SAFECO TAX EXEMPT BOND TRUST
497, 1997-05-05
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<PAGE>
                                   PROSPECTUS
- --------------------------------------------------------------------------------
 
SAFECO GROWTH FUND
SAFECO EQUITY FUND
SAFECO INCOME FUND
SAFECO NORTHWEST FUND
SAFECO INTERNATIONAL STOCK FUND
SAFECO BALANCED FUND
SAFECO SMALL COMPANY STOCK FUND
SAFECO U.S. VALUE FUND
SAFECO INTERMEDIATE-TERM U.S. TREASURY FUND
SAFECO HIGH-YIELD BOND FUND
SAFECO MANAGED BOND FUND
SAFECO MUNICIPAL BOND FUND
SAFECO CALIFORNIA TAX-FREE INCOME FUND
SAFECO WASHINGTON STATE MUNICIPAL BOND FUND
SAFECO MONEY MARKET FUND
 
Advisor Class A
 
Advisor Class B                                                   April 30, 1997
- --------------------------------------------------------------------------------
 
Each fund named above ("Fund") is a series of one of the following trusts (each
a "Trust"): the SAFECO Common Stock Trust ("Common Stock Trust"), the SAFECO
Taxable Bond Trust ("Taxable Bond Trust"), the SAFECO Managed Bond Trust
("Managed Bond Trust"), the SAFECO Tax-Exempt Bond Trust ("Tax-Exempt Bond
Trust") or the SAFECO Money Market Trust ("Money Market Trust"). The investment
objective for each Fund appears on page 2.
 
This Prospectus sets forth the information a prospective investor should know
before investing. PLEASE READ AND RETAIN THIS PROSPECTUS FOR FUTURE REFERENCE.
Statements of Additional Information relating to the Advisor Class A ("Class A")
and Advisor Class B ("Class B") shares (collectively "Advisor Classes"), dated
April 30, 1997 and incorporated herein by this reference, have been filed with
the Securities and Exchange Commission and are available at no charge upon
request by calling the telephone number listed on this page. The Statements of
Additional Information and other information about the Funds are also available
on the Securities and Exchange Commission Website (http://www.sec.gov). The
Statements of Additional Information contain more information about many of the
topics in this Prospectus as well as information about the trustees and officers
of the Trusts.
 
For additional assistance, please contact your investment professional, or call
or write:
 
<TABLE>
<S>                         <C>
NATIONWIDE 1-800-463-8791   SAFECO MUTUAL FUNDS
                            ADVISOR CLASS SHARES
                            P.O. BOX 34680
                            SEATTLE, WA 98124-1868
</TABLE>
 
           All telephone calls are tape-recorded for your protection.
 
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
 
FUND SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED OR ENDORSED BY,
THE U.S. GOVERNMENT OR ANY BANK, NOR ARE FUND SHARES FEDERALLY INSURED OR
OTHERWISE PROTECTED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL
RESERVE BOARD, OR ANY OTHER AGENCY, AND FUND SHARES ARE SUBJECT TO INVESTMENT
RISKS, INCLUDING POSSIBLE LOSS OF PRINCIPAL AMOUNT INVESTED. THERE CAN BE NO
ASSURANCE THAT THE SAFECO MONEY MARKET FUND WILL MAINTAIN A STABLE $1.00 SHARE
PRICE.
 
THE SAFECO CALIFORNIA TAX-FREE INCOME FUND IS OFFERED FOR SALE ONLY TO RESIDENTS
OF THE STATE OF CALIFORNIA. THE SAFECO WASHINGTON STATE MUNICIPAL BOND FUND IS
OFFERED FOR SALE ONLY TO RESIDENTS OF THE STATE OF WASHINGTON. THESE FUNDS ARE
NOT PERMITTED TO OFFER OR SELL SHARES TO RESIDENTS OF OTHER STATES.
- --------------------------------------------------------------------------------
 
                                    -- 1 --
<PAGE>
SAFECO GROWTH FUND ("Growth Fund") has as its investment objective to seek
growth of capital and the increased income that ordinarily follows from such
growth. The Growth Fund ordinarily invests a preponderance of its assets in
common stock selected primarily for potential appreciation.
 
SAFECO EQUITY FUND ("Equity Fund") has as its investment objective to seek
long-term growth of capital and reasonable current income. The Equity Fund
invests principally in common stock selected for appreciation and/or dividend
potential and from a long-range investment standpoint.
 
SAFECO INCOME FUND ("Income Fund") has as its investment objective to seek high
current income and, when consistent with its objective, the long-term growth of
capital. The Income Fund invests primarily in common and preferred stock and in
convertible bonds selected for dividend potential.
 
SAFECO NORTHWEST FUND ("Northwest Fund") has as its investment objective to seek
long-term growth of capital through investing primarily in Northwest companies.
To pursue its objective, the Fund will invest at least 65% of its total assets
in securities issued by companies with their principal executive offices located
in Alaska, Idaho, Montana, Oregon or Washington ("Northwest").
 
SAFECO INTERNATIONAL STOCK FUND ("International Fund") has as its investment
objective to seek maximum long-term total return (capital appreciation and
income) by investing primarily in common stock of established non-U.S.
companies. To pursue its objective, the International Fund, under normal market
conditions, will invest at least 65% of its total assets in the securities of
companies domiciled in at least five countries, not including the United States.
 
SAFECO BALANCED FUND ("Balanced Fund") has as its investment objective to seek
growth and income consistent with the preservation of capital. To pursue its
objective, the Balanced Fund will invest primarily in equity and fixed income
securities.
 
SAFECO SMALL COMPANY STOCK FUND ("Small Company Fund") has as its investment
objective to seek long-term growth of capital through investing primarily in
small-sized companies. To pursue its objective, the Small Company Fund will
invest primarily in companies with total market capitalization of less than $1
billion.
 
SAFECO U.S. VALUE FUND ("Value Fund") has as its investment objective to seek
long-term growth of capital and income. To pursue its objective, the Value Fund
will primarily invest in common stocks selected for potential appreciation and
income using fundamental value analysis.
 
SAFECO INTERMEDIATE-TERM U.S. TREASURY FUND ("Intermediate Treasury Fund") has
as its investment objective to provide as high a level of current income as is
consistent with the preservation of capital. During normal market conditions,
the Fund will invest at least 65% of its total assets in direct obligations of
the U.S. Treasury.
 
SAFECO HIGH-YIELD BOND FUND ("High-Yield Fund") has as its investment objective
to provide a high level of current interest income through the purchase of
high-yield, fixed-income securities. During normal market conditions, the Fund
will invest at least 65% of its total assets in high-yield, fixed income
securities.
 
SAFECO MANAGED BOND FUND ("Managed Bond Fund") has as its investment objective
to provide as high a level of total return as is consistent with the relative
stability of capital through the purchase of investment grade debt securities.
 
SAFECO MUNICIPAL BOND FUND ("Municipal Bond Fund") has as its investment
objective to provide as high a level of current interest income exempt from
federal income tax as is consistent with the relative stability of capital.
 
SAFECO CALIFORNIA TAX-FREE INCOME FUND ("California Fund") has as its investment
objective to provide as high a level of current interest income exempt from
federal income tax and California State personal income tax as is consistent
with the relative stability of capital.
 
SAFECO WASHINGTON STATE MUNICIPAL BOND FUND ("Washington Fund") has as its
investment objective to provide as high a level of current interest income
exempt from federal income tax as is consistent with prudent investment risk.
 
SAFECO MONEY MARKET FUND ("Money Market Fund") has as its investment objective
to seek as high a level of current income as is consistent with the preservation
of capital and liquidity through investment in high-quality money market
instruments maturing in thirteen months or less.
 
There is no assurance that a Fund will achieve its investment objective.
 
                                    -- 2 --
<PAGE>
TABLE OF CONTENTS
 
<TABLE>
<S>                                                                                        <C>
Introduction to the Trusts and the Funds                                                           4
 
Expenses                                                                                           6
 
Financial Highlights                                                                              10
 
Adviser's Institutional Private Account Performance                                               24
 
Sub-Adviser's Institutional Private Account Performance                                           25
 
Alternative Purchase Arrangement                                                                  26
 
Each Fund's Investment Objective and Policies                                                     27
 
Risk Factors                                                                                      47
 
Portfolio Managers                                                                                51
 
How to Purchase Shares                                                                            53
 
How to Redeem Shares                                                                              59
 
How to Systematically Purchase or Redeem Shares                                                   60
 
How to Exchange Shares From One Fund to Another                                                   61
 
Telephone Transactions                                                                            62
 
Share Price Calculation                                                                           63
 
Information About Share Ownership and Companies that Provide Services to the Trusts               64
 
Distribution Plans                                                                                68
 
Persons Controlling Certain Funds                                                                 69
 
Performance Information                                                                           69
 
Fund Distributions and How They are Taxed                                                         70
 
Tax-Deferred Retirement Plans                                                                     72
 
Account Statements                                                                                73
 
Account Changes and Signature Requirements                                                        73
 
Description of Stocks, Bonds and Convertible Securities                                           74
 
Ratings Supplement                                                                                74
 
Debt Securities Holdings                                                                          76
</TABLE>
 
                                    -- 3 --
<PAGE>
INTRODUCTION TO THE TRUSTS AND THE FUNDS
 
Each Trust is an open-end management investment company that issues shares
representing one or more series. This Prospectus offers shares of the stock,
taxable fixed-income, tax-exempt income and money market Funds listed below. The
stock Funds offered are the Growth Fund, the Equity Fund, the Income Fund, the
Northwest Fund, the Balanced Fund, the International Fund, the Small Company
Fund, and Value Fund (collectively, the "Stock Funds"). Each Stock Fund is a
diversified series of the Common Stock Trust.
 
The taxable fixed-income Funds offered are the Intermediate Treasury Fund, the
High-Yield Fund and the Managed Bond Fund (collectively, the "Taxable
Fixed-Income Funds"). The Intermediate Treasury Fund and the High-Yield Fund are
diversified series of the Taxable Bond Trust. The Managed Bond Fund is a
diversified series of the Managed Bond Trust. Prior to September 30, 1996, the
name of the Managed Bond Fund was the SAFECO Fixed-Income Portfolio and the name
of the Managed Bond Trust was the SAFECO Institutional Series Trust.
 
The tax-exempt income Funds offered are the Municipal Bond Fund, the California
Fund and the Washington Fund (collectively, the "Tax-Exempt Income Funds"). Each
of the Tax-Exempt Income Funds is a diversified series of the Tax-Exempt Bond
Trust.
 
This Prospectus also offers the Money Market Fund, which is a diversified series
of the Money Market Trust.
 
THE FUNDS
 
Each Fund offers multiple classes of shares. The Advisor Classes of shares are
offered to investors who engage the services of an investment professional. For
each Fund (except the Money Market Fund), Class A shares are subject to a
front-end sales charge and pay a Rule 12b-1 fee. Class B shares are not subject
to a front-end sales charge, but may be subject to a contingent deferred sales
charge ("CDSC") and pay a higher Rule 12b-1 fee.
 
For the Money Market Fund, Class A shares are sold at net asset value with no
front-end sales charge. A front-end sales charge may apply when you exchange
your Class A Money Market Fund shares for Class A shares of other Funds. Money
Market Fund Class B Shares are sold at net asset value and are not subject to a
CDSC upon redemption, provided that the shareholder has remained solely invested
in Money Market Fund Class B shares. A CDSC may apply upon redemption of Money
Market Fund Class B shares that have been exchanged at any time during the
investor's ownership for Class B shares of other Funds. Money Market Fund Class
A and Class B shares do not currently pay Rule 12b-1 fees.
 
Each Fund:
 
/ / Offers easy access to your money through telephone redemptions and wire
    transfers.
 
/ / Has a minimum initial investment of $1,000 for regular accounts, $250 for
    individual retirement accounts ("IRAs") and accounts established under the
    Uniform Gift to Minors Act ("UGMA") or Uniform Transfer to Minors Act
    ("UTMA"). No minimum initial investment is required to establish the
    Automatic Investment Method ("AIM") or Payroll Deduction Plan.
 
RISK FACTORS
 
There is, of course, no assurance that a Fund will achieve its investment
objective. See "Each Fund's Investment Objective and Policies" for more
information.
 
There is a risk that the market value of each Fund's portfolio of securities may
decrease and result in a decrease in the value of a shareholder's investment.
Because the Northwest, California and Washington Funds concentrate their
investments in geographic regions, they may be subject to special
 
                                    -- 4 --
<PAGE>
INTRODUCTION TO THE TRUSTS AND THE FUNDS (CONTINUED)
risks. Investors should carefully consider the investment risks of such
geographic concentration before purchasing shares of those Funds. Because the
International Fund invests primarily in foreign securities, it is subject to
various risks in addition to those associated with U.S. investments. For
example, the value of the International Fund depends in part upon currency
values, the political and regulatory environments, and overall economic factors
in the countries in which the Fund invests. The Small Company Fund invests in
small-sized companies, which involve greater risks than investments in larger,
more established issuers and their securities can be subject to more abrupt and
erratic movements in price. The value of the Intermediate Treasury Fund,
High-Yield Fund, Managed Bond Fund, Municipal Bond Fund, California Fund and
Washington Fund will normally fluctuate inversely with changes in market
interest rates. The High-Yield Fund is subject to special risks associated with
below investment grade securities, sometimes referred to as "junk bonds," which
it will purchase to pursue its investment objective. The principal risk
associated with money market funds is that they may experience a delay or
failure in principal or interest payments at maturity of one or more of the
portfolio securities. The Money Market Fund's yield will fluctuate with general
money market interest rates. See "Each Fund's Investment Objective and Policies"
and "Risk Factors" for more information.
 
INVESTMENT ADVISER; SUB-ADVISER OF INTERNATIONAL FUND
 
Each Fund is managed by SAFECO Asset Management Company ("SAM"). SAM is
headquartered in Seattle, Washington and managed over $2.5 billion in mutual
fund assets as of December 31, 1996. SAM has been an adviser to mutual funds and
other investment portfolios since 1973, and its predecessors have been advisers
since 1932. The Bank of Ireland Asset Management (U.S.) Limited (the
"Sub-Adviser") acts as a sub-adviser to the International Fund. The Sub-Adviser
is a direct, wholly-owned subsidiary of Bank of Ireland Asset Management Limited
(an investment advisory firm), which is headquartered in Dublin, Ireland, and an
indirect, wholly-owned subsidiary of the Bank of Ireland, which is also
headquartered in Dublin, Ireland. See "Information about Share Ownership and
Companies that Provide Services to the Trusts" for more information.
 
                                    -- 5 --
<PAGE>
EXPENSES
 
A.  SHAREHOLDER TRANSACTION EXPENSES FOR CLASS A AND CLASS B OF EACH FUND
 
<TABLE>
<CAPTION>
                                                                                              CLASS A     CLASS B
                                                                                            -----------  ---------
<S>                                                                                         <C>          <C>
Maximum Sales Charge on Purchases                                                                4.50%*       NONE
  (as a Percentage of Offering Price)
Sales Charge on Reinvested Dividends                                                              NONE        NONE
Maximum Contingent Deferred Sales Charge (CDSC)                                                   NONE*      5.00%**
Redemption Fees                                                                                   NONE        NONE
Exchange Fees                                                                                     NONE        NONE
</TABLE>
 
 * Except for initial purchases of the Money Market Fund. In addition, purchases
   of $1,000,000 or more of Class A shares are not subject to a front-end sales
   charge, but a 1% CDSC will apply to redemptions made in the first year. See
   "How to Purchase Shares" on page 53 for more information.
 
** Except for initial purchases of the Money Market Fund. A CDSC may apply to
   redemptions from the Money Market Fund that follow exchanges from Class B
   shares of another Fund. See "How to Purchase Shares" on page 53 for more
   information.
 
Sales charge waivers and reduced sales charge purchase plans are available for
Class A shares. See "How to Purchase Shares" on page 53 for more information.
The maximum 5% CDSC on Class B shares applies to redemptions during the first
year after purchase, declining to 0% in the first month following the investor's
sixth anniversary from purchase. Class B shares of a Fund convert automatically
into Class A shares of that Fund in the first month following the investor's
sixth anniversary from purchase. Money Market Fund Class B shareholders who
subsequently exchange into Class B of another Fund do not receive credit for the
initial time invested in the Money Market Fund for purposes of calculating any
CDSC due upon redemption or the conversion to Class A Shares. See "Purchasing
Advisor Class B Shares" on page 57 for more information.
 
SAFECO Services Corporation ("SAFECO Services"), the transfer agent for the
Funds, charges a $10 fee to wire redemption proceeds.
 
B.  ANNUAL OPERATING EXPENSES
 
(AS A PERCENTAGE OF AVERAGE NET ASSETS)
<TABLE>
<CAPTION>
                                                       GROWTH FUND         EQUITY FUND         INCOME FUND
                                                    -----------------   -----------------   -----------------
                                                    ADVISOR   ADVISOR   ADVISOR   ADVISOR   ADVISOR   ADVISOR
                                                    CLASS A   CLASS B   CLASS A   CLASS B   CLASS A   CLASS B
                                                    -------   -------   -------   -------   -------   -------
<S>                                                 <C>       <C>       <C>       <C>       <C>       <C>
Management Fee                                        .71%      .71%      .56%      .56%      .67%      .67%
Rule 12b-1 Fees                                       .25%     1.00%      .25%     1.00%      .25%     1.00%
Other Expenses                                        .16%      .16%      .16%      .19%      .11%      .12%
                                                    -------   -------   -------   -------   -------   -------
Total Operating
 Expenses (estimated)                                1.12%     1.87%      .97%     1.75%     1.03%     1.79%
 
<CAPTION>
 
                                                                          INTERNATIONAL
                                                     NORTHWEST FUND           FUND            BALANCED FUND
                                                    -----------------   -----------------   -----------------
                                                    ADVISOR   ADVISOR   ADVISOR   ADVISOR   ADVISOR   ADVISOR
                                                    CLASS A   CLASS B   CLASS A   CLASS B   CLASS A   CLASS B
                                                    -------   -------   -------   -------   -------   -------
<S>                                                 <C>       <C>       <C>       <C>       <C>       <C>
Management Fee                                        .75%      .75%     1.10%     1.10%      .73%      .73%
Rule 12b-1 Fees                                       .25%     1.00%      .25%     1.00%      .25%     1.00%
Other Expenses                                        .40%      .43%      .06%      .07%      .37%      .38%
                                                    -------   -------   -------   -------   -------   -------
Total Operating Expenses (estimated)                 1.40%     2.18%     1.41%*    2.17%*    1.35%*    2.11%*
</TABLE>
 
                                    -- 6 --
<PAGE>
EXPENSES (CONTINUED)
<TABLE>
<CAPTION>
                                                      SMALL COMPANY                           INTERMEDIATE
                                                          FUND             VALUE FUND         TREASURY FUND
                                                    -----------------   -----------------   -----------------
                                                    ADVISOR   ADVISOR   ADVISOR   ADVISOR   ADVISOR   ADVISOR
                                                    CLASS A   CLASS B   CLASS A   CLASS B   CLASS A   CLASS B
                                                    -------   -------   -------   -------   -------   -------
<S>                                                 <C>       <C>       <C>       <C>       <C>       <C>
Management Fee                                        .83%      .83%      .75%      .75%      .54%      .55%
Rule 12b-1 Fees                                       .25%     1.00%      .25%     1.00%      .25%     1.00%
Other Expenses                                        .34%      .35%      .29%      .29%      .28%      .17%
                                                    -------   -------   -------   -------   -------   -------
Total Operating Expenses (estimated)                 1.42%*    2.18%*    1.29%     2.04%     1.07%*    1.72%*
<CAPTION>
 
                                                                          MANAGED BOND
                                                     HIGH-YIELD FUND          FUND           WASHINGTON FUND
                                                    -----------------   -----------------   -----------------
                                                    ADVISOR   ADVISOR   ADVISOR   ADVISOR   ADVISOR   ADVISOR
                                                    CLASS A   CLASS B   CLASS A   CLASS B   CLASS A   CLASS B
                                                    -------   -------   -------   -------   -------   -------
<S>                                                 <C>       <C>       <C>       <C>       <C>       <C>
Management Fee                                        .64%      .64%      .49%      .49%      .64%      .65%
Rule 12b-1 Fees                                       .25%     1.00%      .25%     1.00%      .25%     1.00%
Other Expenses                                        .26%      .26%      .56%      .58%      .42%      .41%
                                                    -------   -------   -------   -------   -------   -------
Total Operating Expenses (estimated)                 1.15%     1.90%     1.30%     2.07%     1.31%     2.06%
<CAPTION>
 
                                                     MUNICIPAL BOND                           MONEY MARKET
                                                          FUND           CALIFORNIA FUND         FUND**
                                                    -----------------   -----------------   -----------------
                                                    ADVISOR   ADVISOR   ADVISOR   ADVISOR   ADVISOR   ADVISOR
                                                    CLASS A   CLASS B   CLASS A   CLASS B   CLASS A   CLASS B
                                                    -------   -------   -------   -------   -------   -------
<S>                                                 <C>       <C>       <C>       <C>       <C>       <C>
Management Fee                                        .43%      .43%      .55%      .55%      .50%      .50%
Rule 12b-1 Fees                                       .25%     1.00%      .25%     1.00%      .00%      .00%
Other Expenses                                        .14%      .07%      .09%      .09%      .05%      .04%
                                                    -------   -------   -------   -------   -------   -------
Total Operating Expenses (estimated)                  .82%     1.50%      .89%     1.64%      .55%      .54%
</TABLE>
 
 * Total operating expenses for Class A and Class B shares, absent
   reimbursements by SAM, would have been 1.72% and 2.47% (International Fund);
   1.70% and 2.46% (Balanced Fund); 1.62% and 2.41% (Small Company Fund); and
   1.30% and 1.95% (Intermediate Treasury Fund).
 
** The Money Market Fund does not have a Rule 12b-1 fee at this time.
   Shareholders will be notified in advance by a supplement to this Prospectus
   in the event that the Money Market Fund establishes a Rule 12b-1 fee under
   its Rule 12b-1 Plan.
 
Effective September 30, 1996, all of the then-existing shares of each Fund were
redesignated as No-Load Class shares and each Fund, except the High-Yield Fund
and the Value Fund, commenced offering Advisor Class A and Class B shares. The
High-Yield Fund commenced offering Class A and Class B shares on January 31,
1997. The Value Fund commenced offering Advisor Class A and Class B shares as of
the date of this Prospectus. The amounts shown above for the Value Fund are
estimated expenses based on the Fund's maximum management fee, applicable Rule
12b-1 fees, and "Other Expenses." The amounts shown for the High-Yield Fund are
annualized expenses based on the actual expenses paid by shareholders of the
Fund's other class for the three-month fiscal period ended December 31, 1996,
restated as applicable to reflect fees borne by Class A or Class B shares. The
amounts shown for the Funds other than the Value and High-Yield Funds are
annualized expenses based on the actual expenses paid by the shareholders of the
Funds' Advisor Classes for the fiscal period ended December 31, 1996. The
management fees paid by the International and Small Company Funds are higher
than the management fees paid by most other investment companies. See
"Information about Share Ownership and Companies that Provide Services to the
Trusts" on page 64 for more information.
 
                                    -- 7 --
<PAGE>
EXPENSES (CONTINUED)
Rule 12b-1 fees have the following two components:
 
<TABLE>
<CAPTION>
                                                                         ADVISOR          ADVISOR
                                                                         CLASS A          CLASS B
                                                                     ---------------  ---------------
<S>                                                                  <C>              <C>
Rule 12b-1 service fees                                                     0.25%            0.25%
Rule 12b-1 distribution fees                                                0.00%            0.75%
</TABLE>
 
Long-term Class A and Class B shareholders may pay more in sales charges and
12b-1 fees than the economic equivalent of the maximum front-end sales charge
permitted by the National Association of Securities Dealers, Inc.
 
C.  EXAMPLE OF EXPENSES
 
You would pay the following expenses on a $1,000 investment assuming a 5% annual
return and redemption at the end of each time period. The example also assumes
that all dividends and other distributions are reinvested and that the
percentage amounts listed in each Fund's "Annual Operating Expenses" above
remain the same in the years shown.
 
<TABLE>
<CAPTION>
FUND                                                                                    1 YEAR      3 YEARS     5 YEARS   10 YEARS
- -------------------------------------------------------------------------------------  ---------     -----     ---------  ---------
<S>                                                                                    <C>        <C>          <C>        <C>
Growth
  Advisor Class A(1)                                                                   $      56   $      79   $     104  $     175
  Advisor Class B
    Assuming redemption at end of period(2)(3)                                         $      69   $      89   $     111  $     191
    Assuming no redemption at end of period(3)                                         $      19   $      59   $     101  $     181
Equity
  Advisor Class A(1)                                                                   $      54   $      75   $      96  $     159
  Advisor Class B
    Assuming redemption at end of period(2)(3)                                         $      68   $      85   $     105  $     167
    Assuming no redemption at end of period(3)                                         $      18   $      55   $      95  $     167
Income
  Advisor Class A(1)                                                                   $      55   $      76   $      99  $     165
  Advisor Class B
    Assuming redemption at end of period(2)(3)                                         $      68   $      86   $     107  $     176
    Assuming no redemption at end of period(3)                                         $      18   $      56   $      97  $     176
Northwest
  Advisor Class A(1)                                                                   $      59   $      87   $     118  $     205
  Advisor Class B
    Assuming redemption at end of period(2)(3)                                         $      72   $      98   $     127  $     213
    Assuming no redemption at end of period(3)                                         $      22   $      68   $     117  $     213
International
  Advisor Class A(1)                                                                   $      59   $      88   $     119  $     206
  Advisor Class B
    Assuming redemption at end of period(2)(3)                                         $      72   $      98   $     126  $     213
    Assuming no redemption at end of period(3)                                         $      22   $      68   $     116  $     213
Balanced
  Advisor Class A(1)                                                                   $      58   $      86   $     116  $     200
  Advisor Class B
    Assuming redemption at end of period(2)(3)                                         $      71   $      96   $     123  $     207
    Assuming no redemption at end of period(3)                                         $      21   $      66   $     113  $     207
Small Company
  Advisor Class A(1)                                                                   $      59   $      88   $     119  $     208
  Advisor Class B
    Assuming redemption at end of period(2)(3)                                         $      72   $      98   $     127  $     214
    Assuming no redemption at end of period(3)                                         $      22   $      68   $     117  $     214
</TABLE>
 
                                    -- 8 --
<PAGE>
EXPENSES (CONTINUED)
<TABLE>
<CAPTION>
FUND                                                                                    1 YEAR      3 YEARS     5 YEARS   10 YEARS
- -------------------------------------------------------------------------------------  ---------     -----     ---------  ---------
<S>                                                                                    <C>        <C>          <C>        <C>
Value Fund
  Advisor Class A(1)                                                                   $      58   $      84
  Advisor Class B
    Assuming redemption at end of period(2)                                            $      71   $      94
    Assuming no redemption at end of period                                            $      21   $      64
Intermediate Treasury
  Advisor Class A(1)                                                                   $      55   $      78   $     101  $     170
  Advisor Class B
    Assuming redemption at end of period(2)(3)                                         $      67   $      93   $     103  $     180
    Assuming no redemption at end of period(3)                                         $      17   $      63   $      93  $     180
High-Yield
  Advisor Class A(1)                                                                   $      56   $      81   $     107  $     183
  Advisor Class B
    Assuming redemption at end of period(2)(3)                                         $      69   $      91   $     125  $     189
    Assuming no redemption at end of period(3)                                         $      19   $      61   $     105  $     189
Managed Bond
  Advisor Class A(1)                                                                   $      58   $      88   $     119  $     206
  Advisor Class B
    Assuming redemption at end of period(2)(3)                                         $      71   $      98   $     136  $     208
    Assuming no redemption at end of period(3)                                         $      21   $      68   $     111  $     208
Municipal Bond
  Advisor Class A(1)                                                                   $      53   $      70   $      88  $     142
  Advisor Class B
    Assuming redemption at end of period(2)(3)                                         $      65   $      77   $      92  $     142
    Assuming no redemption at end of period(3)                                         $      15   $      47   $      82  $     142
California
  Advisor Class A(1)                                                                   $      54   $      72   $      92  $     150
  Advisor Class B
    Assuming redemption at end of period(2)(3)                                         $      67   $      82   $      99  $     158
    Assuming no redemption at end of period(3)                                         $      17   $      52   $      89  $     158
Washington
  Advisor Class A(1)                                                                   $      58   $      85   $     114  $     219
  Advisor Class B
    Assuming redemption at end of period(2)(3)                                         $      71   $      95   $     121  $     203
    Assuming redemption at end of period(3)                                            $      21   $      65   $     111  $     203
Money Market(4)
  Advisor Class A                                                                      $       6   $      18   $      31  $      69
  Advisor Class B                                                                      $       6   $      17   $      31  $      68
</TABLE>
 
(1) Includes deduction at the time of purchase of the maximum sales charge.
 
(2) Includes deduction at the time of redemption of the applicable CDSC.
 
(3) Ten-year figures assume conversion of Class B shares to Class A shares in
    the first month following the investor's sixth anniversary from purchase.
 
(4) Figures for the Money Market Fund assume that the investor purchased Money
    Market Fund shares as an initial investment and made no subsequent
    exchanges.
 
The purpose of the table is to assist you in understanding the various costs and
expenses that an investor in Class A and Class B shares of each Fund would bear,
directly or indirectly. THE EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF
PAST OR FUTURE EXPENSES. A FUND'S ACTUAL EXPENSES OR PERFORMANCE MAY BE GREATER
OR LESS THAN THOSE SHOWN. THE ASSUMED 5% ANNUAL RETURN IS REQUIRED BY SECURITIES
AND EXCHANGE COMMISSION REGULATIONS APPLICABLE TO ALL MUTUAL FUNDS AND IT IS NOT
A PREDICTION OF, NOR DOES IT REPRESENT, PAST OR FUTURE EXPENSES OR THE
PERFORMANCE OF ANY FUND.
 
                                    -- 9 --
<PAGE>
FINANCIAL HIGHLIGHTS
 
The amounts shown for each Fund (except for the High-Yield Bond Fund) in the
Financial Highlights tables that follow are based upon a single No-Load Class
share outstanding through September 30, 1996, and a single Advisor Class A or B
share outstanding from October 1, 1996 through December 31, 1996, and do not
reflect Rule 12b-1 fees. The amounts shown for the High-Yield Bond Fund are
based upon a single No-Load Class share outstanding through December 31, 1996,
and do not reflect Rule 12b-1 fees. In 1996, the Common Stock Trust, Taxable
Bond Trust, Tax-Exempt Bond Trust and Money Market Trust changed their fiscal
year ends to December 31. The following selected data has been derived from
financial statements that have been audited by Ernst & Young LLP. The data
should be read in conjunction with the financial statements, related notes and
other financial information included in each Trust's Annual Report to
shareholders and incorporated by reference in the applicable Trust's Statement
of Additional Information. A copy of each Trust's Statement of Additional
Information may be obtained by calling the number on the front page of this
Prospectus.
 
