PUTNAM CAPITAL MANAGER TRUST /MA/
DEFA14A, 1996-11-05
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  Vote-By-Phone Solicitation Script for
  Putnam Capital Manager Trust
     PCM Asia Pacific Growth Fund
     PCM Diversified Income Fund
     PCM Global Asset Allocation Fund
     PCM Global Growth Fund
     PCM Growth and Income Fund
     PCM High Yield Fund
     PCM Money Market Fund
     PCM New Opportunities Fund
     PCM U.S. Government and High Quality Bond Fund
     PCM Utilities Growth and Income Fund
     PCM Voyager Fund 
  
  
  This script provides information to the shareholder and
  solicits their vote by phone, to be confirmed by written
  confirmation.
  
  Good Morning/ Afternoon/ Evening.  May I please speak with
  (name of shareholder)?  I am representing Putnam Investments
  in Boston.  I am calling in connection with the upcoming
  shareholder meeting for Putnam Capital Manager Trust for
  which you recently received a proxy statement requesting
  your vote.
  
  To verify I am speaking with the shareholder of record, may
  I confirm that you are (name of shareholder of record) and
  that your address of record is (address of record)?
  
  (If the person is unwilling to confirm this information,
  thank them for their time and terminate the call.)
  
  We noted that we have not yet received your proxy card.  Do
  you have any questions regarding the proposals being
  considered at the meeting that I can clarify for you?
  
  (If there are questions regarding the proposal, please refer
  to the proxy statement.)
  
  Would you like to vote by telephone?
  
  (If not, ask the shareholder if they would like another
  proxy card, thank them for their time and terminate the
  call. If so, proceed as follows:)
  
  Page 59 of the proxy statement that you received describes
  our procedures for voting your shares by telephone.
  
  I will now paraphrase the proxy card so that you can provide
  us with your voting instructions.  The proxy card generally
  states the following:
  
  By authorizing your shares to be voted at the meeting you
  are approving George Putnam, Hans H. Estin, and Robert E.
  Patterson, and each of them separately, as proxies, with
  power of substitution, and are authorizing them to represent
  and vote your shares, at the meeting of shareholders of
  Putnam Capital Manager Trust on December 5, 1996, at 2:00
  p.m., Boston time, and at any adjournments thereof.
  
  When properly authorized, the proxy will be voted in the
  manner directed by the shareholder.  In their discretion,
  the proxies are authorized to vote upon such other matters
  as may properly come before the meeting.
  The proxy card requests your vote on the following
  proposals, for which the Trustees are recommending your
  voting in favor.
  
  Proposal 1
     Elect the following nominees as Trustees: J.A. Baxter,
       H.H. Estin, J.A. Hill, R.J. Jackson, E.T. Kennan, L.J.
       Lasser, R.E. Patterson, D.S. Perkins, W.F. Pounds, G.
       Putnam, G. Putnam, III, E. Shapiro, A.J.C. Smith, W.N.
       Thorndike.
  
     How would you like to vote on this proposal?
     Would you like to vote for the proposal, against the
       proposal, or would you like to abstain from voting on
       this proposal?  Would you like to withhold authority to
       vote for one or more of the nominees?
  
  Proposal 2
     Ratify the selection of Price Waterhouse LLP as
       independent auditors of your fund?
  
     How would you like to vote on this proposal?
     Would you like to vote for the proposal, against the
       proposal, or would you like to abstain from voting on
       this proposal?
  
  Proposal 3.A.
     Amend the fund's fundamental investment restriction
       with respect to diversification.
  
     How would you like to vote on this proposal?
     Would you like to vote for the proposal, against the
       proposal, or would you like to abstain from voting on
       this proposal?
  
  Proposal 3.B.
     Amend the fund's fundamental investment restriction
       with respect to investments in the voting securities of
       a single issuer.
  
     How would you like to vote on this proposal?
     Would you like to vote for the proposal, against the
       proposal, or would you like to abstain from voting on
       this proposal?
  
