SCHEDULE 14A
(Rule 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No. )
Filed by the Registrant /x/
Filed by a Party other than the Registrant /_/
Check the appropriate box:
/x/ Preliminary Proxy Statement /_/ Confidential, For Use of the
Commission Only (as permitted by
Rule 14a-6(e)(2))
/_/ Definitive Proxy Statement
/_/ Definitive Additional Materials
/_/ Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12
MUTUAL FUND GROUP
_____________________________________________________________________________
(Name of Registrant as Specified in Its Charter)
_____________________________________________________________________________
(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
Payment of Filing Fee (Check the appropriate box):
/x/ No fee required.
/_/ Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
(1) Title of each class of securities to which transaction applies:
_____________________________________________________________________________
(2) Aggregate number of securities to which transaction applies:
_____________________________________________________________________________
(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which
the filing fee is calculated and state how it was determined):
_____________________________________________________________________________
(4) Proposed maximum aggregate value of transaction:
_____________________________________________________________________________
(5) Total fee paid:
_____________________________________________________________________________
/_/ Fee paid previously with preliminary materials:
_____________________________________________________________________________
/_/ Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11 (a)(2) and identify the filing for which the off-setting fee was
paid previously. Identify the previous filing by registration statement
number, or the form or schedule and the date of its filing.
(1) Amount previously paid:
_____________________________________________________________________________
(2) Form, Schedule or Registration Statement no.:
_____________________________________________________________________________
(3) Filing Party:
_____________________________________________________________________________
(4) Date Filed:
_____________________________________________________________________________
Mutual Fund Group
1211 Avenue of the Americas
41st Floor
New York, New York 10036
Dear Shareholder:
A special meeting of the Core Equity and Equity Growth Funds (the "Feeder
Funds") of Mutual Fund Group will be held to determine important issues
affecting your investment, beginning at 12:00 p.m. on Tuesday, February 15,
2000, at 1211 Avenue of the Americas, 41st Floor, New York, New York. You
will receive a separate proxy card for each Fund you own. I urge you to
return the enclosed proxy card(s) to register your vote.
At the meeting, a number of important proposals will be considered.
The cost and expenses associated with the proposals, including costs of
soliciting proxies, will be borne by Chase and not by the Funds (or
Shareholders in the Feeder Funds).
The proposals have been carefully reviewed by the Board of Trustees of Mutual
Fund Group, which has approved the proposals. Please read the enclosed
materials carefully. Your vote is important! Accordingly, please sign, date
and mail the proxy card(s) promptly in the enclosed return envelope.
If you have any questions on voting of proxies and/or the meeting agenda,
please call us at 1-800-________.
Thank you for your attention to these matters and we look forward to our
continued partnership and success.
Fergus M. Reid, III
Chairman, Mutual Fund Group
SPECIAL NOTE: You may receive a telephone call from us to answer any
questions you may have or to provide assistance in voting. Remember, your
vote is important! Please sign, date and promptly mail your proxy card(s) in
the return envelope provided.
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MUTUAL FUND GROUP
1211 Avenue of the Amercias
41st Floor
New York, New York 10036
NOTICE OF SPECIAL MEETING OF SHAREHOLDERS
To Be Held February 15, 2000
A Special Meeting of Shareholders (the "Meeting") of Mutual Fund Group
will be held at 1211 Avenue of the Americas, New York, New York at 12:00
p.m., local time on February 15, 2000, for the following purposes:
1. To approve the election of fourteen Trustees of Mutual Fund
Master Investment Trust until their successors are elected and
qualified.
2. To transact such other business as may properly come before
the Meeting or any adjournment thereof.
Shareholders of record of Mutual Fund Group at the close of business on
December 6, 1999 will be entitled to notice of and to vote at the Meeting or
any adjournment thereof. Each Shareholder is requested to sign, date and
return the enclosed proxy card(s) without delay, even if the Shareholder will
be in attendance at the Meeting. A postage-paid envelope is enclosed for
this purpose. Prompt return of the enclosed proxy by Shareholders may save
the necessity and expense of further solicitation to ensure a quorum at the
Meeting. Any Shareholder present at the Meeting may vote personally on all
matters brought before the Meeting and in that event such Shareholder's proxy
will not be used.
By Order of the Board of Trustees
Richard Baxt
Secretary
December __, 1999
-----------------
YOUR VOTE IS IMPORTANT REGARDLESS OF HOW
MANY SHARES YOU OWNED ON THE RECORD DATE.