SAFECO GROWTH FUND
<TABLE>
<CAPTION>
                                            CLASS A        CLASS B
                                         -------------  -------------
                                          THREE-MONTH    THREE-MONTH
                                         PERIOD ENDED   PERIOD ENDED
                                         DECEMBER 31,   DECEMBER 31,
                                             1996           1996
                                         ----------------------------
<S>                                      <C>            <C>
Net asset value at beginning of period         $15.45         $15.45
 
INCOME (LOSS) FROM INVESTMENT
  OPERATIONS:
 
  Net investment (loss) income                  (0.02)         (0.05)
 
  Net realized and unrealized gain
    (loss) on investments                        1.77           1.77
                                         -------------  -------------
 
Total from investment operations                 1.75           1.72
                                         -------------  -------------
 
LESS DISTRIBUTIONS:
 
  Dividends from net investment income             --             --
 
  Distributions from capital gains              (0.23)         (0.23)
                                         -------------  -------------
 
Total distributions                             (0.23)         (0.23)
                                         -------------  -------------
 
Net asset value at end of period               $16.97         $16.94
                                         -------------  -------------
                                         -------------  -------------
 
Total return+                                  11.35%*        11.15%*
 
Net assets at end of period (000's
  omitted)                                       $187           $116
 
Ratio of expenses to average net assets         1.12%**        1.87%**
 
Ratio of net investment income (loss) to
  average net assets                           -0.58%**       -1.38%**
 
Portfolio turnover rate*                       82.93%*        82.93%**
 
Average Commission rate paid                  $0.0477        $0.0477
 
<CAPTION>
 
                                                        YEAR ENDED SEPTEMBER 30
                                           1996       1995       1994       1993       1992
 
<S>                                      <C>        <C>        <C>        <C>        <C>
Net asset value at beginning of period      $15.83     $17.37     $19.20     $13.98     $17.95
INCOME (LOSS) FROM INVESTMENT
  OPERATIONS:
  Net investment (loss) income                (.02)       .07       (.02)      (.02)      (.01)
  Net realized and unrealized gain
    (loss) on investments                     2.24       4.07        .78       5.39      (3.15)
                                         ---------  ---------  ---------  ---------  ---------
Total from investment operations              2.22       4.14        .76       5.37      (3.16)
                                         ---------  ---------  ---------  ---------  ---------
LESS DISTRIBUTIONS:
  Dividends from net investment income          --       (.07)        --         --         --
  Distributions from capital gains           (2.60)     (5.61)     (2.59)      (.15)      (.81)
                                         ---------  ---------  ---------  ---------  ---------
Total distributions                          (2.60)     (5.68)     (2.59)      (.15)      (.81)
                                         ---------  ---------  ---------  ---------  ---------
Net asset value at end of period            $15.45     $15.83     $17.37     $19.20     $13.98
                                         ---------  ---------  ---------  ---------  ---------
                                         ---------  ---------  ---------  ---------  ---------
Total return+                               14.16%     23.93%      3.88%     38.43%    -17.83%
Net assets at end of period (000's
  omitted)                                $179,574   $176,483   $156,108   $158,723   $127,897
Ratio of expenses to average net assets      1.02%       .98%       .95%       .91%       .91%
Ratio of net investment income (loss) to
  average net assets                         (.14%)      .34%      (.12%)     (.10%)     (.10%)
Portfolio turnover rate*                   124.79%    110.44%     71.18%     57.19%     85.38%
Average Commission rate paid                $.0548         --         --         --         --
 
<CAPTION>
 
                                                             YEAR ENDED SEPTEMBER 30
                                           1991       1990       1989       1988       1987
 
Net asset value at beginning of period      $11.14     $17.22     $14.95     $18.13     $15.40
INCOME (LOSS) FROM INVESTMENT
  OPERATIONS:
  Net investment (loss) income                 .05        .14        .53        .35        .24
  Net realized and unrealized gain
    (loss) on investments                     7.77      (4.20)      3.17       (.99)      4.31
                                         ---------  ---------  ---------  ---------  ---------
Total from investment operations              7.82      (4.06)      3.70       (.64)      4.55
                                         ---------  ---------  ---------  ---------  ---------
LESS DISTRIBUTIONS:
  Dividends from net investment income        (.05)      (.14)      (.53)      (.48)      (.23)
  Distributions from capital gains            (.96)     (1.88)      (.90)     (2.06)     (1.59)
                                         ---------  ---------  ---------  ---------  ---------
Total distributions                          (1.01)     (2.02)     (1.43)     (2.54)     (1.82)
                                         ---------  ---------  ---------  ---------  ---------
Net asset value at end of period            $17.95     $11.14     $17.22     $14.95     $18.13
                                         ---------  ---------  ---------  ---------  ---------
                                         ---------  ---------  ---------  ---------  ---------
Total return+                               70.22%    -23.67%     25.23%     -1.47%     32.68%
Net assets at end of period (000's
  omitted)                                $155,429    $59,164    $81,472    $74,324    $82,703
Ratio of expenses to average net assets       .90%      1.01%       .94%       .98%       .92%
Ratio of net investment income (loss) to
  average net assets                          .36%       .88%      3.27%      2.37%      1.46%
Portfolio turnover rate*                    49.86%     90.48%     11.38%     19.31%     23.61%
Average Commission rate paid                    --         --         --         --         --
</TABLE>
 
 * Not annualized.
 
** Annualized.
 
 + Total return excludes the effects of sales charges. If sales charges were
   included, the total return for Classes A and B would be lower.
 
                                    -- 10 --
<PAGE>
FINANCIAL HIGHLIGHTS (CONTINUED)
 
SAFECO EQUITY FUND
<TABLE>
<CAPTION>
                                        CLASS A        CLASS B
                                     -------------  -------------
                                      THREE-MONTH    THREE-MONTH
                                     PERIOD ENDED   PERIOD ENDED
                                     DECEMBER 31,   DECEMBER 31,
                                         1996           1996
                                     ----------------------------
<S>                                  <C>            <C>
Net asset value at beginning of
 period                                    $15.85         $15.85
 
INCOME FROM INVESTMENT OPERATIONS:
 
  Net investment income                      0.04           0.02
 
  Net realized and unrealized gain
    (loss) on investments                    1.35           1.33
                                     -------------  -------------
 
Total from investment operations             1.39           1.35
                                     -------------  -------------
 
LESS DISTRIBUTIONS:
 
  Dividends from net investment
    income                                  (0.04)         (0.02)
 
  Distributions from capital gains          (0.58)         (0.58)
                                     -------------  -------------
 
Total distributions                         (0.62)         (0.60)
                                     -------------  -------------
 
Net asset value at end of period           $16.62         $16.60
                                     -------------  -------------
                                     -------------  -------------
 
Total return+                               8.78%*         8.50%*
 
Net assets at end of period (000's
 omitted)                                  $2,894           $355
 
Ratio of expenses to average net
 assets                                     0.97%**        1.75%**
 
Ratio of net investment income to
 average net assets                         1.38%**        0.51%**
 
Portfolio turnover rate                    59.34%**       59.34%**
 
Avg. Commission rate paid                 $0.0571        $0.0571
 
<CAPTION>
 
                                                    YEAR ENDED SEPTEMBER 30
                                       1996       1995       1994       1993       1992
 
<S>                                  <C>        <C>        <C>        <C>        <C>
Net asset value at beginning of
 period                                 $15.31     $13.89     $12.54      $9.53     $10.38
INCOME FROM INVESTMENT OPERATIONS:
  Net investment income                    .28        .34        .23        .17        .15
  Net realized and unrealized gain
    (loss) on investments                 2.42       2.59       1.83       3.79       (.09)
                                     ---------  ---------  ---------  ---------  ---------
Total from investment operations          2.70       2.93       2.06       3.96        .06
                                     ---------  ---------  ---------  ---------  ---------
LESS DISTRIBUTIONS:
  Dividends from net investment
    income                                (.28)      (.34)      (.23)      (.17)      (.15)
  Distributions from capital gains       (1.88)     (1.17)      (.48)      (.78)      (.76)
                                     ---------  ---------  ---------  ---------  ---------
Total distributions                      (2.16)     (1.51)      (.71)      (.95)      (.91)
                                     ---------  ---------  ---------  ---------  ---------
Net asset value at end of period        $15.85     $15.31     $13.89     $12.54      $9.53
                                     ---------  ---------  ---------  ---------  ---------
                                     ---------  ---------  ---------  ---------  ---------
Total return+                           18.04%     21.59%     16.51%     41.77%       .41%
Net assets at end of period (000's
 omitted)                             $725,780   $598,582   $412,805   $148,894    $74,383
Ratio of expenses to average net
 assets                                   .79%       .84%       .85%       .94%       .96%
Ratio of net investment income to
 average net assets                      1.74%      2.38%      1.72%      1.50%      1.34%
Portfolio turnover rate                 74.07%     56.14%     33.33%     37.74%     39.88%
Avg. Commission rate paid               $.0587         --         --         --         --
 
<CAPTION>
 
                                                         YEAR ENDED SEPTEMBER 30
                                       1991       1990       1989       1988       1987
 
Net asset value at beginning of
 period                                  $8.43     $10.10      $8.51     $12.23     $11.44
INCOME FROM INVESTMENT OPERATIONS:
  Net investment income                    .17        .22        .39        .18        .21
  Net realized and unrealized gain
    (loss) on investments                 2.37      (1.28)      2.26      (1.82)      2.83
                                     ---------  ---------  ---------  ---------  ---------
Total from investment operations          2.54      (1.06)      2.65      (1.64)      3.04
                                     ---------  ---------  ---------  ---------  ---------
LESS DISTRIBUTIONS:
  Dividends from net investment
    income                                (.17)      (.22)      (.39)      (.23)      (.22)
  Distributions from capital gains        (.42)      (.39)      (.67)     (1.85)     (2.03)
                                     ---------  ---------  ---------  ---------  ---------
Total distributions                       (.59)      (.61)     (1.06)     (2.08)     (2.25)
                                     ---------  ---------  ---------  ---------  ---------
Net asset value at end of period        $10.38      $8.43     $10.10      $8.51     $12.23
                                     ---------  ---------  ---------  ---------  ---------
                                     ---------  ---------  ---------  ---------  ---------
Total return+                           30.39%    (10.73%)    32.12%     (9.93%)    31.75%
Net assets at end of period (000's
 omitted)                              $71,586    $51,603    $53,892    $45,625    $64,668
Ratio of expenses to average net
 assets                                   .98%       .97%       .96%      1.00%       .97%
Ratio of net investment income to
 average net assets                      1.70%      2.19%      4.13%      2.16%      1.92%
Portfolio turnover rate                 45.21%     51.01%     63.62%     88.19%     85.11%
Avg. Commission rate paid                   --         --         --         --         --
</TABLE>
 
 * Not annualized.
 
** Annualized.
 
 + Total return excludes the effects of sales charges. If sales charges were
   included, the total return for Classes A and B would be lower.
 
                                    -- 11 --
<PAGE>
FINANCIAL HIGHLIGHTS (CONTINUED)
 
SAFECO INCOME FUND
<TABLE>
<CAPTION>
                                            CLASS A        CLASS B
                                         -------------  -------------
                                          THREE-MONTH    THREE-MONTH
                                         PERIOD ENDED   PERIOD ENDED
                                         DECEMBER 31,   DECEMBER 31,
                                             1996           1996
                                         ----------------------------
<S>                                      <C>            <C>
Net asset value at beginning of period         $20.03         $20.03
 
INCOME FROM INVESTMENT OPERATIONS:
 
  Net investment income                          0.12           0.10
 
  Net realized and unrealized gain
    (loss) on investments                        1.65           1.62
                                         -------------  -------------
 
Total from investment operations                 1.77           1.72
                                         -------------  -------------
 
LESS DISTRIBUTIONS:
 
  Dividends from net investment income          (0.12)         (0.10)
 
  Distributions from capital gains              (0.53)         (0.53)
                                         -------------  -------------
 
Total distributions                             (0.65)         (0.63)
                                         -------------  -------------
 
Net asset value at end of period               $21.15         $21.12
                                         -------------  -------------
                                         -------------  -------------
 
Total return+                                   8.85%*         8.60%*
 
Net assets at end of period (000's
  omitted)                                       $193           $112
 
Ratio of expenses to average net assets         1.03%**        1.79%**
 
Ratio of net investment income to
  average net assets                            2.66%**        1.99%**
 
Portfolio turnover rate                        37.84%**       37.84%**
 
Avg. Commission rate paid                     $0.0573        $0.0573
 
<CAPTION>
 
                                                        YEAR ENDED SEPTEMBER 30
                                           1996       1995       1994       1993       1992
 
<S>                                      <C>        <C>        <C>        <C>        <C>
Net asset value at beginning of period      $19.11     $17.25     $17.79     $16.27     $15.35
INCOME FROM INVESTMENT OPERATIONS:
  Net investment income                        .73        .82        .81        .78        .80
  Net realized and unrealized gain
    (loss) on investments                     2.84       2.71       (.30)      1.52        .96
                                         ---------  ---------  ---------  ---------  ---------
Total from investment operations              3.57       3.53        .51       2.30       1.76
                                         ---------  ---------  ---------  ---------  ---------
LESS DISTRIBUTIONS:
  Dividends from net investment income        (.73)      (.82)      (.81)      (.78)      (.80)
  Distributions from capital gains           (1.92)      (.85)      (.24)        --       (.04)
                                         ---------  ---------  ---------  ---------  ---------
Total distributions                          (2.65)     (1.67)     (1.05)      (.78)      (.84)
                                         ---------  ---------  ---------  ---------  ---------
Net asset value at end of period            $20.03     $19.11     $17.25     $17.79     $16.27
                                         ---------  ---------  ---------  ---------  ---------
                                         ---------  ---------  ---------  ---------  ---------
Total return+                               18.98%     21.04%      2.98%     14.35%     11.75%
Net assets at end of period (000's
  omitted)                                $260,023   $217,870   $190,610   $203,019   $181,582
Ratio of expenses to average net assets       .86%       .87%       .86%       .90%       .90%
Ratio of net investment income to
  average net assets                         3.56%      4.55%      4.59%      4.55%      5.06%
Portfolio turnover rate                     50.11%     31.12%     19.30%     20.74%     20.35%
Avg. Commission rate paid                   $.0591         --         --         --         --
 
<CAPTION>
 
                                                             YEAR ENDED SEPTEMBER 30
                                           1991       1990       1989       1988       1987
 
Net asset value at beginning of period      $12.89     $16.44     $14.32     $17.16     $15.52
INCOME FROM INVESTMENT OPERATIONS:
  Net investment income                        .81        .85        .81        .78        .78
  Net realized and unrealized gain
    (loss) on investments                     2.53      (3.39)      2.12      (1.80)      2.37
                                         ---------  ---------  ---------  ---------  ---------
Total from investment operations              3.34      (2.54)      2.93      (1.02)      3.15
                                         ---------  ---------  ---------  ---------  ---------
LESS DISTRIBUTIONS:
  Dividends from net investment income        (.83)      (.83)      (.81)      (.98)      (.78)
  Distributions from capital gains            (.05)      (.18)        --       (.84)      (.73)#
                                         ---------  ---------  ---------  ---------  ---------
Total distributions                           (.88)     (1.01)      (.81)     (1.82)     (1.51)
                                         ---------  ---------  ---------  ---------  ---------
Net asset value at end of period            $15.35     $12.89     $16.44     $14.32     $17.16
                                         ---------  ---------  ---------  ---------  ---------
                                         ---------  ---------  ---------  ---------  ---------
Total return+                               26.43%    -16.06%     21.00%     (4.61%)    21.41%
Net assets at end of period (000's
  omitted)                                $181,265   $170,153   $232,812   $231,724   $313,308
Ratio of expenses to average net assets       .93%       .92%       .92%       .97%       .94%
Ratio of net investment income to
  average net assets                         5.58%      5.59%      5.28%      5.58%      4.53%
Portfolio turnover rate                     22.25%     19.37%     16.38%     34.13%     33.08%
Avg. Commission rate paid                       --         --         --         --         --
</TABLE>
 
 # Distributions include $.04 of additional gain arising from investment
   transactions of securities acquired in a non-taxable exchange.
 
 * Not annualized.
 
** Annualized.
 
 + Total return excludes the effects of sales charges. If sales charges were
included, the total return for Classes A and B would be lower.
 
                                    -- 12 --
<PAGE>
FINANCIAL HIGHLIGHTS (CONTINUED)
 
SAFECO NORTHWEST FUND
<TABLE>
<CAPTION>
                                            CLASS A        CLASS B
                                         -------------  -------------
                                          THREE-MONTH    THREE-MONTH
                                         PERIOD ENDED   PERIOD ENDED    YEAR ENDED     YEAR ENDED
                                         DECEMBER 31,   DECEMBER 31,   SEPTEMBER 30,  SEPTEMBER 30,
                                             1996           1996           1996           1995
                                         ----------------------------------------------------------
<S>                                      <C>            <C>            <C>            <C>
Net asset value at beginning of period         $13.78         $13.78         $14.41         $12.59
 
INCOME FROM INVESTMENT OPERATIONS:
 
  Net investment income                         (0.01)         (0.03)           .02            .04
 
  Net realized and unrealized gain
    (loss) on investments                        0.29           0.28           1.32           2.35
                                         -------------  -------------  -------------  -------------
 
Total from investment operations                 0.28           0.25           1.34           2.39
                                         -------------  -------------  -------------  -------------
 
LESS DISTRIBUTIONS:
 
  Dividends from net investment income             --             --           (.02)          (.04)
 
  Distributions from capital gains                 --             --          (1.95)          (.53)
                                         -------------  -------------  -------------  -------------
 
Total distributions                                --             --          (1.97)          (.57)
                                         -------------  -------------  -------------  -------------
 
Net asset value at end of period               $14.06         $14.03         $13.78         $14.41
                                         -------------  -------------  -------------  -------------
                                         -------------  -------------  -------------  -------------
 
Total return+                                   2.03%*         1.81%*         9.61%         19.01%
 
Net assets at end of period (000's
  omitted)                                       $369           $232        $43,128        $40,140
 
Ratio of expenses to average net assets         1.40%**        2.18%**        1.07%          1.09%
 
Ratio of net investment income to
  average net assets                           -0.39%**       -1.19%**         .11%           .31%
 
Portfolio turnover rate                        67.32%**       67.32%**       35.69%         19.59%
 
Average Commission rate paid                  $0.0482        $0.0482         $.0591             --
 
<CAPTION>
                                                                                       FOR THE PERIOD
                                                                                      FROM FEBRUARY 7,
                                                        FOR THE NINE-                       1991
                                                        MONTH PERIOD                   (INITIAL PUBLIC
                                          YEAR ENDED        ENDED       YEAR ENDED      OFFERING) TO
                                         SEPTEMBER 30,  SEPTEMBER 30,  DECEMBER 31,     DECEMBER 31,
                                             1994           1993           1992             1991
 
<S>                                      <C>            <C>            <C>            <C>
Net asset value at beginning of period         $12.34         $12.59         $11.37             $10.06
INCOME FROM INVESTMENT OPERATIONS:
  Net investment income                           .04            .02            .06                .13
  Net realized and unrealized gain
    (loss) on investments                         .59           (.25)          1.53               1.44
                                         -------------  -------------  -------------           -------
Total from investment operations                  .63           (.23)          1.59               1.57
                                         -------------  -------------  -------------           -------
LESS DISTRIBUTIONS:
  Dividends from net investment income           (.04)          (.02)          (.06)              (.19)
  Distributions from capital gains               (.34)            --           (.31)              (.07)
                                         -------------  -------------  -------------           -------
Total distributions                              (.38)          (.02)          (.37)              (.26)
                                         -------------  -------------  -------------           -------
Net asset value at end of period               $12.59         $12.34         $12.59             $11.37
                                         -------------  -------------  -------------           -------
                                         -------------  -------------  -------------           -------
Total return+                                   5.19%         (1.86%)*       14.08%            14.93%*
Net assets at end of period (000's
  omitted)                                    $36,383        $39,631        $40,402            $26,434
Ratio of expenses to average net assets         1.06%          1.11%**        1.11%              1.27%**
Ratio of net investment income to
  average net assets                             .33%           .18%**         .55%              1.14%**
Portfolio turnover rate                        18.46%         14.05%**       33.34%             27.71%**
Average Commission rate paid                       --             --             --                 --
</TABLE>
 
 * Not annualized.
 
** Annualized.
 
 + Total return excludes the effects of sales charges. If sales charges were
included, the total return for Classes A and B would be lower.
 
                                    -- 13 --
<PAGE>
FINANCIAL HIGHLIGHTS (CONTINUED)
 
SAFECO INTERNATIONAL STOCK FUND
 
<TABLE>
<CAPTION>
                                                      CLASS A        CLASS B
                                                    ------------   ------------   FOR THE PERIOD FROM
                                                    THREE-MONTH    THREE-MONTH     JANUARY 31, 1996
                                                    PERIOD ENDED   PERIOD ENDED     (INITIAL PUBLIC
                                                    DECEMBER 31,   DECEMBER 31,      OFFERING) TO
                                                        1996           1996       SEPTEMBER 30, 1996
                                                    -------------------------------------------------
<S>                                                 <C>            <C>            <C>
Net asset value at beginning of period                $10.39         $10.39             $10.00
 
INCOME FROM INVESTMENT OPERATIONS:
 
  Net investment income                                   --             --                .06
 
  Net realized and unrealized gain (loss) on
    investments and foreign currency transactions       0.95           0.93                .39
                                                    ------------   ------------        -------
 
Total from investment operations                        0.95           0.93                .45
                                                    ------------   ------------        -------
 
LESS DISTRIBUTIONS:
 
  Dividends from net investment income                 (0.05)         (0.04)              (.06)
 
  Distributions from realized gains                       --             --                 --
                                                    ------------   ------------        -------
 
Total distributions                                    (0.05)         (0.04)              (.06)
                                                    ------------   ------------        -------
 
Net asset value at end of period                      $11.29         $11.28             $10.39
                                                    ------------   ------------        -------
                                                    ------------   ------------        -------
 
Total return++                                         9.19%*         8.96%*            4.54%*
 
Net assets at end of period (000's omitted)             $154           $112             $8,323
 
Ratio of expenses to average net assets                1.41%**+       2.17%**+           2.36%**+
 
Ratio of net investment income (loss) to average
  net assets                                          (0.23%)**      (1.15%)**            .93%**
 
Portfolio turnover rate                               18.51%**       18.51%**           15.73%**
 
Average Commission rate paid                          0.0223         0.0223             $.0225
</TABLE>
 
 * Not Annualized.
 
** Annualized.
 
 + Net of reimbursements by SAM. Absent the reimbursements, the ratio of
   expenses to average net assets would be 1.72% and 2.47% for Class A and Class
   B, respectively.
 
++ Total return excludes the effects of sales charges. If sales charges were
   included, the total return for Classes A and B would be lower.
 
                                    -- 14 --
<PAGE>
FINANCIAL HIGHLIGHTS (CONTINUED)
 
SAFECO BALANCED FUND
 
<TABLE>
<CAPTION>
                                                      CLASS A        CLASS B
                                                    ------------   ------------   FOR THE PERIOD FROM
                                                    THREE-MONTH    THREE-MONTH      JANUARY 31, 1996
                                                    PERIOD ENDED   PERIOD ENDED     (INITIAL PUBLIC
                                                    DECEMBER 31,   DECEMBER 31,       OFFERING) TO
                                                        1996           1996        SEPTEMBER 30, 1996
                                                    --------------------------------------------------
<S>                                                 <C>            <C>            <C>
Net asset value at beginning of period                $10.38         $10.38              $10.00
 
INCOME FROM INVESTMENT OPERATIONS:
 
  Net investment income                                 0.09           0.06                 .21
 
  Net realized and unrealized gain (loss) on
    investments and foreign currency transactions       0.44           0.45                 .39
                                                    ------------   ------------        --------
 
Total from investment operations                        0.53           0.51                 .60
                                                    ------------   ------------        --------
 
LESS DISTRIBUTIONS:
 
  Dividends from net investment income                 (0.09)         (0.06)               (.21)
 
  Distributions from realized gains                    (0.13)         (0.13)               (.01)
                                                    ------------   ------------        --------
 
Total distributions                                    (0.22)         (0.19)               (.22)
                                                    ------------   ------------        --------
 
Net asset value at end of period                      $10.69         $10.70              $10.38
                                                    ------------   ------------        --------
                                                    ------------   ------------        --------
 
Total return++                                         5.07%*         4.85%*              5.99%*
 
Net assets at end of period (000's omitted)             $110           $115              $7,632
 
Ratio of expenses to average net assets                1.35%**+       2.11%**+            1.32%**
 
Ratio of net investment income (loss) to average
  net assets                                           3.01%**        2.23%**             3.21%**
 
Portfolio turnover rate                               36.10%**       36.10%**           143.87%**
 
Average Commission rate paid                          0.0548         0.0548              $.0560
</TABLE>
 
 * Not Annualized.
 
** Annualized.
 
 + Net of reimbursements by SAM. Absent the reimbursements, the ratio of
   expenses to average net assets would be 1.70% and 2.46% for the Class A and
   Class B, respectively.
 
++ Total return excludes the effects of sales charges. If sales charges were
   included, the total return for Classes A and B would be lower.
 
                                    -- 15 --
<PAGE>
FINANCIAL HIGHLIGHTS (CONTINUED)
 
SMALL COMPANY FUND
 
<TABLE>
<CAPTION>
                                                                       CLASS A        CLASS B     FOR THE PERIOD FROM
                                                                    -------------  -------------    JANUARY 31, 1996
                                                                     THREE-MONTH    THREE-MONTH     (INITIAL PUBLIC
                                                                    PERIOD ENDED   PERIOD ENDED        OFFERING)
                                                                    DECEMBER 31,   DECEMBER 31,     TO SEPTEMBER 30,
                                                                        1996           1996               1996
                                                                    --------------------------------------------------
 
<S>                                                                 <C>            <C>            <C>
Net asset value at beginning of period                                  $11.51         $11.51             $10.00
 
INCOME FROM INVESTMENT OPERATIONS:
 
  Net investment income                                                   (.01)          (.04)              (.01)
 
  Net realized and unrealized gain (loss) on investments and
    foreign currency transactions                                          .31            .32               2.19
                                                                    -------------  -------------      ----------
 
Total from investment operations                                           .30            .28               2.18
                                                                    -------------  -------------      ----------
 
LESS DISTRIBUTIONS:
 
  Dividends from net investment income                                      --             --                 --
 
  Distributions from realized gains                                         --             --               (.67)
                                                                    -------------  -------------      ----------
 
Total distributions                                                         --             --               (.67)
                                                                    -------------  -------------      ----------
 
Net asset value at end of period                                        $11.81         $11.79             $11.51
                                                                    -------------  -------------      ----------
                                                                    -------------  -------------      ----------
 
Total return++                                                           2.61%*         2.43%   *         21.83%      *
 
Net assets at end of period (000's omitted)                               $135           $103            $12,552
 
Ratio of expenses to average net assets                                  1.42%   **+      2.18%   **+          1.49%      **
 
Ratio of net investment income (loss) to average net assets              (.50%   )**     (1.28%   )**          (.24%      )**
 
Portfolio turnover rate                                                 73.47%   **     73.47%   **         91.03%      **
 
Average Commission rate paid                                            $.0496         $.0496             $.0510
</TABLE>
 
 * Not Annualized.
 
** Annualized.
 
 + Net of reimbursements by SAM. Absent the reimbursements, the ratio of
   expenses to average net assets would be 1.62% and 2.41% for Class A and Class
   B, respectively.
 
++ Total return excludes the effects of sales charges. If sales charges were
included, the total return for Classes A and B would be lower.
 
                                    -- 16 --
<PAGE>
FINANCIAL HIGHLIGHTS (CONTINUED)
 
SAFECO INTERMEDIATE-TERM U.S. TREASURY FUND
<TABLE>
<CAPTION>
                      CLASS A       CLASS B
                    ------------  ------------
                    THREE-MONTH   THREE-MONTH
                    PERIOD ENDED  PERIOD ENDED
                    DECEMBER 31,  DECEMBER 31,                        FOR THE YEAR ENDED SEPTEMBER 30
                        1996          1996        1996       1995       1994       1993       1992       1991       1990
                    -------------------------------------------------------------------------------------------------------
<S>                 <C>           <C>           <C>        <C>        <C>        <C>        <C>        <C>        <C>
Net asset value at
  beginning of
  period                 $10.10        $10.10      $10.24      $9.74     $10.74     $10.69     $10.20      $9.83      $9.96
 
INCOME FROM
  INVESTMENT
  OPERATIONS:
 
  Net investment
    income                  .15           .14         .54        .55        .52        .60        .72        .75        .77
 
  Net realized and
    unrealized
    gain (loss) on
    investments             .01           .02        (.14)       .50      (1.00)       .49        .54        .37       (.13)
                    ------------  ------------  ---------  ---------  ---------  ---------  ---------  ---------  ---------
 
Total from
  investment
  operations                .16           .16         .40       1.05       (.48)      1.09       1.26       1.12        .64
                    ------------  ------------  ---------  ---------  ---------  ---------  ---------  ---------  ---------
 
LESS
  DISTRIBUTIONS:
 
  Dividends from
    net investment
    income                 (.15 )        (.14 )      (.54)      (.55)      (.52)      (.60)      (.72)      (.75)      (.77)
 
  Distributions
    from capital
    gains                    --            --          --         --         --       (.44)      (.05)        --         --
                    ------------  ------------  ---------  ---------  ---------  ---------  ---------  ---------  ---------
 
Total
  distributions            (.15 )        (.14 )      (.54)      (.55)      (.52)     (1.04)      (.77)      (.75)      (.77)
                    ------------  ------------  ---------  ---------  ---------  ---------  ---------  ---------  ---------
 
Net asset value at
  end of period          $10.11        $10.12      $10.10     $10.24      $9.74     $10.74     $10.69     $10.20      $9.83
                    ------------  ------------  ---------  ---------  ---------  ---------  ---------  ---------  ---------
                    ------------  ------------  ---------  ---------  ---------  ---------  ---------  ---------  ---------
 
Total return++           1.63%*        1.55%*       4.00%     11.07%     (4.56%)    10.51%     12.78%     11.80%      6.65%
 
Net assets at end
  of period (000's
  omitted)                 $704          $223     $14,668    $13,774    $13,367    $14,706    $12,205     $9,458     $6,916
 
Ratio of expenses
  to average net
  assets                1.07**+       1.72**+       1.01%       .96%       .90%       .99%       .98%      1.00%      1.00%
 
Ratio of net
  investment
  income to
  average net
  assets                6.07%**       5.35%**       5.30%      5.51%      5.08%      5.52%      6.89%      7.45%      7.76%
 
Portfolio turnover
  rate                125.42%**     125.42%**     294.25%     124.9%     75.46%    104.94%     37.19%      9.51%     24.17%
 
<CAPTION>
 
                                FOR THE PERIOD FROM
                                 SEPTEMBER 7, 1988
                                  (INITIAL PUBLIC
                                   OFFERING) TO
                      1989      SEPTEMBER 30, 1988
 
<S>                 <C>        <C>
Net asset value at
  beginning of
  period                $9.95           $9.93
INCOME FROM
  INVESTMENT
  OPERATIONS:
  Net investment
    income                .77             .05
  Net realized and
    unrealized
    gain (loss) on
    investments          (.01)            .02
                    ---------          ------
Total from
  investment
  operations              .78             .07
                    ---------          ------
LESS
  DISTRIBUTIONS:
  Dividends from
    net investment
    income               (.77)           (.05       )
  Distributions
    from capital
    gains                  --              --
                    ---------          ------
Total
  distributions          (.77)           (.05       )
                    ---------          ------
Net asset value at
  end of period         $9.96           $9.95
                    ---------          ------
                    ---------          ------
Total return++          8.20%           .69%*
Net assets at end
  of period (000's
  omitted)             $6,249          $5,007
Ratio of expenses
  to average net
  assets                 .96%         1.06%**
Ratio of net
  investment
  income to
  average net
  assets                7.82%         7.46%**
Portfolio turnover
  rate                  4.36%            None
</TABLE>
 
 * Not annualized.
 
** Annualized.
 
 + Net of reimbursement by SAM. Absent the reimbursements, the ratio of expenses
   to average net assets would be 1.30% and 1.95% for Class A and Class B,
   respectively.
 
++ Total return excludes the effects of sales charges. If sales charges were
included, the total return for Classes A and B would be lower.
 
                                    -- 17 --
<PAGE>
FINANCIAL HIGHLIGHTS (CONTINUED)
 
SAFECO HIGH-YIELD BOND FUND
 
<TABLE>
<CAPTION>
                                                                                                                      FOR THE
                                                                                                                    PERIOD FROM
                                                                                                                   SEPTEMBER 7,
                                 THREE-MONTH                                                                           1988
                                 PERIOD                                                                              (INITIAL
                                  ENDED                                                                               PUBLIC
                                 DECEMBER                                                                          OFFERING) TO
                                 31,                          FOR THE YEAR ENDED SEPTEMBER 30                      SEPTEMBER 30,
                                  1996     1996     1995     1994     1993     1992     1991      1990     1989        1988
                                 -----------------------------------------------------------------------------------------------
<S>                              <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>       <C>      <C>
Net asset value at beginning of
  period                         $8.79      $8.68    $8.55    $9.22    $8.92    $8.35    $7.94     $9.33    $9.86        $9.89
 
INCOME FROM INVESTMENT
  OPERATIONS:
 
  Net investment income          .19          .78      .79      .82      .91      .83      .93      1.04     1.11          .07
 
  Net realized and unrealized
    gain (loss) on investments   .03          .11      .13     (.67)     .30      .57      .41     (1.39)    (.53)        (.03)
                                 -------  -------  -------  -------  -------  -------  -------  --------  -------  -------------
 
Total from investment
  operations                     .22          .89      .92      .15     1.21     1.40     1.34      (.35)     .58          .04
                                 -------  -------  -------  -------  -------  -------  -------  --------  -------  -------------
 
LESS DISTRIBUTIONS:
 
  Dividends from net investment
    income                       (.19   )    (.78)    (.79)    (.82)    (.91)    (.83)    (.93)    (1.04)   (1.11)        (.07)
                                 -------  -------  -------  -------  -------  -------  -------  --------  -------  -------------
 
Net asset value at end of
  period                         $8.82      $8.79    $8.68    $8.55    $9.22    $8.92    $8.35     $7.94    $9.33        $9.86
                                 -------  -------  -------  -------  -------  -------  -------  --------  -------  -------------
                                 -------  -------  -------  -------  -------  -------  -------  --------  -------  -------------
 
Total return+                    2.50%  *  10.79%   11.43%    1.61%   14.29%   17.52%   18.18%    (4.04%)   6.10%          .37%*
 
Net assets at end of period
  (000's omitted)                $50,298  $47,880  $39,178  $27,212  $28,291  $19,672  $11,931    $7,786   $9,051       $5,204
 
Ratio of expenses to average
  net assets                     .90%   **    .94%   1.01%    1.03%    1.09%    1.05%    1.11%     1.15%    1.11%         1.25%**
 
Ratio of net investment income
  to average net assets          8.56%  **   8.99%   9.28%    9.26%    9.94%    9.66%   11.51%    11.90%    11.52%       10.27%**
 
Portfolio turnover rate          35.01% **  92.65%  38.03%   63.02%   50.27%   40.66%   32.46%    18.46%    12.57%        None
</TABLE>
 
 * Not annualized.
 
** Annualized.
 
 + Total return information is for a No-Load Class share outstanding throughout
   the period indicated. The High-Yield Bond Fund did not commence offering
   Class A and Class B shares until January 31, 1997.
 
