares," and "Contingent Deferred Sales Charges--Class A shares."
Class B shares and class C shares are sold subject to a CDSC
payable upon redemption within a specified period after purchase.
The prospectus contains a table of applicable CDSCs.
Class B shares will automatically convert into class A shares no
later than the end of the month eight years after the purchase
date, and may, in the discretion of the Trustees, convert to
class A shares earlier. Class B shares acquired by exchanging
class B shares of another Putnam fund will convert into class A
shares based on the time of the initial purchase. Class B shares
acquired through reinvestment of distributions will convert into
Class A shares based on the date of the initial purchase to which
such shares relate. For this purpose, class B shares acquired
through reinvestment of distributions will be attributed to
particular purchases of class B shares in accordance with such
procedures as the Trustees may determine from time to time. The
conversion of class B shares to class A shares is subject to the
condition that such conversions will not constitute taxable
events for Federal tax purposes.
Class Y shares, which are not subject to sales charges or a CDSC,
are available only to certain defined contribution plans. See
the prospectus that offers class Y shares for more information.
Certain purchase programs described below are not available to
defined contribution plans. Consult your employer for
information on how to purchase shares through your plan.
The fund is currently making a continuous offering of its shares.
The fund receives the entire net asset value of shares sold. The
fund will accept unconditional orders for shares to be executed
at the public offering price based on the net asset value per
share next determined after the order is placed. In the case of
class A shares and class M shares, the public offering price is
the net asset value plus the applicable sales charge, if any. No
sales charge is included in the public offering price of other
classes of shares. In the case of orders for purchase of shares
placed through dealers, the public offering price will be based
on the net asset value determined on the day the order is placed,
but only if the dealer receives the order before the close of
regular trading on the Exchange. If the dealer receives the
order after the close of the Exchange, the price will be based on
the net asset value next determined. If funds for the purchase
of shares are sent directly to Putnam Investor Services, they
will be invested at the public offering price based on the net
asset value next determined after receipt. Payment for shares of
the fund must be in U.S. dollars; if made by check, the check
must be drawn on a U.S. bank.
Initial and subsequent purchases must satisfy the minimums stated
in the prospectus, except that (i) individual investments under
certain employee benefit plans or Tax Qualified Retirement Plans
may be lower, (ii) persons who are already shareholders may make
additional purchases of $50 or more by sending funds directly to
Putnam Investor Services (see "Your investing account" below),
and (iii) for investors participating in systematic investment
plans and military allotment plans, the initial and subsequent
purchases must be $25 or more. Information about these plans is
available from investment dealers or from Putnam Mutual Funds.
As a convenience to investors, shares may be purchased through a
systematic investment plan. Pre-authorized monthly bank drafts
for a fixed amount (at least $25) are used to purchase fund
shares at the applicable public offering price next determined
after Putnam Mutual Funds receives the proceeds from the draft.
A shareholder may choose any day of the month and, if a given
month (for example, February) does not contain that particular
date, or if the date falls on a weekend or holiday, the draft
will be processed on the next business day. Further information
and application forms are available from investment dealers or
from Putnam Mutual Funds.
Except for funds that declare a distribution daily, distributions
to be reinvested are reinvested without a sales charge in shares
of the same class as of the ex-dividend date using the net asset
value determined on that date, and are credited to a
shareholder's account on the payment date. Dividends for Putnam
money market funds are credited to a shareholder's account on the
payment date. Distributions for all other funds that declare a
distribution daily are reinvested without a sales charge as of
the last day of the period for which distributions are paid using
the net asset value determined on that date, and are credited to
a shareholder's account on the payment date.
PAYMENT IN SECURITIES. In addition to cash, the fund may accept
securities as payment for fund shares at the applicable net asset
value. Generally, the fund will only consider accepting
securities to increase its holdings in a portfolio security, or
if Putnam Management determines that the offered securities are a
suitable investment for the fund and in a sufficient amount for
efficient management.
While no minimum has been established, it is expected that the
fund would not accept securities with a value of less than
$100,000 per issue as payment for shares. The fund may reject in
whole or in part any or all offers to pay for purchases of fund
shares with securities, may require partial payment in cash for
such purchases to provide funds for applicable sales charges, and
may discontinue accepting securities as payment for fund shares
at any time without notice. The fund will value accepted
securities in the manner described in the section "Determination
of Net Asset Value" for valuing shares of the fund. The fund
will only accept securities which are delivered in proper form.
The fund will not accept options or restricted securities as
payment for shares. The acceptance of securities by certain
funds in exchange for fund shares is subject to additional
requirements. For federal income tax purposes, a purchase of
fund shares with securities will be treated as a sale or exchange
of such securities on which the investor will generally realize a
taxable gain or loss. The processing of a purchase of fund
shares with securities involves certain delays while the fund
considers the suitability of such securities and while other
requirements are satisfied. For information regarding procedures
for payment in securities, contact Putnam Mutual Funds.
Investors should not send securities to the fund except when
authorized to do so and in accordance with specific instructions
received from Putnam Mutual Funds.
SALES WITHOUT SALES CHARGES OR CONTINGENT DEFERRED SALES CHARGES.
The fund may sell shares without a sales charge or CDSC to:
(i) current and retired Trustees of the fund; officers of the
fund; directors and current and retired U.S. full-time
employees of Putnam Management, Putnam Mutual Funds, their
parent corporations and certain corporate affiliates; family
members of and employee benefit plans for the foregoing; and
partnerships, trusts or other entities in which any of the
foregoing has a substantial interest;
(ii) employer-sponsored retirement plans, for the repurchase
of shares in connection with repayment of plan loans made to
plan participants (if the sum loaned was obtained by
redeeming shares of a Putnam fund sold with a sales charge)
(not offered by tax-exempt funds);
(iii) clients of administrators of tax-qualified employer-
sponsored retirement plans which have entered into agreements
with Putnam Mutual Funds (not offered by tax-exempt funds);
(iv) registered representatives and other employees of
broker-dealers having sales agreements with Putnam Mutual
Funds; employees of financial institutions having sales
agreements with Putnam Mutual Funds or otherwise having an
arrangement with any such broker-dealer or financial
institution with respect to sales of fund shares; and their
spouses and children under age 21 (Putnam Mutual Funds is
regarded as the dealer of record for all such accounts);
(v) investors meeting certain requirements who sold shares of
certain Putnam closed-end funds pursuant to a tender offer by
such closed-end fund;
(vi) a trust department of any financial institution
purchasing shares of the fund in its capacity as trustee of
any trust (other than a tax-qualified retirement plan
trust), through an arrangement approved by Putnam Mutual
Funds , if the value of the shares of the fund and other
Putnam funds purchased or held by all such trusts exceeds $1
million in the aggregate; and
(vii) "wrap accounts" maintained for clients of broker-
dealers, financial institutions or financial intermediaries
who have entered into agreements with Putnam Mutual Funds
with respect to such accounts, which in all cases shall be
subject to a wrap fee economically comparable to a sales
charge. Fund shares offered pursuant to this waiver may not
be advertised as "no load," or otherwise offered for sale at
NAV without a wrap fee.
In addition, each of the Putnam funds may issue its
shares at net asset value without an initial sales charge or a
CDSC in connection with the acquisition of substantially all of
the securities owned by other investment companies or personal
holding companies, and the CDSC will be waived on redemptions of
shares arising out of death or post-purchase disability of a
shareholder or settlor of a living trust account and on
redemptions in connection with certain withdrawals from IRA
or other retirement plans. Up to 12% of the value of shares
subject to a systematic withdrawal plan may also be redeemed each
year without a CDSC. The fund may sell class A or class M
shares at net asset value to members of qualified groups. See
"Group purchases of class A and class M shares" below. Class A
and class M shares are available without an initial sales
charge to "class A qualified benefit plans" and "class M
qualified benefit plans," respectively, as described below. See
"Qualified benefit plans; Individual account plans" below.
PAYMENTS TO DEALERS. Putnam Mutual Funds may, at its expense,
pay concessions in addition to the payments disclosed in the
prospectus to dealers which satisfy certain criteria established
from time to time by Putnam Mutual Funds relating to increasing
net sales of shares of the Putnam funds over prior periods, and
certain other factors.
ADDITIONAL INFORMATION ABOUT CLASS A AND CLASS M SHARES
The underwriter's commission is the sales charge shown in the
prospectus less any applicable dealer discount. Putnam Mutual
Funds will give dealers ten days' notice of any changes in the
dealer discount. Putnam Mutual Funds retains the entire sales
charge on any retail sales made by it.
Putnam Mutual Funds offers several plans by which an investor may
obtain reduced sales charges on purchases of class A shares and
class M shares. The variations in sales charges reflect the
varying efforts required to sell shares to separate categories of
purchasers. These plans may be altered or discontinued at any
time.
The public offering price of class A and class M shares is the
net asset value plus a sales charge that varies depending on the
size of your purchase. The fund receives the net asset value.
The sales charge is allocated between your investment dealer and
Putnam Mutual Funds as shown in the following table, except when
Putnam Mutual Funds, in its discretion, allocates the entire
amount to your investment dealer.
For Growth Funds, Growth and Income Funds and Asset Allocation
Funds only:
CLASS A CLASS M
AMOUNT OF AMOUNT OF
SALES CHARGE SALES CHARGE SALES
CHARGE SALES CHARGE
AS A REALLOWED TO AS A
REALLOWED TO
PERCENTAGE DEALERS AS A
PERCENTAGE DEALERS AS A
AMOUNT OF TRANSACTION OF OFFERING PERCENTAGE OF OF
OFFERING PERCENTAGE OF
AT OFFERING PRICE ($) PRICE OFFERING PRICE PRICE
OFFERING PRICE
- -----------------------------------------------------------------
- -----------------------------------------------------------------
- ----
Under 50,000 5.75% 5.00% 3.50% 3.00%
50,000 but under 100,000 4.50 3.75 2.50 2.00
100,000 but under 250,000 3.50 2.75 1.50 1.00
250,000 but under 500,000 2.50 2.00 1.00 1.00
500,000 but under 1,000,000 2.00 1.75 NONE NONE
1,000,000 and above NONE NONE NONE NONE
- -----------------------------------------------------------------
- -----------------------------------------------------------------
- ----
For Income Funds only (except for Putnam Intermediate U.S.
Government Income Fund and Putnam Preferred Income Fund:
CLASS A CLASS M
AMOUNT OF AMOUNT OF
SALES CHARGE SALES CHARGE SALES
CHARGE SALES CHARGE
AS A REALLOWED TO AS A
REALLOWED TO
PERCENTAGE DEALERS AS A
PERCENTAGE DEALERS AS A
AMOUNT OF TRANSACTION OF OFFERING PERCENTAGE OF OF
OFFERING PERCENTAGE OF
AT OFFERING PRICE ($) PRICE OFFERING PRICE PRICE
OFFERING PRICE
- -----------------------------------------------------------------
- -----------------------------------------------------------------
- ---
Under 50,000 4.75% 4.25% 3.25% 3.00%
50,000 but under 100,000 4.50 4.00 2.25 2.00
100,000 but under 250,000 3.50 3.00 1.50 1.25
250,000 but under 500,000 2.50 2.25 1.00 1.00
500,000 but under 1,000,000 2.00 1.75 NONE NONE
1,000,000 and above NONE NONE NONE NONE
- -----------------------------------------------------------------
- -----------------------------------------------------------------
- ---
For Putnam Intermediate U.S. Government Income Fund and Putnam
Preferred Income Fund only:
CLASS A CLASS M
AMOUNT OF AMOUNT OF
SALES CHARGE SALES CHARGE SALES
CHARGE SALES CHARGE
AS A REALLOWED TO AS A
REALLOWED TO
PERCENTAGE DEALERS AS A
PERCENTAGE DEALERS AS A
AMOUNT OF TRANSACTION OF OFFERING PERCENTAGE OF OF
OFFERING PERCENTAGE OF
AT OFFERING PRICE ($) PRICE OFFERING PRICE PRICE
OFFERING PRICE
- -----------------------------------------------------------------
- -----------------------------------------------------------------
- ----
Under 100,000 3.25% 3.00% 2.00% 1.80%
100,000 but under 250,000 2.50 2.25 1.50 1.30
250,000 but under 500,000 2.00 1.75 1.00 1.00
500,000 but under 1,000,000 1.50 1.25 NONE NONE
1,000,000 and above NONE NONE NONE NONE
- -----------------------------------------------------------------
- -----------------------------------------------------------------
- ----
For Tax Free Funds only:
CLASS A ONLY
AMOUNT OF
SALES CHARGE SALES
CHARGE
AS A REALLOWED TO
PERCENTAGE DEALERS AS
A
AMOUNT OF TRANSACTION OF OFFERING PERCENTAGE
OF
AT OFFERING PRICE ($) PRICE OFFERING PRICE
- -----------------------------------------------------------------
- -----------------------------------------------------------------
- ----
Under 25,000 4.75% 4.50%
25,000 but under 100,000 4.50 4.25
100,000 but under 250,000 3.75 3.50
250,000 but under 500,000 3.00 2.75
500,000 but under 1,000,000 2.00 1.85
1,000,000 and above NONE NONE
- -----------------------------------------------------------------
- -----------------------------------------------------------------
- ----
COMBINED PURCHASE PRIVILEGE. The following persons may qualify
for the sales charge reductions or eliminations shown in the
prospectus by combining into a single transaction the purchase of
class A shares or class M shares with other purchases of any
class of shares:
(i) an individual, or a "company" as defined in Section
2(a)(8) of the Investment Company Act of 1940 (which
includes corporations which are corporate affiliates of
each other);
(ii) an individual, his or her spouse and their children
under twenty-one, purchasing for his, her or their own
account;
(iii) a trustee or other fiduciary purchasing for a single
trust estate or single fiduciary account (including a
pension, profit-sharing, or other employee benefit trust
created pursuant to a plan qualified under Section 401 of
the Internal Revenue Code of 1986, as amended (the
"Code"));
(iv) tax-exempt organizations qualifying under Section
501(c)(3) of the Internal Revenue Code (not including tax-
exempt organizations qualifying under Section 403(b)(7) (a
"403(b) plan") of the Code; and
(v) employee benefit plans of a single employer or of
affiliated employers, other than 403(b) plans.
A combined purchase currently may also include shares of any
class of other continuously offered Putnam funds (other than
money market funds) purchased at the same time through a single
investment dealer, if the dealer places the order for such shares
directly with Putnam Mutual Funds.
CUMULATIVE QUANTITY DISCOUNT (RIGHT OF ACCUMULATION). A
purchaser of class A shares or class M shares may qualify for a
cumulative quantity discount by combining a current purchase (or
combined purchases as described above) with certain other shares
of any class of Putnam funds already owned. The applicable sales
charge is based on the total of:
(i) the investor's current purchase; and
(ii) the maximum public offering price (at the close of
business on the previous day) of:
(a) all shares held by the investor in all of the
Putnam funds (except money market funds); and
(b) any shares of money market funds acquired by
exchange from other Putnam funds; and
(iii) the maximum public offering price of all shares
described in paragraph (ii) owned by another shareholder
eligible to participate with the investor in a "combined
purchase" (see above).
To qualify for the combined purchase privilege or to obtain the
cumulative quantity discount on a purchase through an investment
dealer, when each purchase is made the investor or dealer must
provide Putnam Mutual Funds with sufficient information to verify
that the purchase qualifies for the privilege or discount. The
shareholder must furnish this information to Putnam Investor
Services when making direct cash investments.
STATEMENT OF INTENTION. Investors may also obtain the reduced
sales charges for class A shares or class M shares shown in the
prospectus for investments of a particular amount by means of a
written Statement of Intention, which expresses the investor's
intention to invest that amount (including certain "credits," as
described below) within a period of 13 months in shares of any
class of the fund or any other continuously offered Putnam fund
(excluding money market funds). Each purchase of class A shares
or class M shares under a Statement of Intention will be made at
the public offering price applicable at the time of such purchase
to a single transaction of the total dollar amount indicated in
the Statement of Intention. A Statement of Intention may include
purchases of shares made not more than 90 days prior to the date
that an investor signs a Statement; however, the 13-month period
during which the Statement of Intention is in effect will begin
on the date of the earliest purchase to be included.
An investor may receive a credit toward the amount indicated in
the Statement of Intention equal to the maximum public offering
price as of the close of business on the previous day of all
shares he or she owns on the date of the Statement of Intention
which are eligible for purchase under a Statement of Intention
(plus any shares of money market funds acquired by exchange of
such eligible shares). Investors do not receive credit for
shares purchased by the reinvestment of distributions. Investors
qualifying for the "combined purchase privilege" (see above) may
purchase shares under a single Statement of Intention.
The Statement of Intention is not a binding obligation upon the
investor to purchase the full amount indicated. The minimum
initial investment under a Statement of Intention is 5% of such
amount, and must be invested immediately. Class A shares or
class M shares purchased with the first 5% of such amount will be
held in escrow to secure payment of the higher sales charge
applicable to the shares actually purchased if the full amount
indicated is not purchased. When the full amount indicated has
been purchased, the escrow will be released. If an investor
desires to redeem escrowed shares before the full amount has been
purchased, the shares will be released from escrow only if the
investor pays the sales charge that, without regard to the
Statement of Intention, would apply to the total investment made
to date.
To the extent that an investor purchases more than the dollar
amount indicated on the Statement of Intention and qualifies for
a further reduced sales charge, the sales charge will be adjusted
for the entire amount purchased at the end of the 13-month
period, upon recovery from the investor's dealer of its portion
of the sales charge adjustment. Once received from the dealer,
which may take a period of time or may never occur, the sales
charge adjustment will be used to purchase additional shares at
the then current offering price applicable to the actual amount
of the aggregate purchases. These additional shares will not be
considered as part of the total investment for the purpose of
determining the applicable sales charge pursuant to the Statement
of Intention. No sales charge adjustment will be made unless and
until the investor's dealer returns any excess commissions
previously received.