-----------------
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MUTUAL FUND GROUP
1211 Avenue of the Americas
41st Floor
New York, New York 10036
-----------------
PROXY STATEMENT
-----------------
INTRODUCTION
This Proxy Statement (the "Proxy Statement") is furnished in connection with
the solicitation of proxies by the Board of Trustees of Mutual Fund Group for
use at a Special Meeting of Shareholders to be held on February 15, 2000, at
12:00 p.m. local time at 1211 Avenue of the Americas, New York, New York and
any adjournment thereof, for the purposes set forth in the Notice of Special
Meeting of Shareholders. Mutual Fund Group's telephone number is 1-800-
________. This Proxy Statement and the enclosed form of proxy (the "Proxy")
were first mailed to Shareholders entitled to vote at the Meeting on or about
December __, 1999.
The Meeting has been called for the principal purpose of electing
fourteen Trustees of Mutual Fund Master Investment Trust. See Proposal 1.
Mutual Fund Group will furnish, without charge, a copy of its most
recent Annual Report and its most recent Semi-Annual Report succeeding such
Annual Report, to any Shareholder upon request. Requests should be directed
to the Secretary of Mutual Fund Group in writing at its address above or by
calling 1-800-________.
Chase and not Mutual Fund Group or its Shareholders will bear the cost
of the solicitation of proxies, including the cost of printing, preparing,
assembling and mailing the Notice of Meeting, Proxy Statement and form of
Proxy. In addition to solicitations by mail, proxies may also be solicited
by officers and regular employees of Chase by personal interview, by
telephone or by telegraph without additional remuneration therefor.
Professional solicitors may also be retained.
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SHARES AND VOTING
The presence in person or by proxy of Shareholders that own a majority
of the outstanding shares of the Feeder Funds (the "Shares") will constitute
a quorum for purposes of transacting business at the Meeting. Similarly,
where a vote is required to be taken with respect to each of one or more
Feeder Funds, the presence in person or by proxy of a majority of the Shares
of the particular Feeder Fund or Feeder Funds at the Meeting will constitute
a quorum with respect to such Feeder Fund. If a quorum is not present at the
Meeting, sufficient votes in favor of the proposals set forth in the Notice
of Meeting are not received by the time scheduled for the Meeting, or the
holders of Shares present, in person or by proxy, determine to adjourn the
Meeting for any other reason, the Shareholders present (in person or by
proxy) may adjourn the Meeting from time to time, without notice other than
announcement at the Meeting. Any such adjournment will require the
affirmative vote of Shareholders holding a majority of the Shares present, in
person or by proxy, at the Meeting. The persons named in the Proxy will vote
in favor of such adjournment those Shares of Mutual Fund Group which they are
entitled to vote if such adjournment is necessary to obtain a quorum or if
they determine such an adjournment is desirable for any other reason.
Business may be conducted once a quorum is present and may continue until
adjournment of the Meeting notwithstanding the withdrawal or temporary
absence of sufficient Shares to reduce the number present to less than a
quorum.
Each Shareholder is entitled to one vote for each full Share and a
fractional vote for each fractional Share outstanding on the books of Mutual
Fund Group in the name of such Shareholder or its nominee on the record date.
The record date and time for determining those Shareholders entitled to
notice of and to vote at the Meeting has been fixed at the close of business
on December 6, 1999. At December 6, 1999, the Equity Growth Fund had
outstanding ______________ Shares and the Core Equity Fund had outstanding
______________ Shares. At December 6, 1999, no person owned of record and,
to the best knowledge of Mutual Fund Group, no person owned beneficially, as
much as 5% of the outstanding Shares of any Feeder Fund, and, as a group, the
officers and Trustees of Mutual Fund Group beneficially owned less than 1% of
the outstanding Shares of each Feeder Fund.
All Shares represented by each properly signed Proxy received prior to
the Meeting will be voted at the Meeting. If a Shareholder specifies how the
Proxy is to be voted on any of the business to come before the Meeting, it
will be voted in accordance with such specifications. If a Shareholder
returns its proxy but no direction is made on the Proxy, the Proxy will be
voted FOR each of the proposals described in this Proxy Statement.
Shareholders voting to ABSTAIN on a proposal will be treated as present for
purposes of achieving a quorum and in determining the votes cast on the
proposal, but not as having voted FOR the proposal. A properly signed proxy
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<PAGE>
on which a broker has indicated that it has no authority to vote on a
proposal on behalf of the beneficial owner (a "broker non-vote") will be
treated as present for purposes of achieving a quorum but will not be counted
in determining the votes cast on the proposal.