                                    -- 18 --
<PAGE>
FINANCIAL HIGHLIGHTS (CONTINUED)
 
SAFECO MANAGED BOND FUND
 
<TABLE>
<CAPTION>
                                            CLASS A            CLASS B                          FOR THE PERIOD FROM
                                       -----------------  -----------------                      FEBRUARY 28, 1994
                                          THREE-MONTH        THREE-MONTH       FOR THE YEAR       (INITIAL PUBLIC
                                         PERIOD ENDED       PERIOD ENDED           ENDED             OFFERING)
                                       DECEMBER 31, 1996  DECEMBER 31, 1996  DECEMBER 31, 1995  TO DECEMBER 31, 1994
                                       -----------------------------------------------------------------------------
<S>                                    <C>                <C>                <C>                <C>
Net asset value at beginning of
  period                                  $      8.35        $      8.35         $    8.15           $     8.68
 
INCOME FROM INVESTMENT OPERATIONS:
 
  Net investment income                          0.11               0.09               .44                  .27
 
  Net realized and unrealized gain
    (loss) on investments                          --                 --               .94                 (.53)
                                       -----------------  -----------------       --------          -----------
 
Total from investment operations                 0.11               0.09              1.38                 (.26)
                                       -----------------  -----------------       --------          -----------
 
LESS DISTRIBUTIONS TO SHAREHOLDERS
  FROM:
 
  Net investment income                         (0.11)             (0.09)             (.44)                (.27)
 
  Net Realized gains on investments                --                 --              (.32)                  --
                                       -----------------  -----------------       --------          -----------
 
Total distributions                             (0.11)             (0.09)             (.76)                (.27)
                                       -----------------  -----------------       --------          -----------
 
Net asset value at end of period          $      8.35        $      8.35         $    8.77           $     8.15
                                       -----------------  -----------------       --------          -----------
                                       -----------------  -----------------       --------          -----------
 
Total return+                                  1.34%*             1.15%*            17.35%             (3.01%)*
 
Net assets at end of period (000's
  omitted)                                $       140        $       100         $   4,497           $    4,627
 
Ratio of expenses to average net
  assets                                      1.30%**            2.07%**             1.16%              1.28%**
 
Ratio of net investment income to
  average net assets                          5.22%**            4.45%**             5.14%              3.88%**
 
Portfolio turnover rate                     136.29%**          136.29%**            78.78%            132.26%**
</TABLE>
 
 * Not annualized.
 
** Annualized.
 
 + Total return excludes the effects of sales charges. If sales charges were
included, the total return for Classes A and B would be lower.
 
                                    -- 19 --
<PAGE>
FINANCIAL HIGHLIGHTS (CONTINUED)
 
SAFECO MUNICIPAL BOND FUND
<TABLE>
<CAPTION>
                                       CLASS A          CLASS B
                                     ------------     ------------
                                     THREE-MONTH      THREE-MONTH
                                     PERIOD ENDED     PERIOD ENDED           YEAR ENDED MARCH 31
                                     DECEMBER 31,     DECEMBER 31,
                                         1996             1996        1996      1995      1994      1993
                                     ---------------------------------------------------------------------
<S>                                  <C>              <C>           <C>       <C>       <C>       <C>
Net asset value at beginning of
  period                               $13.82           $13.82        $13.36    $13.27    $14.13    $13.37
INCOME FROM INVESTMENT OPERATIONS:
 
  Net investment income                  0.18             0.15           .76       .77       .78       .81
 
  Net realized and unrealized gain
    (loss) investments                   0.17             0.16           .33       .12      (.55)      .94
                                     ------------     ------------  --------  --------  --------  --------
Total from investment operations         0.35             0.31          1.09       .89       .23      1.75
                                     ------------     ------------  --------  --------  --------  --------
LESS DISTRIBUTIONS:
 
  Dividends from net investment
    income                              (0.18    )       (0.15    )     (.76)     (.77)     (.78)     (.81)
 
  Distributions from realized gains        --               --            --      (.03)     (.31)     (.18)
                                     ------------     ------------  --------  --------  --------  --------
Total distributions                     (0.18    )       (0.15    )     (.76)     (.80)    (1.09)     (.99)
                                     ------------     ------------  --------  --------  --------  --------
Net asset value at end of period       $13.99           $13.98        $13.69    $13.36    $13.27    $14.13
                                     ------------     ------------  --------  --------  --------  --------
                                     ------------     ------------  --------  --------  --------  --------
Total return++                         2.52%*           2.27%*         8.23%     7.10%     1.30%    13.60%
 
Net assets at end of period (000's
  omitted)                               $311             $112      $480,643  $472,569  $507,453  $541,515
 
Ratio of expenses to average net
  assets                              0.82%**          1.50%**          .54%      .56%      .52%      .53%
 
Ratio of net investment income to
  average net assets                  5.04%**          4.42%**         5.47%     5.96%     5.49%     5.91%
 
Portfolio turnover rate               6.66%**          6.66%**        12.60%    26.96%    22.07%    31.66%
 
<CAPTION>
 
                                                        YEAR ENDED MARCH 31
                                       1992      1991      1990      1989      1988      1987
 
<S>                                  <C>       <C>       <C>       <C>       <C>       <C>
Net asset value at beginning of
  period                               $12.95    $12.73    $12.92    $12.85    $14.16    $13.74
INCOME FROM INVESTMENT OPERATIONS:
  Net investment income                   .86       .86       .88       .94       .96       .99
  Net realized and unrealized gain
    (loss) investments                    .48       .26       .25       .36      (.91)      .63
                                     --------  --------  --------  --------  --------  --------
Total from investment operations         1.34      1.12      1.13      1.30       .05      1.62
                                     --------  --------  --------  --------  --------  --------
LESS DISTRIBUTIONS:
  Dividends from net investment
    income                               (.86)     (.86)     (.88)     (.94)     (.96)     (.99)
  Distributions from realized gains      (.06)     (.04)     (.44)     (.29)     (.40)     (.21)
                                     --------  --------  --------  --------  --------  --------
Total distributions                      (.92)     (.90)    (1.32)    (1.23)    (1.36)    (1.20)
                                     --------  --------  --------  --------  --------  --------
Net asset value at end of period       $13.37    $12.95    $12.73    $12.92    $12.85    $14.16
                                     --------  --------  --------  --------  --------  --------
                                     --------  --------  --------  --------  --------  --------
Total return++                         10.57%     9.13%     9.05%    10.49%      .93%    12.49%+
Net assets at end of period (000's
  omitted)                           $427,638  $331,647  $286,303  $231,911  $183,642  $214,745
Ratio of expenses to average net
  assets                                 .54%      .56%      .57%      .60%      .61%      .59%
Ratio of net investment income to
  average net assets                    6.37%     6.68%     6.76%     7.23%     7.42%     7.20%
Portfolio turnover rate                25.18%    38.55%    65.80%   135.60%    71.91%    23.09%
</TABLE>
 
 * Not Annualized.
 
** Annualized.
 
 + Unaudited.
 
++ Total return excludes the effects of sales charges. If sales charges were
included, the total return for Classes A and B would be lower.
 
                                    -- 20 --
<PAGE>
FINANCIAL HIGHLIGHTS (CONTINUED)
 
SAFECO CALIFORNIA TAX-FREE INCOME FUND
<TABLE>
<CAPTION>
                                     CLASS A    CLASS B
                                     --------   --------
                                     THREE-MONTH THREE-MONTH
                                      PERIOD     PERIOD
                                      ENDED      ENDED
                                     DECEMBER   DECEMBER                        YEAR ENDED MARCH 31
                                     31, 1996   31, 1996    1996     1995     1994     1993     1992     1991     1990
                                     -----------------------------------------------------------------------------------
<S>                                  <C>        <C>        <C>      <C>      <C>      <C>      <C>      <C>      <C>
Net asset value at beginning of
  period                              $12.07     $12.07     $11.54   $11.51   $12.23   $11.60   $11.24   $11.07   $11.02
 
INCOME FROM INVESTMENT OPERATIONS:
 
  Net investment income                 0.15       0.12        .62      .63      .66      .68      .71      .71      .72
 
  Net realized and unrealized gain
    (loss) investments                  0.19       0.18        .40      .13     (.38)     .76      .44      .23      .23
                                     --------   --------   -------  -------  -------  -------  -------  -------  -------
 
Total from investment operations        0.34       0.30       1.02      .76      .28     1.44     1.15      .94      .95
                                     --------   --------   -------  -------  -------  -------  -------  -------  -------
 
LESS DISTRIBUTIONS:
 
  Dividends from net investment
    income                             (0.15)     (0.12)      (.62)    (.63)    (.66)    (.68)    (.71)    (.71)    (.72)
 
  Distributions from realized gains    (0.03)     (0.03)      (.08)    (.10)    (.34)    (.13)    (.08)    (.06)    (.18)
                                     --------   --------   -------  -------  -------  -------  -------  -------  -------
 
Total distributions                    (0.18)     (0.15)      (.70)    (.73)   (1.00)    (.81)    (.79)    (.77)    (.90)
                                     --------   --------   -------  -------  -------  -------  -------  -------  -------
 
Net asset value at end of period      $12.23     $12.22     $11.86   $11.54   $11.51   $12.23   $11.60   $11.24   $11.07
                                     --------   --------   -------  -------  -------  -------  -------  -------  -------
                                     --------   --------   -------  -------  -------  -------  -------  -------  -------
 
Total return***                        2.83%*     2.56%*     8.87%    7.01%    1.97%   12.88%   10.43%    8.78%    8.87%
 
Net assets at end of period (000's
  omitted)                              $122       $101    $70,546  $64,058  $77,056  $79,872  $71,480  $57,066  $47,867
 
Ratio of expenses to average net
  assets                               0.89%**    1.64%**     .68%     .70%     .68%     .66%     .67%     .67%     .68%
 
Ratio of net investment income to
  average net assets                   4.84%**    4.08%**    5.12%    5.65%    5.31%    5.71%    6.13%    6.32%    6.42%
 
Portfolio turnover rate               10.52%**   10.52%**   16.25%   44.10%   32.58%   23.18%   39.35%   22.92%   71.37%
 
<CAPTION>
 
                                      1989       1988          1987
 
<S>                                  <C>      <C>            <C>
Net asset value at beginning of
  period                              $10.72      $12.14       $11.68
INCOME FROM INVESTMENT OPERATIONS:
  Net investment income                  .75         .76          .80
  Net realized and unrealized gain
    (loss) investments                   .30        (.99)         .57
                                     -------  ----------     --------
Total from investment operations        1.05        (.23)        1.37
                                     -------  ----------     --------
LESS DISTRIBUTIONS:
  Dividends from net investment
    income                              (.75)       (.76)        (.80)
  Distributions from realized gains       --        (.43)++      (.11)
                                     -------  ----------     --------
Total distributions                     (.75)      (1.19)        (.91)
                                     -------  ----------     --------
Net asset value at end of period      $11.02      $10.72       $12.14
                                     -------  ----------     --------
                                     -------  ----------     --------
Total return***                       10.09%      (1.39%)     12.25%+
Net assets at end of period (000's
  omitted)                           $36,930     $28,790      $34,792
Ratio of expenses to average net
  assets                                .71%        .72%         .70%
Ratio of net investment income to
  average net assets                   6.86%       6.99%        6.71%
Portfolio turnover rate               76.95%      66.72%       44.61%
</TABLE>
 
  * Not Annualized.
 
 ** Annualized.
 
*** Total return excludes the effects of sales charges. If sales charges were
    included, the total return for Classes A and B would be lower.
 
  + Unaudited.
 
++ Distribution includes $.05 per share attributable to the December 31, 1987,
   capital gain distribution paid in order to avoid any excise tax due under the
   Tax Reform Act of 1986.
 
                                    -- 21 --
<PAGE>
FINANCIAL HIGHLIGHTS (CONTINUED)
 
SAFECO WASHINGTON STATE MUNICIPAL BOND FUND
<TABLE>
<CAPTION>
                                         CLASS A         CLASS B
                                      -------------   -------------
                                       THREE-MONTH     THREE-MONTH
                                      PERIOD ENDED    PERIOD ENDED
                                      DECEMBER 31,    DECEMBER 31,      YEAR ENDED       YEAR ENDED       YEAR ENDED
                                          1996            1996        MARCH 31, 1996   MARCH 31, 1995   MARCH 31, 1994
                                      --------------------------------------------------------------------------------
 <S>                                  <C>             <C>             <C>              <C>              <C>
 Net asset value at beginning of
   period                                $10.45          $10.45           $10.10           $9.91            $10.27
 
 INCOME FROM INVESTMENT OPERATIONS:
 
   Net investment income                  0.12            0.10             0.50             0.49             0.44
 
   Net realized and unrealized gain
     (loss) on investments                0.09            0.11             0.27             0.19            (0.35)
                                      -------------   -------------     -------           ------          -------
 Total from investment operations         0.21            0.21             0.77             0.68             0.09
                                      -------------   -------------     -------           ------          -------
 LESS DISTRIBUTIONS:
 
   Dividends from net investment
     income                              (0.12)          (0.10)           (0.50)           (0.49)           (0.44)
 
   Distribution from realized gains      (0.01)          (0.01)           (0.03)              --            (0.01)
                                      -------------   -------------     -------           ------          -------
 Total distributions                     (0.13)          (0.11)           (0.53)           (0.49)           (0.45)
                                      -------------   -------------     -------           ------          -------
 Net asset value at end of period        $10.53          $10.55           $10.34           $10.10           $9.91
                                      -------------   -------------     -------           ------          -------
                                      -------------   -------------     -------           ------          -------
 Total return+                           1.94%*          1.94%*           7.73%            7.13%             .68%
 
 Net assets at end of period (000's
   omitted)                              $ 336           $ 211            $6,489           $5,953           $2,908
 
 Ratio of expenses to average net
   assets                                1.31%**         2.06%**          1.07%            1.09%            1.44%
 
 Ratio of net investment income to
   average net assets                    4.49%**         3.71%**          4.78%            5.06%            4.17%
 
 Portfolio turnover rate                15.96%**        15.96%**         20.86%            9.23%           17.26%
 
<CAPTION>
 
                                         FOR THE PERIOD FROM
                                           MARCH 18, 1993
                                      (INITIAL PUBLIC OFFERING)
                                          TO MARCH 31, 1993
 
 <S>                                  <C>
 Net asset value at beginning of
   period                                      $10.32
 INCOME FROM INVESTMENT OPERATIONS:
   Net investment income                        0.02
   Net realized and unrealized gain
     (loss) on investments                     (0.05)
                                            --------
 Total from investment operations              (0.03)
                                            --------
 LESS DISTRIBUTIONS:
   Dividends from net investment
     income                                    (0.02)
   Distribution from realized gains               --
                                            --------
 Total distributions                           (0.02)
                                            --------
 Net asset value at end of period              $10.27
                                            --------
                                            --------
 Total return+                                 (.31%)*
 Net assets at end of period (000's
   omitted)                                    $2,163
 Ratio of expenses to average net
   assets                                      1.04%**
 Ratio of net investment income to
   average net assets                          4.47%**
 Portfolio turnover rate                        None
</TABLE>
 
 * Not annualized.
 
** Annualized.
 
 + Total return excludes the effects of sales charges. If sales charges were
   included, the total return for Classes A and B would be lower.
 
                                    -- 22 --
<PAGE>
FINANCIAL HIGHLIGHTS (CONTINUED)
 
SAFECO MONEY MARKET FUND
 
<TABLE>
<CAPTION>
                      CLASS A  CLASS B
                      -------  -------
                      THREE-MONTH THREE-MONTH
                      PERIOD   PERIOD
                       ENDED    ENDED
                      DECEMBER DECEMBER
                        31,      31,                                       YEAR ENDED MARCH 31
                       1996     1996     1996     1995     1994     1993     1992     1991     1990     1989     1988      1987
                      -----------------------------------------------------------------------------------------------------------
<S>                   <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>
Net asset value at
  beginning of
  period              $1.00    $1.00      $1.00    $1.00    $1.00    $1.00    $1.00    $1.00    $1.00    $1.00    $1.00  $1.00
 
INCOME FROM
  INVESTMENT
  OPERATIONS:
 
  Net investment
    income            .01      .01          .05      .04      .02      .03      .05      .07      .08      .08      .06    .06
 
LESS DISTRIBUTIONS:
 
  Dividends from net
    investment
    income            (.01   ) (.01   )    (.05)    (.04)    (.02)    (.03)    (.05)    (.07)    (.08)    (.08)    (.06)  (.06   )
                      -------  -------  -------  -------  -------  -------  -------  -------  -------  -------  -------  --------
 
  Net asset value at
    end of period     $1.00    $1.00      $1.00    $1.00    $1.00    $1.00    $1.00    $1.00    $1.00    $1.00    $1.00  $1.00
                      -------  -------  -------  -------  -------  -------  -------  -------  -------  -------  -------  --------
                      -------  -------  -------  -------  -------  -------  -------  -------  -------  -------  -------  --------
 
Total return          1.21%  * 1.21%  *   5.15%    4.20%    2.48%    2.98%    5.04%    7.60%    8.77%    7.86%    6.56%  5.90%   +
 
Net assets at end of
  period (000's
  omitted)            $295     $106     $165,122 $171,958 $186,312 $144,536 $184,823 $224,065 $225,974 $177,813 $119,709 $57,998
 
Ratio of expenses to
  average net assets  .55%   ** .54%   **    .78%    .78%    .79%     .77%     .73%     .70%     .71%     .74%     .79%   .82%
Ratio of net
  investment income
  to average net
  assets              5.01%  ** 4.96%  **   5.04%   4.21%   2.47%    3.02%    5.05%    7.34%    8.45%    7.66%    6.49%  5.71%
</TABLE>
 
 * Not Annualized.
 
** Annualized.
 
 + Unaudited.
 
                                    -- 23 --
<PAGE>
ADVISER'S INSTITUTIONAL PRIVATE ACCOUNT PERFORMANCE
 
The Value Fund's adviser, SAFECO Asset Management Company ("SAM") has been
managing institutional private accounts (the "SAFECO Composite") since 1979. The
SAFECO Composite had investment objectives, policies, strategies and risks
substantially similar to those of the Value Fund. The data below is provided to
illustrate the past performance of SAM in managing substantially similar
accounts as measured against the S&P 500 Index and does not represent the
performance of the Value Fund.
 
CALENDAR YEAR TOTAL RETURNS
 
<TABLE>
<CAPTION>
                                                             SAFECO           SAFECO        S&P 500
YEAR                                                      COMPOSITE(A)*    COMPOSITE(B)*    INDEX**
- -------------------------------------------------------  ---------------  ---------------  ----------
<S>                                                      <C>              <C>              <C>
1987                                                            0.25%            (.50%)         5.17%
1988                                                           18.83%           17.98%         16.50%
1989                                                           19.43%           18.58%         31.43%
1990                                                           (4.50%)          (5.22%)        (3.19%)
1991                                                           28.55%           27.65%         30.55%
1992                                                           12.98%           12.06%          7.68%
1993                                                           10.58%            9.73%         10.00%
1994                                                            3.31%            2.54%          1.33%
1995                                                           36.74%           35.74%         37.50%
1996                                                           25.07%           24.15%         23.25%
</TABLE>
 
AVERAGE ANNUAL TOTAL RETURNS FOR ONE, FIVE AND TEN YEAR PERIODS ENDING DECEMBER
31, 1996
 
<TABLE>
<CAPTION>
                                                                            SAFECO        S&P 500
                                                                           COMPOSITE       INDEX
                                                                         -------------  -----------
<S>                                                                      <C>            <C>
Last One Year                                                                 25.43%        23.25%
Last Five Years                                                               17.46%        15.26%
Last Ten Years                                                                14.74%        15.26%
</TABLE>
 
- ------------------------
 
 *   The gross performance of the SAFECO Composite in the tables above is shown
     after reduction by the Value Fund's maximum management fee and the
     estimated "other expenses" (1.04% per year) and does not reflect the
     deduction of 12b-1 fees which would cause the performance figures to be
     lower.
 
**   The S&P 500 Index is an unmanaged index containing common stocks of 500
     industrial, transportation, utility and financial companies, regarded as
     generally representative of the U.S. stock market. The Index reflects the
     reinvestment of income dividends and capital gain distributions, if any,
     but does not reflect fees, brokerage commissions, or other expenses of
     investing.
 
All returns presented were calculated on a total return basis and reflect the
reinvestment of capital gains, dividends and interest. Custodial fees, if any,
were not included in the SAFECO Composite calculation. The SAFECO Composite's
returns are asset-weighted using beginning-of-period market values adjusted for
cash flows.
 
The Value Fund's expenses, timing of purchases and sales of portfolio
securities, availability of cash flows, and brokerage commissions may cause the
performance of the Value Fund to vary from that of the SAFECO Composite. In
addition, the institutional private accounts are not subject to the
diversification requirements, specific tax restrictions and investment
limitations imposed on the Value Fund by the Investment Company Act of 1940 and
Subchapter M of the Internal Revenue Code. Consequently, the performance results
for the SAFECO Composite could have been adversely affected if the accounts
included in the Composite had been regulated as investment companies under the
federal securities laws.
 
                                    -- 24 --
<PAGE>
ADVISER'S INSTITUTIONAL PRIVATE ACCOUNT PERFORMANCE (CONTINUED)
The investment results of the SAFECO Composite are unaudited and are not
intended to predict or suggest the returns that might be experienced by the
Value Fund. Investors should also be aware that the use of a methodology
different from that used above to calculate the SAFECO Composite's performance
could result in different performance data.
 
The S&P 500 Index is used for comparison purposes only. The S&P 500 Index is an
unmanaged index of representative U.S. stocks that has no management or expense
charges. Performance is based on historical earnings and is not intended to
indicate future performance of the Value Fund.
 
SUB-ADVISER'S INSTITUTIONAL PRIVATE ACCOUNT PERFORMANCE
 
The International Fund's sub-adviser, Bank of Ireland Asset Management (U.S.)
Limited ("BIAM") has been managing separate accounts for institutional clients
in the United States for seven years. These accounts had investment objectives,
policies, strategies and risks substantially similar to those of the
International Fund. BIAM's past performance in advising these accounts was a key
factor in its selection as the Fund's sub-adviser. The performance set forth in
the tables below is based on the return achieved on BIAM's fully discretionary
international equity composite of accounts (the "BIAM Composite"). The BIAM
Composite data is provided to illustrate the past performance of BIAM in
managing substantially similar accounts as measured against the International
Fund and the EAFE Index, and does not represent the performance of the
International Fund.
 
CALENDAR YEAR TOTAL RETURNS
FOR THE PERIODS ENDED DECEMBER 31, 1996
 
<TABLE>
<CAPTION>
                                                            BIAM             BIAM           EAFE
YEAR                                                    COMPOSITE(A)     COMPOSITE(B)      INDEX*
- -----------------------------------------------------  ---------------  ---------------  -----------
<S>                                                    <C>              <C>              <C>
1990                                                         (4.65%)           5.37%        (23.20%)
1991                                                         10.61%            9.80%         12.50%
1992                                                         11.00%           10.19%        (11.85%)
1993                                                         49.49%           39.53%         32.94%
1994                                                          8.04%           (8.74%)         8.06%
1995                                                         18.09%           17.25%         11.55%
1996                                                         21.49%           20.62%          6.36%
</TABLE>
 
AVERAGE ANNUAL RETURNS
FOR THE PERIODS ENDED DECEMBER 31, 1996
 
<TABLE>
<CAPTION>
                                                                 PERIOD
                                                                BEGINNING
                                                               JANUARY 31,
                                                                  1996,
                                                                 ENDING
                                                              DECEMBER 31,      ONE       FIVE
                                                                  1996         YEAR       YEARS
                                                              -------------  ---------  ---------
<S>                                                           <C>            <C>        <C>
International Fund**                                       --                       --         --
Class A                                                9.01%
Class B                                                8.91%
BIAM Composite                                                                  21.78%     15.80%
EAFE Index                                                                       6.36%      8.48%
</TABLE>
 
- ------------------------------
 
 *   The Morgan Stanley Europe, Australia and Far East Index ("EAFE Index") is a
     market-weighted aggregate of 20 individual country indices that
     collectively represent many of the major markets of the world, excluding
     Canada and the United States.
 
                                    -- 25 --
<PAGE>
SUB-ADVISER'S INSTITUTIONAL PRIVATE ACCOUNT PERFORMANCE (CONTINUED)
**   The performance information of the Class A and Class B Shares (the "Advisor
     Classes") of the International Fund reflects the actual performance of the
     Advisor Classes for the period September 30, 1996 to December 31, 1996 and
     the performance of the No-Load Class of the Fund, restated to reflect the
     sales charges but not the Rule 12b-1 fees of the Advisor Classes for the
     period prior to September 30, 1996. Performance information would have been
     lower for the period prior to September 30, 1996 if Rule 12b-1 fees were
     reflected. The gross performance of the Composite in the tables above is
     shown after reduction by the International Fund's weighted average expenses
     excluding 12b-1 fees (2.09%) of the two fiscal periods ending September 30,
     1996 and December 31, 1996.
 
All returns presented were calculated on a total return basis and reflect the
reinvestment of capital gains, dividends and interest. The BIAM Composite's
returns are asset-weighted using beginning-of-period market values adjusted for
cash flows.
 
The International Fund's expenses, timing of purchases and sales of portfolio
securities, availability of cash flows, and brokerage commissions are all
reasons that might cause the performance of the International Fund to vary from
that of the BIAM Composite. In addition, the BIAM Composite accounts are not
subject to the diversification requirements, specific tax restrictions and
investment limitations imposed on the International Fund by the Investment
Company Act of 1940 or Subchapter M of the Internal Revenue Code. Consequently,
the performance results for the BIAM Composite could have been adversely
affected if the accounts included in the BIAM Composite had been regulated as
investment companies under the federal securities laws.
 
The investment results of BIAM's Composite are unaudited and are not intended to
predict or suggest the returns that might be experienced by the International
Fund. Investors should also be aware that the use of a methodology different
from that used below to calculate performance could result in different
performance data.
 
The EAFE Index is used for comparison purposes only. The EAFE Index is an
unmanaged index of representative international stocks that has no management or
expense charges. Performance is based on historical earnings and is not intended
to indicate future performance of the International Fund.
 
ALTERNATIVE PURCHASE ARRANGEMENT
 
This Prospectus offers two classes of shares for each Fund. For each Fund except
the Money Market Fund, Class A shares are sold at net asset value plus an
initial sales charge of up to 4.5%. Class A shares also pay an annual Rule 12b-1
service fee of 0.25% of the average daily net assets of the Class A shares. For
each Fund except the Money Market Fund, Class B shares are sold at net asset
value with no initial sales charge, but a CDSC of up to 5% applies to
redemptions made within six years of purchase. Class B shares also pay an annual
Rule 12b-1 service fee of 0.25% of the average daily net assets of the Class B
shares and an annual Rule 12b-1 distribution fee of 0.75% of the average daily
net assets of the Class B shares. Class B shares convert to Class A shares in
the first month following the investor's sixth anniversary from purchase. The
maximum investment amount in Class B shares is $500,000.
 
Class A and B shares of the Money Market Fund are sold at net asset value, are
not subject to sales charges, and do not currently pay Rule 12b-1 fees. Money
Market Fund Class A and Class B shares may be subject to sales charges if an
investor exchanges into Class A or Class B shares of another Fund. See
"Purchasing Advisor Class A Shares" and "Purchasing Advisor Class B Shares."
 
For shareholders of each Fund except the Money Market Fund, the alternative
purchase arrangement permits an investor to choose the method of purchasing
shares that is most beneficial given the amount of the purchase, the length of
time the investor expects to hold the shares, and other circumstances. Investors
should consider whether, during the anticipated life of their investment in a
 
                                    -- 26 --
<PAGE>
ALTERNATIVE PURCHASE ARRANGEMENT (CONTINUED)
Fund, the accumulated distribution and service fees and CDSCs on Class B shares
prior to conversion would be less than the initial sales charge and accumulated
service fee on Class A shares purchased at the same time.
 
Class A shares will normally be more beneficial than Class B shares to investors
who qualify for reduced initial sales charges or a sales load waiver on Class A
shares. Class A shares are subject to a service fee (but not a distribution fee)
and, accordingly, pay correspondingly higher dividends per share than Class B
shares. However, because initial sales charges are deducted at the time of
purchase, investors purchasing Class A shares would not have all their funds
invested initially and, therefore, would initially own fewer shares.
 
Investors not qualifying for reduced initial sales charges who expect to
maintain their investment for an extended period of time might consider
purchasing Class B shares. The CDSC imposed on the redemption of Class B shares
decreases and is completely eliminated with respect to such shares beginning in
the first month following the investor's sixth anniversary from purchase. Class
B shares automatically convert to Class A shares (which are subject to lower
continuing charges) in the first month following the investor's sixth
anniversary from purchase.
 
For more information about each Fund's shares, see "How to Purchase Shares"
beginning on page 53.
 
EACH FUND'S INVESTMENT OBJECTIVE AND POLICIES
 
The investment objective and investment policies for each Fund are described
below. A Trust's Board of Trustees may change a Fund's (except the California
Fund's) objective without a shareholder vote, but no such change will be made
without prior written notice to shareholders of that Fund (60 days' in the case
of the Money Market, Municipal Bond and Washington Funds and 30 days' in the
case of the other Funds). The California Fund has a fundamental investment
objective that may not be changed without a shareholder vote. In the event a
Fund changes its investment objective, the new objective may not meet the
investment needs of every shareholder and may be different from the objective a
shareholder considered appropriate at the time of initial investment. Each Fund
has adopted a number of investment restrictions. If a Fund satisfies a
percentage limitation at the time of investment, a later increase or decrease in
value, assets or other circumstances will not be considered in determining
whether the Fund complies with the applicable policy (except to the extent the
change may impact the Fund's borrowing limits). Unless otherwise stated, the
investment policies and limitations described below under each Fund's
description and "Common Investment Practices" are non-fundamental and may be
changed without a shareholder vote.
 
INVESTMENT OBJECTIVES AND POLICIES OF THE STOCK FUNDS
 
GROWTH FUND
 
The Growth Fund has as its investment objective to seek growth of capital and
the increased income that ordinarily follows from such growth. The Growth Fund
ordinarily invests a preponderance of its assets in common stock selected
primarily for potential appreciation. Such investments may cause its share price
to be more volatile than the Equity and Income Funds.
 
To pursue its investment objective, the Growth Fund:
 
1.  WILL INVEST A PREPONDERANCE OF ITS ASSETS IN COMMON STOCKS SELECTED
    PRIMARILY FOR POTENTIAL APPRECIATION. To determine those common stocks which
    have the potential for long-term growth, SAM will evaluate the issuer's
    financial strength, quality of management and earnings power.
 
                                    -- 27 --
<PAGE>
INVESTMENT OBJECTIVES AND POLICIES OF THE STOCK FUNDS (CONTINUED)
2.  MAY INVEST IN SECURITIES CONVERTIBLE INTO COMMON STOCK (INCLUDING CORPORATE
    BONDS AND PREFERRED STOCK THAT CONVERT TO COMMON STOCK, EITHER AUTOMATICALLY
    AFTER A SPECIFIED PERIOD OF TIME OR AT THE OPTION OF THE ISSUER). The Fund
    will purchase convertible securities if such securities offer a higher yield
    than an issuer's common stock and provide reasonable potential for capital
    appreciation.
 
3.  MAY INVEST UP TO 5% OF NET ASSETS IN CONTINGENT VALUE RIGHTS. A contingent
    value right is a right issued by a corporation that takes on a
    preestablished value if the underlying common stock does not attain a target
    price by a specified date.
 
For a brief description of common stocks, preferred stocks, convertible
securities, and bonds and other debt securities, see "Description of Stocks,
Bonds and Convertible Securities" on page 74.
 
EQUITY FUND
 
The Equity Fund has as its investment objective to seek long-term growth of
capital and reasonable current income. The Equity Fund invests principally in
common stock selected for appreciation and/ or dividend potential and from a
long-range investment standpoint. The Equity Fund does not seek to achieve both
growth and income with every portfolio security investment. Rather, it attempts
to achieve a reasonable balance between growth and income on an overall basis.
 
To pursue its investment objective, the Equity Fund:
 
1.  WILL INVEST, DURING NORMAL MARKET CONDITIONS, AT LEAST 65% OF ITS TOTAL
    ASSETS IN EQUITY SECURITIES (WHICH INCLUDE COMMON STOCKS AND PREFERRED
    STOCKS). The Fund will invest principally in common stocks selected by SAM
    primarily for appreciation and/or dividend potential and from a long-range
    investment standpoint.
 
2.  MAY INVEST IN SECURITIES CONVERTIBLE INTO COMMON STOCK (INCLUDING CORPORATE
    BONDS AND PREFERRED STOCK THAT CONVERT TO COMMON STOCK, WHETHER
    AUTOMATICALLY AFTER A SPECIFIED PERIOD OF TIME OR AT THE OPTION OF THE
    ISSUER), EXCEPT THAT LESS THAN 35% OF ITS NET ASSETS WILL BE INVESTED IN
    SUCH SECURITIES. The Equity Fund may invest in convertible corporate bonds
    that are rated below investment grade (commonly referred to as "high-yield"
    or "junk" bonds) or in comparable, unrated bonds, but less than 35% of the
    Equity Fund's net assets will be invested in such securities. The Equity
    Fund will not purchase a bond rated below Ca by Moody's Investors Service,
    Inc. ("Moody's") or CC by Standard & Poor's Ratings Services, a division of
    The McGraw-Hill Companies ("S&P") or which is in default on the payment of
    principal and interest. Bonds rated Ca or CC are highly speculative and have
    large uncertainties or major risk exposures. See "Risk Factors" on page 47
    for more information.
 
For a brief description of common stocks, preferred stocks, convertible
securities, and bonds and other debt securities, see "Description of Stocks,
Bonds and Convertible Securities" on page 74. For a description of debt
securities ratings, see the "Ratings Supplement" on page 74.
 