To the extent that an investor purchases less than the dollar
amount indicated on the Statement of Intention within the 13-
month period, the sales charge will be adjusted upward for the
entire amount purchased at the end of the 13-month period. This
adjustment will be made by redeeming shares from the account to
cover the additional sales charge, the proceeds of which will be
paid to the investor's dealer and Putnam Mutual Funds in
accordance with the prospectus. If the account exceeds an amount
that would otherwise qualify for a reduced sales charge, that
reduced sales charge will be applied.
Statements of Intention are not available for certain employee
benefit plans.
Statement of Intention forms may be obtained from Putnam Mutual
Funds or from investment dealers. Interested investors should
read the Statement of Intention carefully.
GROUP PURCHASES OF CLASS A AND CLASS M SHARES. Members of
qualified groups may purchase class A shares of the fund at a
group sales charge rate of 4.50% of the public offering price
(4.71% of the net amount invested). The dealer discount on such
sales is 3.75% of the offering price. Members of qualified
groups may also purchase class M shares at net asset value.
To receive the class A or class M group rate, group members must
purchase shares through a single investment dealer designated by
the group. The designated dealer must transmit each member's
initial purchase to Putnam Mutual Funds, together with payment
and completed application forms. After the initial purchase, a
member may send funds for the purchase of shares directly to
Putnam Investor Services. Purchases of shares are made at the
public offering price based on the net asset value next
determined after Putnam Mutual Funds or Putnam Investor Services
receives payment for the shares. The minimum investment
requirements described above apply to purchases by any group
member. Only shares purchased under the class A group discount
are included in calculating the purchased amount for the purposes
of these requirements.
Qualified groups include the employees of a corporation or a sole
proprietorship, members and employees of a partnership or
association, or other organized groups of persons (the members of
which may include other qualified groups) provided that: (i) the
group has at least 25 members of which, with respect to the class
A discount only, at least 10 members participate in the initial
purchase; (ii) the group has been in existence for at least six
months; (iii) the group has some purpose in addition to the
purchase of investment company shares at a reduced sales charge;
(iv) the group's sole organizational nexus or connection is not
that the members are credit card holders of a company, policy
holders of an insurance company, customers of a bank or
broker-dealer, clients of an investment adviser or security
holders of a company; (v) with respect to the class A discount
only, the group agrees to provide its designated investment
dealer access to the group's membership by means of written
communication or direct presentation to the membership at a
meeting on not less frequently than an annual basis; (vi) the
group or its investment dealer will provide annual certification
in form satisfactory to Putnam Investor Services that the group
then has at least 25 members and, with respect to the class A
discount only, that at least ten members participated in group
purchases during the immediately preceding 12 calendar months;
and (vii) the group or its investment dealer will provide
periodic certification in form satisfactory to Putnam Investor
Services as to the eligibility of the purchasing members of the
group.
Members of a qualified group include: (i) any group which meets
the requirements stated above and which is a constituent member
of a qualified group; (ii) any individual purchasing for his or
her own account who is carried on the records of the group or on
the records of any constituent member of the group as being a
good standing employee, partner, member or person of like status
of the group or constituent member; or (iii) any fiduciary
purchasing shares for the account of a member of a qualified
group or a member's beneficiary. For example, a qualified group
could consist of a trade association which would have as its
members individuals, sole proprietors, partnerships and
corporations. The members of the group would then consist of the
individuals, the sole proprietors and their employees, the
members of the partnerships and their employees, and the
corporations and their employees, as well as the trustees of
employee benefit trusts acquiring class A shares for the benefit
of any of the foregoing.
A member of a qualified group may, depending upon the value of
class A shares of the fund owned or proposed to be purchased by
the member, be entitled to purchase class A shares of the fund at
non-group sales charge rates shown in the prospectus which may be
lower than the group sales charge rate, if the member qualifies
as a person entitled to reduced non-group sales charges. Such a
group member will be entitled to purchase at the lower rate if,
at the time of purchase, the member or his or her investment
dealer furnishes sufficient information for Putnam Mutual Funds
or Putnam Investor Services to verify that the purchase qualifies
for the lower rate.
Interested groups should contact their investment dealer or
Putnam Mutual Funds. The fund reserves the right to revise the
terms of or to suspend or discontinue group sales at any time.
QUALIFIED BENEFIT PLANS; INDIVIDUAL ACCOUNT PLANS. The terms
"class A qualified benefit plan" and "class M qualified benefit
plan" mean any employer-sponsored plan or arrangement, whether or
not tax-qualified, for which Putnam Fiduciary Trust Company or
its affiliates provide recordkeeping or other services in
connection with the purchase of class A shares or class M shares,
respectively. The term "affiliated employer" means employers who
are affiliated with each other within the meaning of Section
2(a)(3)(C) of the Investment Company Act of 1940. The term
"individual account plan" means any employee benefit plan whereby
(i) class A shares are purchased through payroll deductions or
otherwise by a fiduciary or other person for the account of
participants who are employees (or their spouses) of an employer,
or of affiliated employers, and (ii) a separate investing account
is maintained in the name of such fiduciary or other person for
the account of each participant in the plan.
The table of sales charges in the prospectus applies to sales to
employer-sponsored retirement plans that are not class A
qualified benefit plans, except that the fund may sell class A
shares at net asset value to employee benefit plans, including
individual account plans, of employers or of affiliated employers
which have at least 750 employees to whom such plan is made
available, in connection with a payroll deduction system of plan
funding (or other system acceptable to Putnam Investor Services)
by which contributions or account information for plan
participation are transmitted to Putnam Investor Services by
methods acceptable to Putnam Investor Services. The fund may
also sell class A shares at net asset value to employer-sponsored
retirement plans that initially invest at least $1 million in the
fund or that have at least 200 eligible employees. In addition,
the fund may sell class M shares at net asset value to class M
qualified benefit plans.
An employer-sponsored retirement plan participating in a "multi-
fund" program approved by Putnam Mutual Funds may include amounts
invested in the other mutual funds participating in such program
for purposes of determining whether the plan may purchase class A
shares at net asset value based on the size of the purchase.
These investments will also be included for purposes of the
discount privileges and programs described above.
Additional information about qualified benefit plans and
individual account plans is available from investment dealers or
from Putnam Mutual Funds.
CONTINGENT DEFERRED SALES CHARGES; COMMISSIONS
CLASS A SHARES. Except as described below, a CDSC of 0.75%
(1.00% in the case of plans for which Putnam Mutual Funds and its
affiliates do not act as trustee or record-keeper) of the total
amount redeemed is imposed on redemptions of shares purchased by
class A qualified benefit plans if, within two years of a plan's
initial purchase of class A shares, it redeems 90% or more of its
cumulative purchases. Thereafter, such plan is no longer liable
for any CDSC. The two-year CDSC applicable to class A qualified
benefit plans for which Putnam Mutual Funds or its affiliates
serve as trustee or recordkeeper ("full service plans") is 0.50%
of the total amount redeemed, for full service plans that
initially invest at least $5 million but less than $10 million in
Putnam funds and other investments managed by Putnam Management
or its affiliates ("Putnam Assets"), and is 0.25% of the total
amount redeemed for full service plans that initially invest at
least $10 million but less than $20 million in Putnam Assets.
Class A qualified benefit plans that initially invest at least
$20 million in Putnam Assets, or whose dealer of record has, with
Putnam Mutual Funds' approval, waived its commission or agreed to
refund its commission to Putnam Mutual Funds in the event a CDSC
would otherwise be applicable, are not subject to any CDSC.
Similarly, class A shares purchased at net asset value by any
investor other than a class A qualified benefit plan, including
purchases pursuant to any Combined Purchase Privilege, Right of
Accumulation or Statement of Intention, are subject to a CDSC of
1.00% or 0.50%, respectively, if redeemed within the first or
second year after purchase, unless the dealer of record waived
its commission with Putnam Mutual Funds' approval. The class A
CDSC is imposed on the lower of the cost and the current net
asset value of the shares redeemed.
Except as described below for sales to class A qualified benefit
plans, Putnam Mutual Funds pays investment dealers of record
commissions on sales of class A shares of $1 million or more and
sales to employer-sponsored benefit plans that have at least 200
eligible employees and that are not class A qualified benefit
plans based on cumulative purchases of such shares, including
purchases pursuant to any Combined Purchase Privilege, Right of
Accumulation or Statement of Intention, during the one-year
period beginning with the date of the initial purchase at net
asset value. Each subsequent one-year measuring period for these
purposes will begin with the first net asset value purchase
following the end of the prior period. Such commissions are paid
at the rate of 1.00% of the amount under $3 million, 0.50% of the
next $47 million and 0.25% thereafter.
On sales at net asset value to a class A qualified benefit plan,
Putnam Mutual Funds pays commissions to the dealer of record at
the time of the sale on net monthly purchases at the following
rates: 1.00% of the first $1 million, 0.75% of the next $1
million, 0.50% of the next $3 million, 0.20% of the next $5
million, 0.15% of the next $10 million, 0.10% of the next $10
million and 0.05% thereafter, except that commissions on sales to
class A qualified benefit plans initially investing less than $20
million in Putnam funds and other investments managed by Putnam
Management or its affiliates pursuant to a proposal made by
Putnam Mutual Funds on or before April 15, 1997 are based on
cumulative purchases over a one-year measuring period at the rate
of 1.00% of the first $2 million, 0.80% of the next $1 million,
and 0.50% thereafter. On sales at net asset value to all other
class A qualified benefit plans receiving proposals from Putnam
Mutual Funds on or before April 15, 1997, Putnam Mutual Funds
pays commissions on the initial investment and on subsequent net
quarterly sales (gross sales minus gross redemptions during the
quarter) at the rate of 0.15%. Money market fund shares are
excluded from all commission calculations, except for determining
the amount initially invested by a qualified benefit plan.
Commissions on sales at net asset value to such plans are subject
to Putnam Mutual Funds' right to reclaim such commissions if the
shares are redeemed within two years.
Different CDSC and commission rates may apply to shares purchased
prior to December 1, 1995.
ALL SHARES. Investors who set up an Automatic Cash Withdrawal
Plan ("ACWP") for a share account (see "Plans available to
shareholders -- Automatic Cash Withdrawal Plan") may withdraw
through the ACWP up to 12% of the net asset value of the account
(calculated as set forth below) each year without incurring any
CDSC. Shares not subject to a CDSC (such as shares representing
reinvestment of distributions) will be redeemed first and will
count toward the 12% limitation. If there are insufficient
shares not subject to a CDSC, shares subject to the lowest CDSC
liability will be redeemed next until the 12% limit is reached.
The 12% figure is calculated on a pro rata basis at the time of
the first payment made pursuant to an ACWP and recalculated
thereafter on a pro rata basis at the time of each ACWP payment.
Therefore, shareholders who have chosen an ACWP based on a
percentage of the net asset value of their account of up to 12%
will be able to receive ACWP payments without incurring a CDSC.
However, shareholders who have chosen a specific dollar amount
(for example, $100 per month from a fund that pays income
distributions monthly) for their periodic ACWP payment should be
aware that the amount of that payment not subject to a CDSC may
vary over time depending on the net asset value of their account.
For example, if the net asset value of the account is $10,000 at
the time of payment, the shareholder will receive $100 free of
the CDSC (12% of $10,000 divided by 12 monthly payments).
However, if at the time of the next payment the net asset value
of the account has fallen to $9,400, the shareholder will receive
$94 free of any CDSC (12% of $9,400 divided by 12 monthly
payments) and $6 subject to the lowest applicable CDSC. This
ACWP privilege may be revised or terminated at any time.
No CDSC is imposed on shares of any class subject to a CDSC
("CDSC Shares") to the extent that the CDSC Shares redeemed (i)
are no longer subject to the holding period therefor, (ii)
resulted from reinvestment of distributions on CDSC Shares, or
(iii) were exchanged for shares of another Putnam fund, provided
that the shares acquired in such exchange or subsequent exchanges
(including shares of a Putnam money market fund) will continue to
remain subject to the CDSC, if applicable, until the applicable
holding period expires. In determining whether the CDSC applies
to each redemption of CDSC Shares, CDSC Shares not subject to a
CDSC are redeemed first.
The fund will waive any CDSC on redemptions, in the case of
individual, joint or Uniform Transfers to Minors Act accounts, in
the event of death or post-purchase disability of a shareholder,
for the purpose of paying benefits pursuant to tax-qualified
retirement plans ("Benefit Payments"), or, in the case of living
trust accounts, in the event of the death or post-purchase
disability of the settlor of the trust). Benefit payments
currently include, without limitation, (1) distributions from an
IRA due to death or disability, (2) a return of excess
contributions to an IRA or 401(k) plan, and (3) distributions
from retirement plans qualified under Section 401(a) of the Code
or from a 403(b) plan due to death, disability, retirement or
separation from service. These waivers may be changed at any
time. Additional waivers may apply to IRA accounts opened prior
to February 1, 1994.
DISTRIBUTION PLANS
If the fund or a class of shares of the fund has adopted a
distribution plan, the prospectus describes the principal
features of the plan. This SAI contains additional information
which may be of interest to investors.
Continuance of a plan is subject to annual approval by a vote of
the Trustees, including a majority of the Trustees who are not
interested persons of the fund and who have no direct or indirect
interest in the plan or related arrangements (the "Qualified
Trustees"), cast in person at a meeting called for that purpose.
All material amendments to a plan must be likewise approved by
the Trustees and the Qualified Trustees. No plan may be amended
in order to increase materially the costs which the fund may bear
for distribution pursuant to such plan without also being
approved by a majority of the outstanding voting securities of
the fund or the relevant class of the fund, as the case may be.
A plan terminates automatically in the event of its assignment
and may be terminated without penalty, at any time, by a vote of
a majority of the Qualified Trustees or by a vote of a majority
of the outstanding voting securities of the fund or the relevant
class of the fund, as the case may be.
Putnam Mutual Funds pays service fees to qualifying dealers at
the rates set forth in the prospectus, except with respect to
shares held by class A qualified benefit plans. Putnam Mutual
Funds pays service fees to the dealer of record for plans for
which Putnam Fiduciary Trust or its affiliates serve as trustee
and recordkeeper at the following annual rates (expressed as a
percentage of the average net asset value (as defined below) of
the plan's class A shares): 0.25% of the first $5 million, 0.20%
of the next $5 million, 0.15% of the next $10 million, 0.10% of
the next $30 million, and 0.05% thereafter. For class A
qualified benefit plans for which Putnam Fiduciary Trust Company
or its affiliates provide some services but do not act as trustee
and recordkeeper, Putnam Mutual Funds will pay service fees to
the dealer of record of up to 0.25% of average net assets,
depending on the level of service provided by Putnam Fiduciary
Trust Company or its affiliates, by the dealer of record, and by
third parties. Service fees are paid quarterly to the dealer of
record for that quarter.
Financial institutions receiving payments from Putnam Mutual
Funds as described above may be required to comply with various
state and federal regulatory requirements, including among others
those regulating the activities of securities brokers or dealers.
Except as otherwise agreed between Putnam Mutual Funds and a
dealer, for purposes of determining the amounts payable to
dealers for shareholder accounts for which such dealers are
designated as the dealer of record, "average net asset value"
means the product of (i) the average daily share balance in such
account(s) and (ii) the average daily net asset value of the
relevant class of shares over the quarter.
Financial institutions receiving payments from Putnam Mutual
Funds as described above may be required to comply with various
state and federal regulatory requirements, including among others
those regulating the activities of securities brokers or dealers.
INVESTOR SERVICES
SHAREHOLDER INFORMATION
Each time shareholders buy or sell shares, they will receive a
statement confirming the transaction and listing their current
share balance. (Under certain investment plans, a statement may
only be sent quarterly.) Shareholders will receive a statement
confirming reinvestment of distributions in additional fund
shares (or in shares of other Putnam funds for Dividends Plus
accounts) promptly following the quarter in which the
reinvestment occurs. To help shareholders take full advantage of
their Putnam investment, they will receive a Welcome Kit and a
periodic publication covering many topics of interest to
investors. The fund also sends annual and semiannual reports
that keep shareholders informed about its portfolio and
performance, and year-end tax information to simplify their
recordkeeping. Easy-to-read, free booklets on special subjects
such as the Exchange Privilege and IRAs are available from Putnam
Investor Services. Shareholders may call Putnam Investor
Services toll-free weekdays at 1-800-225-1581 between 8:30 a.m.
and 7:00 p.m. Boston time for more information, including account
balances.
YOUR INVESTING ACCOUNT
The following information provides more detail concerning the
operation of a Putnam Investing Account. For further information
or assistance, investors should consult Putnam Investor Services.
Shareholders who purchase shares through a defined contribution
plan should note that not all of the services or features
described below may be available to them, and they should contact
their employer for details.
A shareholder may reinvest a cash distribution without a
front-end sales charge or without the reinvested shares being
subject to a CDSC, as the case may be, by delivering to Putnam
Investor Services the uncashed distribution check, endorsed to
the order of the fund. Putnam Investor Services must receive the
properly endorsed check within 1 year after the date of the
check.
The Investing Account also provides a way to accumulate shares of
the fund. In most cases, after an initial investment of $500, a
shareholder may send checks to Putnam Investor Services for $50
or more, made payable to the fund, to purchase additional shares
at the applicable public offering price next determined after
Putnam Investor Services receives the check. Checks must be
drawn on a U.S. bank and must be payable in U.S. dollars.
Putnam Investor Services acts as the shareholder's agent whenever
it receives instructions to carry out a transaction on the
shareholder's account. Upon receipt of instructions that shares
are to be purchased for a shareholder's account, shares will be
purchased through the investment dealer designated by the
shareholder. Shareholders may change investment dealers at any
time by written notice to Putnam Investor Services, provided the
new dealer has a sales agreement with Putnam Mutual Funds.
Shares credited to an account are transferable upon written
instructions in good order to Putnam Investor Services and may be
sold to the fund as described under "How do I sell fund shares?"
in the prospectus. Money market funds and certain other funds
will not issue share certificates. A shareholder may send to
Putnam Investor Services any certificates which have been
previously issued for safekeeping at no charge to the
shareholder.