A Proxy may be revoked by a Shareholder at any time prior to its use by
written notice to Mutual Fund Group, by submission of a later dated Proxy or
by voting in person at the Meeting. If any other matters come before the
Meeting, Proxies will be voted by the persons named as proxies in accordance
with their best judgment.
The Core Equity Fund and Equity Growth Fund, unlike many other
investment companies which directly acquire and manage their own portfolio of
securities, seek to achieve their investment objectives by investing all of
their investable assets in, respectively, Core Equity Portfolio and Equity
Growth Portfolio, which are each series of Mutual Fund Master Investment
Trust, an open-end management company managed by Chase, with investment
objectives that are identical to those of the respective Fund (collectively,
the "Master Portfolios"). In addition, other entities may invest in each
Master Portfolio. Whenever Mutual Fund Group is requested to vote on matters
pertaining to a Master Portfolio, Mutual Fund Group will hold a meeting of
the corresponding Feeder Fund's shareholders and will cast its vote as
instructed by Feeder Fund shareholders. Accordingly, at this time, each of
the Feeder Funds' shareholders are being asked to cast their votes on each
proposal with respect to such Feeder Fund and to its respective Master
Portfolio.
Shareholders of each Feeder Fund will vote in the aggregate with respect
to Proposal 1.
BACKGROUND OF THE PROPOSALS
Mutual Fund Group is a business trust organized under Massachusetts law
and is registered with the Securities and Exchange Commission as an open-end
investment company.
The Chase Manhattan Bank ("Chase") serves as investment adviser and
administrator for each of the Master Portfolios. Vista Fund Distributors,
Inc. ("VFD") serves as distributor of the Feeder Funds' shares.
1. ELECTION OF TRUSTEES
At the Meeting, Shareholders are being asked to elect fourteen Trustees
of Mutual Fund Master Investment Trust to hold office until their successors
shall be elected and have qualified. All fourteen of the nominees currently
serve as trustees of several other open-end investment companies which are
advised by Chase. Three of the nominees currently serve as trustees of
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Mutual Fund Master Investment Trust and thirteen of the nominees currently
serve as trustees of Mutual Fund Group. The election of the nominees would
simplify the board structure for the various domestic registered mutual funds
advised by Chase by creating a unitary board for all such funds. It is
expected that this simplification will result in the Feeder Funds' realizing
greater efficiencies.
It is intended that the proxies will be voted for the authorization to
elect the nominees named below, each of whom has consented to be named and
have indicated their intent to serve if elected. If any nominee will be
unavailable for any reason, the proxy holders named in the form of Proxy are
expected to consult with the Board of Trustees of Mutual Fund Group in
determining how to vote the shares represented by them.
Set forth below as to each nominee for election is his or her name, age,
principal occupation during the past five years and other directorships held
in public companies. No nominee owns any Shares of the Feeder Funds.
Principal Shares Owned
Occupation Beneficially
Name and and Other and Per Cent of
Position Age Information Class
-------- --- ----------- ------------
William J. 58 Trustee, Mutual Fund Group, -0-
Armstrong Mutual Fund Trust, Mutual Fund
Select Group, Mutual Fund
Select Trust, Mutual Fund
Variable Annuity Trust,
Capital Growth Portfolio,
Growth and Income Portfolio
and International Equity
Portfolio (collectively, the
"Chase Vista Funds"). Vice
President and Treasurer,
Ingersoll-Rand Company.
John R.H. Blum 70 Trustee, the Chase Vista -0-
Funds. Attorney in private
practice; formerly, partner in
the law firm of Richards,
O'Neil & Allegaert; Commission
of Agriculture - State of
Connecticut, 1992-1995.
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Stuart W. 66 Trustee, the Chase Vista -0-
Cragin, Jr. Funds. Retired; formerly
President, Fairfield Testing
Laboratory, Inc. He has
previously served in a variety
of marketing, manufacturing
and general management
positions with Union Camp
Corp., Trinity Paper &
Plastics Corp., and Conover
Industries.
Roland R. 67 Trustee, the Chase Vista -0-
Eppley, Jr. Funds. Retired; formerly
President and Chief Executive
Officer, Eastern States
Bankcard Association Inc.
(1971-1988); Director, Janel
Hydraulics, Inc.; formerly
Director of The Hanover Funds,
Inc.