INCOME FUND
 
The Income Fund has as its investment objective to seek high current income and,
when consistent with its objective, the long-term growth of capital. The Fund
currently intends to place greatest emphasis on holding common stock,
convertible corporate bonds and convertible preferred stock. SAM will select
securities primarily for current income, but also with a view toward capital
growth when this can be accomplished without conflicting with the Fund's
investment objective.
 
                                    -- 28 --
<PAGE>
INVESTMENT OBJECTIVES AND POLICIES OF THE STOCK FUNDS (CONTINUED)
To pursue its investment objective, the Income Fund:
 
1.  WILL INVEST PRIMARILY IN COMMON STOCK AND ALSO IN CONVERTIBLE AND
    NON-CONVERTIBLE CORPORATE BONDS AND PREFERRED STOCK (INCLUDING CORPORATE
    BONDS AND PREFERRED STOCK THAT CONVERT TO COMMON STOCK EITHER AUTOMATICALLY
    AFTER A SPECIFIED PERIOD OF TIME OR AT THE OPTION OF THE ISSUER). The Fund
    will purchase convertible securities if such securities offer a higher yield
    than an issuer's common stock and provide reasonable potential for capital
    appreciation. The Income Fund may invest in convertible corporate bonds that
    are rated below investment grade (commonly referred to as "high-yield" or
    "junk" bonds) or in comparable, unrated bonds, but less than 35% of the
    Income Fund's net assets will be invested in such securities. Bonds rated Ca
    by Moody's or CC by S&P are highly speculative and have large uncertainties
    or major risk exposures. See "Risk Factors" on page 47 for more information.
 
2.  MAY INVEST UP TO 10% OF TOTAL ASSETS IN EURODOLLAR BONDS WHICH ARE ISSUED BY
    U.S. ISSUERS. Eurodollar bonds are traded in the European bond market and
    are denominated in U.S. dollars. The Fund will purchase Eurodollar bonds
    through U.S. securities dealers and hold such bonds in the United States.
    The delivery of Eurodollar bonds to the Fund's custodian in the United
    States may cause slight delays in settlement which are not anticipated to
    affect the Fund in any material, adverse manner.
 
For a brief description of common stocks, preferred stocks, convertible
securities, and bonds and other debt securities, see "Description of Stocks,
Bonds and Convertible Securities" on page 74. For a description of debt
securities ratings, see the "Ratings Supplement" on page 74.
 
NORTHWEST FUND
 
The Northwest Fund has as its investment objective to seek long-term growth of
capital through investing primarily in Northwest companies. To pursue its
objective, the Fund will invest at least 65% of its total assets in securities
issued by companies with their principal executive offices located in Alaska,
Idaho, Montana, Oregon or Washington.
 
To pursue its investment objective, the Northwest Fund:
 
1.  WILL ORDINARILY INVEST ITS ASSETS IN SHARES OF COMMON STOCKS AND PREFERRED
    STOCKS OF COMPANIES LOCATED IN THE NORTHWEST SELECTED PRIMARILY FOR
    POTENTIAL LONG-TERM APPRECIATION. To determine those common and preferred
    stocks which have the potential for long-term growth, SAM will evaluate the
    issuer's financial strength, quality of management and earnings power. The
    Fund generally invests a portion of its assets in smaller companies. See
    "Risk Factors" for more information about the risks of investing primarily
    in companies located in the Northwest.
 
2.  MAY OCCASIONALLY INVEST IN SECURITIES CONVERTIBLE INTO COMMON STOCK WHEN, IN
    THE OPINION OF SAM, THE EXPECTED TOTAL RETURN OF A CONVERTIBLE SECURITY
    EXCEEDS THE EXPECTED TOTAL RETURN OF COMMON STOCK ELIGIBLE FOR PURCHASE BY
    THE FUND. The Fund may purchase corporate bonds and preferred stock that
    convert to common stock either automatically after a specified period of
    time or at the option of the issuer. The Fund will purchase those
    convertible securities which, in SAM's opinion, have underlying common stock
    with potential for long-term growth. The Fund will purchase convertible
    securities which are investment grade, i.e., rated in the top four
    categories by either S&P or Moody's.
 
See "Risk Factors" for more information about the risks inherent in geographic
concentration. For a brief description of common stocks, preferred stocks,
convertible securities, and bonds and other debt securities, see "Description of
Stocks, Bonds and Convertible Securities" on page 74. For a description of debt
securities ratings, see the "Ratings Supplement" on page 74.
 
                                    -- 29 --
<PAGE>
INVESTMENT OBJECTIVES AND POLICIES OF THE STOCK FUNDS (CONTINUED)
INTERNATIONAL FUND
 
The investment objective of the International Fund is to seek maximum long-term
total return (capital appreciation and income) by investing primarily in common
stock of established non-U.S. companies. To pursue its objective, the
International Fund, under normal market conditions, will invest at least 65% of
its total assets in the securities of companies domiciled in at least five
countries, not including the United States.
 
To pursue its investment objective, the International Fund:
 
1.  WILL INVEST PRIMARILY IN COMMON STOCKS OF NON-U.S. COMPANIES. Common stock
    issued by foreign companies is subject to various risks in addition to those
    associated with U.S. investments. For example, the value of the common stock
    depends in part upon currency values, the political and regulatory
    environments, and overall economic factors in the countries in which the
    common stock is issued.
 
2.  MAY INVEST IN PREFERRED STOCKS AND CONVERTIBLE SECURITIES ISSUED BY FOREIGN
    COMPANIES.
 
3.  MAY INVEST IN DEBT SECURITIES ISSUED BY FOREIGN COMPANIES AND GOVERNMENTS.
    The Fund will make such investments primarily for defensive purposes, but
    may also do so where anticipated interest rate movements, or other factors
    affecting the degree of risk inherent in a fixed income security, are
    expected to change significantly so as to produce appreciation in the
    security consistent with the objective of the Fund. The Fund may purchase
    sovereign debt instruments issued or guaranteed by foreign governments or
    their agencies. Sovereign debt may be in the form of conventional securities
    or other types of debt instruments such as loans or loan participations.
    Governments or governmental entities responsible for repayment of the debt
    may be unable or unwilling to repay principal and interest when due, and may
    require renegotiation or rescheduling of debt payments. Repayment of
    principal and interest may depend also upon political and economic factors.
 
4.  MAY INVEST IN PASSIVE FOREIGN INVESTMENT COMPANIES ("PFICS"), WHICH INCLUDE
    FUNDS OR TRUSTS ORGANIZED AS INVESTMENT VEHICLES TO INVEST IN COMPANIES OF
    CERTAIN FOREIGN COUNTRIES. Investors in PFICs bear their proportionate share
    of the PFIC's management fees and other expenses. See "Additional Tax
    Information" in the Common Stock Trust's Statement of Additional
    Information.
 
5.  MAY PURCHASE AND SELL PUT AND CALL OPTIONS ON SECURITIES, FINANCIAL INDICES
    AND FOREIGN CURRENCIES, MAY PURCHASE AND SELL THE FOLLOWING NON-LEVERAGED
    DERIVATIVE SECURITIES: FUTURES CONTRACTS AND RELATED OPTIONS WITH RESPECT TO
    SECURITIES, FINANCIAL INDICES AND FOREIGN CURRENCIES, AND MAY ENTER INTO
    FOREIGN CURRENCY TRANSACTIONS SUCH AS FORWARD CONTRACTS. The Fund may employ
    certain strategies and techniques utilizing these instruments to mitigate
    its exposure to changing currency exchange rates, security prices, interest
    rates and other factors that affect security values. There is no guarantee
    that these strategies and techniques will work.
 
An option gives an owner the right to buy or sell securities at a predetermined
exercise price for a given period of time. The writer of an option is obligated
to purchase or sell (depending upon the nature of the option) the underlying
securities if the option is exercised during the specified period of time. A
futures contract is an agreement in which the seller of the contract agrees to
deliver to the buyer an amount of cash equal to a specific dollar amount times
the difference between the value of a security at the close of the last trading
day of the contract and the price at which the agreement is made. A forward
currency contract is an agreement to purchase or sell a foreign currency at some
future time for a fixed amount of U.S. dollars.
 
The Fund, under normal conditions, will not sell a put or call option if, as a
result thereof, the aggregate value of the assets underlying all such options
(determined as of the date such options are
 
                                    -- 30 --
<PAGE>
INVESTMENT OBJECTIVES AND POLICIES OF THE STOCK FUNDS (CONTINUED)
written) would exceed 25% of the Fund's net assets. The Fund will not purchase a
put or call option or option on a futures contract if, as a result thereof, the
aggregate premiums paid on all options or options on futures contracts held by
the Fund would exceed 20% of its net assets. In addition, the Fund will not
enter into any futures contract or option on a futures contract if, as a result
thereof, the aggregate margin deposits and premiums required on all such
instruments would exceed 5% of its net assets.
 
See "Risk Factors" for more information about the risks inherent in securities
issued by foreign issuers and in the purchase and sale of options, futures and
forward contracts. For a brief description of common stocks, preferred stocks,
convertible securities, and bonds and other debt securities, see "Description of
Stocks, Bonds and Convertible Securities" on page 74.
 
BALANCED FUND
 
The Balanced Fund has as its investment objective to seek growth and income
consistent with the preservation of capital. To pursue its objective, the
Balanced Fund will invest primarily in equity and fixed income securities and
will occasionally alter the mix of its equity and fixed income securities. Such
action will be taken in response to economic conditions and generally in small
increments. The Balanced Fund will not make significant changes in its asset mix
in an attempt to "time the market."
 
To pursue its investment objective, the Balanced Fund:
 
1.  WILL ORDINARILY INVEST FROM 50% TO 70% OF ITS TOTAL ASSETS IN EQUITY
    SECURITIES, WHICH INCLUDE COMMON STOCKS, PREFERRED STOCK AND SECURITIES
    CONVERTIBLE INTO COMMON STOCK. The Fund will invest principally in common
    stocks selected by SAM primarily for appreciation and/or dividend potential
    and from a long-range investment standpoint. The Fund may purchase corporate
    bonds and preferred stock that convert to common stock either automatically
    after a specified period of time or at the option of the issuer.
 
    The Fund will purchase those convertible securities which, in SAM's opinion,
    have underlying common stock with potential for long-term growth. The Fund
    will purchase convertible securities which are investment grade, i.e., rated
    in the top four categories by either S&P or Moody's.
 
2.  WILL INVEST AT LEAST 25% OF ITS TOTAL ASSETS IN FIXED-INCOME SENIOR
    SECURITIES. The Fund will purchase only those U.S. Government and investment
    grade debt obligations or non-rated debt obligations which in SAM's view
    contain the credit characteristics of investment grade debt obligations.
    Investment grade obligations (rated between Aaa-Baa by Moody's and AAA-BBB
    by S&P) are from high to medium quality. Medium quality obligations possess
    speculative characteristics and may be more sensitive to economic changes
    and changes to the financial condition of issuers.
 
For a brief description of common stocks, preferred stocks, convertible
securities, and bonds and other debt securities, see "Description of Stocks,
Bonds and Convertible Securities" on page 74. For a description of debt
securities ratings, see the "Ratings Supplement" on page 74.
 
SMALL COMPANY FUND
 
The Small Company Fund has as its investment objective to seek long-term growth
of capital through investing primarily in small-sized companies. To pursue its
objective, the Small Company Fund will invest primarily in companies with total
market capitalization of less than $1 billion.
 
To pursue its investment objective, the Small Company Fund:
 
1.  WILL INVEST AT LEAST 65% OF ITS TOTAL ASSETS IN COMMON STOCK AND PREFERRED
    STOCK OF SMALL-SIZED COMPANIES WITH TOTAL MARKET CAPITALIZATION OF LESS THAN
    $1 BILLION. Companies whose
 
                                    -- 31 --
<PAGE>
INVESTMENT OBJECTIVES AND POLICIES OF THE STOCK FUNDS (CONTINUED)
    capitalization falls outside this range after purchase continue to be
    considered small-capitalized for purposes of the 65% policy. The Fund will
    invest principally in common stocks selected by SAM primarily for
    appreciation and/or dividend potential and from a long-range investment
    standpoint. In determining those common and preferred stocks which have the
    potential for long-term growth, SAM will evaluate the issuer's financial
    strength, quality of management and earnings power. Investments in small or
    newly formed companies involve greater risks than investments in larger,
    more established issuers and their securities can be subject to more abrupt
    and erratic movements in price. See "Risk Factors" for more information
    about the risks inherent in securities issued by small companies.
 
2.  MAY INVEST IN SECURITIES CONVERTIBLE INTO COMMON STOCK WHEN, IN SAM'S
    OPINION, THE EXPECTED TOTAL RETURN OF A CONVERTIBLE SECURITY EXCEEDS THE
    EXPECTED TOTAL RETURN OF COMMON STOCK ELIGIBLE FOR PURCHASE BY THE FUND. The
    Fund will purchase convertible securities if such securities offer a higher
    yield than an issuer's common stock and provide reasonable potential for
    capital appreciation. The Fund may invest in convertible corporate bonds
    that are rated below investment grade (commonly referred to as "high-yield"
    or "junk" bonds) or in comparable, unrated bonds, but less than 35% of the
    Fund's net assets will be invested in such securities. Bonds rated Ca by
    Moody's or CC by S&P are highly speculative and have large uncertainties or
    major risk exposures. See "Risk Factors" on page 47 for more information.
 
See "Risk Factors" for more information about the risks inherent in small
company issuers. For a brief description of common stocks, preferred stocks,
convertible securities, and bonds and other debt securities, see "Description of
Stocks, Bonds and Convertible Securities" on page 74. For a description of debt
securities ratings, see the "Ratings Supplement" on page 74.
 
VALUE FUND
 
The Value Fund has as its investment objective to seek long-term growth of
capital and income. The Value Fund primarily invests in common stock selected
for potential appreciation and income using fundamental value analysis. The
Value Fund will invest of least 65% of its assets in common stock and preferred
stock issued by U.S. companies.
 
To pursue its investment objective, the Value Fund:
 
1.  WILL INVEST A PREPONDERANCE OF ITS ASSETS IN COMMON STOCKS SELECTED
    PRIMARILY FOR POTENTIAL APPRECIATION. To determine those common stocks which
    have the potential for long-term growth, SAM will evaluate the issuer's
    financial strength, quality of management and earnings power.
 
2.  MAY INVEST IN SECURITIES CONVERTIBLE INTO COMMON STOCK (INCLUDING CORPORATE
    BONDS AND PREFERRED STOCK THAT CONVERT TO COMMON STOCK, EITHER AUTOMATICALLY
    AFTER A SPECIFIED PERIOD OF TIME OR AT THE OPTION OF THE ISSUER). The Fund
    will purchase convertible securities if such securities offer a higher yield
    than an issuer's common stock and provide reasonable potential for capital
    appreciation. The Value Fund may invest in convertible corporate bonds that
    are rated below investment grade (commonly referred to as "high-yield" or
    "junk bonds" or in comparable, unrated bonds, but less than 35% of the Value
    Fund's net assets will be invested in such securities. Bonds rated Ca by
    Moody's or CC by S&P are highly speculative and have large uncertainties or
    major risk exposures.
 
For a brief description of common stocks, preferred stocks, convertible
securities, and bonds and other debt securities, see "Description of Stocks,
Bonds and Convertible Securities" on page 74. See "Risk Factors" on page 47 for
more information.
 
                                    -- 32 --
<PAGE>
INVESTMENT OBJECTIVES AND POLICIES OF THE STOCK FUNDS (CONTINUED)
 
COMMON INVESTMENT PRACTICES OF THE STOCK FUNDS
 
Each of the Stock Funds may also follow the investment practices described
below:
 
1.  MAY INVEST IN BONDS AND OTHER DEBT SECURITIES.
 
    Each Fund may invest in bonds and other debt securities that are rated
    investment grade by Moody's or S&P, or unrated bonds determined by SAM to be
    of comparable quality to such rated bonds. Bonds rated in the lowest
    category of investment grade (Baa by Moody's and BBB by S&P) and comparable
    unrated bonds have speculative characteristics and are more likely to have a
    weakened capacity to make principal and interest payments under changing
    economic conditions or upon deterioration in the financial condition of the
    issuer.
 
    After purchase by a Stock Fund, a corporate bond may be downgraded or, if
    unrated, may cease to be comparable to a rated security. Neither event will
    require a Stock Fund to dispose of that security, but SAM will take a
    downgrade or loss of comparability into account in determining whether the
    Fund should continue to hold the security in its portfolio. The Equity Fund
    will not hold more than 3% of its total assets and the Income Fund will not
    hold more than 1% of its total assets in bonds that go into default on the
    payment of principal and interest after purchase. In the event that 35% or
    more of a Stock Fund's net assets is held in securities rated below
    investment grade due to a downgrade of one or more corporate bonds, SAM will
    engage in an orderly disposition of such securities to the extent necessary
    to ensure that the Fund's holdings of such securities remain below 35% of
    the Fund's net assets.
 
2.  MAY INVEST IN WARRANTS. Warrants are options to buy a stated number of
    shares of common stock at a specified price any time during the life of the
    warrant. Generally, the value of a warrant will fluctuate by greater
    percentages than the value of the underlying common stock. The primary risk
    associated with a warrant is that the term of the warrant may expire before
    the exercise price of the common stock has been reached. Under these
    circumstances, a Stock Fund could lose all of its principal investment in
    the warrant.
 
3.  MAY HOLD CASH OR INVEST TEMPORARILY IN HIGH QUALITY, SHORT-TERM SECURITIES
    ISSUED BY AN AGENCY OR INSTRUMENTALITY OF THE U.S. GOVERNMENT, HIGH QUALITY
    COMMERCIAL PAPER, CERTIFICATES OF DEPOSIT, SHARES OF NO-LOAD, OPEN-END MONEY
    MARKET FUNDS (EXCEPT THE EQUITY FUND) OR REPURCHASE AGREEMENTS. The Stock
    Funds may purchase these short-term securities as a cash management
    technique under those circumstances where it has cash to manage for a short
    time period, for example, after receiving proceeds from the sale of
    securities, dividend distributions from portfolio securities or cash from
    the sale of Fund shares to investors. With respect to repurchase agreements,
    each Stock Fund will invest no more than 5% of its total assets in
    repurchase agreements and will not purchase repurchase agreements that
    mature in more than seven days. Counterparties of foreign repurchase
    agreements may be less creditworthy than U.S. counterparties.
 
4.  MAY PURCHASE SECURITIES ON A "WHEN-ISSUED" OR "DELAYED-DELIVERY" BASIS OR
    PURCHASE OR SELL SECURITIES ON A "FORWARD COMMITMENT" BASIS. Under this
    procedure, a Stock Fund agrees to acquire securities that are to be issued
    and delivered against payment in the future. The price, however, is fixed at
    the time of commitment. When a Stock Fund purchases when-issued or
    delayed-delivery securities, its custodian bank will maintain in a temporary
    holding account cash, U.S. Government securities or other high-grade debt
    obligations having a value equal to or greater than such commitments. On
    delivery dates for such transactions, the Fund will meet its obligations
    from maturities or sales of the securities held in the temporary holding
    account or
 
                                    -- 33 --
<PAGE>
INVESTMENT OBJECTIVES AND POLICIES OF THE STOCK FUNDS (CONTINUED)
    from then-available cash flow. If a Stock Fund chooses to dispose of the
    right to acquire a when-issued or delayed delivery security prior to its
    acquisition, it could incur a gain or loss due to market fluctuations. Use
    of these techniques may affect a Fund's share price in a manner similar to
    leveraging.
 
5.  MAY INVEST IN AMERICAN DEPOSITARY RECEIPTS ("ADRS"). ADRs are registered
    receipts evidencing ownership of an underlying foreign security. They
    typically are issued in the United States by a bank or trust company. In
    addition to the risks of foreign investment applicable to the underlying
    securities, ADRs may also be subject to the risks that the foreign issuer
    may not be obligated to cooperate with the U.S. bank or trust company, or
    that such information in the U.S. market may not be current. ADRs which are
    structured without sponsorship of the issuer of the underlying foreign
    security may also be subject to the risk that the foreign issuer may not
    provide financial and other material information to the U.S. bank or trust
    company issuer. The International Fund may utilize European Depositary
    Receipts ("EDRs"), which are similar instruments. EDRs may be in bearer form
    and are designed for use in the European securities markets.
 
6.  MAY INVEST UP TO 10% OF ITS TOTAL ASSETS IN FOREIGN SECURITIES, EXCEPT THE
    INTERNATIONAL FUND, WHICH MAY INVEST 100% OF ITS ASSETS IN FOREIGN
    SECURITIES. FOREIGN SECURITIES ARE SUBJECT TO RISKS IN ADDITION TO THOSE
    INHERENT IN INVESTMENTS IN DOMESTIC SECURITIES. See "Risk Factors" on page
    47 for more information about the risks associated with investments in
    foreign securities.
 
7.  MAY INVEST UP TO 10% OF ITS TOTAL ASSETS IN SHARES OF REAL ESTATE INVESTMENT
    TRUSTS ("REITS"). REITs purchase real property, which is then leased, and
    make mortgage investments. For federal income tax purposes, REITs attempt to
    qualify for beneficial "modified pass-through" tax treatment by annually
    distributing at least 95% of their taxable income. If a REIT were unable to
    qualify for such tax treatment, it would be taxed as a corporation and the
    distributions made to its shareholders would not be deductible by it in
    computing its taxable income. REITs are dependent upon the successful
    operation of properties owned and the financial condition of lessees and
    mortgagors. The value of REIT units fluctuates depending on the underlying
    value of the real property and mortgages owned and the amount of cash flow
    (net income plus depreciation) generated and paid out. In addition, REITs
    typically borrow to increase funds available for investment. Generally,
    there is a greater risk associated with REITs that are highly leveraged.
 
8.  MAY INVEST UP TO 10% OF ITS TOTAL ASSETS IN RESTRICTED SECURITIES, PROVIDED
    THAT SAM HAS DETERMINED THAT SUCH SECURITIES ARE LIQUID UNDER GUIDELINES
    ADOPTED BY THE COMMON STOCK TRUST'S BOARD OF TRUSTEES. Restricted securities
    may be sold only in offerings registered under the Securities Act of 1933,
    as amended ("1933 Act"), or in transactions exempt from the registration
    requirements under the 1933 Act. Rule 144A under the 1933 Act provides an
    exemption for the resale of certain restricted securities to qualified
    institutional buyers. Investing in restricted securities may increase the
    Stock Funds' illiquidity to the extent that qualified institutional buyers
    or other buyers become, for a time, unwilling to purchase the securities. As
    a result, a Stock Fund may not be able to sell these securities when its
    investment adviser or sub-investment adviser deems it advisable to sell, or
    may have to sell them at less than fair value. In addition, market
    quotations are sometimes less readily available for restricted securities.
    Therefore, judgment may at times play a greater role in valuing these
    securities than in the case of unrestricted securities.
 
9.  MAY INVEST IN SECURITIES WHOSE PERFORMANCE AND PRINCIPAL AMOUNT AT MATURITY
    ARE LINKED TO A SPECIFIED EQUITY SECURITY OR SECURITIES INDEX. The value of
    an indexed security is determined by reference to a specific equity
    instrument or statistic. The performance of indexed securities
 
                                    -- 34 --
<PAGE>
INVESTMENT OBJECTIVES AND POLICIES OF THE STOCK FUNDS (CONTINUED)
    depends largely on the performance of the securities or indices to which
    they are indexed, but such securities are also subject to credit risks
    associated with the issuer of the security. Indexed securities may also be
    more volatile than their underlying instruments.
 
10. MAY INVEST UP TO 5% OF ITS TOTAL ASSETS IN SECURITIES OF UNSEASONED ISSUERS.
    Unseasoned issuers are those companies which, together with any
    predecessors, have been in operation for less than three years.
 
The following restrictions are fundamental policies of the Stock Funds that
cannot be changed without shareholder vote.
 
1.  EACH FUND, WITH RESPECT TO 75% OF THE VALUE OF ITS TOTAL ASSETS, MAY NOT
    INVEST MORE THAN 5% OF ITS TOTAL ASSETS IN THE SECURITIES OF ANY ONE ISSUER
    (OTHER THAN U.S. GOVERNMENT SECURITIES).
 
2.  THE GROWTH, INCOME AND NORTHWEST FUNDS MAY NOT PURCHASE MORE THAN 10% OF ANY
    CLASS OF SECURITIES OF ANY ONE ISSUER.
 
3.  EACH FUND, WITH RESPECT TO 100% OF THE VALUE OF ITS TOTAL ASSETS, MAY NOT
    PURCHASE MORE THAN 10% OF THE OUTSTANDING VOTING SECURITIES OF ANY ONE
    ISSUER (OTHER THAN U.S. GOVERNMENT SECURITIES).
 
4.  EACH STOCK FUND MAY BORROW MONEY ONLY FOR TEMPORARY OR EMERGENCY PURPOSES,
    AND THE GROWTH FUND ONLY FOR EXTRAORDINARY OR EMERGENCY PURPOSES, FROM A
    BANK OR AFFILIATE OF SAFECO CORPORATION AT AN INTEREST RATE NOT GREATER THAN
    THAT AVAILABLE FROM COMMERCIAL BANKS. The Growth, Income and Northwest Funds
    will not borrow amounts in excess of 20%, and the Equity, Balanced,
    International, Small Company and Value Funds will not borrow amounts in
    excess of 33%, of total assets. A Stock Fund will not purchase securities if
    borrowings equal to or greater than 5% of total assets are outstanding for
    that Fund.
 
For more information, see the "Investment Policies" and "Additional Investment
Information" sections of the Common Stock Trust's Statement of Additional
Information.
 
INVESTMENT POLICIES OF THE INTERMEDIATE TREASURY FUND
 
The investment objective of the Intermediate Treasury Fund is to provide as high
a level of current income as is consistent with the preservation of capital. The
Intermediate Treasury Fund will seek to maintain a portfolio of U.S. Treasury
obligations with an average dollar weighted maturity of between three and ten
years; however, individual obligations held by the Intermediate Treasury Fund
may have maturities outside that range.
 
To pursue its investment objective, the Intermediate Treasury Fund:
 
1.  WILL INVEST, DURING NORMAL MARKET CONDITIONS, AT LEAST 65% OF ITS TOTAL
    ASSETS IN DIRECT OBLIGATIONS OF THE U.S. TREASURY SUCH AS U.S. TREASURY
    BILLS, NOTES AND BONDS. The Intermediate Treasury Fund may also invest in
    stripped securities that are direct obligations of the U.S. Treasury. Direct
    obligations of the U.S. Treasury are supported by the full faith and credit
    of the U.S. Government.
 
2.  WILL INVEST UP TO 35% OF ITS TOTAL ASSETS IN:
 
    OTHER U.S. GOVERNMENT SECURITIES, including (a) securities supported by the
    full faith and credit of the U.S. Government but that are not direct
    obligations of the U.S. Treasury, such as securities issued by the
    Government National Mortgage Association ("GNMA"), (b) securities that are
    not supported by the full faith and credit of the U.S. Government but are
    supported by the issuer's ability to borrow from the U.S. Treasury, such as
    securities issued by the Federal National
 
                                    -- 35 --
<PAGE>
INVESTMENT POLICIES OF THE INTERMEDIATE TREASURY FUND (CONTINUED)
    Mortgage Association ("FNMA") and the Federal Home Loan Mortgage Corporation
    ("FHLMC"), and (c) securities supported solely by the creditworthiness of
    the issuer, such as securities issued by the Tennessee Valley Authority
    ("TVA"). While U.S. Government securities are considered to be of the
    highest credit quality available, they are subject to the same market risks
    as comparable debt securities.
 
    CORPORATE DEBT SECURITIES which at the time of purchase are rated in the top
    three grades (A or higher) by either Moody's or S&P, or, if unrated,
    determined by SAM to be of comparable quality to such rated debt securities.
    In addition to reviewing ratings, SAM will analyze the quality of rated and
    unrated corporate bonds for purchase by the Fund by evaluating various
    factors that may include the issuer's capital structure, earnings power and
    quality of management. See "Ratings Supplement" beginning on page 74.
 
3.  MAY INVEST UP TO 5% OF ITS TOTAL ASSETS IN YANKEE SECTOR DEBT SECURITIES,
    EURODOLLAR BONDS AND MUNICIPAL SECURITIES. See the Taxable Bond Trust's
    Statement of Additional Information for more information about these
    securities.
 
INVESTMENT POLICIES OF THE HIGH-YIELD FUND
 
The High-Yield Fund has as its investment objective to provide a high level of
current interest income through the purchase of high-yield, fixed-income
securities. The higher yields that the Fund seeks are usually available from
lower-rated or unrated securities sometimes referred to as "junk bonds." The
maturity of the debt obligations held by the Fund may range from 1 to 30 years.
However, it is anticipated that the majority of debt obligations will have
maturities from 5 to 15 years.
 
To pursue its investment objective, the High-Yield Fund:
 
1.  WILL INVEST, DURING NORMAL MARKET CONDITIONS, AT LEAST 65% OF ITS PORTFOLIO
    IN HIGH-YIELD, FIXED-INCOME SECURITIES. The High-Yield Fund may purchase
    debt and preferred stock issues (including convertible securities) which are
    below investment grade, I.E., rated lower than the top four grades by S&P or
    Moody's, or, if not rated by these agencies, in the opinion of SAM, have
    credit characteristics comparable to such rated securities. Up to 25% of the
    Fund's total assets may be invested in such unrated securities. SAM will
    determine the quality of unrated obligations by evaluating the issuer's
    capital structure, earnings power and quality of management. Unrated
    securities may not be as attractive to as many investors as rated
    securities. In addition, the Fund may invest up to 5% of its total assets in
    securities which are in default. The Fund will purchase securities which are
    in default only when, in SAM's opinion, the potential for high yield
    outweighs the risk.
 
    While fixed-income securities rated lower than investment grade generally
    lack characteristics of a desirable investment, they normally offer a
    current yield or yield-to-maturity which is significantly higher than the
    yield available from securities rated as investment grade. These securities
    are speculative and involve greater investment risks due to the issuers'
    reduced creditworthiness and increased likelihood of default and bankruptcy.
    In addition, these securities are frequently subordinated to senior
    securities. For further explanation of the special risks associated with
    investing in lower-rated, fixed-income securities, see "Risk Factors" on
    page 47.
 
    For a description of debt ratings, see "Rating Supplement" beginning on page
    74. For a breakdown of the debt securities held by the High-Yield Fund
    during the fiscal period ended December 31, 1996, see "Debt Securities
    Holdings" on page 76. The High-Yield Fund may retain an issue whose rating
    has been changed.
 
                                    -- 36 --
<PAGE>
INVESTMENT POLICIES OF THE HIGH-YIELD FUND (CONTINUED)
2.  MAY INVEST IN FIXED-INCOME SECURITIES WITH EQUITY FEATURES WHEN COMPARABLE
    IN YIELD AND RISK TO FIXED-INCOME SECURITIES WITHOUT EQUITY FEATURES, BUT
    ONLY WHEN ACQUIRED AS A RESULT OF UNIT OFFERINGS WHICH CARRY AN EQUITY
    ELEMENT SUCH AS COMMON STOCK, RIGHTS OR OTHER EQUITY SECURITIES. The Fund
    will hold these common stocks, rights or other equity securities until SAM
    determines that, in its opinion, the optimal time for sale of the equity
    security has been reached.
 
3.  MAY INVEST IN RESTRICTED SECURITIES ELIGIBLE FOR RESALE UNDER RULE 144A
    ("RULE 144A SECURITIES"), PROVIDED THAT SAM HAS DETERMINED THAT SUCH
    SECURITIES ARE LIQUID UNDER GUIDELINES ADOPTED BY THE BOARD OF TRUSTEES.
    Restricted securities may be sold only in offerings registered under the
    Securities Act of 1933 ("1933 Act") or in transactions exempt from the
    registration requirements under the 1933 Act. Rule 144A under the 1933 Act
    provides an exemption for the resale of certain restricted securities to
    qualified institutional buyers. Investing in Rule 144A securities could have
    the effect of increasing the Fund's illiquidity to the extent that qualified
    institutional buyers or other buyers become, for a time, unwilling to
    purchase the securities.
 
4.  MAY INVEST UP TO 5% OF ITS TOTAL ASSETS IN MUNICIPAL SECURITIES WHICH ARE
    RATED LOWER THAN THE TOP THREE GRADES ASSIGNED BY MOODY'S OR S&P OR ARE
    UNRATED BUT COMPARABLE TO SUCH RATED SECURITIES IF, IN THE OPINION OF SAM,
    THE POTENTIAL FOR APPRECIATION IS GREATER THAN, AND YIELD IS COMPARABLE TO
    OR GREATER THAN, SIMILARLY-RATED TAXABLE SECURITIES. Investment in medium
    and lower quality tax-exempt bonds involves the same risks as investments in
    taxable bonds of similar quality.
 
5.  MAY INVEST IN OBLIGATIONS OF, OR GUARANTEED BY, THE U.S. GOVERNMENT, ITS
    AGENCIES OR INSTRUMENTALITIES OR IN FIXED-INCOME SECURITIES WHICH ARE RATED
    IN THE FOUR HIGHEST GRADES ASSIGNED BY MOODY'S OR S&P DURING MARKET
    CONDITIONS WHICH, IN THE OPINION OF SAM, ARE UNFAVORABLE FOR SATISFACTORY
    PERFORMANCE BY LOWER-RATED OR UNRATED FIXED-INCOME SECURITIES. The Fund may
    invest in higher-rated securities when changing economic conditions or other
    factors cause the difference in yield between lower-rated and higher-rated
    securities to narrow and SAM believes that the risk of loss to principal may
    be substantially reduced with a small reduction in yield.
 