Putnam Mutual Funds, at its expense, may provide certain
additional reports and administrative material to qualifying
institutional investors with fiduciary responsibilities to assist
these investors in discharging their responsibilities.
Institutions seeking further information about this service
should contact Putnam Mutual Funds, which may modify or terminate
this service at any time.
Putnam Investor Services may make special services available to
shareholders with investments exceeding $1,000,000. Contact
Putnam Investor Services for details.
The fund pays Putnam Investor Services' fees for maintaining
Investing Accounts.
REINSTATEMENT PRIVILEGE
An investor who has redeemed shares of the fund may reinvest
(within 1 year) the proceeds of such sale in shares of the same
class of the fund, or may be able to reinvest (within 1 year) the
proceeds in shares of the same class of one of the other
continuously offered Putnam funds (through the exchange privilege
described in the prospectus), including, in the case of shares
subject to a CDSC, the amount of CDSC charged on the redemption.
Any such reinvestment would be at the net asset value of the
shares of the fund(s) the investor selects, next determined after
Putnam Mutual Funds receives a Reinstatement Authorization. The
time that the previous investment was held will be included in
determining any applicable CDSC due upon redemptions and, in the
case of class B shares, the eight-year period for conversion to
class A shares. Shareholders will receive from Putnam Mutual
Funds the amount of any CDSC paid at the time of redemption as
part of the reinstated investment, which may be treated as
capital gains to the shareholder for tax purposes. Exercise of
the Reinstatement Privilege does not alter the federal income tax
treatment of any capital gains realized on a sale of fund shares,
but to the extent that any shares are sold at a loss and the
proceeds are reinvested in shares of the fund, some or all of the
loss may be disallowed as a deduction. Consult your tax adviser.
Investors who desire to exercise the Reinstatement Privilege
should contact their investment dealer or Putnam Investor
Services.
EXCHANGE PRIVILEGE
Except as otherwise set forth in this section, by calling Putnam
Investor Services, investors may exchange shares valued up to
$500,000 between accounts with identical registrations, provided
that no certificates are outstanding for such shares and no
address change has been made within the preceding 15 days.
During periods of unusual market changes and shareholder
activity, shareholders may experience delays in contacting Putnam
Investor Services by telephone to exercise the Telephone Exchange
Privilege.
Putnam Investor Services also makes exchanges promptly after
receiving a properly completed Exchange Authorization Form and,
if issued, share certificates. If the shareholder is a
corporation, partnership, agent, or surviving joint owner, Putnam
Investor Services will require additional documentation of a
customary nature. Because an exchange of shares involves the
redemption of fund shares and reinvestment of the proceeds in
shares of another Putnam fund, completion of an exchange may be
delayed under unusual circumstances if the fund were to suspend
redemptions or postpone payment for the fund shares being
exchanged, in accordance with federal securities laws. Exchange
Authorization Forms and prospectuses of the other Putnam funds
are available from Putnam Mutual Funds or investment dealers
having sales contracts with Putnam Mutual Funds. The prospectus
of each fund describes its investment objective(s) and policies,
and shareholders should obtain a prospectus and consider these
objectives and policies carefully before requesting an exchange.
Shares of certain Putnam funds are not available to residents of
all states. The fund reserves the right to change or suspend the
Exchange Privilege at any time. Shareholders would be notified
of any change or suspension. Additional information is available
from Putnam Investor Services.
Shareholders of other Putnam funds may also exchange their shares
at net asset value for shares of the fund, as set forth in the
current prospectus of each fund.
For federal income tax purposes, an exchange is a sale on which
the investor generally will realize a capital gain or loss
depending on whether the net asset value at the time of the
exchange is more or less than the investor's basis. The Exchange
Privilege may be revised or terminated at any time. Shareholders
would be notified of any such change or suspension.
DIVIDENDS PLUS
Shareholders may invest the fund's distributions of net
investment income or distributions combining net investment
income and short-term capital gains in shares of the same class
of another continuously offered Putnam fund (the "receiving
fund") using the net asset value per share of the receiving fund
determined on the date the fund's distribution is payable. No
sales charge or CDSC will apply to the purchased shares unless
the fund paying the distribution is a money market fund. The
prospectus of each fund describes its investment objective(s) and
policies, and shareholders should obtain a prospectus and
consider these objective(s) and policies carefully before
investing their distributions in the receiving fund. Shares of
certain Putnam funds are not available to residents of all
states.
The minimum account size requirement for the receiving fund will
not apply if the current value of your account in the fund paying
the distribution is more than $5,000.
Shareholders of other Putnam funds (except for money market
funds, whose shareholders must pay a sales charge or become
subject to a CDSC) may also use their distributions to purchase
shares of the fund at net asset value.
For federal tax purposes, distributions from the fund which are
reinvested in another fund are treated as paid by the fund to the
shareholder and invested by the shareholder in the receiving fund
and thus, to the extent comprised of taxable income and deemed
paid to a taxable shareholder, are taxable.
The Dividends PLUS program may be revised or terminated at any
time.
PLANS AVAILABLE TO SHAREHOLDERS
The plans described below are fully voluntary and may be
terminated at any time without the imposition by the fund or
Putnam Investor Services of any penalty. All plans provide for
automatic reinvestment of all distributions in additional shares
of the fund at net asset value. The fund, Putnam Mutual Funds or
Putnam Investor Services may modify or cease offering these plans
at any time.
AUTOMATIC CASH WITHDRAWAL PLAN ("ACWP"). An investor who owns or
buys shares of the fund valued at $10,000 or more at the current
public offering price may open an ACWP plan and have a designated
sum of money ($50 or more) paid monthly, quarterly, semi-annually
or annually to the investor or another person. (Payments from
the fund can be combined with payments from other Putnam funds
into a single check through a designated payment plan.) Shares
are deposited in a plan account, and all distributions are
reinvested in additional shares of the fund at net asset value
(except where the plan is utilized in connection with a
charitable remainder trust). Shares in a plan account are then
redeemed at net asset value to make each withdrawal payment.
Payment will be made to any person the investor designates;
however, if shares are registered in the name of a trustee or
other fiduciary, payment will be made only to the fiduciary,
except in the case of a profit-sharing or pension plan where
payment will be made to a designee. As withdrawal payments may
include a return of principal, they cannot be considered a
guaranteed annuity or actual yield of income to the investor.
The redemption of shares in connection with a plan generally will
result in a gain or loss for tax purposes. Some or all of the
losses realized upon redemption may be disallowed pursuant to the
so-called wash sale rules if shares of the same fund from which
shares were redeemed are purchased (including through the
reinvestment of fund distributions) within a period beginning 30
days before, and ending 30 days after, such redemption. In such
a case, the basis of the replacement shares will be increased to
reflect the disallowed loss. Continued withdrawals in excess of
income will reduce and possibly exhaust invested principal,
especially in the event of a market decline. The maintenance of
a plan concurrently with purchases of additional shares of the
fund would be disadvantageous to the investor because of the
sales charge payable on such purchases. For this reason, the
minimum investment accepted while a plan is in effect is $1,000,
and an investor may not maintain a plan for the accumulation of
shares of the fund (other than through reinvestment of
distributions) and a plan at the same time. The cost of
administering these plans for the benefit of those shareholders
participating in them is borne by the fund as an expense of all
shareholders. The fund, Putnam Mutual Funds or Putnam Investor
Services may terminate or change the terms of the plan at any
time. A plan will be terminated if communications mailed to the
shareholder are returned as undeliverable.
Investors should consider carefully with their own financial
advisers whether the plan and the specified amounts to be
withdrawn are appropriate in their circumstances. The fund and
Putnam Investor Services make no recommendations or
representations in this regard.
TAX QUALIFIED RETIREMENT PLANS; 403(B) AND SEP PLANS. (NOT
OFFERED BY FUNDS INVESTING PRIMARILY IN TAX-EXEMPT SECURITIES.)
Investors may purchase shares of the fund through the following
Tax Qualified Retirement Plans, available to qualified
individuals or organizations:
Standard and variable profit-sharing (including 401(k))
and money purchase pension plans; and
Individual Retirement Account Plans (IRAs).
Each of these Plans has been qualified as a prototype plan by the
Internal Revenue Service. Putnam Investor Services will furnish
services under each plan at a specified annual cost. Putnam
Fiduciary Trust Company serves as trustee under each of these
Plans.
Forms and further information on these Plans are available from
investment dealers or from Putnam Mutual Funds. In addition,
specialized professional plan administration services are
available on an optional basis; contact Putnam Defined
Contribution Plan Services at 1-800-225-2465, extension 8600.
A 403(b) Retirement Plan is available for employees of public
school systems and organizations which meet the requirements of
Section 501(c)(3) of the Internal Revenue Code. Forms and
further information on the 403(b) Plan are also available from
investment dealers or from Putnam Mutual Funds. Shares of the
fund may also be used in simplified employee pension (SEP) plans.
For further information on the Putnam prototype SEP plan, contact
an investment dealer or Putnam Mutual Funds.
Consultation with a competent financial and tax adviser regarding
these Plans and consideration of the suitability of fund shares
as an investment under the Employee Retirement Income Security
Act of 1974, or otherwise, is recommended.
SIGNATURE GUARANTEES
Redemption requests for shares having a net asset value of
$100,000 or more must be signed by the registered owners or their
legal representatives and must be guaranteed by a bank,
broker/dealer, municipal securities dealer or broker, government
securities dealer or broker, credit union, national securities
exchange, registered securities association, clearing agency,
savings association or trust company, provided such institution
is acceptable under and conforms with Putnam Fiduciary Trust
Company's signature guarantee procedures. A copy of such
procedures is available upon request. If you want your
redemption proceeds sent to an address other than your address as
it appears on Putnam's records, you must provide a signature
guarantee. Putnam Investor Services usually requires additional
documentation for the sale of shares by a corporation,
partnership, agent or fiduciary, or a surviving joint owner.
Contact Putnam Investor Services for details.
SUSPENSION OF REDEMPTIONS
The fund may not suspend shareholders' right of redemption, or
postpone payment for more than seven days, unless the Exchange is
closed for other than customary weekends or holidays, or if
permitted by the rules of the Securities and Exchange Commission
during periods when trading on the Exchange is restricted or
during any emergency which makes it impracticable for the fund to
dispose of its securities or to determine fairly the value of its
net assets, or during any other period permitted by order of the
Commission for protection of investors.
SHAREHOLDER LIABILITY
Under Massachusetts law, shareholders could, under certain
circumstances, be held personally liable for the obligations of
the fund. However, the Agreement and Declaration of Trust
disclaims shareholder liability for acts or obligations of the
fund and requires that notice of such disclaimer be given in each
agreement, obligation, or instrument entered into or executed by
the fund or the Trustees. The Agreement and Declaration of Trust
provides for indemnification out of fund property for all loss
and expense of any shareholder held personally liable for the
obligations of the fund. 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 likelihood of such circumstances is
remote.
STANDARD PERFORMANCE MEASURES
Yield and total return data for the fund may from time to time be
presented in Part I of this SAI and in advertisements. In the
case of funds with more than one class of shares, all performance
information is calculated separately for each class. The data is
calculated as follows.
Total return for one-, five- and ten-year periods (or for such
shorter periods as the fund has been in operation or shares of
the relevant class have been outstanding) is determined by
calculating the actual dollar amount of investment return on a
$1,000 investment in the fund made at the beginning of the
period, at the maximum public offering price for class A shares
and class M shares and net asset value for other classes of
shares, and then calculating the annual compounded rate of return
which would produce that amount. Total return for a period of
one year is equal to the actual return of the fund during that
period. Total return calculations assume deduction of the fund's
maximum sales charge or CDSC, if applicable, and reinvestment of
all fund distributions at net asset value on their respective
reinvestment dates.
The fund's yield is presented for a specified thirty-day period
(the "base period"). Yield is based on the amount determined by
(i) calculating the aggregate amount of dividends and interest
earned by the fund during the base period less expenses for that
period, and (ii) dividing that amount by the product of (A) the
average daily number of shares of the fund outstanding during the
base period and entitled to receive dividends and (B) the per
share maximum public offering price for class A shares or class M
shares, as appropriate, and net asset value for other classes of
shares on the last day of the base period. The result is
annualized on a compounding basis to determine the yield. For
this calculation, interest earned on debt obligations held by the
fund is generally calculated using the yield to maturity (or
first expected call date) of such obligations based on their
market values (or, in the case of receivables-backed securities
such as the Government National Mortgage Association ("GNMAs"),
based on cost). Dividends on equity securities are accrued daily
at their stated dividend rates. The amount of expenses used in
determining the fund's yield includes, in addition to expenses
actually accrued by the fund, an estimate of the amount of
expenses that the fund would have incurred if brokerage
commissions had not been used to reduce such expenses.
If the fund is a money market fund, yield is computed by
determining the percentage net change, excluding capital changes,
in the value of an investment in one share over the seven-day
period for which yield is presented (the "base period"), and
multiplying the net change by 365/7 (or approximately 52 weeks).
Effective yield represents a compounding of the yield by adding 1
to the number representing the percentage change in value of the
investment during the base period, raising that sum to a power
equal to 365/7, and subtracting 1 from the result.
If the fund is a tax-exempt fund, the tax-equivalent yield during
the base period may be presented for shareholders in one or more
stated tax brackets. Tax-equivalent yield is calculated by
adjusting the tax-exempt yield by a factor designed to show the
approximate yield that a taxable investment would have to earn to
produce an after-tax yield equal, for that shareholder, to the
tax-exempt yield. The tax-equivalent yield will differ for
shareholders in other tax brackets.
At times, Putnam Management may reduce its compensation or assume
expenses of the fund in order to reduce the fund's expenses. The
per share amount of any such fee reduction or assumption of
expenses during the fund's past five fiscal years (or for the
life of the fund, if shorter) is set forth in the footnotes to
the table in the section entitled "Financial highlights" in the
prospectus. Any such fee reduction or assumption of expenses
would increase the fund's yield and total return for periods
including the period of the fee reduction or assumption of
expenses.
All data are based on past performance and do not predict future
results.
COMPARISON OF PORTFOLIO PERFORMANCE
Independent statistical agencies measure the fund's investment
performance and publish comparative information showing how the
fund, and other investment companies, performed in specified time
periods. Three agencies whose reports are commonly used for such
comparisons are set forth below. From time to time, the fund may
distribute these comparisons to its shareholders or to potential
investors. THE AGENCIES LISTED BELOW MEASURE PERFORMANCE BASED
ON THEIR OWN CRITERIA RATHER THAN ON THE STANDARDIZED PERFORMANCE
MEASURES DESCRIBED IN THE PRECEDING SECTION.
LIPPER ANALYTICAL SERVICES, INC. distributes mutual fund
rankings monthly. The rankings are based on total return
performance calculated by Lipper, generally reflecting
changes in net asset value adjusted for reinvestment of
capital gains and income dividends. They do not reflect
deduction of any sales charges. Lipper rankings cover a
variety of performance periods, including year-to-date,
1-year, 5-year, and 10-year performance. Lipper
classifies mutual funds by investment objective and asset
category.
MORNINGSTAR, INC. distributes mutual fund ratings twice a
month. The ratings are divided into five groups:
highest, above average, neutral, below average and lowest.
They represent a fund's historical risk/reward ratio
relative to other funds in its broad investment class as
determined by Morningstar, Inc. Morningstar ratings cover
a variety of performance periods, including 1-year, 3-
year, 5-year, 10-year and overall performance. The
performance factor for the overall rating is a
weighted-average assessment of the fund's 1-year, 3-year,
5-year, and 10-year total return performance (if
available) reflecting deduction of expenses and sales
charges. Performance is adjusted using quantitative
techniques to reflect the risk profile of the fund. The
ratings are derived from a purely quantitative system that
does not utilize the subjective criteria customarily
employed by rating agencies such as Standard & Poor's and
Moody's Investor Service, Inc.
CDA/WIESENBERGER'S MANAGEMENT RESULTS publishes mutual
fund rankings and is distributed monthly. The rankings
are based entirely on total return calculated by
Weisenberger for periods such as year-to-date, 1-year,
3-year, 5-year and 10-year. Mutual funds are ranked in
general categories (e.g., international bond,
international equity, municipal bond, and maximum capital
gain). Weisenberger rankings do not reflect deduction of
sales charges or fees.
Independent publications may also evaluate the fund's
performance. The fund may from time to time refer to results
published in various periodicals, including Barrons, Financial
World, Forbes, Fortune, Investor's Business Daily, Kiplinger's
Personal Finance Magazine, Money, U.S. News and World Report and
The Wall Street Journal.
Independent, unmanaged indexes, such as those listed below, may
be used to present a comparative benchmark of fund performance.
The performance figures of an index reflect changes in market
prices, reinvestment of all dividend and interest payments and,
where applicable, deduction of foreign withholding taxes, and do
not take into account brokerage commissions or other costs.
Because the fund is a managed portfolio, the securities it owns
will not match those in an index. Securities in an index may
change from time to time.
THE CONSUMER PRICE INDEX, prepared by the U.S. Bureau of
Labor Statistics, is a commonly used measure of the rate
of inflation. The index shows the average change in the
cost of selected consumer goods and services and does not
represent a return on an investment vehicle.
THE DOW JONES INDUSTRIAL AVERAGE is an index of 30 common
stocks frequently used as a general measure of stock
market performance.
THE DOW JONES UTILITIES AVERAGE is an index of 15 utility
stocks frequently used as a general measure of stock
market performance.
CS FIRST BOSTON HIGH YIELD INDEX is a market-weighted
index including publicly traded bonds having a rating
below BBB by Standard & Poor's and Baa by Moody's.
THE LEHMAN BROTHERS AGGREGATE BOND INDEX is an index
composed of securities from The Lehman Brothers
Government/Corporate Bond Index, The Lehman Brothers
Mortgage-Backed Securities Index and The Lehman Brothers
Asset-Backed Securities Index and is frequently used as a
broad market measure for fixed-income securities.