Joseph J. 68 Trustee, the Chase Vista -0-
Harkins Funds. Retired; Commercial
Sector Executive Vice
President of The Chase
Manhattan Bank, N.A. from 1985
through 1989. He has been
employed by Chase in numerous
capacities and offices since
1954. Director of Blessings
Corporation, Jefferson
Insurance Company of New York,
Monticello Insurance Company
and National.
W.D. MacCallan 72 Trustee, the Chase Vista -0-
Funds. Director of The Adams
Express Co. and Petroleum &
Resources Corp.; formerly
Chairman of the Board and
Chief Executive Officer of The
Adams Express Co. and
Petroleum & Resources Corp.;
formerly Director of The
Hanover Funds, Inc. and The
Hanover Investment Funds, Inc.
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W. Perry Neff 72 Trustee, the Chase Vista -0-
Funds. Independent Financial
Consultant; Director of North
America Life Assurance Co.,
Petroleum & Resources Corp.
and The Adams Express Co.;
formerly Director and Chairman
of The Hanover Funds, Inc.;
formerly Director, Chairman
and President of The Hanover
Investment Funds, Inc.
*Leonard M. 64 Trustee, the Chase Vista -0-
Spalding, Jr. Funds. Chief Executive Officer
of Chase Mutual Funds Corp.;
formerly President and Chief
Executive Officer of Vista
Capital Management and
formerly Chief Investment
Executive of the Chase
Manhattan Private Bank.
Richard E. Ten 65 Trustee and Chairman of the -0-
Haken Audit Committee, the Chase
Vista Funds. Formerly District
Superintendent of Schools,
Monroe No. 2 and Orleans
Counties, New York; Chairman
of the Board and President,
New York State Teachers'
Retirement System.
Irving L. Thode 68 Trustee, the Chase Vista -0-
Funds. Retired; formerly Vice
President of Quotron Systems.
He has previously served in a
number of executive positions
with Control Data Corp.,
including President of its
Latin American Operations, and
General Manager of its Data
Services business.
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<PAGE>
*H. Richard 63 Trustee and President of the -0-
Vartabedian Chase Vista Funds. Investment
Management Consultant;
formerly, Senior Investment
Officer, Division Executive of
the Investment Management
Division of The Chase
Manhattan Bank, N.A., 1980
through 1991.
* Asterisks indicate those nominees that are "interested persons" (as
defined in the 1940 Act).
Set forth below are the current members of the Board of
Trustees of Mutual Fund Master Investment Trust. At the Meeting,
Shareholders are being asked to re-elect Ms. Jones, Mr. McDavid and Mr. Reid
to continue to be Trustees of Mutual Fund Master Investment Trust to hold
office until their successors shall be elected and have qualified. Messrs.
Liddell, Otto and Tyson will not continue to be Trustees of Mutual Fund
Master Investment Trust.
Principal Shares Owned
Occupation Beneficially
Name and and Other and Per Cent
Position Age Information of Class
-------- --- ----------- ------------
Sarah E. 47 President and Chief See Note 1
Jones* Operating Officer of
Chase Mutual Funds
Corp.; formerly
Managing Director for
the Global Asset
Management and
Private Banking
Division of The Chase
Manhattan Bank.
Trustee, the Chase
Vista Funds.
Frank A. 71 Retired; Of Counsel, See Note 1
Liddell, Liddell, Sapp,
Jr. Zivley, Hill &
LaBoon. Member of
AVESTA Trust
Supervisory Committee
from inception to
1997.
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George E. 69 President, Houston See Note 1
McDavid Chronicle Publishing
Company. Member of
AVESTA Trust
Supervisory Committee
from inception to
1997.
Kenneth L. 69 Retired; formerly, See Note 1
Otto Senior Vice
President, Tenneco
Inc. Member of
AVESTA Trust
Supervisory Committee
from inception to
1997.
Fergus 67 Chairman and Chief See Note 1
Reid, III Executive Officer,
Lumelite Corporation
since September 1985.
Chairman and Trustee,
the Chase Vista
Funds. Trustee,
Morgan Stanley Funds.
H. Michael 61 Retired; formerly See Note 1
Tyson Executive Vice
President, Chase Bank
of Texas from 19__ to
1995. Member of
AVESTA Trust
Supervisory Committee
from 1988 to 1997.
* Asterisks indicate those Trustees that are "interested persons" (as
defined in the 1940 Act).
1. The Trustees and officers of Mutual Fund Master Investment Trust as a
group owned less than 1% of each other Feeder Fund's Shares, all of
which were acquired for investment purposes.