COMMON INVESTMENT PRACTICES OF THE INTERMEDIATE TREASURY FUND AND THE HIGH-YIELD
FUND
 
The Intermediate Treasury Fund and High-Yield Fund may also follow the
investment practices described below:
 
1.  MAY HOLD CASH OR INVEST TEMPORARILY IN HIGH-QUALITY COMMERCIAL PAPER,
    CERTIFICATES OF DEPOSIT, SHARES OF NO-LOAD, OPEN-END MONEY MARKET FUNDS,
    REPURCHASE AGREEMENTS AND HIGH-QUALITY SHORT-TERM SECURITIES ISSUED BY AN
    AGENCY OR INSTRUMENTALITY OF THE U.S. GOVERNMENT. Each Fund may purchase
    these short-term securities as a cash management technique under those
    circumstances where it has cash to manage for a short time period, for
    example, after receiving proceeds from the sale of securities, interest
    payments, dividend distributions from portfolio securities, or cash from the
    sale of Fund shares to investors. Interest earned from these short-term
    securities will be taxable to investors as ordinary income when distributed.
 
2.  MAY INVEST FOR SHORT-TERM PURPOSES WHEN SAM BELIEVES SUCH ACTION TO BE
    DESIRABLE AND CONSISTENT WITH SOUND INVESTMENT PRACTICES. Neither Fund,
    however, will engage primarily in trading for the purpose of short-term
    profits. A Fund may dispose of its portfolio securities whenever SAM deems
    advisable, without regard to the length of time the securities have been
    held.
 
                                    -- 37 --
<PAGE>
COMMON INVESTMENT PRACTICES OF THE INTERMEDIATE TREASURY FUND AND THE HIGH-YIELD
FUND (CONTINUED)
3.  MAY PURCHASE OR SELL SECURITIES ON A "WHEN-ISSUED" OR "DELAYED-DELIVERY"
    BASIS. Under this procedure, a Fund agrees to acquire or sell securities
    that are to be delivered against payment in the future, normally 30 to 45
    days. The price, however, is fixed at the time of commitment. When a Fund
    purchases when-issued or delayed-delivery securities, it will earmark
    liquid, high-quality securities in an amount equal in value to the purchase
    price of the security. Use of these techniques may affect the Fund's share
    price in a manner similar to leveraging.
 
The following restrictions are fundamental policies of the Intermediate Treasury
Fund and High-Yield Fund which cannot be changed without shareholder vote.
 
1.  EACH FUND, WITH RESPECT TO 75% OF THE VALUE OF ITS TOTAL ASSETS, MAY NOT
    INVEST MORE THAN 5% OF ITS TOTAL ASSETS IN THE SECURITIES OF ANY ONE ISSUER
    (OTHER THAN U.S. GOVERNMENT SECURITIES).
 
2.  EACH FUND, WITH RESPECT TO 100% OF THE VALUE OF ITS TOTAL ASSETS, MAY NOT
    PURCHASE MORE THAN 10% OF THE OUTSTANDING VOTING SECURITIES OF ANY ONE
    ISSUER (OTHER THAN U.S. GOVERNMENT SECURITIES).
 
3.  EACH FUND MAY BORROW MONEY ONLY FOR TEMPORARY OR EMERGENCY PURPOSES FROM A
    BANK OR SAFECO CORPORATION OR AFFILIATES OF SAFECO CORPORATION AT AN
    INTEREST RATE NOT GREATER THAN THAT AVAILABLE FROM COMMERCIAL BANKS. A Fund
    will not borrow amounts in excess of 20% of its total assets. A Fund will
    not purchase securities if outstanding borrowings are equal to or greater
    than 5% of its total assets. Each Fund intends to exercise its borrowing
    authority primarily to meet shareholder redemptions under circumstances
    where redemption requests exceed available cash.
 
4.  EACH FUND MAY INVEST UP TO 10% OF ITS NET ASSETS IN ILLIQUID SECURITIES,
    WHICH ARE SECURITIES THAT CANNOT BE SOLD WITHIN SEVEN DAYS IN THE ORDINARY
    COURSE OF BUSINESS FOR APPROXIMATELY THE AMOUNT AT WHICH THEY ARE VALUED.
    Due to the absence of an active trading market, a Fund may experience
    difficulty in valuing or disposing of illiquid securities. SAM determines
    the liquidity of the securities under guidelines adopted by the Taxable Bond
    Trust's Board of Trustees.
 
5.  EACH FUND MAY INVEST UP TO 10% OF NET ASSETS IN REPURCHASE AGREEMENT
    TRANSACTIONS. Repurchase agreements are transactions in which a Fund
    purchases securities from a bank or recognized securities dealer and
    simultaneously commits to resell the securities to the bank or dealer at an
    agreed-upon date and price reflecting a market rate of interest unrelated to
    the coupon rate or maturity of the purchased securities. Repurchase
    agreements carry certain risks not associated with direct investments in
    securities, including the risk that the Fund will be unable to dispose of
    the security during the term of the repurchase agreement if the security's
    market value declines, and delays and costs to a Fund if the other party to
    the repurchase agreement declares bankruptcy.
 
For more information see the "Investment Policies" and "Additional Investment
Information" sections of the Taxable Bond Trust's Statement of Additional
Information.
 
INVESTMENT POLICIES OF THE MANAGED BOND FUND
 
The investment objective of the Managed Bond Fund is to provide as high a level
of total return as is consistent with the relative stability of capital through
purchase of investment grade debt securities.
 
In pursuing the Managed Bond Fund's investment objective, SAM will seek to
minimize the effects of interest rate risks while pursuing total return by
adjusting the investment portfolio's average maturity in response to interest
rate changes. In general, the Managed Bond Fund's strategy will be to hold
 
                                    -- 38 --
<PAGE>
INVESTMENT POLICIES OF THE MANAGED BOND FUND (CONTINUED)
fixed-income securities with shorter maturities as interest rates rise and with
longer maturities as interest rates fall. The fixed-income securities held by
the Managed Bond Fund will have maturities of 10 years or less from the date of
purchase. SAM reserves the right to modify the Managed Bond Fund's investment
strategy in any respect at any time.
 
To pursue its investment objective, the Managed Bond Fund:
 
1.  WILL INVEST AT LEAST 65% OF ITS TOTAL ASSETS IN BONDS, DEFINED AS
    FIXED-INCOME SECURITIES.
 
2.  WILL INVEST PRIMARILY IN INVESTMENT GRADE DEBT SECURITIES; I.E., SECURITIES
    RATED IN THE TOP FOUR CATEGORIES BY EITHER S&P OR MOODY'S OR IF NOT RATED,
    SECURITIES WHICH, IN SAM'S OPINION, ARE COMPARABLE IN QUALITY TO INVESTMENT
    GRADE DEBT SECURITIES. Included in investment grade debt securities are
    securities of medium grade (rated Baa by Moody's or BBB by S&P) which have
    speculative characteristics and are more likely to have a weakened capacity
    to make principal and interest payments under changing economic or other
    conditions than higher grade securities. The Managed Bond Fund will limit
    investments in such medium grade debt securities to no more than 10% of its
    total assets. Unrated securities are not necessarily of lower quality than
    rated securities, but may not be as attractive to investors.
 
    The Managed Bond Fund may retain debt securities which are downgraded to
    below investment grade (commonly referred to as "high yield" or "junk"
    bonds) after purchase. In the event that due to a downgrade of one or more
    debt securities an amount in excess of 5% of the Fund's net assets is held
    in securities rated below investment grade, SAM will engage in an orderly
    disposition of such securities to the extent necessary to reduce the Fund's
    holdings of such securities to no more than 5% of the Fund's net assets. In
    addition to reviewing ratings, SAM may analyze the quality of rated and
    unrated debt securities purchased for the Managed Bond Fund by evaluating
    the issuer's capital structure, earnings power, quality of management and
    position within its industry. For a description of debt securities ratings,
    see "Ratings Supplement" beginning on page 74.
 
3.  WILL INVEST AT LEAST 50% OF ITS TOTAL ASSETS IN OBLIGATIONS OF OR GUARANTEED
    BY THE U.S. GOVERNMENT, ITS AGENCIES AND INSTRUMENTALITIES. These
    obligations include (a) direct obligations of the U.S. Treasury, such as
    U.S. Treasury notes, bills, bonds and stripped securities; (b) securities
    supported by the full faith and credit of the U.S. Government but that are
    not direct obligations of the U.S. Treasury, such as securities issued by
    the GNMA; (c) securities that are not supported by the full faith and credit
    of the U.S. Government but are supported by the issuer's ability to borrow
    from the U.S. Treasury, such as securities issued by the FNMA and the FHLMC;
    and (d) securities supported solely by the creditworthiness of the issuer,
    such as securities issued by the TVA. While U.S. Government securities are
    considered to be of the highest credit quality available, they are subject
    to the same market risks as comparable debt securities.
 
4.  MAY INVEST UP TO 50% OF ITS TOTAL ASSETS IN CORPORATE DEBT SECURITIES OR
    EURODOLLAR BONDS. Eurodollar bonds are bonds issued by either U.S. or
    foreign issuers that are traded in the European bond markets and denominated
    in U.S. dollars. The Managed Bond Fund will purchase Eurodollar bonds
    through U.S. securities dealers and hold such bonds in the United States.
    The delivery of Eurodollar bonds to the Managed Bond Fund's custodian in the
    United States may cause slight delays in settlement which are not
    anticipated to affect the Managed Bond Fund in any material, adverse manner.
    Eurodollar bonds issued by foreign issuers are subject to the same risks as
    Yankee sector bonds discussed below.
 
5.  MAY INVEST IN ASSET-BACKED SECURITIES, WHICH REPRESENT INTERESTS IN, OR ARE
    SECURED BY AND PAYABLE FROM, POOLS OF ASSETS SUCH AS CONSUMER LOANS,
    AUTOMOBILE RECEIVABLE SECURITIES, CREDIT CARD RECEIVABLE SECURITIES, AND
    INSTALLMENT LOAN CONTRACTS. These securities may be supported by credit
    enhancements such as letters of credit. Payment of interest and principal
    ultimately
 
                                    -- 39 --
<PAGE>
INVESTMENT POLICIES OF THE MANAGED BOND FUND (CONTINUED)
    depends upon borrowers paying the underlying loans. There is a risk that one
    or more of the underlying borrowers may default and that recovery on
    repossessed collateral may be unavailable or inadequate to support payments
    on the defaulted asset-backed securities. In addition, asset-backed
    securities are subject to prepayment risks which may reduce the overall
    return of the investment.
 
6.  MAY INVEST UP TO 10% OF ITS TOTAL ASSETS IN YANKEE SECTOR DEBT SECURITIES,
    WHICH ARE SECURITIES ISSUED AND TRADED IN THE UNITED STATES BY FOREIGN
    ISSUERS. These bonds have investment risks that are different from those of
    domestic issuers. Such risks may include nationalization of the issuer,
    confiscatory taxation by the foreign government that would inhibit the
    ability of the issuer to make principal and interest payments to the Managed
    Bond Fund, lack of comparable publicly available information concerning
    foreign issuers, lack of comparable accounting and auditing practices in
    foreign countries and, finally, difficulty in enforcing claims against
    foreign issuers in the event of default.
 
    Both S&P and Moody's rate Yankee sector debt obligations. If a debt
    obligation is unrated, SAM will attempt to analyze a potential investment in
    the foreign issuer with respect to quality and risk on the same basis as the
    rating services. Because public information is not always comparable to that
    available on domestic issuers, this may not be possible. Therefore, while
    SAM will attempt to select investments in foreign securities on the same
    basis, and with comparable quantities and types of information, as its
    investments in domestic securities, that may not always be possible.
 
7.  MAY PURCHASE OR SELL SECURITIES ON A WHEN-ISSUED OR DELAYED-DELIVERY BASIS.
    Under this procedure, the Managed Bond Fund agrees to acquire securities
    that are to be issued and delivered against payment in the future, normally
    30 to 45 days. The price, however, is fixed at the time of commitment. When
    the Managed Bond Fund purchases when-issued or delayed-delivery securities,
    it will earmark liquid, high quality securities in an amount equal in value
    to the purchase price of the security. Use of these techniques may affect
    the Managed Bond Fund's share price in a manner similar to the use of
    leveraging.
 
8.  MAY HOLD CASH OR INVEST TEMPORARILY IN HIGH QUALITY, SHORT-TERM SECURITIES
    ISSUED BY AN AGENCY OR INSTRUMENTALITY OF THE U.S. GOVERNMENT, HIGH QUALITY
    COMMERCIAL PAPER, CERTIFICATES OF DEPOSIT, SHARES OF NO-LOAD, OPEN-END MONEY
    MARKET FUNDS OR REPURCHASE AGREEMENTS. The Managed Bond Fund may purchase
    these short-term securities as a cash management technique under those
    circumstances where it has cash to manage for a short time period, for
    example, after receiving proceeds from the sale of securities, interest
    payments or dividend distributions from portfolio securities or cash from
    the sale of Managed Bond Fund shares to investors. Interest earned from
    these short-term securities will be taxable to investors as ordinary income
    when distributed. With respect to repurchase agreements, the Managed Bond
    Fund will invest no more than 5% of its total assets in repurchase
    agreements, and will not purchase repurchase agreements which mature in more
    than seven days.
 
9.  MAY HOLD CASH AS A TEMPORARY DEFENSIVE MEASURE WHEN MARKET CONDITIONS SO
    WARRANT.
 
10. MAY INVEST UP TO 5% OF ITS TOTAL ASSETS IN MUNICIPAL SECURITIES IF, IN SAM'S
    OPINION, THE POTENTIAL FOR APPRECIATION IS GREATER THAN, AND YIELD IS
    COMPARABLE TO OR GREATER THAN, SIMILARLY RATED TAXABLE SECURITIES.
 
11. MAY INVEST FOR SHORT-TERM PURPOSES WHEN SAM BELIEVES SUCH ACTION TO BE
    DESIRABLE AND CONSISTENT WITH SOUND INVESTMENT PRACTICES. The Managed Bond
    Fund, however, will not engage primarily in trading for the purpose of
    short-term profits. The Managed Bond Fund may dispose of its portfolio
    securities whenever SAM deems advisable, without regard to the length of
    time the securities have been held.
 
                                    -- 40 --
<PAGE>
INVESTMENT POLICIES OF THE MANAGED BOND FUND (CONTINUED)
The following restrictions are fundamental policies of the Managed Bond Fund
which cannot be changed without shareholder vote.
 
1.  THE FUND, WITH RESPECT TO 75% OF THE VALUE OF ITS TOTAL ASSETS, MAY NOT
    INVEST MORE THAN 5% OF ITS TOTAL ASSETS IN THE SECURITIES OF ANY ONE ISSUER
    (OTHER THAN U.S. GOVERNMENT SECURITIES).
 
2.  THE FUND, WITH RESPECT TO 100% OF THE VALUE OF ITS TOTAL ASSETS, MAY NOT
    PURCHASE MORE THAN 10% OF THE OUTSTANDING VOTING SECURITIES OF ANY ONE
    ISSUER (OTHER THAN U.S. GOVERNMENT SECURITIES).
 
3.  THE FUND MAY BORROW MONEY FOR TEMPORARY OR EMERGENCY PURPOSES ONLY FROM A
    BANK OR AFFILIATE OF SAFECO CORPORATION AT AN INTEREST RATE NOT GREATER THAN
    THAT AVAILABLE FROM COMMERCIAL BANKS. The Fund will not borrow amounts in
    excess of 20% of its total assets. As a non-fundamental policy, the Fund
    will not purchase securities if outstanding borrowings are equal to or
    greater than 5% of its total assets. The Fund intends to exercise its
    borrowing authority primarily to meet shareholder redemptions under
    circumstances where redemptions exceed available cash.
 
For more information, see the "Investment Policies" and "Additional Investment
Information" sections of the Managed Bond Trust's Statement of Additional
Information.
 
INVESTMENT POLICIES OF THE TAX-EXEMPT INCOME FUNDS
 
The investment objective of the Municipal Bond Fund is to provide as high a
level of current interest income exempt from federal income tax as is consistent
with the relative stability of capital. The investment objective of the
California Fund is to provide as high a level of current interest income exempt
from federal income tax and California State personal income tax as is
consistent with the relative stability of capital. The investment objective of
the Washington Fund is to provide as high a level of current interest income
exempt from federal income tax as is consistent with prudent investment risk.
 
To pursue its investment objective, each of the Tax-Exempt Income Funds:
 
1.  WILL, DURING NORMAL MARKET CONDITIONS, INVEST AS A MATTER OF FUNDAMENTAL
    POLICY AT LEAST 80% OF ITS NET ASSETS IN SECURITIES THE INTEREST ON WHICH IS
    EXEMPT FROM FEDERAL INCOME TAX AND, IN THE CASE OF THE CALIFORNIA FUND,
    EXEMPT FROM CALIFORNIA PERSONAL INCOME TAX. The Tax-Exempt Income Funds do
    not currently intend to purchase taxable investments, except as a temporary
    accommodation or in an emergency situation.
 
2.  WILL INVEST AT LEAST 65% OF ITS TOTAL ASSETS IN MUNICIPAL BONDS (IN THE CASE
    OF THE WASHINGTON FUND, ISSUED BY THE STATE OF WASHINGTON OR POLITICAL
    SUBDIVISIONS, MUNICIPALITIES, AGENCIES, INSTRUMENTALITIES OR PUBLIC
    AUTHORITIES WITHIN THE STATE OF WASHINGTON) HAVING A MATURITY IN EXCESS OF
    ONE YEAR THAT AT THE TIME OF ACQUISITION ARE INVESTMENT GRADE; I.E., RATED
    IN ONE OF THE FOUR HIGHEST GRADES ASSIGNED BY MOODY'S OR S&P OR, IF UNRATED,
    DETERMINED BY SAM TO BE OF COMPARABLE QUALITY. Each Tax-Exempt Income Fund
    may invest up to 20% of its total assets in unrated municipal bonds. Unrated
    securities are not necessarily lower in quality than rated securities, but
    may not be as attractive to as many investors as rated securities. Each
    Tax-Exempt Income Fund will invest no more than 33% of its total assets in
    municipal bonds rated in the fourth highest grade or in comparable unrated
    bonds. Such bonds are of medium grade, have speculative characteristics and
    are more likely to have a weakened capacity to make principal and interest
    payments under changing economic conditions or upon deterioration in the
    financial condition of the issuer.
 
                                    -- 41 --
<PAGE>
INVESTMENT POLICIES OF THE TAX-EXEMPT INCOME FUNDS (CONTINUED)
 
    In addition to reviewing ratings, SAM will analyze the quality of rated and
    unrated municipal bonds for purchase by each Tax-Exempt Income Fund by
    evaluating various factors that may include the issuer's or guarantor's
    financial resources and liquidity, economic feasibility of revenue bond
    project financing and general purpose borrowings, cash flow and ability to
    meet anticipated debt service requirements, quality of management,
    sensitivity to economic conditions, operating history and any relevant
    political or regulatory matters. SAM may also evaluate trends in the
    economy, the financial markets or specific geographic areas in determining
    whether to purchase a bond. For a description of municipal bond ratings, see
    the Tax-Exempt Bond Trust's Statement of Additional Information.
 
    After purchase by a Fund, a municipal bond may be downgraded to below
    investment grade or, if unrated, may cease to be comparable to a rated
    investment grade security (such below investment grade securities are
    commonly referred to as "high-yield" or "junk" bonds). Neither event will
    require a Fund to dispose of that security, but SAM will take a downgrade or
    loss of comparability into account in determining whether the Fund should
    continue to hold the security in its portfolio. Each Tax-Exempt Income Fund
    will not hold more than 5% of its net assets in such below investment grade
    securities.
 
    The term "municipal bonds" as used in this Prospectus means those
    obligations issued by or on behalf of states, territories or possessions of
    the United States and the District of Columbia and their political
    subdivisions, municipalities, agencies, instrumentalities or public
    authorities, the interest on which in the opinion of bond counsel is exempt
    from federal income tax and, in the case of the California Fund, exempt from
    California personal income tax.
 
3.  MAY INVEST IN ANY OF THE FOLLOWING TYPES OF MUNICIPAL BONDS:
 
    REVENUE BONDS, which are "limited obligation" bonds that provide financing
    for specific projects or public facilities. These bonds are backed by
    revenues generated by a particular project or facility or by a special tax.
    A "resource recovery bond" is a type of revenue bond issued to build waste
    facilities or plants. An "industrial development bond" ("IDB") is a type of
    revenue bond that is backed by the credit of a private issuer, generally
    does not have access to the resources of a municipality for payment and may
    involve greater risk. Each Tax-Exempt Income Fund intends to invest
    primarily in revenue bonds that may be issued to finance various types of
    projects, including but not limited to education, hospitals, housing, waste
    and utilities. Each Tax-Exempt Income Fund will not purchase private
    activity bonds ("PABs") or any other type of revenue bonds, the interest on
    which is a tax preference item for purposes of the alternative minimum tax.
 
    GENERAL OBLIGATION BONDS, which are bonds that provide general purpose
    financing for state and local governments and are backed by the taxing power
    of the state and local government as the case may be. The taxes or special
    assessments that can be levied for the payment of principal and interest on
    general obligation bonds may be limited or unlimited as to rate or amount.
 
    VARIABLE AND FLOATING RATE OBLIGATIONS, which are municipal obligations that
    carry variable or floating rates of interest. Variable rate instruments bear
    interest at rates that are readjusted at periodic intervals. Floating rate
    instruments bear interest at rates that vary automatically with changes in
    specified market rates or indexes, such as the bank prime rate. Accordingly,
    as interest rates fluctuate, the potential for capital appreciation or
    depreciation of these obligations is less than for fixed rate obligations.
    Floating and variable rate obligations typically carry demand features that
    permit a Fund to tender (sell) them back to the issuer at par prior to
    maturity and on short notice. A Fund's ability to obtain payment from the
    issuer at par may be affected by
 
                                    -- 42 --
<PAGE>
INVESTMENT POLICIES OF THE TAX-EXEMPT INCOME FUNDS (CONTINUED)
    events occurring between the date the Fund elects to tender the obligation
    to the issuer and the date redemption proceeds are payable to the Fund. Each
    Tax-Exempt Income Fund will purchase floating and variable rate obligations
    only if at the time of purchase there is a secondary market for such
    instruments.
 
    PUT BONDS, which are municipal bonds that give the holder the unconditional
    right to sell the bond back to the issuer at a specified price and exercise
    date and PUT BONDS WITH DEMAND FEATURES. The obligation to purchase the bond
    on the exercise date may be supported by a letter of credit or other
    arrangement from a bank, insurance company or other financial institution,
    the credit standing of which affects the credit quality of the bond. A
    demand feature is a put that entitles the Fund holding it to repayment of
    the principal amount of the underlying security on no more than 30 days'
    notice at any time or at specified intervals.
 
    MUNICIPAL LEASE OBLIGATIONS, which are issued by or on behalf of state or
    local government authorities to acquire land, equipment or facilities and
    may be subject to annual budget appropriations. These obligations themselves
    are not normally backed by the credit of the municipality or the state but
    are secured by rent payments made by the municipality or by the state
    pursuant to a lease. If the lease is assigned, the interest on the
    obligation may become taxable. The leases underlying certain municipal lease
    obligations provide that lease payments are subject to partial or full
    abatement if, because of material damage or destruction of the lease
    property, there is substantial interference with the lessee's use or
    occupancy of such property. This "abatement risk" may be reduced by the
    existence of insurance covering the leased property, the maintenance by the
    lessee of reserve funds or the provision of credit enhancements such as
    letters of credit. Certain municipal lease obligations also contain
    "non-appropriation" clauses that 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. Some
    municipal lease obligations of this type are insured as to timely payment of
    principal and interest, even in the event of a failure by the municipality
    to appropriate sufficient funds to make payments under the lease. However,
    in the case of an uninsured municipal lease obligation, a Fund's ability to
    recover under the lease in the event of a non-appropriation or default will
    be limited solely to the repossession of leased property without recourse to
    the general credit of the lessee, and disposition of the property in the
    event of foreclosure might prove difficult. If rent is abated because of
    damage to the leased property or if the lease is terminated because monies
    are not appropriated for the following year's lease payments, the issuer may
    default on the obligation causing a loss to a Fund. Each Tax-Exempt Income
    Fund will only invest in municipal lease obligations that are, in the
    opinion of SAM, liquid securities under guidelines adopted by the Tax-Exempt
    Bond Trust's Board of Trustees. Generally, municipal lease obligations will
    be determined to be liquid if they have a readily available market after an
    evaluation of all relevant factors.
 
    CERTIFICATES OF PARTICIPATION in municipal lease obligations ("COPs"), which
    are certificates issued by state or local governments that entitle the
    holder of the certificate to a proportionate interest in the lease purchase
    payments made. Each Tax-Exempt Income Fund will only invest in COPs that
    are, in the opinion of SAM, liquid securities under guidelines adopted by
    the Tax-Exempt Bond Trust's Board of Trustees. Generally, COPs will be
    determined to be liquid if they have a readily available market after an
    evaluation of all relevant factors.
 
    PARTICIPATION INTERESTS, which are interests in municipal bonds and floating
    and variable rate obligations that are owned by banks. These interests carry
    a demand feature that permits a Fund holding an interest to tender (sell) it
    back to the bank. Generally, the bank will accept tender of
 
                                    -- 43 --
<PAGE>
INVESTMENT POLICIES OF THE TAX-EXEMPT INCOME FUNDS (CONTINUED)
    the participation interest with same day notice, but may require up to five
    days' notice. The demand feature is usually backed by an irrevocable letter
    of credit or guarantee of the bank. The credit rating of the bank may affect
    the credit quality of the participation interest.
 
    MUNICIPAL NOTES, which are notes generally issued by an issuer to provide
    for short-term capital needs and generally have maturities of one year or
    less. Each Tax-Exempt Income Fund may purchase municipal notes as a medium
    for its short-term investments. Municipal Notes include tax anticipation,
    revenue anticipation and bond anticipation notes and tax-exempt commercial
    paper. Each Tax-Exempt Income Fund will invest only in those municipal notes
    that at the time of purchase are rated within one of the three highest
    grades by Moody's or S&P or, if unrated by any of these agencies, in the
    opinion of SAM, are of comparable quality.
 
4.  MAY INVEST IN SHARES OF NO-LOAD, OPEN-END INVESTMENT COMPANIES THAT INVEST
    IN TAX-EXEMPT SECURITIES WITH REMAINING MATURITIES OF ONE YEAR OR LESS. Such
    shares will only be purchased as a medium for a Fund's short-term
    investments if SAM determines that they provide a better combination of
    yield and liquidity than a direct investment in short-term, tax-exempt
    securities. Each Tax-Exempt Income Fund will not invest more than 10% of its
    total assets in shares issued by other investment companies, will not invest
    more than 5% of its total assets in a single investment company, and will
    not purchase more than 3% of the outstanding voting securities of a single
    investment company.
 
5.  MAY INVEST FOR SHORT-TERM PURPOSES WHEN SAM BELIEVES SUCH ACTION TO BE
    DESIRABLE AND CONSISTENT WITH SOUND INVESTMENT PRACTICES. Each Tax-Exempt
    Income Fund, however, will not engage primarily in trading for the purpose
    of short-term profits. A Fund may dispose of its portfolio securities
    whenever SAM deems advisable, without regard to the length of time the
    securities have been held. The portfolio turnover rate is not expected to
    exceed 70%.
 
6.  MAY PURCHASE OR SELL SECURITIES ON A "WHEN-ISSUED" OR "DELAYED-DELIVERY"
    BASIS. Under this procedure, a Tax-Exempt Income Fund agrees to acquire or
    sell securities that are to be delivered against payment in the future,
    normally 30 to 45 days. The price, however, is fixed at the time of
    commitment. When a Fund purchases when-issued or delayed-delivery
    securities, it will earmark liquid, high quality securities in an amount
    equal in value to the purchase price of the security. Use of this technique
    may affect a Fund's share price in a manner similar to leveraging.
 
7.  MAY HOLD CASH OR INVEST TEMPORARILY IN HIGH QUALITY, SHORT-TERM SECURITIES
    ISSUED BY AN AGENCY OR INSTRUMENTALITY OF THE U.S. GOVERNMENT, HIGH QUALITY
    COMMERCIAL PAPER, CERTIFICATES OF DEPOSIT AND SHARES OF NO-LOAD, OPEN-END
    MONEY MARKET FUNDS. A Tax-Exempt Income Fund may purchase these short-term
    securities as a cash management technique under those circumstances where it
    has cash to manage for a short time period, for example, after receiving
    proceeds from the sale of securities, dividend distributions from portfolio
    securities, or cash from the sale of Fund shares to investors. Interest
    earned from these short-term securities will be taxable to investors as
    ordinary income when distributed.
 
The following restrictions are fundamental policies of the Tax-Exempt Income
Funds and cannot be changed without shareholder vote.
 
1.  EACH FUND, WITH RESPECT TO 75% OF THE VALUE OF ITS TOTAL ASSETS, WILL NOT
    INVEST MORE THAN 5% OF ITS TOTAL ASSETS IN THE SECURITIES OF ANY ONE ISSUER
    (OTHER THAN U.S. GOVERNMENT SECURITIES).
 
2.  EACH FUND WILL NOT INVEST 25% OR MORE OF ITS TOTAL ASSETS IN MUNICIPAL
    OBLIGATIONS AND OTHER PERMITTED INVESTMENTS, THE INTEREST ON WHICH IS
    PAYABLE FROM REVENUES ON SIMILAR TYPES OF PROJECTS SUCH AS: SPORTS,
    CONVENTION OR TRADE SHOW FACILITIES; AIRPORTS; MASS TRANSPORTATION; SEWAGE
    OR SOLID WASTE DISPOSAL FACILITIES; OR AIR OR WATER POLLUTION CONTROL
    PROJECTS.
 
                                    -- 44 --
<PAGE>
INVESTMENT POLICIES OF THE TAX-EXEMPT INCOME FUNDS (CONTINUED)
3.  THE MUNICIPAL BOND FUND WILL NOT INVEST 25% OR MORE OF ITS TOTAL ASSETS IN
    SECURITIES WHOSE ISSUERS ARE LOCATED IN THE SAME STATE.
 
4.  EACH FUND MAY BORROW MONEY ONLY FOR TEMPORARY OR EMERGENCY PURPOSES FROM A
    BANK OR AFFILIATE OF SAFECO CORPORATION AT AN INTEREST RATE NOT GREATER THAN
    THAT AVAILABLE FROM COMMERCIAL BANKS. A TAX-EXEMPT INCOME FUND WILL NOT
    BORROW AMOUNTS IN EXCESS OF 20% OF ITS TOTAL ASSETS. As a non-fundamental
    policy of the Washington Fund and a fundamental policy of the California and
    Municipal Bond Funds, a Fund will not purchase securities if borrowings
    equal to or greater than 5% of its total assets are outstanding. Each
    Tax-Exempt Income Fund intends to primarily exercise its borrowing authority
    to meet shareholder redemptions under circumstances where redemptions exceed
    available cash.
 
For a further description of each Fund's investment policies and restrictions as
well as an explanation of ratings, see the "Investment Policies" and
"Description of Ratings" sections of the Tax-Exempt Bond Trust's Statement of
Additional Information.
 
INVESTMENT POLICIES OF THE MONEY MARKET FUND
 
The investment objective of the Money Market Fund is to seek as high a level of
current income as is consistent with the preservation of capital and liquidity
through investment in high quality money market instruments maturing in thirteen
months or less.
 
To pursue its investment objective, the Money Market Fund:
 
1.  WILL PURCHASE ONLY HIGH QUALITY SECURITIES THAT, IN THE OPINION OF SAM
    OPERATING UNDER GUIDELINES ESTABLISHED BY THE MONEY MARKET TRUST'S BOARD OF
    TRUSTEES, PRESENT MINIMAL CREDIT RISKS AFTER AN EVALUATION OF THE CREDIT
    QUALITY OF AN ISSUER OR OF ANY ENTITY PROVIDING A CREDIT ENHANCEMENT FOR THE
    SECURITY. The Fund complies with industry-standard guidelines on the quality
    and maturity of its investments, which are designed to help maintain a
    stable $1.00 share price. The Fund invests in instruments with remaining
    maturities of 397 days or less and maintains a dollar-weighted average
    portfolio maturity of not more than 90 days.
 
2.  MAY INVEST IN COMMERCIAL PAPER OBLIGATIONS. Commercial paper is a short-term
    instrument issued by corporations, financial institutions, governmental
    entities and other entities. The principal risk associated with commercial
    paper is the potential insolvency of the issuer. In addition to commercial
    paper obligations of domestic corporations, the Fund may also purchase
    dollar-denominated commercial paper issued in the United States by foreign
    entities. While investments in foreign securities are intended to reduce
    risk by providing further diversification, such investments involve
    sovereign and other risks, in addition to the credit and market risks
    normally associated with domestic securities. These additional risks include
    the possibility of adverse political and economic developments (including
    political instability) and the potentially adverse effects of unavailability
    of public information regarding issuers, reduced governmental supervision of
    financial markets, reduced liquidity of certain financial markets, and the
    lack of uniform accounting, auditing, and financial standards or the
    application of standards that are different or less stringent than those
    applied in the United States. The Fund will only purchase such securities,
    if, in the opinion of SAM, the security is of an investment quality
    comparable to other obligations that may be purchased by the Fund.
 