THE LEHMAN BROTHERS ASSET-BACKED SECURITIES INDEX is an
index composed of credit card, auto, and home equity
loans. Included in the index are pass-through, bullet
(noncallable), and controlled amortization structured debt
securities; no subordinated debt is included. All
securities have an average life of at least one year.
THE LEHMAN BROTHERS CORPORATE BOND INDEX is an index of
publicly issued, fixed-rate, non-convertible
investment-grade domestic corporate debt securities
frequently used as a general measure of the performance of
fixed-income securities.
THE LEHMAN BROTHERS GOVERNMENT/CORPORATE BOND INDEX is an
index of publicly issued U.S. Treasury obligations, debt
obligations of U.S. government agencies (excluding
mortgage-backed securities), fixed-rate, non-convertible,
investment-grade corporate debt securities and U.S.
dollar-denominated, SEC-registered non-convertible debt
issued by foreign governmental entities or international
agencies used as a general measure of the performance of
fixed-income securities.
THE LEHMAN BROTHERS INTERMEDIATE TREASURY BOND INDEX is an
index of publicly issued U.S. Treasury obligations with
maturities of up to ten years and is used as a general
gauge of the market for intermediate-term fixed-income
securities.
THE LEHMAN BROTHERS LONG-TERM TREASURY BOND INDEX is an
index of publicly issued U.S. Treasury obligations
(excluding flower bonds and foreign-targeted issues) that
are U.S. dollar-denominated and have maturities of 10
years or greater.
THE LEHMAN BROTHERS MORTGAGE-BACKED SECURITIES INDEX
includes 15- and 30-year fixed rate securities backed by
mortgage pools of the Government National Mortgage
Association, Federal Home Loan Mortgage Corporation, and
Federal National Mortgage Association.
THE LEHMAN BROTHERS MUNICIPAL BOND INDEX is an index of
approximately 20,000 investment-grade, fixed-rate
tax-exempt bonds.
THE LEHMAN BROTHERS TREASURY BOND INDEX is an index of
publicly issued U.S. Treasury obligations (excluding
flower bonds and foreign-targeted issues) that are U.S.
dollar denominated, have a minimum of one year to
maturity, and are issued in amounts over $100 million.
THE MORGAN STANLEY CAPITAL INTERNATIONAL WORLD INDEX is an
index of approximately 1,482 equity securities listed on
the stock exchanges of the United States, Europe, Canada,
Australia, New Zealand and the Far East, with all values
expressed in U.S. dollars.
THE MORGAN STANLEY CAPITAL INTERNATIONAL EMERGING MARKETS
INDEX is an index of approximately 1,100 securities
representing 20 emerging markets, with all values
expressed in U.S. dollars.
THE MORGAN STANLEY CAPITAL INTERNATIONAL EMERGING MARKETS
FREE INDEX is an index of approximately 1,003 securities
available to non-domestic investors representing 26
emerging markets, with all values expressed in U.S.
dollars.
THE MORGAN STANLEY CAPITAL INTERNATIONAL EAFE INDEX is an
index of approximately 1,045 equity securities issued by
companies located in 18 countries and listed on the stock
exchanges of Europe, Australia, and the Far East. All
values are expressed in U.S. dollars.
THE MORGAN STANLEY CAPITAL INTERNATIONAL EUROPE INDEX is
an index of approximately 627 equity securities issued by
companies located in one of 13 European countries, with
all values expressed in U.S. dollars.
THE MORGAN STANLEY CAPITAL INTERNATIONAL PACIFIC INDEX is
an index of approximately 418 equity securities issued by
companies located in 5 countries and listed on the
exchanges of Australia, New Zealand, Japan, Hong Kong,
Singapore/Malaysia. All values are expressed in U.S.
dollars.
THE NASDAQ INDUSTRIAL AVERAGE is an index of stocks traded
in The Nasdaq Stock Market, Inc. National Market System.
THE RUSSELL 1000 INDEX is composed of the 1,000 largest
companies in the Russell 3000 Index, representing
approximately 89% of the Russell 3000 total market
capitalization. The Russell 3000 Index is composed of the
3,000 largest U.S. companies ranked by total market
capitalization, representing approximately 98% of the U.S.
investable equity market.
THE RUSSELL 2000 INDEX is composed of the 2,000 smallest
companies in the Russell 3000 Index, representing
approximately 11% of the Russell 3000 total market
capitalization.
THE RUSSELL 2000 GROWTH INDEX is composed of securities
with greater-than-average growth orientation within the
Russell 2000 Index. Each security's growth orientation is
determined by a composite score of the security's price-to-
book ratio and forecasted growth rate. Growth stocks tend
to have higher price-to-book ratios and forecasted growth
rates than value stocks. This index is composed of
approximately 1,310 companies from the Russell 2000 Index,
representing approximately 50% of the total market
capitalization of the Russell 2000 Index.
THE RUSSELL MIDCAP INDEX is composed of the 800 smallest
companies in the Russell 1000 Index, representing
approximately 35% of the Russell 1000 total market
capitalization.
THE RUSSELL MIDCAP GROWTH INDEX is composed of securities
with greater-than-average growth orientation within the
Russell Midcap Index. Each security's growth orientation
is determined by a composite score of the security's price-
to-book ratio and forecasted growth rate. Growth stocks
tend to have higher price-to-book ratios and forecasted
growth rates than value stocks. This index is composed of
approximately 450 companies from the Russell 1000 Growth
Index, representing 20% of the total market capitalization
of the Russell 1000 Growth Index.
THE SALOMON BROTHERS LONG-TERM HIGH-GRADE CORPORATE BOND
INDEX is an index of publicly traded corporate bonds
having a rating of at least AA by Standard & Poor's or Aa
by Moody's and is frequently used as a general measure of
the performance of fixed-income securities.
THE SALOMON BROTHERS LONG-TERM TREASURY INDEX is an index
of U.S. government securities with maturities greater than
10 years.
THE SALOMON BROTHERS WORLD GOVERNMENT BOND INDEX is an
index that tracks the performance of the 14 government
bond markets of Australia, Austria, Belgium Canada,
Denmark, France, Germany, Italy, Japan, Netherlands,
Spain, Sweden, United Kingdom and the United States.
Country eligibility is determined by market capitalization
and investability criteria.
THE SALOMON BROTHERS WORLD GOVERNMENT BOND INDEX (non
$U.S.) is an index of foreign government bonds calculated
to provide a measure of performance in the government bond
markets outside of the United States.
STANDARD & POOR'S 500 COMPOSITE STOCK PRICE INDEX is an
index of common stocks frequently used as a general
measure of stock market performance.
STANDARD & POOR'S 40 UTILITIES INDEX is an index of 40
utility stocks.
STANDARD & POOR'S/BARRA VALUE INDEX is an index
constructed by ranking the securities in the Standard &
Poor's 500 Composite Stock Price Index by price-to-book
ratio and including the securities with the lowest price-
to-book ratios that represent approximately half of the
market capitalization of the Standard & Poor's 500
Composite Stock Price Index.
In addition, Putnam Mutual Funds may distribute to shareholders
or prospective investors illustrations of the benefits of
reinvesting tax-exempt or tax-deferred distributions over
specified time periods, which may include comparisons to fully
taxable distributions. These illustrations use hypothetical
rates of tax-advantaged and taxable returns and are not intended
to indicate the past or future performance of any fund.
SECURITIES RATINGS
THE FOLLOWING RATING SERVICES DESCRIBE RATED SECURITIES AS
FOLLOWS:
MOODY'S INVESTORS SERVICE, INC.
BONDS
AAA -- Bonds which are rated AAA are judged to be of the best
quality. They carry the smallest degree of investment risk and
are generally referred to as "gilt edged." Interest payments are
protected by a large or by an exceptionally stable margin and
principal is secure. While the various protective elements are
likely to change, such changes as can be visualized are most
unlikely to impair the fundamentally strong position of such
issues.
AA -- Bonds which are rated AA are judged to be of high quality
by all standards. Together with the AAA group they comprise what
are generally known as high grade bonds. They are rated lower
than the best bonds because margins of protection may not be as
large as in AAA securities or fluctuation of protective elements
may be of greater amplitude or there may be other elements
present which make the long-term risk appear somewhat larger than
the AAA securities.
A -- Bonds which are rated A possess many favorable investment
attributes and are to be considered as upper-medium-grade
obligations. Factors giving security to principal and interest
are considered adequate, but elements may be present which
suggest a susceptibility to impairment sometime in the future.
BAA -- Bonds which are rated BAA are considered as medium grade
obligations, (i.e., they are neither highly protected nor poorly
secured). Interest payments and principal security appear
adequate for the present but certain protective elements may be
lacking or may be characteristically unreliable over any great
length of time. Such bonds lack outstanding investment
characteristics and in fact have speculative characteristics as
well.
BA -- Bonds which are rated BA are judged to have speculative
elements; their future cannot be considered as well-assured.
Often the protection of interest and principal payments may be
very moderate, and thereby not well safeguarded during both good
and bad times over the future. Uncertainty of position
characterizes bonds in this class.
B -- Bonds which are rated B generally lack characteristics of
the desirable investment. Assurance of interest and principal
payments or of maintenance of other terms of the contract over
any long period of time may be small.
CAA -- Bonds which are rated CAA are of poor standing. Such
issues may be in default or there may be present elements of
danger with respect to principal or interest.
CA -- Bonds which are rated CA represent obligations which are
speculative in a high degree. Such issues are often in default
or have other marked shortcomings.
C -- Bonds which are rated C are the lowest rated class of bonds,
and issues so rated can be regarded as having extremely poor
prospects of ever attaining any real investment standing.
NOTES (FOR MONEY MARKET FUNDS ONLY)
MIG 1/VMIG 1 -- This designation denotes best quality. There is
present strong protection by established cash flows, superior
liquidity support or demonstrated broad-based access to the
market for refinancing.
MIG 2/VMIG 2 -- This designation denotes high quality. Margins
of protection are ample although not so large as in the preceding
group.
COMMERCIAL PAPER (FOR MONEY MARKET FUNDS ONLY)
Issuers rated PRIME-1 (or supporting institutions) have a
superior ability for repayment of senior short-term debt
obligations. Prime-1 repayment ability will often be evidenced
by the following characteristics:
- -- Leading market positions in well established industries.
- -- High rates of return on funds employed.
- -- Conservative capitalization structure with moderate
reliance on debt and ample asset protection.
- -- Broad margins in earnings coverage of fixed financial
charges and high internal cash generation.
- -- Well established access to a range of financial markets
and assured sources of alternate liquidity.
Issuers rated PRIME-2 (or supporting institutions) have a strong
ability for repayment of senior short-term debt obligations.
This will normally be evidenced by many of the characteristics
cited above to a lesser degree. Earnings trends and coverage
ratios, while sound, may be more subject to variation.
Capitalization characteristics, while still appropriate, may be
more affected by external conditions. Ample alternate liquidity
is maintained.
STANDARD & POOR'S
BONDS
AAA -- An obligation rated AAA has the highest rating assigned by
Standard & Poor's. The obligor's capacity to meet its financial
commitment on the obligation is extremely strong.
AA -- An obligation rated AA differs from the highest-rated
obligations only in small degree. The obligor's capacity to meet
its financial commitment on the obligation is very strong.
A -- An obligation rated A is somewhat more susceptible to the
adverse effects of changes in circumstances and economic
conditions than obligations in higher-rated categories. However,
the obligor's capacity to meet its financial commitment on the
obligation is still strong.
BBB -- An obligation rated BBB exhibits adequate protection
parameters. However, adverse economic conditions or changing
circumstances are more likely to lead to a weakened capacity of
the obligor to meet its financial commitment on the obligation.
Obligations rated BB, B, CCC, CC and C are regarded as having
significant speculative characteristics. BB indicates the lowest
degree of speculation and C the highest. While such obligations
will likely have some quality and protective characteristics,
these are outweighed by large uncertainties or major exposures to
adverse conditions.
BB -- An obligation rated BB is less vulnerable to nonpayment
than other speculative issues. However, it faces major ongoing
uncertainties or exposure to adverse business, financial, or
economic conditions which could lead to the obligor's inadequate
capacity to meet its financial commitment on the obligation.
B -- An obligation rated B is more vulnerable to nonpayment than
obligations rated BB, but the obligor currently has the capacity
to meet its financial commitment on the obligations. Adverse
business, financial, or economic conditions will likely impair
the obligor's capacity or willingness to meet its financial
commitment on the obligation.
CCC -- An obligation rated CCC is currently vulnerable to
nonpayment, and is dependent upon favorable business, financial,
and economic conditions for the obligor to meet its financial
commitment on the obligation. In the event of adverse business,
financial, or economic conditions, the obligor is not likely to
have the capacity to meet its financial commitment on the
obligation.
CC -- An obligation rated CC is currently highly vulnerable to
nonpayment.
C -- The C rating may be used to cover a situation where a
bankruptcy petition has been filed, or similar action has been
taken, but payments on this obligation are being continued.
D -- An obligation rated D is in payment default. The D rating
category is used when interest payments or principal payments are
not made on the date due even if the applicable grace period has
not expired, unless Standard & Poor's believes that such payments
will be made during such grace period. The D rating also will be
used upon the filing of a bankruptcy petition, or the taking of a
similar action if payments on an obligation are jeopardized.
NOTES (FOR MONEY MARKET FUNDS ONLY)
SP-1 -- Strong capacity to pay principal and interest. Those
issues determined to possess overwhelming safety characteristics
are given a plus (+) designation.
SP-2 -- Satisfactory capacity to pay principal and interest.
SP-3 -- Speculative capacity to pay principal and interest.
COMMERCIAL PAPER (FOR MONEY MARKET FUNDS ONLY)
A-1 -- This highest category indicates that the degree of safety
regarding timely payment is strong. Those issues determined to
possess extremely strong safety characteristics are denoted with
a plus sign (+) designation.
A-2 -- Capacity for timely payment on issues with this
designation is satisfactory. However, the relative degree of
safety is not as high as for issues designated `A-1'.
A-3 -- Issues carrying this designation have adequate capacity
for timely payment. They are, however, more vulnerable to the
adverse effects of changes in circumstances than obligations
carrying the higher designations.
DUFF & PHELPS CORPORATION
LONG-TERM DEBT
AAA -- Highest credit quality. The risk factors are negligible,
being only slightly more than for risk-free U.S. Treasury debt.
AA+, AA, AA- -- High credit quality. Protection factors are
strong. Risk is modest but may vary slightly from time to time
because of economic conditions.
A+, A, A- -- Protection factors are average but adequate.
However, risk factors are more variable and greater in periods of
economic stress.
BBB+, BBB, BBB- -- Below-average protection factors but still
considered sufficient for prudent investment. Considerable
variability in risk during economic cycles.
BB+, BB, BB- -- Below investment grade but deemed likely to meet
obligations when due. Present or prospective financial
protection factors fluctuate according to industry conditions or
company fortunes. Overall quality may move up or down frequently
within this category.
B+, B, B- -- Below investment grade and possessing risk that
obligations will not be met when due. Financial protection
factors will fluctuate widely according to economic cycles,
industry conditions and/or company fortunes. Potential exists
for frequent changes in the rating within this category or into a
higher or lower rating grade.
CCC -- Well below investment-grade securities. Considerable
uncertainty exists as to timely payment of principal, interest or
preferred dividends. Protection factors are narrow and risk can
be substantial with unfavorable economic/industry conditions,
and/or with unfavorable company developments.
DD -- Defaulted debt obligations. Issuer failed to meet
scheduled principal and/or interest payments.
FITCH INVESTORS SERVICE, INC.
AAA -- Bonds considered to be investment grade and of the highest
credit quality. The obligor has an exceptionally strong ability
to pay interest and repay principal, which is unlikely to be
affected by reasonably foreseeable events.
AA -- Bonds considered to be investment grade and of very high
credit quality. The obligor's ability to pay interest and repay
principal is very strong, although not quite as strong as bonds
rated AAA.
A -- Bonds considered to be investment grade and of high credit
quality. The obligor's ability to pay interest and repay
principal is considered to be strong, but may be more vulnerable
to adverse changes in economic conditions and circumstances than
bonds with higher ratings.
BBB -- Bonds considered to be investment grade and of
satisfactory credit quality. The obligor's ability to pay
interest and repay principal is considered to be adequate.
Adverse changes in economic conditions and circumstances,
however, are more likely to have adverse impact on these bonds,
and therefore impair timely payment. The likelihood that the
ratings of these bonds will fall below investment grade is higher
than for bonds with higher ratings.
BB -- Bonds considered to be speculative. The obligor's ability
to pay interest and repay principal may be affected over time by
adverse economic changes. However, business and financial
alternatives can be identified which could assist the obligor in
satisfying its debt service requirements.
B -- Bonds are considered highly speculative. Bonds in this class
are lightly protected as to the obligor's ability to pay interest
over the life of the issue and repay principal when due.
CCC -- Bonds have certain characteristics which, with passing of
time, could lead to the possibility of default on either
principal or interest payments.
CC -- Bonds are minimally protected. Default in payment of
interest and/or principal seems probable.
C -- Bonds are in actual or imminent default in payment of
interest or principal.
DDD -- Bonds are in default and in arrears in interest and/or
principal payments. Such bonds are extremely speculative and
should be valued only on the basis of their value in liquidation
or reorganization of the obligor.
DEFINITIONS
"Putnam Management" -- Putnam Investment
Management, Inc., the fund's
investment manager.
"Putnam Mutual Funds" -- Putnam Mutual Funds Corp.,
the fund's principal
underwriter.
"Putnam Fiduciary Trust -- Putnam Fiduciary Trust
Company,
Company" the fund's custodian.
"Putnam Investor Services" -- Putnam Investor Services, a
division of Putnam Fiduciary
Trust Company, the fund's
investor servicing agent.