The Board of Trustees of Mutual Fund Master Investment Trust has
standing audit and nominating committees. Each of these committees is
currently composed of Messrs. Liddell, McDavid, Otto, Reid and Tyson. Mutual
Fund Master Investment Trust was formed in August 1999. Ms. Jones and Mr.
Reid also served as trustees of the Chase Vista Funds, for which Chase served
as investment adviser.
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<PAGE>
Set forth below is information regarding compensation paid or accrued
during the fiscal year ended December 31, 1998 for each member of the Board
of Trustees of Mutual Fund Group:
Total Compensation
from Mutual Fund
Group
William J. Armstrong, Trustee $
John R.H. Blum, Trustee
Stuart W. Cragin, Jr., Trustee
Roland R. Eppley, Jr., Trustee
Joseph J. Harkins, Trustee
Sarah E. Jones, Trustee
W.D. MacCallan, Trustee
W. Perry Neff, Trustee
Fergus Reid, III, Chairman and Trustee
Leonard M. Spalding, Jr., Trustee
Richard E. Ten Haken, Trustee
Irving L. Thode, Trustee
H. Richard Vartabedian, Trustee
Set forth below as to each executive officer of Mutual Fund Group is
his or her name, position with Mutual Fund Group, principal occupation during
the past five years, other directorships held in public companies and the
number of shares of beneficial interest owned by him or her.
Principal Shares Owned
Occupation Beneficially
Name and and Other and Per Cent
Position Age Information of Class
-------- --- ----------- ------------
Martin R. Dean, 33 Associate Director, -0-
Treasurer and Accounting
Assistant Services, BISYS
Secretary Fund Services;
formerly Senior
Manager, KPMG Peat
Marwick (1987-
1994).
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Richard Baxt, 45 Senior Vice -0-
Secretary President, Client
Services, BISYS
Fund Services;
formerly General
Manager of
Investment and
Insurance, First
Fidelity Bank,
President of First
Fidelity Brokers
and President of
Citicorp Investment
Services.
All Trustees, -0-
nominees and
officers as a
group (19
persons)
TRANSACTIONS WITH AND REMUNERATION OF TRUSTEES AND OFFICERS
No compensation, direct or otherwise, other than through fees paid to
Chase or VFD, will be payable by Mutual Fund Group to any of its officers or
Trustees who are affiliated with Chase or VFD (or any of their respective
affiliates). Those Trustees who are not affiliated with Chase or VFD (or any
of their respective affiliates) will be paid an annual fee plus a fee for
each meeting of the Board of Trustees or any committee thereof that such
Trustee attends, together with reimbursement for reasonable expenses incurred
in attending such meetings.
VFD, or an affiliate thereof, currently pays the compensation and
expenses of Mutual Fund Group's officers. All of Mutual Fund Group's
officers are officers of VFD or of an affiliate of VFD and thus may be deemed
to share indirectly in the fees paid to VFD.
Chase and its affiliates have had, and expect in the future to have,
banking and other business transactions in the ordinary course of business
with corporations of which those Trustees who are not "interested persons" of
Chase are directors or officers. Any such transactions are made on
substantially the same terms as those prevailing at the time for comparable
transactions with other persons, including, where applicable, interest rates,
collateral, fees and other charges, and do not involve more than the normal
risk of collectability (in the case of loans) or present other unfavorable
features.
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VOTE REQUIRED
The authorization to elect each of the Nominees listed above requires
the affirmative vote of Shareholders holding a majority of the votes entitled
to be cast at the Meeting by all shareholders of Mutual Fund Group.
NEXT MEETING OF SHAREHOLDERS
If a subsequent meeting of Shareholders is scheduled to be held, any
Shareholder wishing to submit a written proposal for consideration for
inclusion in the proxy statement and form of proxy (i) should send its
written proposal or proposals to: Mutual Fund Group, 1211 Avenue of the
Americas, 41st Floor New York, New York 10036, which proposal or proposals
must be received by Mutual Fund Group in reasonable time prior to the
meeting, as determined by the Board of Trustees, and (ii) must satisfy all
other legal requirements.
OTHER MATTERS
At the time of the preparation of this Proxy Statement, management
has not been informed of any matters that will be presented for action at the
Meeting other than the proposals specifically set forth in the Notice of
Meeting. If other matters are properly presented to the Meeting for action,
it is intended that the persons named in the Proxy will vote or refrain from
voting in accordance with their best judgment on such matters.