3.  MAY INVEST IN NEGOTIABLE AND NON-NEGOTIABLE DEPOSITS, BANKERS' ACCEPTANCES
    AND OTHER SHORT-TERM OBLIGATIONS OF U.S. BANKS. Companies in the financial
    services industry are subject to various risks related to that industry,
    such as government regulation, changes in interest rates, and exposure on
    loans, including loans to foreign borrowers. The Fund may also invest in
    dollar-
 
                                    -- 45 --
<PAGE>
INVESTMENT POLICIES OF THE MONEY MARKET FUND (CONTINUED)
    denominated securities issued by foreign banks (including foreign branches
    of U.S. banks) provided that, in the opinion of SAM, the security is of an
    investment quality comparable to other obligations which may be purchased by
    the Fund. Foreign banks may not be subject to accounting standards or
    governmental supervision comparable to U.S. banks and there may be less
    public information available about their operations. In addition, foreign
    securities may be subject to risks relating to the political and economic
    conditions of the foreign country involved, which could affect the payment
    of principal and interest.
 
4.  MAY INVEST IN U.S. GOVERNMENT SECURITIES. U.S. Government securities include
    (a) direct obligations of the U.S. Treasury, (b) securities supported by the
    full faith and credit of the U.S. Government but that are not direct
    obligations of the U.S. Treasury, (c) securities that are not supported by
    the full faith and credit of the U.S. Government but are supported by the
    issuer's ability to borrow from the U.S. Treasury such as securities issued
    by the FNMA and the FHLMC, and (d) securities supported solely by the
    creditworthiness of the issuer such as securities issued by the Tennessee
    Valley Authority (the "TVA"). While these securities are considered to be of
    the highest credit quality available, they are subject to the same market
    risks as comparable debt securities.
 
5.  MAY INVEST IN CORPORATE OBLIGATIONS SUCH AS PUBLICLY TRADED BONDS,
    DEBENTURES AND NOTES. The securities are used by issuers to borrow money
    from investors. The issuer pays the investor a fixed or variable rate of
    interest, and must repay the amount borrowed at maturity.
 
6.  MAY INVEST IN EURODOLLAR AND YANKEE BANK OBLIGATIONS. Eurodollar bank
    obligations are dollar-denominated certificates of deposit and time deposits
    issued outside the U.S. capital markets by foreign branches of U.S. banks
    and by foreign banks. Yankee bank obligations are dollar-denominated
    obligations issued in the United States capital markets by foreign banks.
 
    Eurodollar and Yankee obligations are subject to the same risks that pertain
    to domestic issues, notably credit risk, market risk and liquidity risk.
    Additionally, Eurodollar (and to a lesser extent, Yankee) obligations are
    subject to certain sovereign risks. One such risk is the possibility that a
    foreign government might prevent dollar-denominated funds from flowing
    across its borders. Other risks include: adverse political and economic
    developments in a foreign country; the extent and quality of government
    regulation of financial markets and institutions; the imposition of foreign
    withholding taxes; and expropriation or nationalization of foreign issuers.
    Eurodollar and Yankee obligations will undergo the same credit analysis as
    domestic issues in which the Fund invests, and foreign issuers will be
    required to meet the same tests of financial strength as the domestic
    issuers approved for the Fund.
 
7.  MAY INVEST IN REPURCHASE AGREEMENTS. In a repurchase agreement, the Fund
    buys securities at one price and simultaneously agrees to sell them back at
    a higher price. Delays or losses could result if the counterparty to the
    agreement defaults or becomes insolvent. The Fund will invest no more than
    10% of total assets in repurchase agreements and will not purchase
    repurchase agreements that mature in more than seven days.
 
8.  MAY INVEST IN VARIABLE AND FLOATING RATE INSTRUMENTS. Issuers of floating or
    variable rate notes include, but are not limited to, corporations,
    partnerships, the U.S. government, its agencies and instrumentalities, and
    municipalities. The interest rates on variable rate instruments reset
    periodically on specified dates so as to cause the instruments' market value
    to approximate their par value. The interest rates on floating rate
    instruments change whenver there is a change in a designated benchmark rate.
    Variable and floating rate instruments may have put features. These
    instruments may have optional put features. Puts may also be mandatory, in
    which case the Fund would be required to act to keep the instrument.
 
                                    -- 46 --
<PAGE>
INVESTMENT POLICIES OF THE MONEY MARKET FUND (CONTINUED)
9.  MAY INVEST UP TO 5% OF ITS TOTAL ASSETS IN RESTRICTED SECURITIES ELIGIBLE
    FOR RESALE UNDER RULE 144A UNDER THE 1933 ACT ("RULE 144A SECURITIES") AND
    COMMERCIAL PAPER SOLD PURSUANT TO SECTION 4(2) OF THE 1933 ACT ("SECTION
    4(2) PAPER"), PROVIDED THAT SAM HAS DETERMINED THAT SUCH SECURITIES ARE
    LIQUID UNDER GUIDELINES ADOPTED BY THE MONEY MARKET TRUST'S BOARD OF
    TRUSTEES. Restricted securities may be sold only in offerings registered
    under the 1933 Act or in transactions exempt from the registration
    requirements under the 1933 Act. Rule 144A under the 1933 Act provides an
    exemption for the resale of certain restricted securities to qualified
    institutional buyers. Investing in such 144A Securities could have the
    effect of increasing the Fund's illiquidity to the extent that qualified
    institutional buyers or other buyers become, for a time, unwilling to
    purchase the securities. Section 4(2) of the 1933 Act exempts securities
    sold by the issuer in private transactions from the 1933 Act's registration
    requirements. Because Section 4(2) paper is a restricted security, investing
    in Section 4(2) paper could have the effect of increasing the Fund's
    illiquidity to the extent that buyers are unwilling to purchase the
    securities.
 
The following restrictions are fundamental policies of the Money Market Fund and
cannot be changed without shareholder vote. The Money Market Fund:
 
1.  MAY INVEST UP TO 5% OF ITS ASSETS IN THE SECURITIES OF ANY ONE ISSUER OTHER
    THAN U.S. GOVERNMENT SECURITIES.
 
2.  MAY INVEST UP TO 25% OF ITS TOTAL ASSETS IN ANY ONE INDUSTRY (INCLUDING
    SECURITIES ISSUED BY FOREIGN BANKS AND FOREIGN BRANCHES OF U.S. BANKS),
    PROVIDED, HOWEVER, THAT THIS LIMITATION DOES NOT APPLY TO U.S. GOVERNMENT
    SECURITIES, OR TO CERTIFICATES OF DEPOSIT OR BANKERS' ACCEPTANCES ISSUED BY
    DOMESTIC BANKS.
 
3.  MAY BORROW MONEY FOR TEMPORARY OR EMERGENCY PURPOSES (BUT NOT FOR INVESTMENT
    PURPOSES) FROM A BANK OR AFFILIATES OF SAFECO CORPORATION AT AN INTEREST
    RATE NOT GREATER THAN THAT AVAILABLE FROM COMMERCIAL BANKS. The Fund will
    not borrow amounts in excess of 20% of total assets and will not purchase
    securities if borrowings equal to or greater than 5% of total assets are
    outstanding. The Fund intends to primarily exercise its borrowing authority
    to meet shareholder redemptions under the circumstances where redemptions
    exceed available cash.
 
For more information, see the "Investment Policies" and "Additional Investment
Information" sections of the Money Market Trust's Statement of Additional
Information.
 
RISK FACTORS
 
There are market risks in all securities transactions. Various factors may cause
the value of a shareholder's investment in a Fund to fluctuate. The principal
risk factor associated with an investment in a mutual fund is that the market
value of the portfolio securities may decrease, resulting in a decrease in the
value of a shareholder's investment.
 
RISK FACTORS OF THE STOCK FUNDS
 
An investment in the Northwest Fund may be subject to different risks than a
mutual fund whose investments are more geographically diverse. Since the
Northwest Fund invests primarily in companies with their principal executive
offices located in the Northwest, the number of issuers whose securities are
eligible for purchase is significantly less than many other mutual funds. Also,
some companies whose securities are held in the Northwest Fund's portfolio may
primarily distribute products or provide services in a specific locale or in the
Northwest region. The long-term growth of these companies can be significantly
affected by business trends in and the economic health of those areas. Other
companies whose securities are held by the Northwest Fund may have a
predominately national or partially international market for their products or
services and are more likely to be
 
                                    -- 47 --
<PAGE>
RISK FACTORS (CONTINUED)
 
impacted by national or international trends. As a result, the performance of
the Northwest Fund may be influenced by business trends or economic conditions
not only in a specific locale or in the Northwest region but also on a national
or international level, depending on the companies whose securities are held in
its portfolio at any particular time.
 
The Equity, Income, Small Company and Value Funds may invest in, and the other
Stock Funds as a result of downgrades may own, below investment grade bonds.
Below investment grade bonds are speculative and involve greater investment
risks than investment grade bonds due to the issuer's reduced creditworthiness
and increased likelihood of default and bankruptcy. During periods of economic
uncertainty or change, the market prices of below investment grade bonds may
experience increased volatility. Below investment grade bonds tend to reflect
short-term economic and corporate developments to a greater extent than higher
quality bonds.
 
Because the International Fund primarily invests, and the other Stock Funds may
invest, in foreign securities, each Stock Fund is subject to risks in addition
to those associated with U.S. investments. Foreign investments involve sovereign
risk, which includes the possibility of adverse local political or economic
developments, expropriation or nationalization of assets, imposition of
withholding taxes on dividend or interest payments and currency blockage (which
would prevent currency from being sold). Foreign investments may be affected
favorably or unfavorably by changes in currency rates and exchange control
regulations. There is generally less publicly available information about
issuers of foreign securities as compared to U.S. issuers. Many foreign
companies are not subject to accounting, auditing and financial reporting
standards and requirements comparable to those applicable to U.S. companies.
Securities of some foreign issuers are less liquid and more volatile than
securities of U.S. issuers. Financial markets on which foreign securities trade
are generally subject to less governmental regulation as compared to U.S.
markets. Foreign brokerage commissions and custodian fees are generally higher
than those in the United States.
 
In addition, the International Fund may purchase and sell put and call options,
futures contracts and forward contracts. Risks inherent in the use of futures,
options and forward contracts include: the risk that interest rates, security
prices and currency markets will not move in the directions anticipated;
imperfect correlation between the price of the future, option or forward
contract and the price of the security, interest rate or currency being hedged;
the risk that potential losses may exceed the amount invested in the contracts
themselves; the possible absence of a liquid secondary market for any particular
instrument at any time; the possible need to defer closing out certain hedged
positions to avoid adverse tax consequences; and the reduction or elimination of
the opportunity to profit from increases in the value of the security, interest
rate or currency being hedged.
 
The Growth Fund currently has an aggressive investment approach to seeking
capital appreciation. The Growth Fund may invest a significant portion of its
assets in securities issued by smaller companies. In addition, the Small Company
Fund invests in companies with small market capitalizations which involve more
risks than investments in larger companies. Such companies may include newly
formed companies which have limited product lines, markets or financial
resources and may lack management depth. The securities of small or newly formed
companies may have limited marketability and may be subject to more abrupt and
erratic movements in price than securities of larger, more established
companies, or equity securities in general. Such volatility in price may in turn
cause the Growth Fund's and Small Company Fund's share prices to be volatile.
 
RISK FACTORS OF THE INTERMEDIATE TREASURY, HIGH-YIELD, MANAGED BOND, MUNICIPAL
BOND, CALIFORNIA, WASHINGTON AND MONEY MARKET FUNDS (THE "FIXED-INCOME FUNDS")
 
The value of each Fixed-Income Fund (except the Money Market Fund) will normally
fluctuate inversely with changes in market interest rates. Generally, when
market interest rates rise, the price
 
                                    -- 48 --
<PAGE>
RISK FACTORS (CONTINUED)
of debt securities held by a Fund will fall, and when market interest rates
fall, the price of the debt securities will rise. Also, there is a risk that the
issuer of a bond or other security held in a Fund's portfolio will fail to make
timely payments of principal and interest to the Fixed-Income Funds. Included in
investment grade debt securities are securities of medium grade (rated Baa by
Moody's or BBB by S&P) which have speculative characteristics and are more
likely to have a weakened capacity to make principal and interest payments under
changing economic or other conditions than higher grade securities.
 
The Managed Bond Fund may invest in stripped securities that are obligations
issued by the U.S. Treasury. Stripped securities are the separate income or
principal components of a debt security. The risks associated with stripped
securities are similar to those of other debt securities, although stripped
securities may be more volatile than other debt securities.
 
The Money Market Fund seeks to maintain a stable $1.00 share price. Of course,
there is no guarantee that the Money Market Fund will maintain a stable $1.00
share price. It is possible that a major change in interest rates or a default
on the Money Market Fund's investments could cause its share price (and the
value of your investment) to fall. The Money Market Fund's yield will fluctuate
with general interest rates.
 
Because the California and Washington Funds each concentrate their investments
in a single state, there is a greater risk of fluctuation in the values of their
portfolio securities than with mutual funds whose investments are more
geographically diverse. Investors should carefully consider the investment risks
of such concentration. The share price of the California and Washington Funds
can be affected by political and economic developments within and by the
financial condition of the respective state, its public authorities and
political subdivisions. See the discussion below and "Investment Risks of
Concentration in California and Washington Issuers" in the Tax-Exempt Bond
Trust's Statement of Additional Information for further information.
 
SPECIAL RISKS OF THE HIGH-YIELD FUND
 
The High-Yield Fund invests primarily in high-yield, fixed-income securities
which are subject to the following risks:
 
SENSITIVITY TO ECONOMIC AND CORPORATE DEVELOPMENTS
 
Yields on high-yield, fixed-income securities will fluctuate over time. During
periods of economic uncertainty or change, the market prices of high-yield,
fixed-income securities may experience increased volatility, which may in turn
cause the net asset value ("NAV") per share of the High-Yield Fund to be
volatile. Lower-quality, fixed-income securities tend to reflect short-term
economic and corporate developments to a greater extent than higher-quality
securities which primarily react to fluctuations in interest rates. Economic
downturns or increases in interest rates can significantly affect the market for
high-yield, fixed-income securities and the ability of issuers to timely repay
principal and interest, increasing the likelihood of defaults. Lower-quality
securities include debt obligations issued as a part of capital restructurings,
such as corporate takeovers or buyouts. Capital restructurings generally involve
the issuance of additional debt on terms different from any current outstanding
debt. As a result, the issuer of the debt is more highly leveraged. During an
economic downturn or period of rising interest rates, a highly-leveraged issuer
may experience financial difficulties which adversely affect its ability to make
principal and interest payments, meet projected business goals and obtain
additional financing. In addition, the issuer will depend on its cash flow and
may depend, especially in the context of corporate takeovers, on a sale of its
assets to service debt. Failure to realize projected cash flows or asset sales
may seriously impair the issuer's ability to service this greater debt load,
which in turn might cause the Fund to lose all or part of its investment in that
 
                                    -- 49 --
<PAGE>
RISK FACTORS (CONTINUED)
security. SAM will seek to minimize these additional risks through
diversification, careful assessment of the issuer's financial structure,
business plan and management team following any restructuring, and close
monitoring of the issuer's progress toward its financial goals.
 
ZERO-COUPON AND PAYMENT-IN-KIND SECURITIES
 
The High-Yield Fund may hold "zero-coupon" and "payment-in-kind" fixed-income
securities. Zero-coupon securities are purchased at a discount without scheduled
interest payments. Payment-in-kind securities receive interest paid in
additional securities rather than cash. The Fund accrues income on these
securities, but does not receive cash interest payments until maturity or
payment date. The Fund intends to distribute substantially all of its income to
its shareholders so that it can be treated as a regulated investment company
under current federal tax law. As a result, if its cash position is depleted,
the Fund may have to sell securities under disadvantageous circumstances to
obtain enough cash to meet its distribution requirement. However, SAM does not
expect non-cash income to materially affect the Fund's operations. Zero-coupon
and payment-in-kind securities are generally subject to greater price
fluctuations due to changes in interest rates than those fixed-income securities
paying cash interest on a schedule until maturity.
 
LIQUIDITY AND VALUATION
 
The liquidity and price of high-yield, fixed-income securities can be affected
by a number of factors, including investor perceptions and adverse publicity
regarding major issuers, underwriters or dealers of lower-quality corporate
obligations. These effects can be particularly pronounced in a thinly-traded
market with few participants and may adversely impact the High-Yield Fund's
ability to dispose of its securities as well as make valuation of securities
more difficult. Because there tend to be fewer investors in lower-rated,
fixed-income securities, it may be difficult for the Fund to sell these
securities at an optimum time. Consequently, lower-rated securities are subject
to more price changes, fluctuations in yield and risk to principal and income
than higher-rated securities of the same maturity. Judgment plays a greater role
in the valuation of thinly-traded securities.
 
CREDIT RATINGS
 
Rating agencies evaluate the likelihood that an issuer will make principal and
interest payments, but ratings may not reflect market value risks associated
with lower-rated, fixed-income securities. Also, rating agencies may not timely
revise ratings to reflect subsequent events affecting an issuer's ability to pay
principal and interest. SAM uses S&P and Moody's ratings as a preliminary
indicator of investment quality. SAM will periodically research and analyze each
issue (whether rated or unrated) and evaluate such factors as the issuer's
interest or dividend coverage, asset coverage, earnings prospects and managerial
strength. This analysis will help SAM to determine if the issuer has sufficient
cash flow and profits to meet required principal and interest payments and to
monitor the liquidity of the issue. Achievement of a Fund's investment objective
will be more dependent on SAM's credit analysis of bonds rated below the three
highest rating categories than would be the case were the Fund to invest in
higher quality debt securities. This is particularly true for the High-Yield
Fund.
 
SPECIAL RISKS OF THE CALIFORNIA AND WASHINGTON FUNDS
 
The information in the following discussion is drawn primarily from official
statements relating to state securities offerings which are dated prior to the
date of this Prospectus. The California and Washington Funds have not
independently verified any of the information in the discussion below.
 
                                    -- 50 --
<PAGE>
RISK FACTORS (CONTINUED)
CALIFORNIA FUND
 
After suffering through a severe recession, California's economy has been on a
steady recovery since the start of 1994. Nevertheless, the State's budget
problems in recent years have also been caused by the increasing costs of
education, health, welfare and corrections, driven by California's rapid
population growth. These pressures on the State's General Fund are expected to
continue. The State's long-term credit ratings, reduced in 1992, were lowered
again in 1994 and have not been fully restored. Its ability to provide
assistance to its public authorities and political subdivisions has been
impaired. Cutbacks in state aid adversely affect the financial condition of many
cities, counties and school districts which are already subject to fiscal
constraints and are facing their own reduced tax collections. In addition, some
municipally-owned electric utilities may be adversely affected by the
restructuring of the electric utility industry now underway in California.
 
In the past, California voters have passed amendments to the California
Constitution and other measures that limit the taxing and spending authority of
California governmental entities. Future voter initiatives could result in
adverse consequences affecting obligations issued by the State and its political
subdivisions. These factors, among others, could reduce the credit standing of
certain issuers of California obligations. At any given time there are numerous
lawsuits against the State which could affect its revenues and expenditures.
 
WASHINGTON FUND
 
The State of Washington's economy consists of both export and local industries.
The State's leading export industries are aerospace, forest products,
agriculture and food processing. The State's manufacturing base includes
aircraft manufacture, which comprised approximately 25% of total manufacturing
in 1995. The Boeing Company is the State's largest employer and has a
significant impact, in terms of overall production, employment and labor
earnings, on the State's economy. Boeing anticipates increasing employment in
the State by approximately 24,100 jobs by the end of 1997, and by 28,600 by the
end of 1999. The commercial airline industry is cyclical in nature and future
job cuts could have an adverse effect on the Washington economy. Forest products
rank second behind aerospace in value of total production. Although productivity
in the forest products industry has increased steadily in recent years, declines
in production are expected in the future. Unemployment in the timber industry is
anticipated in certain regions; however the impact is not expected to affect the
State's overall economic performance. Growth in agriculture has been an
important factor in the State's economic growth over the past decade. The State
is the home of many technology firms of which approximately half are
computer-related. Microsoft, the world's largest microcomputer software company,
is headquartered in Redmond, Washington.
 
State law requires a balanced budget. The Governor has a statutory
responsibility to reduce expenditures across the board to avoid any cash deficit
at the end of a biennium. In addition, State law prohibits State tax revenue
growth from exceeding the growth rate of State personal income. To date,
Washington State tax revenue increases have remained substantially below the
applicable limits. At any given time, there are numerous lawsuits against the
State which could affect its revenues and expenditures.
 
PORTFOLIO MANAGERS
 
GROWTH FUND
 
The portfolio manager for the Growth Fund is Thomas M. Maguire, Vice President,
SAM. Mr. Maguire has served as portfolio manager for the Fund since 1989.
 
                                    -- 51 --
<PAGE>
PORTFOLIO MANAGERS (CONTINUED)
EQUITY FUND
 
The portfolio manager for the Equity Fund is Richard D. Meagley, Vice President,
SAM. Mr. Meagley began serving as portfolio manager for the Fund in 1995. He is
also the portfolio manager for certain other SAFECO Funds. Prior to these
positions, he served as portfolio manager and analyst from 1992 to 1994 for
Kennedy Associates, Inc., an investment advisory firm located in Seattle,
Washington. He was an Assistant Vice President of SAM and the fund manager of
the SAFECO Northwest Fund from 1991 to 1992.
 
INCOME FUND
 
The portfolio manager for the Income Fund is Thomas E. Rath, Assistant Vice
President of SAM. Mr. Rath has been a portfolio manager and securities analyst
for SAFECO Corporation since 1994. From 1992 to 1994, Mr. Rath was a principal
and portfolio manager for Meridian Capital Management, Inc., located in Seattle,
Washington. From 1987 to 1992, he was a portfolio manager and securities analyst
for First Interstate Bank, located in Seattle, Washington.
 
NORTHWEST FUND
 
The portfolio manager for the Northwest Fund is Bill Whitlow. Mr. Whitlow began
serving as portfolio manager for the Fund in April 1997. From 1990 to April
1997, he was a principal and Manager of Pacific Northwest Research for the
brokerage firm of Pacific Crest Securities, located in Seattle, Washington.
 
BALANCED FUND
 
The equity portion of the Balanced Fund is co-managed by Rex L. Bentley, Vice
President, SAM and Lynette D. Sagvold, Assistant Vice President, SAM, and the
fixed income portion is managed by Michael C. Knebel, Vice President, SAM. Mr.
Bentley was Vice President and Investment Counsel at the investment advisory
firm of Badgley, Phelps and Bell Investment Counsel, Inc., from 1990 to 1995.
Ms. Sagvold was a portfolio manager and analyst for First Investors Bank from
1993 to 1995 and she was a portfolio manager and analyst for Key Trust Company
from 1985 to 1993. Mr. Knebel has served as portfolio manager for certain other
SAFECO mutual funds since 1989.
 
INTERNATIONAL FUND
 
The International Fund is managed by a committee of portfolio managers employed
and supervised by the Sub-Adviser, Bank of Ireland Asset Management (U.S.)
Limited, an investment adviser registered with the SEC. All investment decisions
are made by this committee and no single person is primarily responsible for
making recommendations to that committee.
 
SMALL COMPANY FUND
 
The portfolio manager for the Small Company Fund is Greg Eisen, Assistant Vice
President, SAM. Mr. Eisen has served as an investment analyst for SAM since
1992. From 1986 to 1992, Mr. Eisen was engaged by the SAFECO Insurance Companies
as a financial analyst.
 
VALUE FUND
 
The Value Fund is co-managed by Rex L. Bentley, Vice President, SAM and Lynette
D. Sagvold, Assistant Vice President, SAM. Mr. Bentley was vice president and
investment counsel at the investment advisory firm of Badgley, Phelps and Bell
Investment Counsel, Inc. from 1990 to 1995. Ms. Sagvold was a portfolio manager
and analyst for First Interstate Bank from 1993 to 1995 and she was a portfolio
manager and analyst for Key Trust Company from 1985 to 1993.
 
                                    -- 52 --
<PAGE>
PORTFOLIO MANAGERS (CONTINUED)
INTERMEDIATE TREASURY AND MANAGED BOND FUNDS
 
The portfolio manager for the Intermediate Treasury and Managed Bond Funds is
Michael C. Knebel, Vice President, SAM. Mr. Knebel has served as portfolio
manager or co-manager for the Managed Bond Fund since 1994. He has served as
portfolio manager for the Intermediate Treasury Fund since 1995. Mr. Knebel has
served as portfolio manager and/or portfolio co-manager for other SAFECO mutual
funds since 1989.
 
HIGH-YIELD FUND
 
The portfolio managers for the High-Yield Bond Fund are John Stoeser, Assistant
Vice President, SAM, and Robert Kern, a securities analyst for SAM. Mr. Stoeser
has served as a securities analyst and portfolio manager for SAM since 1992.
From 1989 to 1992 he was an administrative assistant to the President of SAM.
Mr. Kern served as a securities analyst for SAM since 1994. From 1988 to 1994,
Mr. Kern was engaged by the SAFECO Insurance Companies in the Controller's
Department.
 
MUNICIPAL BOND AND CALIFORNIA FUNDS
 
The portfolio manager for the Municipal Bond and California Funds is Stephen C.
Bauer, President, SAM. Mr. Bauer has served as portfolio manager for each Fund
since it commenced operations: 1981 for the Municipal Bond Fund and 1983 for the
California Fund. Mr. Bauer is the portfolio manager for certain other SAFECO
municipal bond funds, and also serves as a Director of SAM.
 
WASHINGTON FUND
 
The portfolio manager for the Washington Fund is Beverly Denny, Assistant Vice
President, SAM. Ms. Denny was the Marketing Director for the SAFECO mutual funds
from 1991 to 1993, and has been employed as an investment analyst with SAM since
1993.
 
MONEY MARKET FUND
 
The portfolio manager for the Money Market Fund is Naomi Urata, Assistant Vice
President, SAM. Ms. Urata has been employed as an investment analyst for the
SAFECO mutual funds since 1993. From 1990 to 1992, Ms. Urata served as Cash
Manager for The Seattle Times.
 
Each portfolio manager and certain other persons related to SAM, the Sub-Adviser
and the Funds are subject to written policies and procedures designed to prevent
abusive personal securities trading. Incorporated within these policies and
procedures are recommendations made by the Investment Company Institute (the
trade group for the mutual fund industry) with respect to personal securities
trading by persons associated with mutual funds. Those recommendations include
preclearance procedures and blackout periods when certain personnel may not
trade in securities that are the same or related securities being considered for
purchase or sale by a Fund.
 
HOW TO PURCHASE SHARES
When placing purchase orders, investors should specify whether the order is for
Class A or Class B shares of a Fund. All share purchase orders that fail to
specify a class will automatically be invested in Class A shares.
 
The minimum initial investment is $1,000 (IRA, UGMA and UTMA $250). The minimum
additional investment is $100 for all accounts, except for UGMA or UTMA
Automatic Investment Method ("AIM") accounts opened with an initial investment
of $250 or more. These accounts have a minimum additional investment of only
$50. Minimum additional investments are negotiable for retirement accounts other
than IRAs. Except as noted above in connection with UGMA and UTMA accounts, no
minimum initial investment is required to establish the Automatic Investment
Method or Payroll Deduction Plan.
 
                                    -- 53 --
<PAGE>
HOW TO PURCHASE SHARES (CONTINUED)
Shares of each Fund are available for purchase through investment professionals
who work at broker-dealers, banks and other financial institutions which have
entered into selling agreements with SAFECO Securities, Inc. ("SAFECO
Securities"), the distributor of the Funds. Orders received by such financial
institutions before 1:00 p.m. Pacific Time on any day the New York Stock
Exchange ("NYSE") is open for regular trading will be effected that day,
provided that such order is transmitted to SAFECO Services, the transfer agent
for the Funds, prior to 2:00 p.m. Pacific Time on such day. Investment
professionals will be responsible for forwarding the investor's order to SAFECO
Services so that it will be received prior to such time.
 
Broker-dealers, banks and other financial institutions that do not have selling
agreements with SAFECO Securities also may offer to place orders for the
purchase of each Fund's shares. Purchases made through these investment firms
will be effected at the public offering price next determined after the order is
received by SAFECO Services. Such financial institutions may charge the investor
a transaction fee as determined by the financial institution. The fee will be in
addition to the sales charge payable by the investor with respect to Class A
shares, and may be avoided by purchasing shares through a broker-dealer, bank or
other financial institution that has a selling agreement with SAFECO Securities.
 
Broker-dealers, banks, financial institutions and any other person entitled to
receive compensation for selling or servicing each Fund's shares may receive
different levels of compensation with respect to one particular class of Fund
shares over another. Salespersons of broker-dealers, banks and other financial
institutions that sell each Fund's shares are eligible to receive special
compensation, the amount of which varies depending on the amount of shares sold.
 
The Funds only accept funds drawn in U.S. dollars and payable through a U.S.
Bank. The Funds do not accept currency. The Funds issue shares in uncertificated
form, but will issue certificates for whole shares without charge upon written
request. You will be required to post a bond to replace missing certificates.
 
THE FUNDS RESERVE THE RIGHT TO REFUSE ANY OFFER TO PURCHASE SHARES OF ANY CLASS.
 
PURCHASING ADVISOR CLASS A SHARES
 
The public offering price of Class A shares of each Fund except the Money Market
Fund is the next determined net asset value per share (see "Share Price
Calculation" on page 63 for additional information) plus any sales charge, which
will vary with the size of the purchase as shown in the following schedule:
 
<TABLE>
<CAPTION>
                                                                       SALE CHARGE AS          BROKER
                                                                       PERCENTAGE OF       REALLOWANCE AS
AMOUNT OF PURCHASE                                                 ----------------------  PERCENTAGE OF
AT THE PUBLIC                                                      OFFERING       NET       THE OFFERING
OFFERING PRICE                                                       PRICE    INVESTMENT       PRICE
- -----------------------------------------------------------------  ---------  -----------  --------------
<S>                                                                <C>        <C>          <C>
Less than $50,000                                                      4.50%       4.71%           4.00%
$50,000 but less than $100,000                                         4.00%       4.17%           3.50%
$100,000 but less than $250,000                                        3.50%       3.63%           3.00%
$250,000 but less than $500,000                                        2.50%       2.56%           2.00%
$500,000 but less than $1,000,000                                      1.50%       1.52%           1.00%
$1,000,000 or more                                                     NONE*                 See Below**
</TABLE>
 
 * Purchases of $1,000,000 or more of Class A shares are not subject to a
   front-end sales charge, but a 1% CDSC will apply to redemptions made in the
   first year.
 
** See discussion below for a description of the commissions payable on sales of
   Class A shares of $1 million or more.
 
                                    -- 54 --
<PAGE>
HOW TO PURCHASE SHARES (CONTINUED)
Class A shares of the Money Market Fund are offered at the next determined net
asset value per share (see "Share Price Calculation" on page 63 for additional
information) with no initial sales charge. A sales charge will apply to the
first exchange from Class A shares of the Money Market Fund to Class A shares of
another Fund.
 
From time to time, SAFECO Securities may reallow to broker-dealers, banks and
other financial institutions the full amount of the sales charge on Class A
Shares. In some instances, SAFECO Securities may offer these reallowances only
to those financial institutions that have sold or may sell significant amounts
of Class A shares. These commissions also may be paid to financial institutions
that initiate purchases made pursuant to sales charge waivers (1) and (8),
described below under "Sales Charge Waivers -- Class A shares." To the extent
that SAFECO Securities reallows 90% or more of the sales charge to a financial
institution, such financial institution may be deemed to be an underwriter under
the 1933 Act.
 
Except as stated below, broker-dealers of record will be paid commissions on
sales of Class A shares of $1 million or more based on an investor's (or a
related group of investors') cumulative purchases 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 begins with the first
net asset value purchase following the end of the prior period. Such commissions
are paid at the rate of up to .50% of the amount under $50 million and .25%
thereafter, except for sales to participant-directed qualified plans (including
a plan sponsored by an employer with 200 or more eligible employees).
Commissions for such plans will be paid at a rate of 1.00% of the amount up to
$2 million, .80% of the next $1 million, .50% of the next $47 million and .25%
thereafter. In addition, SAFECO Securities may pay a commission to a
broker-dealer where clients of a particular registered representative invest, at
or about the same time, collectively $1 million or more in one or more of the
Funds. The commission will be payable in lieu of other commissions that might
otherwise be payable under the terms of this prospectus, and will not be paid
except in connection with a transaction described in the preceding sentence.
 
The following describes purchases that may be aggregated for purposes of
determining the amount of purchase:
 
 1. Individual purchases on behalf of a single purchaser and the purchaser's
    spouse and their children under the age of 21 years. This includes shares
    purchased in connection with an employee benefit plan(s) exclusively for the
    benefit of such individual(s), such as an IRA, individual plan(s) under
    Section 403(b) of the Internal Revenue Code of 1986, as amended ("Code"), or
    single-participant Keogh-type plan(s). This also includes purchases made by
    a company controlled by such individual(s);
 
 2. Individual purchases by a trustee or other fiduciary purchasing shares for a
    single trust estate or a single fiduciary account, including an employee
    benefit plan (such as employer-sponsored pension, profit-sharing and stock
    bonus plans, including plans under Code Section 401(k), and medical, life
    and disability insurance trusts) other than a plan described in (1) above;
    or
 
 3. Individual purchases by a trustee or other fiduciary purchasing shares
    concurrently for two or more employee benefit plans of a single employer or
    of employers affiliated with each other (excluding an employee benefit plan
    described in (2) above).
 