PUTNAM INCOME FUND
FORM N-1A
PART C
OTHER INFORMATION
ITEM 23 EXHIBITS
1. Agreement and Declaration of Trust,
dated August
13, 1982, as
amended and restated April 7, 1989 -
Incorporated by reference to Post-
Effective Amendment No. 81 to the
Registrant's Registration Statement.
2. By-Laws, as amended through February
1, 1994 --
Incorporated
by reference to Post-Effective Amendment
No. 86 to the Registrant's Registration
Statement.
3a . Portions of Agreement and
Declaration of Trust relating to
Shareholders' Rights -Incorporated by
reference to Post-Effective Amendment No.
85 to the Registrant's Registration
Statement. 3b . Portions of By-
Laws Relating to Shareholders' Rights --
Incorporated by reference to Post-
Effective Amendment No. 86 to the
Registrant's Registration Statement.
4 . Management Contract dated April
6, 1995 -Incorporated by reference to
Post-Effective Amendment No. 87 to the
Registrant's Registration Statement.
5a . Distributor's Contract
dated May 6, 1994 -Incorporated by
reference to Post-Effective Amendment No.
86 to the Registrant's Registration
Statement.
5b . Form of Specimen Dealer
Sales Contract -Incorporated by reference
to Post-Effective Amendment No. 87 to the
Registrant's Registration Statement.
5c . Form of Specimen Financial
Institution Sales Contract --
Incorporated by reference to Post
Effective Amendment No. 87 to the
Registrant's Registration Statement.
6 . Trustee Retirement Plan dated
October 4, 1996 -Incorporated by
reference to Post-Effective Amendment No.
88 to Registrant's Registration
Statement.
7 . Custodian Agreement with Putnam
Fiduciary Trust Company dated May 3,
1991, as amended July 13, 1992 --
Incorporated by reference to Post-
Effective Amendment No. 85 to the
Registrant's Registration Statement.
8 . Investor Servicing Agreement
dated June 3, 1991 with Putnam Fiduciary
Trust Company -Incorporated by reference
to
Post-Effective Amendment No. 83 to the
Registrant's Registration Statement.
9 . Opinion of Ropes & Gray,
including consent Incorporated by
reference to Post-Effective Amendment
No. 81 to the Registrant's Registration
Statement. 10 . Not applicable.
11 . Not applicable.
12 . Investment Letter from
Putnam
Investments, Inc. to
the Registrant -- Incorporated by
reference to PostEffective Amendment No.
85 to the Registrant's Registration
Statement. 13a . Class A
Distribution Plan and Agreement --
Incorporated by reference to Post-
Effective Amendment No. 81 to the
Registrant's Registration Statement.
13b . Class B Distribution Plan
and
Agreement dated
February 28, 1993 -- Incorporated by
reference to Post-Effective Amendment No.
85 to the Registrant's Registration
Statement. 13c . Class M
Distribution Plan and Agreement dated
November 28, 1994 -- Incorporated by
reference to Post-Effective Amendment No.
86 to the Registrant's Registration
Statement.
13d . Form of Specimen Dealer
Service
Agreement --
Incorporated by reference to Post-
Effective Amendment No. 88 to the
Registrant's Registration Statement.
13e . Form of Specimen Financial
Institution
Service
Agreement --Incorporated by reference to
PostEffective Amendment No. 88 to the
Registrant's Registration Statement.
14a . Financial Data Schedule of
Class A
shares --
Exhibit 1 .
14b . Financial Data Schedule of
Class B
shares --Exhibit
2 .
14c . Financial Data Schedule of
Class M
shares --
Exhibit 3 .
14d . Financial Data Schedule of
Class Y
shares --
Exhibit 4 .
15 . Rule 18f-3(d) Plan --
Incorporated by
reference to
Post-Effective Amendment No. 87 to the
Registrant's Registration Statement.
ITEM 24 . PERSONS CONTROLLED BY
OR UNDER COMMON CONTROL WITH REGISTRANT
None.
ITEM 25 . INDEMNIFICATION
The information required by this item is
incorporated herein by reference
to the Registrant ' s initial
Registration Statement on Form N-8B-1
under the Investment Company Act of
1940 (File No. 811-653).
<PAGE>
09/18/98 C-6
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ITEM 28. BUSINESS AND OTHER CONNECTIONS OF INVESTMENT
ADVISE R
Except as set forth below, the directors and officers of the
REGISTRANT'S investment adviser have been engaged during
the past two fiscal years in no business, vocation or employment
of a substantial nature other than as directors or officers of
the investment adviser or certain of its corporate affiliates.
Certain officers of the investment adviser serve as officers of
some or all of the Putnam funds. The address of the investment
adviser, its corporate affiliates and the Putnam Funds is
ONE Post Office Square, Boston, Massachusetts 02109.
NAME NON-PUTNAM BUSINESS AND OTHER
CONNECTIONS
Michael J. Abata Prior to May, 1997, Assistant
ASSISTANT VICE PRESIDENT Vice President, Alliance Capital
Management Corp., 1345
Avenue of the Americas, New York,
NY 10020
BLAKE ANDERSON TRUSTEE, SALEM FEMALE CHARITABLE
MANAGING DIRECTOR SOCIETY, SALEM MA 01970
Barry R. Allen Prior to December, 1997,
VICE PRESENT Analyst/Director of Research,
Harbor Capital
Management, 125 High St., Boston,
MA 02110
Jennifer Antill Prior to November, 1996,
MANAGING DIRECTOR Director, IAI International/Hill
Samuel Investment
Advisors, 10 Fleet Place, London,
England
Nikesh Arora Prior to April, 1997, Chief
VICE PRESIDENT Financial Officer,
Fidelity Investments, 82
Devonshire St., Boston, MA 02110
Michael Arends Prior to MAY,
Senior Vice President 1997, MANAGING Director,
EQUITIES, PHOENIX DUFF & PHELPS,
56 PROSPECT ST., HARTFORD, CT
06101 ; Board Member,
DONALD L. ARENDS, INC.,
100 JORIE BLVD., OAKBROOK, ILL
60523
STEVEN E. ASHER TREASURER, THE HARVARD
Senior Vice President INDEPENDENT, INC. 501(C) (3)
CHARITABLE ORGANIZATION, CANADY
HALL, HARVARD YARD, CAMBRIDGE, MA
02138
MICHAEL J. ATKIN PRIOR TO JULY, 1997, DIRECTOR OF
SENIOR VICE PRESIDENT LATIN AMERICA INSTITUTE OF
INTERNATIONAL FINANCE, 2000
PENNSYLVANIA AVENUE, WASHINGTON,
D.C. 20006
JEFFREY B. AUGUSTINE PRIOR TO JANUARY, 1998, VICE
SENIOR VICE PRESIDENT PRESIDENT, INVESTMENT CONSULTING,
INVESTOR TOOLS, INC., 100 BRIDGE
ST. PLAZA, YORKVILLE, IL 60560
ROWLAND T. BANKES PRIOR TO JULY, 1997, SENIOR FIXED-
VICE PRESIDENT INCOME TRADER, JENNISON, JENNISON
ASSOCIATES CAPITAL CORP., ONE
FINANCIAL CENTER, BOSTON, MA
02110
ROBERT R. BECK DIRECTOR, CHARLES BRIDGE
SENIOR VICE PRESIDENT PUBLISHING, 85 MAIN ST.,
WATERTOWN, MA 02172; BOARD OF
OVERSEERS, BETH ISRAEL DEACONESS
MEDICAL CENTER, 330 BROOKLINE
AVE., BOSTON, MA 02215
CARL D. BELL PRIOR TO JANUARY, 1998,
VICE PRESIDENT PRINCIPAL, SMITH BREEDON
ASSOCIATION, 100 EUROPA DRIVE,
SUITE 200, CHAPEL HILL, NC 27514
GEOFFREY C. BLAISDELL PRIOR TO OCTOBER, 1997, VICE
SENIOR VICE PRESIDENT PRESIDENT, BLACKROCK FINANCIAL,
345 PARK AVENUE, NEW YORK, NY
10010
JEFFREY M. BRAY PRIOR TO OCTOBER, 1997, ANALYST,
VICE PRESIDENT LEHMAN BROTHERS, 3 WORLD
FINANCIAL CENTER, NEW YORK, NY
10285
DAVID J. BUCKLE PRIOR TO MARCH, 1998, VICE
VICE PRESIDENT PRESIDENT, J.P. MORGAN INVESTMENT
MANAGEMENT, 28 KING ST., LONDON,
ENGLAND SWI YXA
RONALD J. BUKOVAC PRIOR TO OCTOBER, 1997, SENIOR
VICE PRESIDENT MANAGER, VALUATION, PRICE
WATERHOUSE, 200 E. RANDOLPH
DRIVE, CHICAGO, IL 60601
ROBERT W. BURKE MEMBER-EXECUTIVE COMMITTEE, THE
SENIOR MANAGING DIRECTOR RIDGE CLUB, COUNTRY CLUB ROAD,
SANDWICH, MA 02563; MEMBER-
ADVISORY BOARD, CATHEDRAL HIGH
SCHOOL, 74 UNION PARK ST., SO.
BOSTON, MA 02118
JACK P. CHANG PRIOR TO JULY, 1997, VICE
VICE PRESIDENT PRESIDENT, COLUMBIA MANAGEMENT
COMPANY, 1300 S.W. 6TH AVE.,
PORTLAND, OR 97207
MARY CLAIRE CHASE PRIOR TO JANUARY, 1997, DIRECTOR
VICE PRESIDENT OF STAFF DEVELOPMENT, ARTHUR D.
LITTLE CO., 25 ACORN PARK,
CAMBRIDGE, MA 02140
C. BETH COTNER DIRECTOR, THE LYRIC STAGE
SENIOR VICE PRESIDENT THEATER, 140 CLARENDON ST.,
BOSTON, MA 02116
KEVIN M. CRONIN PRIOR TO FEBRUARY, 1997, VICE
MANAGING DIRECTOR PRESIDENT AND PORTFOLIO MANAGER,
MFS INVESTMENT MANAGEMENT, 500
BOYLSTON ST., BOSTON, MA 02117
JOHN R.S. CUTLER MEMBER, BURST MEDIA, L.L.C., 10
ASSISTANT VICE PRESIDENT NEW ENGLAND EXECUTIVE PARK,
BURLINGTON, MA 01803
KENNETH DALY PRESIDENT, ANDOVER RIVER RD. TMA,
MANAGING DIRECTOR RIVER ROAD TRANSPORTATION
MANAGEMENT ASSOCIATION, 7
SHATTUCK RD., ANDOVER, MA 01810
MICHAEL W. DAVIS PRIOR TO AUGUST, 1997,
VICE PRESIDENT TECHNICAL FINANCE CONSULTANT,
BANK OF AMERICA MORTGAGE, 50
CALIFORNIA ST., SAN FRANCISCO, CA
94111
JOHN C. DELANO PRIOR TO JULY, 1998, SENIOR
ASSISTANT VICE PRESIDENT FOREIGN EXCHANGE TRADER,
NATIONSBANK, 233 SO. WACKER
DRIVE, CHICAGO, IL 60606
EDWIN M. DENSON PRIOR TO NOVEMBER, 1997, VICE
VICE PRESIDENT PRESIDENT AND SENIOR ECONOMIST
PRIMARK DECISION ECONOMICS, 260
FRANKLIN ST., BOSTON, MA 02110
RALPH C. DERBYSHIRE PRIOR TO NOVEMBER, 1997, PARTNER,
SENIOR VICE PRESIDENT PALMER & DODGE, ONE BEACON
STREET, BOSTON, MA 02108; BOARD
MEMBER, MSPCC, 399 BOYLSTON ST.,
BOSTON, MA; BOARD MEMBER,
WINCHESTER AFTER SCHOOL PROGRAM,
SKILLINGS RD., WINCHESTER, MA
MICHAEL G. DOLAN CHAIRMAN-FINANCE COUNCIL, ST.
ASSISTANT VICE PRESIDENT MARY'S PARISH, 44 MYRTLE ST.,
MELROSE, MA 02176; MEMBER,
SCHOOL ADVISORY BOARD, ST. MARY'S
SCHOOL, 44 MYRTLE ST., MELROSE,
MA 02176
MARK E. DOW PRIOR TO NOVEMBER, 1997,
VICE PRESIDENT ECONOMIST, INTERNATIONAL MONETARY
FUND, WASHINGTON, DC
EMILY DURBIN BOARD OF DIRECTORS, FAMILY
VICE PRESIDENT SERVICE, INC., LAWRENCE, MA 01840
KARNIG H. DURGARIAN BOARD MEMBER, EBRI, SUITE 600,
MANAGING DIRECTOR 2121 K ST., N.W., WASHINGTON, DC
20037-1896. TRUSTEE, AMERICAN
ASSEMBLY, 122 C. ST., N.W., SUITE
350, WASHINGTON, DC 20001
NATHAN EIGERMAN TRUSTEE, FLOWER HILL TRUST, 298
VICE PRESIDENT MARLBOROUGH ST., #4, BOSTON, MA
02116
IRENE M. ESTEVES PRIOR TO JANUARY, 1997, VICE
MANAGING DIRECTOR PRESIDENT, MILLER BREWING CO.,
3939 WEST HIGHLAND BLVD.,
MILWAUKEE, WI 53210. BOARD OF
DIRECTOR MEMBER, AMERICAN
MANAGEMENT ASSOCIATION FINANCE
COUNCIL, 1601 BROADWAY, NEW YORK,
NY; BOARD OF DIRECTOR MEMBER,
FIRST NIGHT BOSTON, 20 PARK
PLAZA, SUITE 927, BOSTON, MA;
BOARD OF DIRECTOR MEMBER, SC
JOHNSON COMMERCIALMARKETS, 8310
16TH ST., STUTEVANT, WI 53177;
BOARD OF DIRECTOR MEMBER,
MASSACHUSETTS TAXPAYERS
FOUNDATION, 24 PROVINCE ST.,
BOSTON, MA; BOARD OF DIRECTOR
MEMBER, MRS. BAIRDS BAKERIES, 515
JONES ST., SUITE 200, FORT WORTH,
TEXAS 76102
IAN FERGUSON TRUSTEE, PARK SCHOOL, 171 GODDARD
SENIOR MANAGING DIRECTOR AVENUE, BROOKLINE, MA 02146
EDWARD R. FINCH PRIOR TO DECEMBER, 1997, MANAGING
VICE PRESIDENT DIRECTOR, M.A. WEATHERBIE & CO.,
265 FRANKLIN ST., BOSTON, MA
02110
KATE FLEISHER PRIOR TO JANUARY, 1998, DIRECTOR
VICE PRESIDENT OF HUMAN RESOURCES, LAURA ASHLEY,
6 ST., JAMES AVE. SUITE 410,
BOSTON, MA 02116
J. PETER GRANT TRUSTEE, THE DOVER CHURCH, DOVER,
SENIOR VICE PRESIDENT MA 02030
PATRICE GRAVIERE PRIOR TO MARCH, 1998, REGIONAL
SENIOR VICE PRESIDENT DIRECTOR FOR LATIN AMERICA, MFS
INTERNATIONAL, LTD, BUENOS AIRES,
BRAZIL
PAUL E. HAAGENSEN DIRECTOR, HAAGENSEN RESEARCH
SENIOR VICE PRESIDENT FOUNDATION, 630 WEST 168TH ST.,
NEW YORK, NY 10032
JAMES B. HAINES PRIOR TO FEBRUARY, 1997,
ASSISTANT VICE PRESIDENT ASSOCIATE, BENEFIT DEPARTMENT,
ROPES & GRAY, ONE INTERNATIONAL
PLACE, BOSTON, MA 02110
MARY S. HAPIJ PRIOR TO MARCH, 1997, RESEARCH
VICE PRESIDENT LIBERTY MANAGER, PIONEERING
MANAGEMENT CORP., 60 STATE
STREET, BOSTON, MA 02109
NIGEL P. HART PRIOR TO OCTOBER, 1997, SENIOR
VICE PRESIDENT VICE PRESIDENT AND PORTFOLIO
MANAGER, INVESTMENT ADVISERS,
3700 FIRST BANK PLACE,
MINNEAPOLIS, MN 55402
DEBORAH R. HEALEY CORPORATOR, NEW ENGLAND BAPTIST
SENIOR VICE PRESIDENT HOSPITAL, 125 PARKER HILL AVE.,
BOSTON, MA 02120; DIRECTOR, NEB
ENTERPRISES, 125 PARKET HILL
AVE., BOSTON, MA 02120
MARIANNE P. ISGUR PRIOR TO MARCH, 1998, EXECUTIVE
ASSISTANT VICE PRESIDENT RECRUITER, PROFESSIONS, 2 VILLA
RD., SO. HAMILTON, MA 01982;
PRESIDENT, EQUINE VENTURES, LTD.,
25 FELLOWS RD., IPSWICH, MA 01932
JEFFREY KAUFMAN PRIOR TO JULY, 1998, VICE
SENIOR VICE PRESIDENT PRESIDENT AND PORTFOLIO MANAGER,
MFS INVESTMNT MANAGEMENT, 500
BOYLSTON ST., BOSTON, MA 02116
IRA C. KALUS-BYSTRICKY PRIOR TO MARCH, 1998, CONSULTANT,
VICE PRESIDENT ARTHUR D. LITTLE, 25 ACORN PARK,
CAMBRIDGE, MA 02114
MARY E. KEARNEY TRUSTEE, MASSACHUSETTS EYE AND
MANAGING DIRECTOR EAR INFIRMARY, 243 CHARLES ST.,
BOSTON, MA 02114
KEVIN J. KELEHER PRIOR TO AUGUST, 1998, SUPPORT
ASSISTANT VICE PRESIDENT MANAGER, DIGITAL EQUIPMENT CO.,
111 POWDER MILL RD., MAYNARD, MA
01754
CATHERINE KENNEDY PRIOR TO SEPTEMBER, 1997,
VICE PRESIDENT PRINCIPAL, MORGAN STANLEY, 1585
BROADWAY, NEW YORK, NY 10036
JEFFREY K. KERRIGAN PRIOR TO JUNE, 1997, VICE
ASSISTANT VICE PRESIDENT PRESIDENT, FLEET INVESTMENTS, 75
STATE St., Boston, MA 02109
DAVID R. KING Prior to JUNE, 1997, Vice
VICE PRESIDENT President, FLEET INVESTMENTS, 75
STATE ST., BOSTON, MA 02109
WILLIAM P. KING PRIOR TO NOVEMBER, 1997,
VICE PRESIDENT PORTFOLIO MANAGER, TSA GLOBAL
ASSET MANAGEMENT, 700 SOUTH
FLOWER ST., LOS ANGELES, CA
90017
DEBORAH F. KUENSTNER PRIOR TO MARCH, 1997, SENIOR
MANAGING DIRECTOR PORTFOLIO MANAGER, DUPONT PENSION
FUND INVESTMENT, 1 RIGHT PARKWAY,
WILMINGTON, DE 19850; DIRECTOR,
BOARD OF PENSIONS, PRESBYTERIAN
CHURCH, 1001 MARKET ST.,
PHILADELPHIA, PA
THOMAS J. KUREY PRIOR TO AUGUST, 1997, VICE
VICE PRESIDENT PRESIDENT, EVERGREEN SECURITIES,
77 W. WACKER, Chicago, IL
60601
LINDA LANE MEMBER, AMERICAN SOCIETY FOR
ASSISTANT VICE PRESIDENT TRAINING & DEVELOPMENT, 27 GLEN
STREET, SUITE 4, STOUGHTON, MA
02072
KENNETH W. LANG Prior to April, 1997, VICE
VICE PRESIDENT PRESIDENT, MONTGOMERY SECURITIES,
600 MONTGOMERY ST., SAN
FRANCISCO, CA 94111
COLEMAN N. LANNUM, III PRIOR TO JUNE, 1997, DIRECTOR-
SENIOR VICE PRESIDENT INVESTOR RELATIONS, MALLINCKRODT,
INC., 7733 FORSYTH BLVD., ST.