By Order of the Supervisory Committee
Richard Baxt
Secretary
December __, 1999Mutual Fund Group
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[FORM OF PROXY]
[Preliminary Proxy Material]
MUTUAL FUND GROUP
[Name of Fund]
This proxy is solicited on behalf of the Board of Trustees of Mutual Fund
Group for the Special Meeting of Shareholders to be held on February 15,
2000.
The undersigned hereby appoints ________, ________ AND ________, and each of
them, attorneys and proxies for the undersigned, with full power of
substitution, and revocation to represent the undersigned and to vote on
behalf of the undersigned all shares of [Name of Fund] which the undersigned
is entitled to vote at the Special Meeting of Shareholders to be held at 1211
Avenue of the Americas New York, New York on February 15, 2000, at 12:00
p.m., and at any adjournments thereof. The undersigned hereby acknowledges
receipt of the Notice of the Special Meeting of Shareholders and hereby
instructs said attorneys and proxies to vote said shares as indicated hereon.
In their discretion, the proxies are authorized to vote upon such other
business as may properly come before the Special Meeting of Shareholders. A
majority of the proxies present and acting at the Special Meeting of
Shareholders in person or by substitute (or, if only one shall be so present,
then that one) shall have and may exercise all of the power and authority of
said proxies hereunder. The undersigned hereby revokes any proxy previously
given.
NOTE: Please sign exactly as your name appears on this
proxy. If joint owners, EITHER may sign this proxy. When
signing as attorney, executor, administrator, trustee,
guardian or corporate officer, please give your full title.
Date ________ __, ____
-------------------------------
-------------------------------
Signature(s), Title(s) (if applicable) PLEASE SIGN, DATE
AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE
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MUTUAL FUND GROUP
[Name of Fund]
Please indicate your vote by an "X" on the appropriate line below.
This proxy, if properly executed, will be voted in the manner directed by the
stockholder.
If no direction is made, this proxy will be voted FOR each Proposal.
Please refer to the Proxy Statement for a discussion of each Proposal.
THE BOARD OF TRUSTEES RECOMMENDS A VOTE "FOR" THE FOLLOWING PROPOSALS.
Proposal 1:
1(a) To approve or disapprove electing William J. Armstrong as a
Trustee of Mutual Fund Master Investment Trust.
For Against Abstain
----- ----- -----
1(b) To approve or disapprove electing John R.H. Blum as a
Trustee of Mutual Fund Master Investment Trust.
For Against Abstain
----- ----- -----
1(c) To approve or disapprove electing Stuart W. Cragin, Jr. as a
Trustee of Mutual Fund Master Investment Trust.
For Against Abstain
----- ----- -----
1(d) To approve or disapprove electing Roland R. Eppley, Jr. as a
Trustee of Mutual Fund Master Investment Trust.
For Against Abstain
----- ----- -----
1(e) To approve or disapprove electing Joseph J. Harkins as a
Trustee of Mutual Fund Master Investment Trust.
For Against Abstain
----- ----- -----
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1(f) To approve or disapprove electing Sarah E. Jones as a
Trustee of Mutual Fund Master Investment Trust.
For Against Abstain
----- ----- -----
1(g) To approve or disapprove electing W.D. MacCallan as a
Trustee of Mutual Fund Master Investment Trust.
For Against Abstain
----- ----- -----
1(h) To approve or disapprove electing George McDavid as a
Trustee of Mutual Fund Master Investment Trust.
For Against Abstain
----- ----- -----
1(i) To approve or disapprove electing W. Perry Neff as a Trustee
of Mutual Fund Master Investment Trust.
For Against Abstain
----- ----- -----
1(j) To approve or disapprove electing Fergus Reid, III as a
Trustee of Mutual Fund Master Investment Trust.
For Against Abstain
----- ----- -----
1(k) To approve or disapprove electing Leonard M. Spalding, Jr.
as a Trustee of Mutual Fund Master Investment Trust.
For Against Abstain
----- ----- -----
1(l) To approve or disapprove electing Richard E. Ten Haken as a
Trustee of Mutual Fund Master Investment Trust.
For Against Abstain
----- ----- -----
1(m) To approve or disapprove electing Irving L. Thode as a
Trustee of Mutual Fund Master Investment Trust.
For Against Abstain
----- ----- -----
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1(n) To approve or disapprove electing H. Richard Vartabedian as
a Trustee of Mutual Fund Master Investment Trust.
For Against Abstain
----- ----- -----
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