SALES CHARGE WAIVERS -- CLASS A SHARES
 
Class A shares are sold at net asset value per share without imposition of sales
charges for the following investments:
 
 1. Registered representatives or full-time employees of broker-dealers, banks
    and other financial institutions that have entered into selling agreements
    with SAFECO Securities, and the children,
 
                                    -- 55 --
<PAGE>
HOW TO PURCHASE SHARES (CONTINUED)
 
    spouse and parents of such representatives and employees, and employees of
    financial institutions that directly, or through their affiliates, have
    entered into selling agreements with SAFECO Securities;
 
 2. Companies exchanging shares with or selling assets to one or more of the
    Funds pursuant to a merger, acquisition or exchange offer;
 
 3. Any of the direct or indirect affiliates of SAFECO Securities;
 
 4. Purchases made through the automatic investment of dividends and
    distributions paid by another Fund;
 
 5. Clients of administrators or consultants to tax-qualified employee benefit
    plans which have entered into agreements with SAFECO Securities or any of
    its affiliates;
 
 6. Retirement plan participants who borrow from their retirement accounts by
    redeeming Fund shares and subsequently repay such loans via a purchase of
    Fund shares;
 
 7. Retirement plan participants who receive distributions from a tax-qualified
    employer-sponsored retirement plan, which is invested in Fund shares, the
    proceeds of which are reinvested in Fund shares;
 
 8. Accounts as to which a broker-dealer, bank or other financial institution
    charges an account management fee, provided the financial institution has
    entered into an agreement with SAFECO Securities regarding such accounts;
 
 9. Current or retired officers, directors, trustees or employees of any SAFECO
    mutual fund or SAFECO Corporation or its affiliates and the children, spouse
    and parents of such persons; and
 
10. Investments made with redemption proceeds from mutual funds having a similar
    investment objective with respect to which the investor paid a front-end
    sales charge.
 
REINSTATEMENT PRIVILEGE
 
Shareholders who paid an initial sales charge and redeem their Class A shares in
a Fund have a one-time privilege to reinstate their investment by investing the
proceeds of the redemption at net asset value per share without a sales charge
in Class A shares of that Fund and/or one or more of the other Funds. SAFECO
Services must receive from the investor or the investor's broker-dealer, bank or
other financial institution within 60 days after the date of the redemption both
a written request for reinvestment and a check not exceeding the amount of the
redemption proceeds. The reinstatement purchase will be effected at the net
asset value per share next determined after such receipt.
 
REDUCED SALES CHARGE PLANS -- CLASS A SHARES
 
Class A shares of the Funds may be purchased at reduced sales charges either
through the Right of Accumulation or under a Letter of Intent. For more details
on these plans, investors should contact their broker-dealer, bank or other
financial institution or SAFECO Services.
 
Pursuant to the RIGHT OF ACCUMULATION, investors are permitted to purchase Class
A shares of the Funds at the sales charge applicable to the total of (a) the
dollar amount then being purchased plus (b) the dollar amount equal to the total
purchase price of the investor's concurrent purchases of Class A shares of other
SAFECO Mutual Funds plus (c) the dollar amount equal to the current public
offering price of all Class A shares of Funds already held by the investor. To
receive the Right of Accumulation, at the time of purchase investors must give
their broker-dealers, banks or other financial institutions sufficient
information to permit confirmation of qualification.
 
                                    -- 56 --
<PAGE>
HOW TO PURCHASE SHARES (CONTINUED)
In executing a LETTER OF INTENT ("LOI"), an investor should indicate an
aggregate investment amount he or she intends to invest in Class A shares of
Funds in the following thirteen months. The LOI is included as part of the
Account Application. The Class A sales charge applicable to that aggregate
amount then becomes the applicable sales charge on all purchases of Class A
shares made concurrently with the execution of the LOI and in the thirteen
months following that execution. If an investor executes an LOI within 90 days
of a prior purchase of Class A shares, the prior purchase may be included under
the LOI and an appropriate adjustment, if any, with respect to the sales charges
paid by the investor in connection with the prior purchase will be made, based
on the then-current net asset value(s) of the pertinent Fund(s).
 
If at the end of the thirteen-month period covered by the LOI, the total amount
of purchases does not equal the amount indicated, the investor will be required
to pay the difference between the sales charges paid at the reduced rate and the
sales charges applicable to the purchases actually made. Shares having a value
equal to 5% of the amount specified in the LOI will be held in escrow during the
thirteen month period (while remaining registered in the investor's name) and
are subject to redemption to assure any necessary payment to SAFECO Securities
of a higher applicable sales charge.
 
PURCHASING ADVISOR CLASS B SHARES
 
The public offering price of the Class B shares of each Fund is the next
determined net asset value per share. No initial sales charge is imposed.
However, a CDSC is imposed on certain redemptions of Class B shares. Because
Class B shares are sold without an initial sales charge, the investor receives
Fund shares equal to the full amount of the investment. The maximum investment
amount in Class B shares is $500,000.
 
Class B shares of a Fund that are redeemed will not be subject to a CDSC to the
extent that the value of such shares represents: (a) reinvestment of dividends
or other distributions or (b) shares redeemed more than six full years after
their purchase. Former Class B shareholders of the SAFECO Advisor Series Trust
who invest in Class B shares of any Fund may include the length of time of
ownership of the former Class B shares for purposes of calculating any CDSC due
upon redemption.
 
Initial investments in Class B shares of the Money Market Fund are sold with no
initial sales charge and are not subject to a CDSC upon redemption, provided
that the investor has remained invested exclusively in Class B shares of the
Money Market Fund and has not exchanged into Class B Shares of another Fund in
the interim. Money Market Fund Class B shareholders will become subject to a
CDSC calculated in accordance with the table below if they exchange into Class B
shares of another SAFECO Fund and then redeem those shares. The CDSC will also
apply to any Class B shares of the Money Market Fund subsequently acquired by
exchange. Shareholders who initially purchase Money Market Fund Class B shares
do not receive credit for the time initially invested in the Money Market Fund
for purposes of calculating any CDSC due upon redemption of Class B shares of
another SAFECO Fund.
 
Redemptions of most other Class B shares will be subject to a CDSC. (See
"Contingent Deferred Sales Charge Waivers.") The amount of any applicable CDSC
will be calculated by multiplying the lesser of
 
                                    -- 57 --
<PAGE>
HOW TO PURCHASE SHARES (CONTINUED)
the original purchase price or the net asset value of such shares at the time of
redemption by the applicable percentage shown in the table below. Accordingly,
no charge is imposed on increases in the net asset value above the original
purchase price:
 
<TABLE>
<CAPTION>
                                                                CDSC AS A PERCENTAGE OF THE
                                                          LESSER OF NET ASSET VALUE AT REDEMPTION
REDEMPTION DURING                                             OR THE ORIGINAL PURCHASE PRICE
- --------------------------------------------------------  ---------------------------------------
<S>                                                       <C>
1st Year Since Purchase                                                         5%
2nd Year Since Purchase                                                         4%
3rd Year Since Purchase                                                         3%
4th Year Since Purchase                                                         3%
5th Year Since Purchase                                                         2%
6th Year Since Purchase                                                         1%
Thereafter                                                                      0%*
</TABLE>
 
* Automatically converts to Class A shares in the first month following the
  investor's sixth anniversary from purchase.
 
In determining whether a CDSC is applicable to a redemption, the calculation
will be made in a manner that results in the lowest possible rate. It will be
assumed that the redemption is made first of amounts representing shares
acquired pursuant to the reinvestment of dividends and other distributions and
then of amounts representing the cost of shares held for the longest period of
time.
 
For example, assume an investor purchased 100 shares at $10 per share at a cost
of $1,000. Subsequently, the shareholder acquired 15 additional shares through
dividend reinvestment. During the second year after the purchase, the investor
decided to redeem $500 of his or her investment. Assuming at the time of the
redemption a net asset value of $11 per share, the value of the investor's
shares would be $1,265 (115 shares at $11 per share). The CDSC would not be
applied to the value of the reinvested dividend shares. Therefore, the 15 shares
currently valued at $165.00 would be redeemed without a CDSC. The number of
shares needed to fund the remaining $335.00 of the redemption would equal
30.455. Using the lower of cost or market price to determine the CDSC, the
original purchase price of $10.00 per share would be used. The CDSC calculation
would therefore be 30.455 shares times $10.00 per share at a CDSC rate of 4%
(the applicable rate in the second year after purchase) for a total CDSC of
$12.18.
 
Except for the time period during which a shareholder is initially invested in
Money Market Fund Class B shares, if a shareholder effects one or more exchanges
among Class B shares of the Funds during the six year period, the holding
periods for the shares so exchanged will be counted toward the six year period.
 
For federal income tax purposes, the amount of the CDSC will reduce the gain or
increase the loss, as the case may be, recognized on the redemption of shares.
The amount of any CDSC will be paid to SAFECO Securities.
 
CONTINGENT DEFERRED SALES CHARGE WAIVERS
 
The CDSC will be waived in the following circumstances: (a) total or partial
redemptions made within one year following the death or disability of a
shareholder; (b) redemptions made pursuant to any systematic withdrawal plan
based on the shareholder's life expectancy, including substantially equal
periodic payments prior to age 59 1/2 which are described in Code section 72(t),
and required minimum distributions after age 70 1/2, including those required
minimum distributions made in connection with customer accounts under Section
403(b) of the Code and other retirement plans; (c) total or partial redemption
resulting from a distribution following retirement in the case of a tax-
qualified employer-sponsored retirement plan; (d) when a redemption results from
a tax-free return of an excess contribution pursuant to Section 408(d)(4) or (5)
of the Code; (e) reinvestment in Class B
 
                                    -- 58 --
<PAGE>
HOW TO PURCHASE SHARES (CONTINUED)
shares of a Fund within 60 days of a prior redemption; (f) redemptions pursuant
to the Fund's right to liquidate a shareholder's account involuntarily; (g)
redemptions pursuant to distributions from a tax-qualified employer-sponsored
retirement plan that are invested in Funds and are permitted to be made without
penalty pursuant to the Code; and (h) redemptions in connection with a Fund's
systematic withdrawal plan not in excess of 10% of the value of the account
annually.
 
CONVERSION OF CLASS B SHARES
 
A shareholder's Class B shares of a Fund will automatically convert to Class A
shares in the same Fund in the first month following the investor's sixth
anniversary from purchase, together with a pro rata portion of all Class B
shares representing dividends and other distributions paid in additional Class B
shares. Class B shares so converted will no longer be subject to the higher
expenses borne by Class B shares. The conversion will be effected at the
relative net asset values per share of the two classes on the first business day
in the first month following the investor's sixth anniversary from the purchase
of Class B shares. Because the net asset value per share of Class A shares may
be higher than that of Class B shares at the time of conversion, a shareholder
may receive fewer Class A shares than the number of Class B shares converted,
although the dollar value will be the same.
 
HOW TO REDEEM SHARES
 
As described below, shares of the Funds may be redeemed at their next-determined
net asset value (subject to any applicable CDSC) and redemption proceeds will be
sent to shareholders within seven days of the receipt of a redemption request.
Shareholders who have purchased shares through broker-dealers, banks or other
financial institutions that sell shares may redeem shares through such firms; if
the shares are held in the "street name" of the broker-dealer, bank or other
financial institution, the redemption must be made through such firm.
 
Please note the following:
 
/ / If your shares were purchased by wire, redemption proceeds will be available
    immediately. If shares were purchased other than by wire, each Fund reserves
    the right to hold the proceeds of your redemption for up to 15 business days
    after investment or until such time as the Fund has received assurance that
    your investment will be honored by the bank on which it was drawn, whichever
    occurs first.
 
/ / SAFECO Services charges a $10 fee to wire redemption proceeds. In addition,
    some banks may charge a fee to receive wires.
 
/ / If shares are issued in certificate form, the certificates must accompany a
    redemption request and be duly endorsed.
 
/ / Under some circumstances (e.g., a change in corporate officer or death of an
    owner), SAFECO Services may require certified copies of supporting documents
    before a redemption will be made.
 
REDEMPTIONS THROUGH BROKER-DEALERS, BANKS AND OTHER FINANCIAL INSTITUTIONS
 
Shareholders with accounts at broker-dealers, banks and other financial
institutions that sell shares of the Funds may submit redemption requests to
such firms. Broker-dealers, banks or other financial institutions may honor a
redemption request either by repurchasing shares from a redeeming shareholder at
the shares' net asset value per share next computed after the firm receives the
request or by forwarding such requests to SAFECO Services. Redemption proceeds
(less any applicable CDSC) normally will be paid by check. Broker-dealers, banks
and other financial institutions may impose a
 
                                    -- 59 --
<PAGE>
HOW TO REDEEM SHARES (CONTINUED)
service charge for handling redemption transactions placed through them and may
impose other requirements concerning redemptions. Accordingly, shareholders
should contact the investment professional at their broker-dealer, bank or other
financial institution for details.
 
Redemption requests may also be transmitted to SAFECO Services by telephone (for
amounts of less than $100,000), by mail or by redemption check (Money Market
Fund only). SAFECO Services will send to you, free of charge, redemption checks
(drafts) payable through U.S. Bank of Washington, N.A. Redemption checks are not
available to IRA shareholders or for shares issued in certificate form.
Redemption checks may be made payable to any person or entity and must contain
the proper number of signatures. Redemption checks must be for $500 or more.
Neither the Funds nor SAFECO Services will be liable for payment of postdated
redemption checks. See "Account Changes and Signature Requirements" on page 73,
for futher information.
 
SHARE REDEMPTION PRICE AND PROCESSING
 
Your shares will be redeemed at the net asset value per share (subject to any
applicable CDSC) next calculated after receipt of your request that meets the
redemption requirements of the Funds. Except for the Money Market Fund, the
value of the shares you redeem may be more or less than the dollar amount you
purchased, depending on the market value of the shares at the time of
redemption. See "Share Price Calculation" on page 63 for more information.
 
Redemption proceeds will normally be sent on the next business day following
receipt of your redemption request. If your redemption request is received after
the close of trading on the NYSE (normally 1:00 p.m. Pacific Time), proceeds
will normally be sent on the second business day following receipt. Each Fund,
however, reserves the right to postpone payment of redemption proceeds for up to
seven days if making immediate payment could adversely affect its portfolio. In
addition, redemptions may be suspended or payment dates postponed if the NYSE is
closed, its trading is restricted or the Securities and Exchange Commission
declares an emergency.
 
Due to the high cost of maintaining small accounts, your account may be closed
upon 60 days' written notice if at the time of any redemption or exchange the
total value falls below $100. Your shares will be redeemed at the net asset
value per share calculated on the day your account is closed and the proceeds
will be sent to you.
 
HOW TO SYSTEMATICALLY PURCHASE OR REDEEM SHARES
 
Call your investment professional or SAFECO Services at 1-800-463-8791 for more
information.
 
AUTOMATIC INVESTMENT METHOD (AIM)
 
AIM enables you to make regular monthly investments by authorizing SAFECO
Services to withdraw a specific amount from your bank account and invest the
amount in any Fund. AIM has a minimum of $100 per Fund for all accounts (except
UGMA and UTMA accounts which have a lower $50 minimum for additional
investments, provided that the account was opened with an initial investment of
at least $250).
 
PAYROLL DEDUCTION PLAN
 
An employer or other entity using group billing may establish a
self-administered payroll deduction plan in any Fund. Payroll deduction amounts
are negotiable.
 
SYSTEMATIC WITHDRAWAL PLAN
 
This plan enables you to receive a portion of your investment on a monthly
basis. A Fund automatically redeems shares in your account and sends you a
withdrawal check (minimum amount
 
                                    -- 60 --
<PAGE>
HOW TO SYSTEMATICALLY PURCHASE OR REDEEM SHARES (CONTINUED)
$50 per Fund) on or about the fifth business day of every month. Because Class A
shares are subject to sales charges, shareholders should not concurrently
purchase shares with respect to an account which is utilizing a systematic
withdrawal plan. Class B shares may not be suitable for a systematic withdrawal
plan, except in appropriate cases where the CDSC is being waived. Please see
"Contingent Deferred Sales Charge Waivers" on page 58 for more information.
 
HOW TO EXCHANGE SHARES FROM ONE FUND TO ANOTHER
 
Shares of one class of a Fund may be exchanged for shares of the same class of
any other Fund, based on their next-determined respective net asset values,
without imposition of any sales charges, provided that the shareholder account
registration remains identical. CLASS A SHARES MAY BE EXCHANGED ONLY FOR CLASS A
SHARES OF THE OTHER FUNDS LISTED ON THE FIRST PAGE OF THIS PROSPECTUS. CLASS B
SHARES MAY BE EXCHANGED ONLY FOR CLASS B SHARES OF THE OTHER FUNDS LISTED ON THE
FIRST PAGE OF THIS PROSPECTUS. The exchange of Class B shares will not be
subject to a contingent deferred sales charge. For purposes of computing the
CDSC, except for the time period during which a shareholder is initially
invested in Class B shares of the Money Market Fund, the length of time of
ownership of Class B shares will be measured from the date of original purchase
and will not be affected by the exchange. Exchanges are not tax-free and may
result in a shareholder's realizing a gain or loss, as the case may be, for tax
purposes. See "Fund Distributions and How They Are Taxed" on page 70 for more
information. You may purchase shares of a Fund by exchange only if it is
registered for sale in the state where you reside. Before exchanging into an
Advisor class of another Fund, please be familiar with the Fund's investment
objective and policies as described in "Each Fund's Investment Objective and
Policies" beginning on page 27 of this Prospectus.
 
EXCHANGES BY MAIL
 
Exchange orders should be sent by mail to the investor's broker-dealer, bank or
other financial institution. If a shareholder has an account at SAFECO Services,
exchange orders may be sent to the address set forth on the cover of this
Prospectus.
 
EXCHANGES BY TELEPHONE
 
A shareholder may give exchange instructions to the shareholder's broker-dealer,
bank or other financial institution or to SAFECO Services by telephone at the
appropriate toll-free number provided on the cover of this Prospectus. Exchange
orders will be accepted by telephone provided that the exchange involves only
uncertificated shares or certificated shares for which certificates previously
have been deposited in the shareholder's account. See "Telephone Transactions"
for more information.
 
SHARE EXCHANGE PRICE AND PROCESSING
 
The shares of the Fund you are exchanging from will be redeemed at the price
next computed after your exchange request is received. Normally the purchase of
the Fund you are exchanging into is executed on the same day. However, each Fund
reserves the right to delay the payment of proceeds and, hence, the purchase in
an exchange for up to seven days if making immediate payment could adversely
affect the portfolio of the Fund whose shares are being redeemed. The exchange
privilege may be modified or terminated with respect to a Fund at anytime, upon
at least 60 days' notice to shareholders.
 
LIMITATIONS
 
Each Fund reserves the right to refuse exchange purchases or simultaneous order
transactions by any person or group if, in SAM's judgment, the Fund would not be
able to invest the money effectively in
 
                                    -- 61 --
<PAGE>
HOW TO EXCHANGE SHARES FROM ONE FUND TO ANOTHER (CONTINUED)
accordance with that Fund's investment objective and policies or would otherwise
potentially be adversely affected. Although a Fund will attempt to give you
prior notice whenever it is reasonably able to do so, it may impose the above
restrictions at any time.
 
The Funds are not intended to serve as vehicles for frequent trading in response
to short-term fluctuations in the market. Due to the disruptive effect that
market-timing investment strategies can have on efficient portfolio management,
the Funds have instituted certain policies to discourage excessive exchange and
simultaneous order transactions. Exchanges and simultaneous order transactions
which, in SAM's judgment, appear to follow a market-timing strategy are limited
to 4 in any 12 month period per account holder (or account, in a case where one
person or entity exercises investment discretion over more than one account).
For purposes of these limitations a "simultaneous order transaction" is a
transaction where a significant portion of an account's assets are redeemed from
one SAFECO Mutual Fund and shortly thereafter reinvested into another SAFECO
Mutual Fund. In order to protect the shareholders of the Funds, SAM reserves the
right to exercise its discretion in determining whether a particular transaction
qualifies as a simultaneous order transaction. In addition to the foregoing
limitations on exchanges and simultaneous order transactions, as described
above, the Funds reserve the right to refuse any offer to purchase shares.
 
TELEPHONE TRANSACTIONS
 
To redeem or exchange shares by telephone, call 1-800-463-8791 between 5:30 a.m.
and 7:00 p.m. Pacific Time, Monday through Friday, except certain holidays. All
telephone calls are tape-recorded for your protection. During times of drastic
or unusual market volatility, it may be difficult for you to exercise the
telephone transaction privileges.
 
To use the telephone redemption and exchange privileges, you must have
previously selected these services either on your account application or by
having submitted a request in writing to SAFECO Services at the address on the
Prospectus cover. Redeeming or exchanging shares by telephone allows the Funds
and SAFECO Services to accept telephone instructions from an account owner or a
person preauthorized in writing by an account owner.
 
Each of the Funds and SAFECO Services reserve the right to refuse any telephone
transaction when a Fund or SAFECO Services, in its sole discretion, is unable to
confirm to its satisfaction that a caller is the account owner or a person
preauthorized by the account owner.
 
The Funds and SAFECO Services will not be liable for the authenticity of
instructions received by telephone that a Fund or SAFECO Services, in its
discretion, believes to be delivered by an account owner or preauthorized
person, provided that the Fund or SAFECO Services follows reasonable procedures
to identify the caller. The shareholder will bear the risk of any resulting
loss. The Funds and SAFECO Services will employ reasonable procedures to confirm
that instructions communicated by telephone are genuine. These procedures may
include requiring the account owner to select the telephone privilege in writing
prior to first use and to designate persons authorized to deliver telephone
instructions. SAFECO Services tape-records telephone transactions and may
request certain identifying information from the caller.
 
The telephone transaction privileges may be suspended, limited, modified or
terminated at any time without prior notice by the Funds or SAFECO Services. The
Funds and SAFECO Services may be liable if they do not employ reasonable
procedures to confirm that telephone transactions are genuine.
 
                                    -- 62 --
<PAGE>
SHARE PRICE CALCULATION
 
The net asset value per share ("NAV") of each class of each Fund is computed at
the close of regular trading on the NYSE (normally 1:00 p.m. Pacific time) each
day that the NYSE is open for trading. NAV is determined separately for each
class of shares of each Fund. The NAV of a Fund is calculated by subtracting a
Fund's liabilities from its assets and dividing the result by the number of
outstanding shares. In calculating the net asset value of each class appropriate
adjustments will be made to each class's NAV to reflect expenses allocated to
it.
 
PORTFOLIO VALUATION FOR THE STOCK FUNDS
 
The Stock Funds generally value their portfolio securities at the last reported
sale price on the national exchange on which the securities are primarily
traded, unless there are no transactions in which case they shall be valued at
the last reported bid price. Securities traded over-the-counter are valued at
the last sale price, unless there is no reported sale price in which case the
last reported bid price will be used. Portfolio securities that trade on a stock
exchange and over-the-counter are valued according to the broadest and most
representative market. Securities not traded on a national exchange are valued
based on consideration of information with respect to transactions in similar
securities, quotations from dealers and various relationships between
securities. Valuations of portfolio securities calculated in a like manner may
be obtained from a pricing service. Investments for which a representative value
cannot be established are valued at their fair value as determined in good faith
by or under the direction of the Common Stock Trust's Board of Trustees.
 
The International Fund will invest primarily, and other Funds may invest from
time to time, in foreign securities. Trading in foreign securities will
generally be substantially completed each day at various times prior to the
close of the NYSE. The values of any such securities are determined as of such
times for purposes of computing the Funds' net asset value. Foreign currency
exchange rates are also generally determined prior to the close of the NYSE.
Foreign portfolio securities are valued on the basis of quotations from the
primary market in which they trade. The value of foreign securities are
translated from the local currency into U.S. dollars using current exchange
rates. If quotations are not readily available, or if values have been
materially affected by events occurring after the close of a foreign market, the
security will be valued at fair value as determined in good faith by SAM or BIAM
under procedures established by and under general supervision of the Common
Stock Trust's Board of Trustees.
 
INTERNATIONAL FUND
 
Options that are traded on national securities exchanges are valued at their
last sale price as of the close of option trading on such exchange. Futures
contracts will be marked to market daily, and options thereon are valued at
their last sale price, as of the close of the applicable commodities exchange.
Forward contracts are valued at the current cost of covering or offsetting such
contracts.
 
PORTFOLIO VALUATION FOR THE FIXED-INCOME FUNDS
 
For each of the Fixed-Income Funds except the Money Market Fund, securities are
valued based on consideration of information with respect to transactions in
similar securities, quotations from dealers and various relationships between
securities. Valuations of a Fixed-Income Fund's portfolio securities calculated
in a like manner may be obtained from a pricing service. Investments for which a
representative value cannot be established are valued at their fair value as
determined in good faith by or under the direction of each Fixed-Income Fund's
respective Trust's Board of Trustees.
 
Like most money market funds, the Money Market Fund values the securities it
owns on the basis of amortized cost. The Money Market Fund may use amortized
cost valuation as long as the Money Market Trust's Board of Trustees determines
that it fairly reflects market value. Amortized cost valuation involves valuing
a security at its cost and adding or subtracting, ratably to maturity, any
 
                                    -- 63 --
<PAGE>
SHARE PRICE CALCULATION (CONTINUED)
 
discount or premium, regardless of the impact of fluctuating interest rates on
the market value of the security. This method minimizes the effect of changes in
a security's market value and helps the Money Market Fund maintain a stable
$1.00 share price.
 
The NAV of the Class B shares of each Fund will generally be lower than the NAV
of Class A shares of the same Fund because of the higher expenses borne by the
Class B shares. The NAVs of the Advisor Classes of a Fund's shares also may
differ due to differing allocations of class-specific expenses. The NAVs of the
Advisor Classes of each Fund's shares will tend to converge, however,
immediately after the payment of dividends.
 
Call 1-800-463-8794 for 24-hour price information.
 
INFORMATION ABOUT SHARE OWNERSHIP AND COMPANIES THAT PROVIDE SERVICES TO THE
TRUSTS
 
Each Trust is a Delaware business trust established by a Trust Instrument dated
May 13, 1993, and is authorized to issue an unlimited number of shares of
beneficial interest. The Board of Trustees of each Trust may establish
additional series or classes of shares of the Trust without approval of
shareholders.
 
In addition to Class A and Class B shares, each Fund also offers No-Load Class
shares through a separate prospectus to investors who purchase shares directly
from SAFECO Securities. No-Load Class shares are sold without a front-end sales
charge or CDSC and are not subject to Rule 12b-1 fees. Accordingly, the
performance of No-Load Class shares will differ from that of Class A or Class B
shares. For more information about No-Load Class shares of each Fund, please
call 1-800-624-5711.
 
Each share of a Fund is entitled to participate equally in dividends and other
distributions and the proceeds of any liquidation except that, due to the
differing expenses borne by the three classes, dividends and liquidation
proceeds for each class of shares will likely differ. All shares issued are
fully paid and non-assessable, and shareholders have no preemptive or other
right to subscribe to any additional shares.
 
The Trusts do not intend to hold annual meetings of shareholders of the Funds.
The Trustees of a Trust will call a special meeting of shareholders of a Fund of
that Trust only if required under the Investment Company Act of 1940 ("1940
Act"), in their discretion, or upon the written request of holders of 10% or
more of the outstanding shares of a Fund or a class entitled to vote. Separate
votes are taken by each class of shares, a Fund, or a Trust if a matter affects
only that class of shares, Fund, or Trust, respectively.
 
Under Delaware law, the shareholders of the Funds will not be personally liable
for the obligations of any Fund; a shareholder is entitled to the same
limitation of personal liability extended to shareholders of corporations. To
guard against the risk that Delaware law might not be applied in other states,
each Trust Instrument requires that every written obligation of the Trust or a
Fund thereof contain a statement that such obligation may be enforced only
against the assets of that Trust or Fund and generally provides for
indemnification out of property of that Trust or Fund of any shareholder
nevertheless held personally liable for Trust or Fund obligations, respectively.
 
Because the Trusts use a combined Prospectus, it is possible that a Fund might
become liable for a misstatement about the series of another Trust contained in
this Prospectus. The Boards of Trustees have considered this factor in approving
the use of a single combined Prospectus.
 
SAM is the investment adviser for each Fund under an agreement with each Trust.
Under each agreement, SAM is responsible for the overall management of each
Trust's and each Fund's business
 
                                    -- 64 --
<PAGE>
INFORMATION ABOUT SHARE OWNERSHIP AND COMPANIES THAT PROVIDE SERVICES TO THE
TRUSTS (CONTINUED)
affairs. SAM provides investment research, advice, management and supervision to
each Trust and each Fund, and, consistent with each Fund's investment objectives
and policies, SAM determines what securities will be purchased, retained or sold
by each Fund and implements those decisions. Each Fund pays SAM an annual
management fee based on a percentage of that Fund's net assets ascertained each
business day and paid monthly in accordance with the schedules below. A
reduction in the fees paid by a Fund occurs only when that Fund's net assets
reach the dollar amounts of the break points and applies only to the assets that
fall within the specified range:
<TABLE>
<CAPTION>
       GROWTH, EQUITY AND INCOME FUNDS
 
<S>                                <C>
NET ASSETS                         ANNUAL FEE
$0 -- $100,000,000                  .75 of 1%
$100,000,001 -- $250,000,000        .65 of 1%
$250,000,001 -- $500,000,000        .55 of 1%
Over $500,000,000                   .45 of 1%
 
<CAPTION>
 
                NORTHWEST FUND
<S>                                <C>
 
NET ASSETS                          ANNUAL FEE
$0 -- $250,000,000                  .75 of 1%
$250,000,001 -- $500,000,000        .65 of 1%
$500,000,001 -- $750,000,000        .55 of 1%
Over $750,000,000                   .45 of 1%
<CAPTION>
 
           BALANCED AND VALUE FUNDS
<S>                                <C>
 
NET ASSETS                          ANNUAL FEE
$0 -- $250,000,000                  .75 of 1%
$250,000,001 -- $500,000,000        .65 of 1%
Over $500,000,000                   .55 of 1%
<CAPTION>
 
              INTERNATIONAL FUND
<S>                                <C>
 
NET ASSETS                          ANNUAL FEE
$0 -- $250,000,000                 1.10 of 1%
$250,000,001 -- $500,000,000       1.00 of 1%
Over $500,000,000                   .90 of 1%
<CAPTION>
 
              SMALL COMPANY FUND
<S>                                <C>
 
NET ASSETS                          ANNUAL FEE
$0 -- $250,000,000                  .85 of 1%
$250,000,001 -- $500,000,000        .75 of 1%
Over $500,000,000                   .65 of 1%
</TABLE>
 
                                    -- 65 --
<PAGE>
INFORMATION ABOUT SHARE OWNERSHIP AND COMPANIES THAT PROVIDE SERVICES TO THE
TRUSTS (CONTINUED)
<TABLE>
<CAPTION>
          INTERMEDIATE TREASURY FUND
 
NET ASSETS                          ANNUAL FEE
<S>                                <C>
$0 -- $250,000,000                  .55 of 1%
$250,000,001 -- $500,000,000        .45 of 1%
$500,000,001 -- $750,000,000        .35 of 1%
Over $750,000,000                   .25 of 1%
<CAPTION>
 
               HIGH-YIELD FUND
<S>                                <C>
 
NET ASSETS                          ANNUAL FEE
$0 -- $250,000,000                  .65 of 1%
$250,000,001 -- $500,000,000        .55 of 1%
$500,000,001 -- $750,000,000        .45 of 1%
Over $750,000,000                   .35 of 1%
<CAPTION>
 
              MANAGED BOND FUND
<S>                                <C>
 
NET ASSETS                          ANNUAL FEE
$0 -- $100,000,000                  .50 of 1%
$100,000,001 -- $250,000,000        .40 of 1%
Over $250,000,000                   .35 of 1%
<CAPTION>
 
              MONEY MARKET FUND
<S>                                <C>
 
NET ASSETS                          ANNUAL FEE
$0 -- $250,000,000                  .50 of 1%
$250,000,001 -- $500,000,000        .40 of 1%
$500,000,001 -- $750,000,000        .30 of 1%
Over $750,000,000                   .25 of 1%
<CAPTION>
 
        MUNICIPAL AND CALIFORNIA FUNDS
<S>                                <C>
 
NET ASSETS                          ANNUAL FEE
$0 -- $100,000,000                  .55 of 1%
$100,000,001 -- $250,000,000        .45 of 1%
$250,000,001 -- $500,000,000        .35 of 1%
Over $500,000,000                   .25 of 1%
<CAPTION>
 
               WASHINGTON FUND
<S>                                <C>
 
NET ASSETS                          ANNUAL FEE
$0 -- $250,000,000                  .65 of 1%
$250,000,001 -- $500,000,000        .55 of 1%
$500,000,001 -- $750,000,000        .45 of 1%
Over $750,000,000                   .35 of 1%
</TABLE>
 
A Trust and each Fund thereof will bear all expenses of their organization,
operations and business not specifically assumed by SAM under each Fund's
management contract. Such expenses may
 
                                    -- 66 --
<PAGE>
INFORMATION ABOUT SHARE OWNERSHIP AND COMPANIES THAT PROVIDE SERVICES TO THE
TRUSTS (CONTINUED)
include, among others, custody and accounting expenses, transfer agency and
related expenses, distribution and shareholder servicing expenses, expenses
related to preparing, printing and delivering prospectuses and shareholder
reports, the expenses of holding shareholders' meetings, legal fees, the
compensation of non-interested trustees of the Trusts, brokerage, taxes and
extraordinary expenses.
 