LOUIS, MO 63105
LEONARD LAPORTA, JR. PRIOR TO MARCH, 1998, ASSISTANT
VICE PRESIDENT VICE PRESIDENT, STATE STREET
GLOBAL ADVISORS, TWO
INTERNATIONAL PLACE, BOSTON, MA
02110; BOARD OF OVERSEERS', USS
CONSTITUTION MUSEUM, CHARLESTON,
MA
LAWRENCE J. LASSER DIRECTOR, MARSH & MCLENNAN
PRESIDENT, DIRECTOR AND CHIEF COMPANIES, INC., 1221 AVENUE OF
EXECUTIVE THE AMERICAS, NEW YORK, NY
10020; BOARD OF GOVERNORS AND
EXECUTIVE COMMITTEE, INVESTMENT
COMPANY INSTITUTE, 1401 H. ST.,
N.W. SUITE 1200, WASHINGTON, DC
20005; BOARD OF OVERSEERS, MUSEUM
OF FINE ARTS, 465 HUNTINGTON,
AVE., BOSTON, MA 02115; TRUSTEE,
BETH ISRAEL DEACONESS MEDICAL
CENTER, 330 BROOKLINE AVE.,
BOSTON, MA; MEMBER OF THE COUNCIL
ON FOREIGN RELATIONS, 58 EAST
68TH ST., NEW YORK, NY 10021;
MEMBER OF THE BOARD OF DIRECTORS
OF THE UNITED WAY OF
MASSACHUSETTS BAY, 245 SUMMER
ST., SUITE 1401, BOSTON, MA
02110; TRUSTEE OF THE VINEYARD
OPEN LAND FOUNDATION, RFD BOX
319X, VINEYARD HAVEN, MA 02568.
JOAN M. LEARY PRIOR TO JANUARY, 1997, SENIOR
VICE PRESIDENT TAX MANAGER, KMPG, 99 HIGH
STREET, BOSTON, MA 02110
CRAIG S. LEWIS PRIOR TO JANUARY, 1998, ANALYST,
VICE PRESIDENT KEYSTONE INVESTMENTS, 200
BERKELEY STREET, BOSTON, MA
02101
GEIRULV LODE PRIOR TO JULY, 1997, VICE
VICE PRESIDENT PRESIDENT, CHANCELLOR LGT, ASSET
MANAGEMENT, 1166 AVENUE OF THE
AMERICAS, NEW YORK, NY 10036
ELIZABETH M. MACELWEE PRIOR TO JANUARY, 1998,
SENIOR VICE PRESIDENT PRINCIPAL, MORGAN STANLEY, 1155
BROADWAY, NEW YORK, NY 10036
DIANA R. MADONNA PRIOR TO JANUARY, 1997,
ASSISTANT VICE PRESIDENT LIBRARIAN, LIPPER ANALYTICAL
SERVICES, INC., 1380 LAWRENCE
ST., DENVER, CO 80204
SARA MALAK PRIOR TO OCTOBER, 1997,
VICE PRESIDENT CONSULTANT, THE BOSTON
CONSULTANT, EXCHANGE PLACE,
BOSTON, MA 02109
BRUCE D. MARTIN PRIOR TO APRIL, 1997, VICE
VICE PRESIDENT PRESIDENT, EATON VANCE, 29
BOSTON, MA 02110
KEVIN MALONEY INSTITUTIONAL DIRECTOR, FINANCIAL
MANAGING DIRECTOR MANAGEMENT ASSOCIATION,
UNIVERSITY OF SOUTH FLORIDA,
COLLEGE OF BUSINESS
ADMINISTRATION, SUITE 3331,
TAMPA, FL 33620
SCOTT M. MAXWELL PRIOR TO MARCH, 1997, CHIEF
MANAGING DIRECTOR FINANCIAL OFFICER-EQUITY
DIVISION, LEHMAN BROTHERS, 3
WORLD FINANCIAL CENTER, NEW YORK,
NY 10285
BRIDGET MCCAVOY PRIOR TO OCTOBER, 1997, SENIOR
ASSISTANT VICE PRESIDENT RECRUITER, BANKBOSTON, 100
FEDERAL ST., BOSTON, MA 02110;
PRIOR TO OCTOBER, 1996. EXECUTIVE
RECRUITER, HI HUNT & CO., 99
SUMMER ST., BOSTON, MA 02110
WILLIAM MCGUE BOARD MEMBER, SACRED HEART
MANAGING DIRECTOR ELEMENTARY SCHOOL, 75 COMMERCIAL
ST.,WEYMOUTH, MA 02188; BOARD OF
DIRECTORS MEMBER AND TREASURER,
WHITTEMORE SHORES CONDOMINIUM
ASSOCIATION, BRIDGEWATER, NH
03222
PAUL K. MICHAUD PRIOR TO DECEMBER, 1997,
VICE PRESIDENT ASSISTANT VICE PRESIDENT, UNION
BANK OF SWITZERLAND,
BAHNHOFSTRASSE 45, 8021 ZURICH,
SWITZERLAND
CAROL H. MILLER BOARD MEMBER, THE ROBBINS-DE
ASSISTANT VICE PRESIDENT BEAUMONT FOUNDATION, C/O SULLIVAN
& WORCESTER, ONE POST OFFICE
SQUARE, BOSTON, MA 02109; BOARD
MEMBER, BURKE MTN. ACADEMY, EAST
BURKE, VT; BOARD MEMBER, THE
LYRIC STAGE THEATER, 140
CLARENDON ST., BOSTON, MA 02116;
BOARD MEMBER, THE BOSTON MODERN
ORCHESTRA PROJECT, P.O. BOX
39134, CAMBRIDGE, MA 02139
CHRISTOPHER G. MILLER PRIOR TO JANUARY, 1998, Portfolio
VICE PRESIDENT Manager, ANALYTIC TSA
GLOBAL ASSET MANAGEMENT, 700 SO.
FLOWER ST., LOS ANGELES, CA 90017
WILLIAM H. MILLER PRIOR TO OCTOBER, 1997, VICE
SENIOR VICE PRESIDENT PRESIDENT AND ASSET PORTFOLIO
MANAGER, DELAWARE MANAGEMENT, ONE
COMMERCE SQUARE, PHILADELPHIA, PA
JEANNE L. MOCKARD TRUSTEE, THE BRYN MAWR SCHOOL,
SENIOR VICE PRESIDENT 109, W. MELROSE AVENUE,
BALTIMORE, MA 21210
GERARD I. MOORE PRIOR TO AUGUST, 1997, VICE
VICE PRESIDENT PRESIDENT/EQUITY RESEARCH, BOSTON
COMPANY ASSET MANAGEMENT, ONE
BOSTON PLACE, BOSTON, MA 02109
KELLY A. MORGAN PRIOR TO SEPTEMBER, 1996, SENIOR
SENIOR VICE PRESIDENT VICE PRESIDENT AND INTERNATIONAL
PORTFOLIO MANAGER, ALLIANCE
CAPITAL MANAGEMENT, 1345 AVENUE
OF THE AMERICAS, NEW YORK, NY
10020
DONALD E. MULLIN CORPORATE REPRESENTATIVE AND
SENIOR VICE PRESIDENT BOARD MEMBER, DELTA DENTAL PLAN
OF MASSACHUSETTS, 10 PRESIDENTS
LANDING, P.O. BOX 94104, MEDFORD,
MA 02155
GAYLE M. O'CONNELL PRIOR TO MARCH, 1997, ASSISTANT
ASSISTANT VICE PRESIDENT DIRECTOR OF HUMAN RESOURCES, ITT
SHERATON CORPORATION, 60 STATE
ST., BOSTON, MA 02109
STEPHEN S. OLER PRIOR TO JUNE, 1997, VICE
SENIOR VICE PRESIDENT PRESIDENT, TEMPLETON INVESTMENT
COUNSEL, 500 E. BROWARD BLVD.,
FT. LAUDERDALE, FL 33394
KERRY M. OWENS PRIOR TO JULY, 1998, MARKETING
ASSISTANT VICE PRESIDENT MANAGER, ABN AMRO, 199
BISHOPSGATE, LONDON, ENGLAND,
EC2M 3TY; PRIOR TO APRIL, 1997,
ASSISTANT MANAGER, CITIBANK, 336
STRAND, LONDON, ENGLAND, WC2
KIMBERLY A.M. PAGE PRIOR TO FEBRUARY, 1998, SENIOR
ASSISTANT VICE PRESIDENT CONSULTANT, ANDERSEN CONSULTING,
100 WILLIAMS ST., WELLESLEY, MA
02181
MARGERY C. PARKER PRIOR TO DECEMBER, 1997, VICE
SENIOR VICE PRESIDENT PRESIDENT AND PORTFOLIO MANAGER,
KEYSTONE INVESTMENTS 200 BERKELEY
STREET, BOSTON, MA 02101
CARMEL PETERS PRIOR TO APRIL, 1997, MANAGING
SENIOR VICE PRESIDENT DIRECTOR/CHIEF INVESTMENT ASIA
PACIFIC, WHELLOCK NATWEST
INVESTMENT MANAGEMENT, LTD,
NATWEST TOWER, TIMES SQUARE,
CAUSEWAY BAY, HONG KONG, CHINA
WILLIAM PERRY PRIOR TO SEPTEMBER, 1997, SENIOR
VICE PRESIDENT TRADER, FIDELITY MANAGEMENT &
RESEARCH, 82 DEVONSHIRE ST.,
BOSTON, MA 02110
KEITH PLAPINGER CHAIRMAN AND TRUSTEE, ADVENT
VICE PRESIDENT SCHOOL, 17 BRIMMER ST., BOSTON,
MA 02108
CHARLES E. PORTER TRUSTEE, ANATOLIA COLLEGE, 130
EXECUTIVE VICE PRESIDENT BOWDOIN ST., SUITE 1201, BOSTON,
MA 02108; GOVERNOR, HANDEL &
HAYDEN SOCIETY, HORTICULTURE
HALL, 300 MASSACHUSETTS AVE.,
BOSTON, MA 0215
GEORGE PUTNAM CHAIRMAN AND DIRECTOR, PUTNAM
CHAIRMAN AND DIRECTOR MUTUAL FUNDS CORP.; DIRECTOR, THE
BOSTON COMPANY, INC., ONE BOSTON
PLACE, BOSTON, MA 02108;
DIRECTOR, BOSTON SAFE DEPOSIT AND
TRUST COMPANY, ONE BOSTON PLACE,
BOSTON, MA 02108; DIRECTOR,
FREEPORT-MCMORAN, INC., 200 PARK
AVENUE, NEW YORK, NY 10166;
DIRECTOR, GENERAL MILLS, INC.,
9200 WAYZATA BOULEVARD,
MINNEAPOLIS, MN 55440; DIRECTOR,
HOUGHTON MIFFLIN COMPANY, ONE
BEACON STREET, BOSTON, MA 02108;
DIRECTOR, MARSH & MCLENNAN
COMPANIES, INC., 1221 AVENUE OF
THE AMERICAS, NEW YORK, NY
10020; DIRECTOR, ROCKEFELLER
GROUP, INC., 1230 AVENUE OF THE
AMERICAS, NEW YORK, NY 10020;
TRUSTEE, MASSACHUSETTS GENERAL
HOSPITAL, FRUIT STREET, BOSTON,
MA 02114; MCLEAN HOSPITAL 115
MILL ST., BELMONT,MA 02178; THE
COLONIAL WILLIAMSBURG FOUNDATION,
POST OFFICE BOX 1776,
WILLIAMSBURG, VA 23187; THE
MUSEUM OF FINE ARTS, 465
HUNTINGTON AVENUE, BOSTON, MA
02115; WGBH FOUNDATION, 125
WESTERN AVENUE,BOSTON, MA 02134;
THE NATURE CONSERVANCY, POST
OFFICE SQUARE BUILDING, 79 MILK
ST., SUITE 300, BOSTON, MA 02109;
TRUSTEE, THE JACKSON LABORATORY,
600 MAIN ST., BAR HARBOR, ME 04
ROBERT A. PIEPENBURG PRIOR TO DECEMBER, 1997,
VICE PRESIDENT ASSISTANT VICE PRESIDENT,
BANKBOSTON CORP./BOSTON SECURITY,
100 FEDERAL ST., BOSTON, MA
02106
ELIZABETH PRICE PRIOR TO JANUARY, 1998,
ASSISTANT VICE PRESIDENT INVESTMENT ANALYST, SCHRODER
INVESTMENT MANAGEMENT LIMITED, 33
GUTTER LANE, LONDON, EC2V 8AS,
ENGLAND
EDWARD QIAN PRIOR TO FEBRUARY, 1998, BACK BAY
VICE PRESIDENT ADVISORS, 399 BOYLSTON ST.,
BOSTON, MA 02116; PROR TO
SEPTEMBER, 1996, POST-DOCTORATE
RESEARCH, MASSACHUSETTS INSTITUTE
OF TECHNOLOGY, 77 MASSACHUSETTS
AVENUE, CAMBRIDGE, MA 02109
KEITH QUINTON DIRECTOR, ELEAZAR, INC., WEST
SENIOR VICE PRESIDENT WHEELOCK ST., HANOVER, NH 03755
THOMAS V. REILLY TRUSTEE, KNOX COLLEGE, 2 EAST
MANAGING DIRECTOR SOUTH ST., GALESBURG, IL 61401
MARC J. RITENHOUSE PRIOR TO JANUARY, 1998, DIRECTOR
VICE PRESIDENT OF FINANCE, FIDELITY INVESTMENTS,
INC., 82 DEVONSHIRE ST., BOSTON,
MA 02109
OLIVER RUDIGOZ PRIOR TO APRIL, 1998, PORTFOLIO
VICE PRESIDENT MANAGER, PARIBAS ASSET
Management, #3 Rue D'Antin,
Paris, France, 75002
Michael V. Salm Prior to November, 1997, Mortgage
VICE PRESIDENT Analyst, Blackrock Financial
345 Park Ave., New York,
NY 10010
Robert J. Schoen Prior to June, 1997, Sole
ASSISTANT VICE PRESIDENT Proprietor, Schoen Timing
Strategies, 315 E. 21st
, New York, NY 10010
Justin M. Scott Director, DSI PROPRIETIES
MANAGING DIRECTOR (Neja) Ltd., Epping Rd., Reydon,
Essex CM19 5RD
Max S. Senter General Partner, M.S. Senter &
SENIOR VICE PRESIDENT Sons Partnership, 4900
Fayetteville Rd., Raleigh,
NC 27611
Edward Shadek, Jr. Prior to March, 1997, Portfolio
VICE PRESIDENT Manager, Newhold Asset
Management, 950 Haverford Rd.,
Bryn Mawr, PA 19010
Raj Ken Sharma Prior to January, 1998, Vice
VICE PRESIDENT President and Portfolio Manager,
Fleet Financial, 75 State
Street, Boston, MA 02106
GORDON H. SILVER Trustee, Wang Center for
MANAGING DIRECTOR the Performing Arts, 270 Tremont
St., BOSTON, MA 02116
DAVID M. SILK MEMBER OF BOARD OF DIRECTORS,
SENIOR VICE PRESIDENT JOBS FOR BAY STATE GRADUATES, 451
ANDOVER ST., SUITE 305, NORTH
ANDOVER, MA 01845
Steven Spiegel Director, Ultra DIAMOND
SENIOR MANAGING DIRECTOR AND GOLD OUTLET., 29 East Madison
St., SUITE 1800, Chicago, IL
60602; DIRECTOR, FACES NEW YORK
UNIVERSITY MEDICAL CENTER, 550
FIRST AVENUE, NEW YORK, NY
10016; Trustee, Babson
College, One College Drive,
Wellesley, MA 02157;
Christopher A. Spurlock Prior to May, 1997, Sales Trader,
VICE PRESIDENT J.P. Morgan, 60 Wall St.,
New York, NY
Michael P. Stack Prior to November, 1997, Senior
SENIOR VICE PRESIDENT Vice President and Portfolio
Manager, Independence
Investment Associates, 53 State
St., Boston, MA 02109
Casey STRUMPFT Prior to January, 1997, Director,
SENIOR VICE PRESIDENT Blue Cross and Blue SHIRELD,
100 Summer St., Boston,
MA 02110
Prior to February, 1998, Vice
President, Corporate Research
Robert E. Sweeney Smith Barney, One New
VICE PRESIDENT York Plaza, New York, NY 10004
Judith H. Swirbalus Prior to January, 1998, Alex,
VICE PRESIDENT Brown & Sons, One South St.,
Baltimore, MD 21202
JOHN C. TALANIAN MEMBER OF BOARD OF DIRECTORS, THE
MANAGING DIRECTOR JAPAN SOCIETY OF BOSTON, ONE MILK
STREET, BOSSTON, MA 02109
Robert J. Toner Prior to September, 1998,
ASSISTANT VICE PRESIDENT Associate, Goodwin Procter &
Hoar, LLP, Exchange
Place, Boston, MA 02109
John R. Tonkin Prior to January, 1998, Analyst,
ASSISTANT VICE PRESIDENT Credit Suisse First Boston
Celtic Towers, The
Terrace Wellington, New
Zealand
Prior to September, 1997,
Staffing Lead, Cisco Systems, 250
Scott G. Vierra APOLIO Drive, Chelmsford,
VICE PRESIDENT MA 01824
David L. Waldman Prior to June, 1997, Senior
MANAGING DIRECTOR Portfolio Manager, Lazard Feres
Asset Management, 30
Rockefeller Center, New York, NY
10112
Paul C. Warren Prior to May, 1997, Director, IDS
SENIOR VICE PRESIDENT Fund Management, LT, One
Pacific Place, SQUENSWAY,
Hong Kong, China
DIERDRE WEST-SMITH TRUSTEE, ST. JAMES CONDO
ASSISTANT VICE PRESIDENT ASSOCIATION, 66 ST. JAMES ST.,
ROXBURY, MA 02119
Eric Wetlaufer PRESIDENT AND MEMBER OF
Managing Director BOARD OF DIRECTORS, THE BOSTON
SECURITY ANALYSTS SOCIETY, INC.,
100 BOYLSTON ST., SUITE 1050,
Boston, MA 02110
EDWARD F. WHALEN MEMBER OF THE BOARD OF DIRECTORS,
SENIOR VICE PRESIDENT HOCKOMOCK AREA YMCA, 300 ELMWOOD
ST., NORTH ATTLEBORO, MA 02760
Burton Wilson Prior to March, 1997, Associate
VICE PRESIDENT Investments Banking,
Robertson Stephens & Co.,
555 California St., Suite 2600,
San Francisco, CA 94104
RICHARD P. WYKE DIRECTOR, SALEM YMCA, ONE
Senior Vice President SEWALL ST., SALEM, MA 01970
Scott D. Zaleski Prior to May, 1997, Investment
ASSISTANT VICE PRESIDENT Officer, State Street Bank &
Trust, 1776 Heritage Dr.,
Quincy, MA 02171; Prior to
September, 1996, Investment
Associate Fidelity Investments,
82 Devonshire St., Boston, MA
02109
Michael P. Zeller Prior to July, 1997, Sales