  Proposal 3.C.
     Amend the fund's fundamental investment restriction
       with respect to making loans.
  
     How would you like to vote on this proposal?
     Would you like to vote for the proposal, against the
       proposal, or would you like to abstain from voting on
       this proposal?
  
  Proposal 3.D.
     Amend the fund's fundamental investment restriction
       with respect to investments in real estate.     
  
     How would you like to vote on this proposal?
     Would you like to vote for the proposal, against the
       proposal, or would you like to abstain from voting on
       this proposal?
  
  Proposal 3.E.
     Amend the fund's fundamental investment restriction
       with respect to concentration of its assets.    
  
     How would you like to vote on this proposal?
     Would you like to vote for the proposal, against the
       proposal, or would you like to abstain from voting on
       this proposal?
  
  Proposal 3.F.
     Amend the fund's fundamental investment restriction
       with respect to senior securities.    
  
     How would you like to vote on this proposal?
     Would you like to vote for the proposal, against the
       proposal, or would you like to abstain from voting on
       this proposal?
  
  Proposal 3.G.
     Amend the fund's fundamental investment restriction
       with respect to investments in commodities.     
  
     How would you like to vote on this proposal?
     Would you like to vote for the proposal, against the
       proposal, or would you like to abstain from voting on
       this proposal?
  
  Proposal 4.A. 
     Eliminate the fund's fundamental investment restriction
       with respect to investments in securities of issuers in
       which management of the fund or Putnam Investment
       Management owns securities. 
  
     How would you like to vote on this proposal?
     Would you like to vote for the proposal, against the
       proposal, or would you like to abstain from voting on
       this proposal?
  
  Proposal 4.B.
     Eliminate the fund's fundamental investment restriction
       with respect to margin transactions.  
  
     How would you like to vote on this proposal?
     Would you like to vote for the proposal, against the
       proposal, or would you like to abstain from voting on
       this proposal?
  
  Proposal 4.C. 
     Eliminate the fund's fundamental investment restriction
       with respect to short sales.     
  
     How would you like to vote on this proposal?
     Would you like to vote for the proposal, against the
       proposal, or would you like to abstain from voting on
       this proposal?
  
  Proposal 4.D.
     Eliminate the fund's fundamental investment restriction
       with respect to pledging assets. 
  
     How would you like to vote on this proposal?
     Would you like to vote for the proposal, against the
       proposal, or would you like to abstain from voting on
       this proposal?
  
  Proposal 4.E.
     Eliminate the fund's fundamental investment restriction
       with respect to investments in restricted securities.
  
     How would you like to vote on this proposal?
     Would you like to vote for the proposal, against the
       proposal, or would you like to abstain from voting on
       this proposal?
  
  Proposal 4.F.
     Eliminate the fund's fundamental investment restriction
       with respect to investments in certain oil, gas and
       mineral interests.     
  
     How would you like to vote on this proposal?
     Would you like to vote for the proposal, against the
       proposal, or would you like to abstain from voting on
       this proposal?
    <PAGE>
Proposal 4.G.
     Eliminate the fund's fundamental investment restriction
       with respect to investing to gain control of a
       company's management.  
  
     How would you like to vote on this proposal?
     Would you like to vote for the proposal, against the
       proposal, or would you like to abstain from voting on
       this proposal?
  
  Proposal 5.
     Amend the Agreement and Declaration of Trust of the
       Trust to permit the issuance of additional classes of
       shares.
  
     How would you like to vote on this proposal?
     Would you like to vote for the proposal, against the
       proposal, or would you like to abstain from voting on
       this proposal?
  
  Thank you.
  
  I will now repeat your instructions:
  
  You voted:   (For, Against, Abstained from) (list all
  proposals)
  
  Is this correct?
  
  Thank you.  We will be sending you a written confirmation of
  your vote.  Please call us if the information on the
  confirmation is incorrect.
  


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