With respect to the International Fund, SAM has a sub-advisory agreement with
the Sub-Adviser. The Sub-Adviser is a direct, wholly owned subsidiary of the
Bank of Ireland Asset Management Limited and is an indirect, wholly owned
subsidiary of Bank of Ireland. The Sub-Adviser has its headquarters at 26
Fitzwilliam Place, Dublin, Ireland, and its U.S. office at 2 Greenwich Plaza,
Greenwich, Connecticut. The Sub-Adviser was established in 1987 and currently
manages over $3 billion in assets. Because the Sub-Adviser is doing business
from a location within the United States, investors will be able to effect
service of legal process within the United States upon the Sub-Adviser, under
federal securities laws in United States courts. However, the Sub-Adviser is a
foreign organization and maintains a substantial portion of its assets outside
the United States. Therefore, the ability of investors to enforce judgments
against the Sub-Adviser may be affected by the willingness of foreign courts to
enforce judgments of U.S. courts.
 
Under the agreement, the Sub-Adviser is responsible for providing investment
research and advice used to manage the investment portfolio of the International
Fund. In return, SAM (and not the International Fund) pays the Sub-Adviser a fee
in accordance with the schedule below:
 
<TABLE>
<S>                                <C>
NET ASSETS                         ANNUAL FEE
$0 -- $50,000,000                   .60 of 1%
$50,000,001 -- $100,000,000         .50 of 1%
Over $100,000,000                   .40 of 1%
</TABLE>
 
The parent company of the Sub-Adviser, Bank of Ireland Asset Management Limited,
is a direct, wholly owned subsidiary of the Bank of Ireland, which engages in
the investment advisory business and is located at 26 Fitzwilliam Place, Dublin,
Ireland. The Bank of Ireland is a holding company whose primary subsidiaries are
engaged in banking, insurance, securities and related financial services, and is
located at Lower Baggot Street, Dublin, Ireland.
 
The distributor of the Advisor Classes of each Fund's shares under an agreement
with each Trust is SAFECO Securities a broker-dealer registered under the
Securities Exchange Act of 1934 and a member of the National Association of
Securities Dealers, Inc.
 
The transfer, dividend disbursement and shareholder servicing agent for the
Advisor Classes of each Fund under an agreement with each Trust is SAFECO
Services. SAFECO Services receives a fee from each Fund for every shareholder
account held in the Fund. SAFECO Services may enter into subcontracts with
registered broker-dealers, third-party administrators and other qualified
service providers that generally perform shareholder, administrative, and/or
accounting services which would otherwise be provided by SAFECO Services. Fees
incurred by a Fund for these services will not exceed the transfer agency fee
payable to SAFECO Services. Any distribution expenses associated with these
arrangements will be borne by SAM.
 
SAM, SAFECO Securities and SAFECO Services are wholly owned subsidiaries of
SAFECO Corporation (a holding company whose primary subsidiaries are engaged in
the insurance and financial services businesses) and are each located at SAFECO
Plaza, Seattle, Washington 98185.
 
As interpreted by courts and administrative agencies, the Glass-Steagall Act and
other applicable laws and regulations limit the ability of a bank or other
depository institution to become an underwriter or distributor of securities.
However, in the opinion of each Trust's management, based on the advice of
 
                                    -- 67 --
<PAGE>
INFORMATION ABOUT SHARE OWNERSHIP AND COMPANIES THAT PROVIDE SERVICES TO THE
TRUSTS (CONTINUED)
counsel, these laws and regulations do not prohibit such depository institutions
from providing services for investment companies. Banks or other depository
institutions may be subject to various state laws regarding such services, and
may be required to register as dealers pursuant to state law.
 
DISTRIBUTION PLANS
 
Each Trust, on behalf of the Advisor Classes of each Fund, has entered into a
Distribution Agreement (each an "Agreement") with SAFECO Securities. Each Trust
has also adopted a plan pursuant to Rule 12b-1 under the 1940 Act with respect
to each of the Advisor Classes of each Fund (the "Plans"). Pursuant to the
Plans, each Advisor class pays SAFECO Securities a quarterly service fee, at the
annual rate of 0.25% of the aggregate average daily net assets of the Advisor
class. Class B shares also pay SAFECO Securities a quarterly distribution fee at
the annual rate of 0.75% of the aggregate average daily net assets of the Class
B shares. Although the Money Market Trust has adopted Plans with respect to the
Advisor Classes of the Money Market Fund, the Money Market Trust's Board of
Trustees and SAFECO Securities have agreed not to implement the Plans at this
time. Thus, the Advisor Classes of the Money Market Fund do not currently pay
service or distribution fees to SAFECO Securities under the Money Market Fund
Plans. The Money Market Fund Plans will not be implemented unless authorized by
the Money Market Trust's Board of Trustees.
 
Under the Plans, SAFECO Securities will use the service fees primarily to
compensate persons selling shares of the Funds for the provision of personal
service and/or the maintenance of shareholder accounts. SAFECO Securities will
use the distribution fees under the Class B Plan to offset the commissions it
pays to broker-dealers, banks or other financial institutions for selling each
Fund's Class B shares. In addition, SAFECO Securities will use the distribution
fees under the Class B Plan to offset each Fund's marketing costs attributable
to the Class B shares, such as preparation of sales literature, advertising and
printing and distributing prospectuses and other shareholder materials to
prospective investors. SAFECO Securities also may use the distribution fee to
pay other costs allocated to SAFECO Securities' distribution activities,
including acting as shareholder of record, maintaining account records and other
overhead expenses.
 
SAFECO Securities will receive the proceeds of the initial sales charges paid
upon the purchase of Class A shares and the CDSCs paid upon applicable
redemptions of Class B shares and may use these proceeds for any of the
distribution expenses described above. The amount of sales charges reallowed to
broker-dealers, banks or other financial institutions who sell Class A shares
will equal the percentage of the amount invested in accordance with the schedule
set forth in "Purchasing Advisor Class A Shares" on page 54. SAFECO Securities,
out of its own resources, will pay a brokerage commission equal to 4.00% of the
amount invested to broker-dealers, banks and other financial institutions who
sell Class B shares. Broker-dealers, banks and other financial institutions who
sell Class B shares of the Money Market Fund will receive the 4.00% brokerage
commission at the time the shareholder exchanges his or her Class B Money Market
Fund shares for Class B shares of another Fund.
 
During the period they are in effect, the Plans and related Agreements obligate
the Advisor Classes of the Funds to which they relate to pay service and
distribution fees to SAFECO Securities as compensation for its service and
distribution activities, not as reimbursement for specific expenses incurred.
Thus, even if SAFECO Securities' expenses exceed its service or distribution
fees for any class, the class will not be obligated to pay more than those fees
and, if SAFECO Securities' expenses are less than such fees, it will retain its
full fees and realize a profit. Each Fund that has implemented a Rule 12b-1 Plan
will pay the service and distribution fees to SAFECO Securities until either the
applicable Plan or Agreement is terminated or not renewed.
 
                                    -- 68 --
<PAGE>
PERSONS CONTROLLING CERTAIN FUNDS
 
At April 2, 1997, SAM, a wholly owned subsidiary of SAFECO Corporation,
controlled the International and Balanced Funds. At April 4, 1997 SAM controlled
the Value Fund. At April 2, 1997, SAFECO Corporation controlled the Small
Company Fund. SAFECO Corporation and SAM have their principal place of business
at SAFECO Plaza, Seattle, Washington 98185.
 
At April 4, 1997, SAFECO Insurance Company of America ("SAFECO Insurance")
controlled the Intermediate Treasury and Washington Funds. SAFECO Insurance is a
Washington Corporation and a wholly owned subsidiary of SAFECO Corporation,
which has its principal place of business at SAFECO Plaza, Seattle, Washington
98185.
 
At April 4, 1997, Crown Packaging Corp. Profit Sharing & Pension Plan and
Massman Construction Co. Profit Sharing Retirement Trust controlled the Managed
Bond Fund. Crown Packaging Corp. Profit Sharing & Pension Plan's address of
record is 8514 Eager Road, St. Louis, Mo. 63144. Massman Construction Co. Profit
Sharing Retirement Trust's address of record is 8901 Stateline, Kansas City, Mo.
64114.
 
PERFORMANCE INFORMATION
The yield, total return and average annual total return of each class of a Fund
may be quoted in advertisements. For each Fund except the Money Market Fund,
yield is the annualization on a 360-day basis of a class' net income per share
over a 30-day period divided by the class' net asset value per share on the last
day of the period. The formula for the yield calculation is defined by
regulation. Consequently, the rate of actual income distributions paid by the
Funds may differ from quoted yield figures. Total return is the total percentage
change in an investment in a class of a Fund, assuming the reinvestment of
dividend and capital gain distributions, over a stated period of time. Average
annual total return is the annual percentage change in an investment in a class
of a Fund, assuming the reinvestment of dividends and capital gain
distributions, over a stated period of time. Performance quotations are
calculated separately for each class of a Fund. Standardized returns for Class A
shares reflect deduction of the Fund's maximum initial sales charge at the time
of purchase, and standardized returns for Class B shares reflect deduction of
the applicable CDSC imposed on a redemption of shares held for the period. SAM
currently anticipates that the U.S. Value Fund's portfolio turnover will not
exceed 100%. A Fund's portfolio turnover rate will vary from year to year. A
higher portfolio turnover rate involves correspondingly higher transaction costs
in the form of broker commissions and dealer spreads and other costs that a Fund
will bear directly.
 
For the Money Market Fund, yield is the annualization on a 365-day basis of the
Fund's net income over a 7-day period. Effective yield is the annualization, on
a 365-day basis, of the Money Market Fund's net income over a 7-day period with
dividends reinvested. The effective yield will be slightly higher than the yield
because of the compounding effect of this assumed reinvestment.
 
From time to time, a Fund may advertise rankings. Rankings are calculated by
independent companies that monitor mutual fund performance (E.G., CDA Investment
Technologies, Lipper Analytical Services, Inc., and Morningstar, Inc.) and are
reported periodically in national financial publications such as BARRON'S,
BUSINESS WEEK, FORBES, INVESTOR'S BUSINESS DAILY, MONEY MAGAZINE, and THE WALL
STREET JOURNAL. In addition, non-standardized performance figures may accompany
the standardized figures described above. Non-standardized figures may be
calculated in a variety of ways, including but not necessarily limited to,
different time periods and different initial investment amounts. Each Fund may
also compare its performance to the performance of relevant indices.
 
Performance information and quoted rankings are indicative only of past
performance and are not intended to represent future investment results. Except
for the Money Market Fund, the yield and share price of each class of a Fund
will fluctuate and your shares, when redeemed, may be worth more or less than
you originally paid for them.
 
                                    -- 69 --
<PAGE>
FUND DISTRIBUTIONS AND HOW THEY ARE TAXED
 
DIVIDENDS AND OTHER DISTRIBUTIONS
 
The Fixed-Income Funds declare dividends on each business day and pay them on
the last business day of each month; the Equity, Income, Balanced and Value
Funds declare and pay dividends on the last business day of each calendar
quarter; and the Growth, Northwest, International, and Small Company Funds
declare and pay dividends annually. Each Fund declares dividends from net
investment income (which includes accrued dividends and interest, earned
discount, and other income earned on portfolio securities less expenses). Shares
of each Fund become entitled to receive dividends on the next business day after
they are purchased for your account. If you request redemption of all your
shares at any time during a month, you will receive all declared dividends
through the date of redemption, together with the proceeds of the redemption.
 
Dividends and other distributions paid by a Fund on each class of its shares are
calculated at the same time in the same manner. However, except for the Money
Market Fund, because of the higher Rule 12b-1 service and distribution fees
associated with Class B shares, the dividends paid by a Fund on its Class B
shares will be lower than those paid on its Class A shares.
 
Your dividends and other distributions are reinvested in additional shares of
the distributing Fund at net asset value per share, generally determined as of
the close of business on the ex-distribution date, unless you elect in writing
to receive dividends and/or other distributions in cash and that election is
provided to SAFECO Services at the address on the Prospectus cover. The election
remains in effect until revoked by written notice to SAFECO Services. For
retirement accounts, all dividends and other distributions declared by a Fund
must be invested in additional shares of that Fund.
 
States generally treat the pass-through of interest earned on U.S. Treasury
securities and other direct obligations of the U.S. Government as tax-free
income in the calculation of their state income tax. This treatment may be
dependent upon the maintenance of certain percentages of fund ownership in these
securities. The Intermediate Treasury Fund will invest primarily in these
securities while the other Funds may occasionally invest a portion of their
portfolios in these securities.
 
Please remember that if you purchase shares shortly before a Fund pays a taxable
dividend or other distribution, you will pay the full price for the shares, then
receive part of the price back as a taxable distribution.
 
TAXES
 
Each Fund intends to continue to qualify for treatment as a regulated investment
company under Subchapter M of the Internal Revenue Code of 1986, as amended. By
so qualifying, a Fund will not be subject to federal income taxes to the extent
it distributes its net investment income and realized capital gains to its
shareholders. Each Fund will inform you as to the amount and nature of dividends
and other distributions to your account. Dividends and other distributions
declared in December, but received by shareholders in January, are taxable to
shareholders in the year in which declared.
 
When you sell (redeem) shares, it may result in a taxable gain or loss. This
depends upon whether you receive more or less than your adjusted basis for the
shares (which normally takes into account any initial sales charge paid on Class
A shares). An exchange of any Fund's shares for shares of another Fund generally
will have similar tax consequences.
 
Special rules apply when you dispose of Class A shares of a Fund (except the
Money Market Fund) through a redemption or exchange within 60 days after your
purchase thereof and subsequently reacquire Class A shares of the same Fund or
acquire Class A shares of another Fund without paying a sales charge due to the
exchange privilege or reinstatement privilege. See "How to Purchase Shares --
Reinstatement Privilege" on page 56 and "How to Exchange Shares from One Fund to
Another" on page 61 for more information. In these cases, any gain on the
disposition of the original
 
                                    -- 70 --
<PAGE>
FUND DISTRIBUTIONS AND HOW THEY ARE TAXED (CONTINUED)
Class A shares will be increased, or any loss decreased, by the amount of the
sales charge paid when you acquired those shares, and that amount will increase
the basis of the shares subsequently acquired. In addition, if you purchase
shares of a Fund (whether pursuant to the reinstatement privilege or otherwise)
within thirty days before or after redeeming other shares of that Fund
(regardless of class) at a loss, all or part of that loss will not be deductible
and will increase the basis of the newly purchased shares.
 
SPECIAL CONSIDERATIONS FOR THE TAX-EXEMPT INCOME FUNDS
 
TAXES
 
Each Tax-Exempt Income Fund intends to continue to qualify for favorable tax
treatment as a "regulated investment company" under the Internal Revenue Code
("Code") so as to be able to pay dividends that are exempt from federal personal
income taxes. The portion of dividends representing net short-term capital
gains, however, is not exempt and will be treated as taxable dividends for
federal income tax purposes. In addition, income which is derived from
purchasing certain bonds below their issued price after April 30, 1993, will be
treated as ordinary income for federal income tax purposes.
 
A portion of a Tax-Exempt Income Fund's assets may from time to time be
temporarily invested in fixed-income obligations, the interest on which when
distributed to the Fund's shareholders will be subject to federal income taxes.
As a matter of non-fundamental investment policy, the Tax-Exempt Income Funds
will not purchase so-called "non-essential or private activity" bonds, the
interest on which would constitute a preference item for shareholders in
determining their alternative minimum tax.
 
The excess of net long-term capital gains realized by a Tax-Exempt Income Fund
over net short-term capital loss on portfolio transactions does not necessarily
result in exemption under other federal, state or local income taxes.
Shareholders of each Tax-Exempt Income Fund should bear in mind that they may be
subject to other taxes.
 
If a shareholder buys shares of a Tax-Exempt Income Fund and sells them at a
loss within six months, such loss for federal income tax purposes will be
disallowed to the extent of the tax-exempt interest component of dividends
received during such six-month period.
 
If a shareholder buys shares of a Tax-Exempt Income Fund and sells them at a
loss within six months, to the extent not disallowed in the previous paragraph
and to the extent of any long-term capital gains distributions, the loss will be
treated as a long-term capital loss for federal income tax purposes.
 
Individuals who receive Social Security benefits must use the amount of income
dividends received from each of the Tax-Exempt Income Funds in determining the
amount of any federal income tax due on such benefits.
 
Under the Code, the tax effect on individuals of receiving dividends from any of
the Tax-Exempt Income Funds is substantially different from the tax effect on
other types of shareholders.
 
CALIFORNIA FUND
 
The California Fund intends to pay dividends that are exempt from California
State personal income taxes. This would not include taxable interest paid on
temporary investments, if any. Generally, the tax treatment of capital gains
under California law is the same as under federal law, but such gains are taxed
at the same rates as ordinary income. Capital gains distributions paid by the
California Fund are treated as long-term capital gains under California law
regardless of how long the shares have been held. Redemptions and exchanges of
the California Fund may result in a capital gain or loss for California income
tax purposes.
 
                                    -- 71 --
<PAGE>
FUND DISTRIBUTIONS AND HOW THEY ARE TAXED (CONTINUED)
Under California law, the dividend income from California municipal bonds is
exempt from the Calfornia personal income tax applicable to individual
shareholders but is fully taxable for purposes of the California franchise tax
applicable to most corporate shareholders.
 
Shares of the California Fund will not be subject to the California property
tax.
 
WASHINGTON FUND
 
Currently the State of Washington has no state personal income tax. Should
Washington State enact a personal income tax, there can be no assurance that
income from the Washington Fund's portfolio securities which is distributed to
shareholders would be exempt from such a tax.
 
TAX WITHHOLDING INFORMATION
 
You will be asked to certify on your account application or on a separate form
that the taxpayer identification number you provide is correct and that you are
not subject to, or are exempt from, backup withholding for previous
underreporting to the Internal Revenue Service.
 
Retirement plan distributions may be subject to federal income tax withholding.
However, you may elect not to have any distributions withheld by checking the
appropriate box on the Redemption Request form or by instructing SAFECO Services
in writing at the address on the Prospectus cover.
 
If the International Fund pays nonrefundable taxes to foreign governments during
the year, the taxes will reduce the Fund's dividends but still be included in
your taxable income. However, you may be able to claim an offsetting credit or
deduction on your tax return for your share of foreign taxes paid by the Fund.
 
The foregoing is only a summary of some of the important tax considerations
generally affecting each Fund and its shareholders; see the Trusts' Statements
of Additional Information for a further discussion. There may be other federal,
state or local tax considerations applicable to a particular investor. You
therefore are urged to consult your tax adviser.
 
TAX-DEFERRED RETIREMENT PLANS
 
SAFECO Services offers a variety of tax-deferred retirement plans for
individuals, businesses and nonprofit organizations. An account may be
established under one of the following plans which allow you to defer investment
income from federal income tax while you save for retirement. Many of the Funds
(other than the Tax-Exempt Income Funds) may be used as investment vehicles for
these plans.
 
INDIVIDUAL RETIREMENT ACCOUNTS (IRAS).  IRAs are tax-deferred retirement
accounts for anyone under age 70 1/2 with earned income. The maximum annual
contribution generally is $2,000 per person ($4,000 for you and a non-working
spouse). Under certain circumstances your contribution will be deductible for
income tax purposes. An annual custodial fee will be charged for any part of a
calendar year in which you have an IRA investment in a Fund.
 
SIMPLIFIED EMPLOYEE PENSION IRAS (SEP-IRAS).  SEP-IRAs are easily administered
retirement plans for small businesses and self-employed individuals. Annual
contributions up to $22,500 may be made to SEP-IRA accounts; the annual
contribution limit is subject to change. SEP-IRAs have the same investment
minimums and custodial fees as regular IRAs.
 
403(b) PLANS.  403(b) plans are retirement plans for tax-exempt organizations
and school systems to which employers and employees both may contribute. Minimum
investment amounts are negotiable.
 
                                    -- 72 --
<PAGE>
TAX-DEFERRED RETIREMENT PLANS (CONTINUED)
401(k) PLANS.  401(k) plans allow employers and employees to make tax-advantaged
contributions to a retirement account. SAFECO Services offers a low-cost
administration package that includes a prototype plan, record keeping, testing
and employee communications. Minimum investment amounts are negotiable.
 
PROFIT SHARING AND MONEY PURCHASE PENSION PLANS.  Each plan allows corporations,
partnerships and self-employed persons to make annual, tax-deductible
contributions to a retirement account for each person covered by the plan. A
plan may be adopted individually or paired with another plan to maximize
contributions. SAFECO Services offers an administration package for these plans.
Minimum investment amounts are negotiable.
 
For information about the above accounts and plans, please contact your
investment professional, or call 1-800-278-1985. For a description of federal
income tax withholding on distributions from these accounts and plans, see "Fund
Distributions and How They Are Taxed -- Tax Withholding Information" on page 72.
 
ACCOUNT STATEMENTS
 
Periodically, you will receive an account statement indicating your current Fund
holdings and transactions affecting your account. Confirmation statements will
be sent to you after each transaction that affects your account balance. Please
review the information on each confirmation statement for accuracy immediately
upon receipt. If you do not notify us within 30 days of any processing error,
SAFECO Services will consider the transactions listed on the confirmation
statement to be correct.
 
ACCOUNT CHANGES AND SIGNATURE REQUIREMENTS
 
Changes to your account registration or the services you have selected must be
in writing and signed by the number of owners specified on your account
application as having authority to make these changes. Send written changes to
the broker-dealer, bank or other financial institution where your account is
maintained. (Changes made to accounts maintained at SAFECO Services should be
sent to the address on the Prospectus cover.) Certain changes to the Automatic
Investment Method and Systematic Withdrawal Plan can be made by telephone
request if you have previously selected single signature authorization for your
account.
 
You must specify on your account application the number of signatures required
to authorize redemptions and exchanges and to change account registration or the
services selected. Authorizing fewer than all account owners has important
implications. For example, one owner of a joint tenant account can redeem money
without the co-owner's signature. If you do not indicate otherwise on the
application, the signatures of all account owners will be required to effect a
transaction. Your selection of fewer than all account owner signatures may be
revoked by any account owner who writes to SAFECO Services or the financial
institution where your account is maintained.
 
The broker-dealer, bank or financial institution where your account is
maintained or SAFECO Services may require a signature guarantee for a signature
that cannot be verified by comparison to the signature(s) on your account
application. A signature guarantee may be obtained from most financial
institutions including banks, savings and loans and broker-dealers.
 
                                    -- 73 --
<PAGE>
DESCRIPTION OF STOCKS, BONDS AND CONVERTIBLE SECURITIES
 
COMMON STOCKS represent equity interest in a corporation. Although common stocks
have a history of long-term growth in value, their prices fluctuate based on
changes in a company's financial condition and overall market and economic
conditions. Smaller companies are especially sensitive to these factors.
 
PREFERRED STOCKS are equity securities whose owners have a claim on a company's
earnings and assets before holders of common stock, but after debt holders. The
risk characteristics of preferred stocks are similar to those of common stocks,
except that preferred stocks are generally subject to less risk than common
stocks.
 
BONDS AND OTHER DEBT SECURITIES are used by issuers to borrow money from
investors. The issuer pays the investor a fixed or variable rate of interest,
and must repay the amount borrowed at maturity. The value of bonds and other
debt securities will normally vary inversely with interest rates. In general,
bond prices rise when interest rates fall, and bond prices fall when interest
rates rise. Debt securities have varying degrees of quality and varying levels
of sensitivity to changes in interest rates. Long-term bonds are generally more
sensitive to interest rate changes than short-term bonds.
 
CONVERTIBLE SECURITIES are debt or preferred stock which are convertible into or
exchangeable for common stock. The value of convertible corporate bonds will
normally vary inversely with interest rates and the value of convertible
corporate bonds and convertible preferred stock will normally vary with the
value of the underlying common stock.
 
RATINGS SUPPLEMENT
 
Ratings by Moody's and S&P represent their respective opinions as to the
investment quality of the rated obligations. Investors should realize these
ratings do not constitute a guarantee that the principal and interest payable
under these obligations will be paid when due.
 
DESCRIPTION OF COMMERCIAL PAPER RATINGS
 
MOODY'S.  Issuers rated Prime-1 have a superior ability for repayment of senior
short-term debt obligations. Issuers rated Prime-2 have a strong ability for
repayment of senior short-term debt obligations. Issuers rated Prime-3 have an
acceptable ability for repayment of senior short-term debt obligations.
 
S&P.  Issues rated A-1 are the highest category, indicating 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.Issues designated A-2 have a satisfactory capacity for timely
payment, however, the relative degree of safety is not as high as for issues
designated "A-1." Issues designated as A-3 have an adequate capacity for timely
payment.
 
DESCRIPTION OF DEBT RATINGS
 
Excerpts from Moody's descriptions of its ratings:
 
Investment Grade:
 
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.
 
                                    -- 74 --
<PAGE>
RATINGS SUPPLEMENT (CONTINUED)
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.
 
Below Investment Grade:
 
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 have 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.
 
Excerpts from S&P's descriptions of its ratings:
 
Investment Grade:
 
AAA -- Debt which is rated AAA has the highest rating assigned by S&P. Capacity
to pay interest and repay principal is extremely strong.
 
AA -- Debt which is rated AA has a very strong capacity to pay interest and
repay principal and differs from the highest rated issues only in small degree.
 
A -- Debt which is rated A has a strong capacity to pay interest and repay
principal, although it is somewhat more susceptible to the adverse effects of
changes in circumstances and economic conditions than debt in higher-rated
categories.
 
BBB -- Debt rated BBB is regarded as having an adequate capacity to pay interest
and repay principal. Whereas it normally exhibits adequate protection
parameters, adverse economic conditions or changing circumstances are more
likely to lead to a weakened capacity to pay interest and repay principal for
debt in this category than in higher-rated categories.
 
                                    -- 75 --
<PAGE>
RATINGS SUPPLEMENT (CONTINUED)
Below Investment Grade:
 
BB, B, CCC, CC, C -- Debt which is rated BB, B, CCC, CC, and C is regarded as
having predominantly speculative characteristics with respect to capacity to pay
interest and repay principal. "BB" indicates the least degree of speculation and
"C" the highest. While such debt will likely have some quality and protective
characteristics, these are outweighed by large uncertainties or major exposures
to adverse conditions.
 
C1 -- The rating C1 is reserved for income bonds on which no interest is being
paid.
 
D -- Debt 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 S&P believes that such payments
will be made during such grace period.
 
Plus (+) or Minus (-): The ratings from "AA" to "CCC" may be modified by the
addition of a plus or minus sign to show relative standing within the major
rating categories.
 
DEBT SECURITIES HOLDINGS
 
THE EQUITY FUND DID NOT HOLD ANY CONVERTIBLE DEBT SECURITIES DURING THE FISCAL
YEAR ENDED DECEMBER 31, 1996.
 
INCOME FUND
 
The weighted average ratings of all debt securities held by the Income Fund,
expressed as a percentage of total investments held during the fiscal period
ended December 31, 1996, were as follows:
 
<TABLE>
<CAPTION>
MOODY'S                                     %      S&P                                         %
- --------------------------------------  ---------  --------------------------------------  ---------
<S>                                     <C>        <C>                                     <C>
                                          INVESTMENT GRADE
Aaa                                             0% AAA                                             0%
Aa                                              0% AA                                              0%
A                                               5% A                                               3%
Baa                                             1% BBB                                             3%
 
                                       BELOW INVESTMENT GRADE
Ba                                              5% BB                                              2%
B                                               3% B                                               3%
Caa                                             0% CCC                                             0%
Ca                                              0% CC                                              0%
C                                               0% C                                               0%
                                                   D                                               0%
Not Rated, but determined to be                    Not Rated, but determined to be
  investment grade                              0%   investment grade                              0%
Not Rated, but determined to be below              Not Rated, but determined to be below
  investment grade                              0%   investment grade                              3%
</TABLE>
 
                                    -- 76 --
<PAGE>
DEBT SECURITIES HOLDINGS (CONTINUED)
HIGH-YIELD FUND
 
The weighted average ratings of all fixed-income securities, expressed as a
percentage of total investments held by the High-Yield Bond during the fiscal
period ended December 31, 1996, were as follows:
 
<TABLE>
<CAPTION>
MOODY'S                                     %      S&P                                         %
- --------------------------------------  ---------  --------------------------------------  ---------
<S>                                     <C>        <C>                                     <C>
                                          INVESTMENT GRADE
Aaa                                             0% AAA                                             0%
Aa                                              0% AA                                              0%
A                                               0% A                                               0%
Baa                                             0% BBB                                             0%
 
                                       BELOW INVESTMENT GRADE
Ba                                             20% BB                                             28%
B                                              72% B                                              64%
Caa                                             1% CCC                                             1%
Ca                                              0% CC                                              0%
C                                               0% C                                               0%
                                                   D                                               0%
Not Rated, but determined to be                    Not Rated, but determined to be
  investment grade                              1%   investment grade                              1%
Not Rated, but determined to be below              Not Rated, but determined to be below
  investment grade                              0%   investment grade                              0%
</TABLE>
 
                                    -- 77 --
<PAGE>
SAFECO FAMILY OF FUNDS
 
STABILITY OF PRINCIPAL
 
  SAFECO Money Market Fund
 
BOND INCOME
 
  SAFECO Intermediate-Term U.S. Treasury Fund
 
  SAFECO High-Yield Bond Fund
 
  SAFECO Managed Bond Fund
 
TAX-FREE BOND INCOME
 
  SAFECO Municipal Bond Fund
 
  SAFECO California Tax-Free Income Fund
 
  SAFECO Washington State Municipal Bond Fund
 
HIGH CURRENT INCOME WITH LONG-TERM GROWTH
 
  SAFECO Income Fund
 
LONG-TERM GROWTH
 
  SAFECO Growth Fund
 
  SAFECO Equity Fund
 
  SAFECO Northwest Fund
 
  SAFECO International Stock Fund
 
  SAFECO Balanced Fund
 
  SAFECO Small Company Stock Fund
 
  SAFECO U.S. Value Fund
 
FOR MORE COMPLETE INFORMATION ON ADVISOR CLASS SHARES OF ANY SAFECO MUTUAL FUND,
INCLUDING MANAGEMENT FEES AND EXPENSES, PLEASE CONTACT YOUR INVESTMENT
PROFESSIONAL.
<PAGE>
TELEPHONE NUMBERS:
 
DEALER SERVICES
 
  Nationwide: (800) 528-6501
 
  Seattle: (206) 545-6409
 
LITERATURE ORDER:
 
  Nationwide: (800) 463-8792
 
  Seattle: (206) 545-6227
 
SHAREHOLDER SERVICES/TELEPHONE EXCHANGE:
 
  MONDAY THROUGH FRIDAY,
 
  6:00 A.M. TO 5:00 P.M. PACIFIC TIME
 
  NATIONWIDE: (800) 463-8791
 
  SEATTLE: (206) 545-6283
 
24-HOUR PRICE AND PERFORMANCE INFORMATION
 
  Nationwide: (800) 463-8794
 
  Seattle: (206) 545-6295
 
      MAILING ADDRESS:
 
      SAFECO Mutual Funds
 
      Advisor Class Shares
 
      P.O. Box 34890
 
      Seattle, WA 98124-1890
 
      EXPRESS/OVERNIGHT MAIL:
 
      SAFECO Mutual Funds
 
      Advisor Class Shares
 
      4333 Brooklyn Avenue N.E.
 
      Seattle, WA 98105
 
      DISTRIBUTOR:
 
      SAFECO Securities, Inc.
 
PROSPECTUS
 
April 30, 1997
 
SAFECO GROWTH FUND
 
SAFECO EQUITY FUND
 
SAFECO INCOME FUND
 
SAFECO NORTHWEST FUND
 
SAFECO INTERNATIONAL STOCK FUND
 
SAFECO BALANCED FUND
 
SAFECO SMALL COMPANY STOCK FUND
 
SAFECO U.S. VALUE FUND
 
SAFECO INTERMEDIATE-TERM
 
      U.S. TREASURY FUND
 
SAFECO HIGH-YIELD BOND FUND
 
SAFECO MANAGED BOND FUND
 
SAFECO MUNICIPAL BOND FUND
 
SAFECO CALIFORNIA TAX-FREE INCOME FUND
 
SAFECO WASHINGTON STATE MUNICIPAL BOND FUND
 
SAFECO MONEY MARKET FUND
 
  ADVISOR CLASS A
 
  ADVISOR CLASS B
 
                                                    GMF 4111 4/97
 
   [LOGO]
                                       Printed on Recycled Paper.
      -Registered Trademark- Registered trademark of SAFECO Corporation
 
NO DEALER, SALESPERSON OR OTHER PERSON HAS BEEN AUTHORIZED TO GIVE ANY
INFORMATION OR TO MAKE ANY REPRESENTATION, OTHER THAN THOSE CONTAINED IN THIS
PROSPECTUS, AND, IF GIVEN OR MADE, SUCH OTHER INFORMATION OR REPRESENTATIONS
MUST NOT BE RELIED UPON AS HAVING BEEN AUTHORIZED BY ANY TRUST, ANY FUND, OR BY
SAFECO SECURITIES. THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFER TO SELL OR A
SOLICITATION OF AN OFFER TO BUY BY ANY TRUST, ANY FUND, OR BY SAFECO SECURITIES
IN ANY STATE IN WHICH SUCH OFFER OR SOLICITATION MAY NOT LAWFULLY BE MADE.


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