VICE PRESIDENT MANGER, NYNEX Information
Resources, 35 Village
R., Middleton, MA 01949
ITEM 29. PRINCIPAL UNDERWRITER
(a) Putnam Mutual Funds Corp. is the principal underwriter for
each of the following investment companies, including the
Registrant:
Putnam American Government Income Fund, Putnam Arizona Tax Exempt
Income Fund, Putnam Asia Pacific Growth Fund, Putnam Asset
Allocation Funds, Putnam Balanced Retirement Fund, Putnam
California Tax Exempt Income Fund, Putnam California Tax Exempt
Money Market Fund, Putnam Capital OPPORTUNITITES Fund,
Putnam Convertible Income-Growth Trust, Putnam Diversified Equity
Trust, Putnam Diversified Income Trust, Putnam Equity
Income Fund, Putnam Europe Growth Fund, Putnam Florida
Tax Exempt Income Fund, Putnam Funds Trust, The George Putnam
Fund of Boston, Putnam Global Governmental Income Trust, Putnam
Global Growth Fund, Putnam Global Natural Resources Fund, The
Putnam Fund for Growth and Income, Putnam Growth and Income Fund
II, Putnam Health Sciences Trust, Putnam High Yield Trust, Putnam
High Yield Advantage Fund, Putnam High QUALITY BOND FUND,
Putnam Income Fund, Putnam Intermediate U.S. Government Income
Fund, PUTNAM INTERNATIONAL GROWTH FUND, Putnam Investment Funds,
Putnam Investors Fund, Putnam Massachusetts Tax Exempt Income
Fund, Putnam Michigan Tax Exempt Income Fund, Putnam Minnesota
Tax Exempt Income Fund, Putnam Money Market Fund, Putnam
Municipal Income Fund, Putnam New Jersey Tax Exempt Income Fund,
Putnam New Opportunities Fund, Putnam New York Tax Exempt Income
Fund, Putnam New York Tax Exempt Money Market Fund, Putnam New
York Tax Exempt Opportunities Fund, Putnam Ohio Tax Exempt Income
Fund, Putnam OTC & Emerging Growth Fund, Putnam Pennsylvania Tax
Exempt Income Fund, Putnam Preferred Income Fund, PUTNAM
STRATEGIC INCOME FUND, Putnam Tax Exempt Income Fund, Putnam Tax
Exempt Money Market Fund, Putnam Tax-Free Income Trust, Putnam
U.S. Government Income Trust, Putnam Utilities Growth and Income
Fund, Putnam Variable Trust, Putnam Vista Fund, Putnam Voyager
Fund, Putnam Voyager Fund II.
(b) The directors and officers of the Registrant's principal
underwriter are listed below. The principal business address of
each person is One Post Office Square, Boston, MA 02109:
Name Positions and Positions and
Offices Offices
with Underwriter with Registrant
Aaron,Jeff F. Asst. Vice None
President
Adduci,John V. Vice President None
Albanese,Frank Vice President None
Alberts,Richard W. Asst. Vice None
President
Alden,Donald F. Vice President None
Alders,Christopher A. Senior Vice None
President
Alpaugh,Christopher S. Vice President None
Amisano,Paulette C. Vice President None
Andrews,Margaret Vice None
President
Arends,Michael K. Senior Vice None
President
Asher,Steven E. Senior Vice None
President
Avery,Scott A. Senior Vice None
President
Aymond,Christian E. Senior Vice None
President
Aymond,Colin C. Vice President None
Battit,Suzanne J Vice President None
Beatty,Steven M. Senior Vice None
President
Bent,John J. Vice President None
Beringer,Thomas VICE President None
C.
Berka,Sharon A. Senior Vice None
President
Boneparth,John F. Managing Director None
Bonfilio Jr.,Peter J. Asst. Vice None
President
Bouchard,Keith R. Senior Vice None
President
Bradford Jr.,Linwood Senior Vice None
E. President
Brennan,Mary Ann Asst. Vice None
President
Bresnahan,Leslee R. Senior Vice None
President
Brockelman,James D. Senior Vice None
President
Brookman,Joel S. Vice President None
Brown,Timothy K. Senior Vice None
President
Buckner,Gail D. Senior Vice None
President
Burke,Robert W. Sr Managing None
Director
Cabana,Susan D. Vice President None
Callahan,Thomas C. Asst. Vice None
President
Capone,Robert G. Senior Vice None
President
Cartwright,Patricia A. Asst. Vice None
President
Casey,David M. Vice President None
Castle Jr.,James R. Vice PRESIDENT NONE
CHAPMAN,THOMAS E. VICE President None
Chase,Mary Claire Vice President None
Chrostowski,Louis F. Senior Vice None
President
Church,Daniel J. Vice President None
Clark,Richard B. Senior Vice None
President
Clermont,Mary Asst. Vice None
President
Clinton,John C. Asst. Vice None
President
Collman,Kathleen M. Sr Managing None
Director
Commane,Karen L. Asst. Vice None
President
Coneeny,Mark L. Senior Vice None
President
Connelly, Senior Vice None
Donald A. President
Connolly,Karen E. Asst. Vice None
President
Conyers,Barry M. Vice President None
Corbett,Dennis Vice President None
Corvinus,F. Nicholas Senior Vice None
President
Cosmer,Thomas A. Senior Vice NONE
PRESIDENT
COTTO,STEPHEN P ASST. VICE None
President
Cristo,Chad H. Vice President None
Cropper,Joy Bacher Asst. Vice None
President
Crowley,Colleen J. Asst. Vice None
President
Curran,Peter J. Senior Vice None
President
Dahill,Jessica E. Vice President None
Daly,Kenneth L. Managing Director None
Dane,Edward H. Senior Vice None
President
Daylor,Donna M. Vice President None
Days,Nancy M. Asst. Vice None
President
De Oliveira- Asst. Vice None
Smith,Pamela President
Deluse,Laura R. Asst. Vice None
President
DeMont,Lisa M. Vice President None
Dennehy,Teresa F. Vice PRESIDENT NONE
DERBYSHIRE,RALPH C SENIOR VICE NONE
PRESIDENT
DEVIN,RENATE S. SENIOR VICE None
President
DiRe,Lisa M. Asst. Vice None
President
DiStasio,Karen E. Vice President None
Dolan,Michael G. Vice President None
Donaldson,Scott M. Vice President None
Duffy,Deirdre E. Senior Vice None
President
Durbin,Emily J. Vice PRESIDENT NONE
DURKEE,CHRISTINE ASST. VICE None
President
Edlin,David B. Managing Director None
Eisenkraft,Gail A. Managing Director None
English,James M. Senior Vice None
President
Esposito,Vincent Managing NONE
DIRECTOR
FARRELL,DEBORAH S. SENIOR VICE None
President
Feldman,Susan H. Senior Vice None
President
Fisher,C. Nancy Managing Director None
Fishman,Mitchell B. Senior Vice None
President
Fiumara,Joseph C. Vice President None
Flaherty,Patricia C. Senior Vice None
President
Fleisher,Kate Vice NONE
PRESIDENT
FOLEY,TIMOTHY P. VICE PRESIDENT NONE
FROST,KAREN T. SENIOR Vice None
President
Fullerton,Brian J. Senior Vice None
President
Gates,Judy S. Senior Vice None
President
Gennaco,Joseph P. Senior Vice NONE
PRESIDENT
GIBBS,STEPHEN C. VICE President None
Gindel,Caroline E. Asst. Vice None
President
Goodfellow,Mark D. Vice President None
Goodman,Robert Managing Director None
Gould,Carol J. Asst. Vice NONE
PRESIDENT
]GRACE,Anthony J. Asst. Vice None
President
Grace,Linda K. Vice PRESIDENT NONE
GREENWOOD,DANIEL W. VICE President None
Grossberg,Jill Asst. Vice None
President
Grove,Denise Vice President None
Guay,Timothy R. Asst. Vice None
President
Gubala,Jeffrey P. Vice President None
Guerin,Donnalee Asst. Vice None
President
Guerra,Salvatore F. Vice PRESIDENT NONE
HAINES,JAMES B. ASST. VICE None
President
Hall,Debra L. Vice President None
Halloran,James E. Vice President None
Halloran,Thomas W. Senior Vice None
President
Harbeck,John D. Vice President None
Harrington,Bruce D. Vice President None
Hartigan,Craig W. Vice President None
Hartley,Deborah M. Asst. Vice None
President
Hawkins III,Howard W. Vice President None
Hayes-Castro,Deanna R. Vice None
President
Hedstrom,Gayle A. Asst. Vice None
President
Heffernan,Paul P. Senior Vice None
President
Heimanson,Susan M. Senior Vice None
President
Holly Sr.,Jeremiah K. Vice President None
Holmes,Maureen A. Asst. Vice None
President
Hooley,Daniel F Jr. Asst. Vice None
President
Hoyt,Paula J. Asst. Vice None
President
Hurley,William J. Managing Director NONE
& CFO
HUTCHINS,ROBERT B. VICE PRESIDENT NONE
ISGUR,Marianne P. Asst. Vice None
President
Jacobsen,Dwight D. Managing NONE
DIRECTOR
JORDAN,Stephen R. Asst. Vice None
President
Kapinos,Peter J. Vice President None
Kay,Karen R. Senior Vice NONE
PRESIDENT
KELEHER,KEVIN J. ASST. VICE None
President
Kelley,Brian J. Vice President None
Kelly,A.Siobhan Asst. Vice None
President
Kennedy,Alicia C. Asst. Vice None
President
King,David L. MANAGING DIRECTOR NONE
KING,DAVID R. VICE PRESIDENT NONE
KINOSHITA,TAKASHI VICE President None
Kinsman,Anne Senior Vice None
President
Kirk,Deborah H. Senior Vice None
President
Koontz,Jill A. Senior Vice None
President
Kreutzberg,Howard H. Senior Vice None
President
Krieger,Marjorie B. Vice President None
Lacascia, VICE PRESIDENT NONE
CHARLES M.
LANDERS,BRUCE M. VICE President None
Lane,Linda Asst. Vice None
President
LaPierre,Christopher W Asst. Vice None
President
Lathrop,James D. Senior Vice None
President
Lawlor,Stephanie T. Asst. Vice None
President
Leary,Joan M. Vice President None
Ledbetter,Charles C. Vice President None
Leipsitz,Margaret Asst. Vice None
President
Lemire,Kevin Vice President None
Leonardo,Christine A. Vice President None
Levy,Eric S. Senior Vice NONE
PRESIDENT
LEVY,NORMAN S. VICE President None
Lewandowski Jr.,Edward Vice President None
V.
Lewandowski,Edward V. Senior Vice None
President
Li,Mei Asst. Vice None
President
Lieberman,Samuel L. Vice President None
Lifsitz,David M. Vice President None
Lilien,David R. Vice President None
Linehan,Ann-Marie Asst. Vice None
President
Litant,Lisa M. Asst. Vice None
President
Lockwood,Maura A. Senior Vice None
President
Lomba,Rufino R. Senior Vice None
President
Long,Gregory T. Vice President None
Lucey,Kevin J Vice President None
Lucey,Robert DIRECTOR NONE
F.
LUCEY, THOMAS PRESIDENT AND NONE
DIRECTOR
LYONS,Robert F. Asst. Vice None
President
Malatos,Ann Vice President None
Mallin,Bonnie J. Senior VICE NONE
PRESIDENT
MALOOF,RENEE L. ASST. Vice None
President
Mancini,Dana Asst. Vice NONE
PRESIDENT
MANNING,GEORGE J. VICE President None
Manthorne,Heather M. Asst. Vice None
President
Maravel,Alexi A. Asst. Vice None
President
Marius,Frederick S. Vice President None
McAvoy,Bridget Asst. Vice None
President
McCafferty,Karen A. Vice President None
McCarthy,Anne B. Asst. Vice None
President
McConville,Paul D. Senior Vice None
President
McCracken,Brian Asst. Vice None
President
McCutcheon,Bruce A Senior Vice None
President
McDermott,Daniel E. Asst. Vice None
President
McKenna,Mark J. Senior Vice None
President
McNamara,Laura Vice President None
McNamee,Mary G. Asst. VICE NONE
PRESIDENT
MEAGHER,DOROTHY B. ASST. Vice None
President
Metelmann,Claye A. Vice President None
Milgroom,Eric D. Asst. Vice None
President
Miller,Bart D. Senior Vice None
President
Miller, Managing Director None
Jeffrey M.
Mills,Ronald K. Vice President None
Minsk,Judith Asst. Vice None
President
Mintzer,Matthew P. Senior Vice None
President
Monahan,Kimberly A. Vice President None
Moody,Paul R. Vice PRESIDENT NONE
MOONIN,SARA R. ASST. VICE None
President
Moret,Mitchell L. Senior Vice None
President
Mosher,Barry L. Asst. Vice None
President
Mullen,Donald E. Senior Vice None
President
Murphy JR.,KENNETH W. ASST. VICE NONE
PRESIDENT
MURPHY,Paul G. Vice President None
Murray,Brendan R. Vice President None
Nadherny,Robert Senior Vice None
President
Natale,Ellen E. Asst. VICE NONE
PRESIDENT
NAUEN,KIMBERLY PAGE ASST. Vice None
President
Neary,Ellen R. Vice President None
Nelson,Alexander L. Managing Director None
Newell,Amy Jane Vice President None
Nickodemus,John P. Senior Vice None
President
Nickse,Gail A. Asst. Vice None
President
O'Brien,Lois C. Vice President None
O'Brien,Nancy E. Vice President None
O'Connell,Gayle M. Asst. Vice None
President
Onofrio,Ellen Asst. Vice NONE
PRESIDENT
OWENS,KERRY M. ASST. Vice None
President
Palmer,Patrick J. Vice President None
Palombo,Joseph R. Managing NONE
DIRECTOR
PANESSA,BRIAN VICE PRESIDENT NONE
PAPES,Scott A. Vice President None
Parr,Cynthia O. Vice President None
Pelletier,Dale M. Vice President None
Peterson,Jennifer H. Asst. Vice None
President
Peterson, VICE PRESIDENT NONE
KATHRYN L.
PETRALIA,RANDOLPH S. SENIOR VICE None
President
Phoenix,John G. Senior Vice None
President
Phoenix,Joseph Senior Vice None
President
Plapinger,Keith Senior Vice NONE
PRESIDENT
POWERS,BRIAN S. ASST. Vice None
President
Present,Howard B. Senior Vice None
President
Pulkrabek,Scott M. Vice President None
Putnam,George Director Chairman and
PRESIDENT
REZABEK,Joseph L. Asst. Vice None
President
Riley,Megan G. Asst. Vice None
President
Ritenhouse,Marc J. Vice President None
Rodammer,Kris Vice President None
Rogers,Deborah A. Vice President None
Rothman,Debra V. Vice President None
Rowe,Robert B. Vice None
President
Ruys de Perez,Charles Senior Vice None
A. President
Ryan,Carolyn M. Asst. Vice None
President
Ryan,Deborah A. Vice None
President
Saunders,Catherine A. Senior Vice None
President
Saunders,Robbin L. Vice President None
Saur,Karl W. Vice President None
Scanlon,Michael M. Vice President None
Schaefer,Jennifer L. Asst. Vice None
President
Schofield,Shannon D. Vice President None
Schroeder,Paul R. Asst. Vice None
President
Schultz,Mitchell D. Managing Director None
Scordato,Christine A. Senior Vice None
President
Scott,Joseph W. Asst. Vice None
President
Segers,Elizabeth R. Senior Vice None
President
Shamburg,John B. Vice President None
Sharpless,Kathy G. Managing NONE
DIRECTOR
SHIEBLER,WILLIAM N. DIRECTOR VICE PRESIDENT
SHORT,JONATHAN D. SENIOR VICE NONE
PRESIDENT
SILVER,GORDON H. SENIOR Managing Vice President
Director
Skistimas Jr,John J. Vice President None
Smith,Stuart C. Asst. Vice None
President
Southard,Peter J. Vice President None
Spiegel,Steven Sr Managing None
Director
Stack,Michael P. Senior Vice None
President
Stanojev,Nicholas T. Senior Vice NONE
PRESIDENT
STARR,LOREN M. MANAGING DIRECTOR NONE
STEINBERG,Lauren B. Asst. Vice None
President
Stern,Derek A. Asst. Vice None
President
Stickney,Paul R. Senior Vice None
President
Strumpf,Casey Senior Vice None
President
Sullivan,Brian L. Senior Vice None
President
Sullivan,Donna G Vice President None
Sullivan,Elaine M. Senior Vice None
President
Sullivan,Guy Managing Director None
Sullivan,Kevin J. Senior Vice None
President
Sullivan,Maryann Asst. Vice None
President
Sutherland,George C. Vice NONE
PRESIDENT
SWEENEY,JANET C. SENIOR VICE NONE
PRESIDENT
TALANIAN,JOHN C. MANAGING DIRECTOR NONE
TANNER,B Iris Vice President None
Tavares,April M. Asst. Vice None
President
Taylor,David S. Vice President None
Telling,John R. Senior Vice None
President
Tercha,Cynthia Vice President None
Thomas,Tracy ASST. Vice None
E. President
Tibbetts,Richard B. Managing Director None
Tirado,Patrice M. Vice PRESIDENT NONE
TONER,ROBERT J. ASST. VICE None
President
Tosi,Janet E. Vice President None
Troped,Bonnie L. Senior Vice None
President
Trowbridge,Wendy S. Asst. Vice None
President
Twigg,Christine M. Asst. Vice None
President
Vander Linde,Douglas Senior Vice None
J. President
Verani,John R. Senior Vice Vice President
President
Vierra,Scott G. Vice None
President
Waters,Mitchell J. Vice None
President
West-Smith,Deirdre Asst. Vice NONE
PRESIDENT
WHALEN,Brian Vice President None
Whalen,Edward F. Senior Vice None
President
Whitaker,J. Greg Vice President None
White,J. Bennett Vice None
President
Wolfson,Jane Senior Vice None
President
Woloshin,Benjamin I. Senior Vice None
President
Woolverton,William H. Managing Director None
Zeller,Michael P. Vice President None
Zografos,Laura J. Vice President None
Zukowski,Virginia A. Senior Vice None
President
ITEM 28 . LOCATION OF ACCOUNTS AND
RECORDS
Persons maintaining physical possession
of accounts, books and other documents
required to be maintained by Section
31(a) of the Investment Company Act of
1940 and the Rules promulgated thereunder
are Registrant's Clerk, Beverly Marcus;
Registrant's investment adviser, Putnam
Investment Management, Inc.; Registrant's
principal underwriter, Putnam Mutual
Funds Corp.;
Registrant's custodian, Putnam Fiduciary
Trust Company ("PFTC"); and Registrant's
transfer and dividend disbursing agent,
Putnam Investor Services, a division of
PFTC. The address of the Clerk,
investment adviser, principal
underwriter, custodian and transfer and
dividend disbursing agent is One Post
Office Square, Boston, Massachusetts
02109. ITEM 29 . MANAGEMENT
SERVICES
None.
ITEM 30. UNDERTAKINGS
None.
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by
reference in the Prospectuses and
Statement of Additional Information
constituting parts of PostEffective
Amendment No. 90 to the
Registration Statement of Putnam Income
Fund on Form N-1A (File No. 2-11147 and
811
653) of our report dated December 14,
1998 , on our audit of the financial
statements and financial highlights of
the Fund, which report is included in the
Annual Report for Putnam Income Fund for
the year ended October 31, 1998 ,
which is incorporated by reference in the
Registration Statement.
We also consent to the references to our
firm under the caption "Independent
Accountants and Financial Statements" in
the
Statement of Additional Information and
under the heading "Financial Highlights"
in such Prospectuses.
PricewaterhouseCoopers, LLP
Boston, Massachusetts
December 21 , 1998
NOTICE
A copy of the Agreement and Declaration
of Trust of Putnam Income Fund is on file
with the Secretary of State of The
Commonwealth of Massachusetts and notice
is hereby given that this instrument is
executed on behalf of the Registrant by
an officer of the Registrant as an
officer and not individually and the
obligations of or arising out of this
instrument are not binding upon any of
the Trustees, officers or shareholders
individually but are binding only upon
the assets and property of the
Registrant.
SIGNATURES
Pursuant to the requirements of the
Securities Act of 1933 and the Investment
Company Act of 1940, the fund has
duly caused this Amendment to its
Registration Statement to be signed on
its behalf by the undersigned,
duly authorized, in the City of Boston,
and The Commonwealth of Massachusetts, on
the 23 day of December ,
1998.
PUTNAM INCOME FUND
By: Gordon H. Silver, Vice President
Pursuant to the requirements of the
Securities Act of 1933, this Amendment to
the Registration Statement of Putnam
Income Fund has been signed below by the
following persons in the capacities and
on the dates indicated:
SIGNATURE TITLE
George Putnam President and Chairman of
the Board; Principal Executive Officer;
Trustee
John D. Hughes Senior Vice President;
Treasurer and Principal Financial Officer
Paul G. Bucuvalas Assistant Treasurer
and Principal Accounting
Officer
Jameson A. Baxter Trustee
Hans H. Estin Trustee
John A. Hill Trustee
Ronald J. Jackson
Trustee
Paul L. Joskow Trustee
Elizabeth T. Kennan
Trustee Lawrence J.
Lasser Trustee John
H. Mullin, III Trustee
Robert E. Patterson
Trustee Donald S.
Perkins
Trustee
William F. Pounds
Trustee
George Putnam, III
Trustee A.J.C. Smith
Trustee
W. Thomas Stephens
Trustee
W. Nicholas
Thorndike Trustee
By: Gordon H.
Silver,
as Attorney-in-Fact
December 23, 1998
EXHIBIT INDEX
1. Financial Data Schedule for class A
shares. 2. Financial Data Schedule for
class B shares. 3. Financial Data Schedule
for class M shares. 4. Financial Data
Schedule for class Y shares.
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> 6
<LEGEND>
Putnam Income Fund
</LEGEND>
<SERIES>
<NUMBER> 3
<NAME> CLASS A
<S> <C>
<PERIOD-TYPE> ANNUAL
<FISCAL-YEAR-END> OCT-31-1998
<PERIOD-END> OCT-31-1998
<INVESTMENTS-AT-COST>
3,556,969,614 <INVESTMENTS-AT-VALUE>
3,523,401,889 <RECEIVABLES> 145,293,783
<ASSETS-OTHER> 1,976,759
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS>
3,670,672,431 <PAYABLE-FOR-SECURITIES> 256,405,029
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 57,956,440
<TOTAL-LIABILITIES> 314,361,469
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>
3,411,911,414 <SHARES-COMMON-STOCK> 207,587,546
<SHARES-COMMON-PRIOR> 181,479,851
<ACCUMULATED-NII-CURRENT> 2,851,787
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 24,140,056
<ACCUM-APPREC-OR-DEPREC>
(34,312,183)
<NET-ASSETS>
3,356,310,962 <DIVIDEND-INCOME>
363,899
<INTEREST-INCOME>
246,672,809
<OTHER-INCOME> 0
<EXPENSES-NET>
37,256,119
<NET-INVESTMENT-INCOME>
209,780,589
<REALIZED-GAINS-CURRENT>
(48,229,291)
<APPREC-INCREASE-CURRENT>
(81,157,171)
<NET-CHANGE-FROM-OPS>
80,394,127
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME>
(79,385,042)
<DISTRIBUTIONS-OF-GAINS>
(6,772,757)
<DISTRIBUTIONS-OTHER>
(5,156,795)
<NUMBER-OF-SHARES-SOLD>
117,513,808
<NUMBER-OF-SHARES-REDEEMED>
(101,554,672) <SHARES-REINVESTED>
10,148,559
<NET-CHANGE-IN-ASSETS>
1,116,807,463 <ACCUMULATED-NII-PRIOR>
35,030
<ACCUMULATED-GAINS-PRIOR>
10,295,621
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES>
16,143,721
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE>
38,465,425
<AVERAGE-NET-ASSETS>
1,391,128,584 <PER-SHARE-NAV-BEGIN>
7.14
<PER-SHARE-NII>
.48
<PER-SHARE-GAIN-APPREC>
(.28)
<PER-SHARE-DIVIDEND>
(.40)
<PER-SHARE-DISTRIBUTIONS>
(.04)
<RETURNS-OF-CAPITAL>
(.03)
<PER-SHARE-NAV-END>
6.87
<EXPENSE-RATIO>
1.02
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> 6
<LEGEND>
Putnam Income Fund
</LEGEND>
<SERIES>
<NUMBER> 3
<NAME> CLASS B
<S> <C>
<PERIOD-TYPE> ANNUAL
<FISCALYEAR-END>
OCT-311998
<PERIOD-END>
OCT-311998
<INVESTMENTS-AT-COST>
3,556,969,614 <INVESTMENTS-AT-VALUE>
3,523,401,889 <RECEIVABLES>
145,293,783
<ASSETS-OTHER>
1,976,759
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS>
3,670,672,431 <PAYABLE-FOR-SECURITIES>
256,405,029
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>
57,956,440
<TOTAL-LIABILITIES>
314,361,469
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>
3,411,911,414 <SHARES-COMMON-STOCK>
72,389,042
<SHARES-COMMON-PRIOR>
56,787,726
<ACCUMULATED-NII-CURRENT>
2,851,787
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS>
24,140,056
<ACCUM-APPREC-OR-DEPREC>
(34,312,183)
<NET-ASSETS>
3,356,310,962 <DIVIDEND-INCOME>
363,899
<INTEREST-INCOME>
246,672,809
<OTHER-INCOME> 0
<EXPENSES-NET>
37,256,119
<NET-INVESTMENT-INCOME>
209,780,589
<REALIZED-GAINS-CURRENT>
(48,229,291)
<APPREC-INCREASE-CURRENT>
(81,157,171)
<NET-CHANGE-FROM-OPS>
80,394,127
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME>
(22,749,198)
<DISTRIBUTIONS-OF-GAINS>
(2,151,676)
<DISTRIBUTIONS-OTHER>
(1,477,771)
<NUMBER-OF-SHARES-SOLD>
30,433,688
<NUMBER-OF-SHARES-REDEEMED>
(17,522,146)
<SHARES-REINVESTED>
2,689,774
<NET-CHANGE-IN-ASSETS>
1,116,807,463 <ACCUMULATED-NII-PRIOR>
35,030
<ACCUMULATED-GAINS-PRIOR>
10,295,621
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES>
16,143,721
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE>
38,465,425
<AVERAGE-NET-ASSETS>
448,360,640
<PER-SHARE-NAV-BEGIN>
7.11
<PER-SHARE-NII>
.42
<PER-SHARE-GAIN-APPREC>
(.28)
<PER-SHARE-DIVIDEND>
(.36)
<PER-SHARE-DISTRIBUTIONS>
(.04)
<RETURNS-OF-CAPITAL>
(.02)
<PER-SHARE-NAV-END>
6.83
<EXPENSE-RATIO>
1.77
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> 6
<LEGEND>
Putnam Income Fund
</LEGEND>
<SERIES>
<NUMBER> 3
<NAME> CLASS M
<S> <C>
<PERIOD-TYPE> ANNUAL
<FISCALYEAR-END>
OCT-311998
<PERIOD-END>
OCT-311998
<INVESTMENTS-AT-COST>
3,556,969,614 <INVESTMENTS-AT-VALUE>
3,523,401,889 <RECEIVABLES>
145,293,783
<ASSETS-OTHER>
1,976,759
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS>
3,670,672,431 <PAYABLE-FOR-SECURITIES>
256,405,029
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>
57,956,440
<TOTAL-LIABILITIES>
314,361,469
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>
3,411,911,414 <SHARES-COMMON-STOCK>
173,879,305
<SHARES-COMMON-PRIOR>
51,801,067
<ACCUMULATED-NII-CURRENT>
2,851,787
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS>
24,140,056
<ACCUM-APPREC-OR-DEPREC>
(34,312,183)
<NET-ASSETS>
3,356,310,962 <DIVIDEND-INCOME>
363,899
<INTEREST-INCOME>
246,672,809
<OTHER-INCOME> 0
<EXPENSES-NET>
37,256,119
<NET-INVESTMENT-INCOME>
209,780,589
<REALIZED-GAINS-CURRENT>
(48,229,291)
<APPREC-INCREASE-CURRENT>
(81,157,171)
<NET-CHANGE-FROM-OPS>
80,394,127
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME>
(64,035,315)
<DISTRIBUTIONS-OF-GAINS>
(3,964,090)
<DISTRIBUTIONS-OTHER>
(4,159,687)
<NUMBER-OF-SHARES-SOLD>
233,079,491
<NUMBER-OF-SHARES-REDEEMED>
(111,298,763) <SHARES-REINVESTED>
297,510
<NET-CHANGE-IN-ASSETS>
1,116,807,463 <ACCUMULATED-NII-PRIOR>
35,030
<ACCUMULATED-GAINS-PRIOR>
10,295,621
<OVERDISTRIB-NII-PRIOR>
0 <OVERDIST-NET-GAINS-PRIOR>
0 <GROSS-ADVISORY-FEES>
16,143,721
<INTEREST-EXPENSE>
0 <GROSS-EXPENSE>
38,465,425
<AVERAGE-NET-ASSETS>
1,145,729,041 <PER-SHARE-NAV-BEGIN>
7.11
<PER-SHARE-NII>
.47
<PER-SHARE-GAIN-APPREC>
(.28)
<PER-SHARE-DIVIDEND>
(.39)
<PER-SHARE-DISTRIBUTIONS>
(.04)
<RETURNS-OF-CAPITAL>
(.03)
<PER-SHARE-NAV-END>
6.84
<EXPENSE-RATIO>
1.27
<AVG-DEBT-OUTSTANDING>
0 <AVG-DEBT-PER-SHARE>
0
</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> 6
<LEGEND>
Putnam Income Fund
</LEGEND>
<SERIES>
<NUMBER> 3
<NAME> CLASS Y
<S> <C>
<PERIOD-TYPE> ANNUAL
<FISCAL-YEAR-END> OCT-31-
1998
<PERIOD-END> OCT-31-
1998
<INVESTMENTS-AT-COST>
3,556,969,614 <INVESTMENTS-AT-VALUE>
3,523,401,889 <RECEIVABLES>
145,293,783
<ASSETS-OTHER>
1,976,759
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS>
3,670,672,431
<PAYABLE-FOR-SECURITIES>
256,405,029
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES>
57,956,440
<TOTAL-LIABILITIES>
314,361,469
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON>
3,411,911,414 <SHARES-COMMON-STOCK>
35,809,954
<SHARES-COMMON-PRIOR>
23,891,056
<ACCUMULATED-NII-CURRENT>
2,851,787
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS>
24,140,056
<ACCUM-APPREC-OR-DEPREC>
(34,312,183)
<NET-ASSETS>
3,356,310,962
<DIVIDEND-INCOME>
363,899
<INTEREST-INCOME>
246,672,809
<OTHER-INCOME> 0
<EXPENSES-NET>
37,256,119
<NET-INVESTMENT-INCOME>
209,780,589
<REALIZED-GAINS-CURRENT>
(48,229,291)
<APPREC-INCREASE-CURRENT>
(81,157,171)
<NET-CHANGE-FROM-OPS>
80,394,127
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME>
(13,178,073)
<DISTRIBUTIONS-OF-GAINS>
(896,482)
<DISTRIBUTIONS-OTHER>
(856,038)
<NUMBER-OF-SHARES-SOLD>
26,281,110
<NUMBER-OF-SHARES-REDEEMED>
(16,472,127)
<SHARES-REINVESTED>
2,109,915
<NET-CHANGE-IN-ASSETS>
1,116,807,463 <ACCUMULATED-NII-PRIOR>
35,030
<ACCUMULATED-GAINS-PRIOR>
10,295,621
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES>
16,143,721
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE>
38,465,425
<AVERAGE-NET-ASSETS>
221,807,334
<PER-SHARE-NAV-BEGIN>
7.15
<PER-SHARE-NII>
.50
<PER-SHARE-GAIN-APPREC>
(.28)
<PER-SHARE-DIVIDEND>
(.42)
<PER-SHARE-DISTRIBUTIONS>
(.04)
<RETURNS-OF-CAPITAL>
(.03)
<PER-SHARE-NAV-END>
6.88
<EXPENSE-RATIO>
.77
<AVG-DEBT-OUTSTANDING>
0 <AVG-DEBT-PER-SHARE>
0
</TABLE>
