PROSPECTUS SUPPLEMENT DATED DECEMBER 29, 1995, TO THE FOLLOWING PROSPECTUSES
(SUPERSEDES SUPPLEMENT DATED SEPTEMBER 1, 1995):
The JPM Institutional Money Market Fund, dated March 1, 1995
The JPM Institutional Treasury Money Market Fund, dated March 1, 1995
The JPM Institutional Short Term Bond Fund, dated March 1, 1995
The JPM Institutional Bond Fund, dated March 1, 1995
The JPM Institutional New York Total Return Bond Fund, dated June 21, 1995
The JPM Institutional Selected U.S. Equity Fund, dated October 1, 1995
The JPM Institutional U.S. Small Company Fund, dated October 1, 1995
The JPM Institutional International Equity Fund, dated March 1, 1995
as amended June 21, 1995
The JPM Institutional Emerging Markets Equity Fund, dated March 1, 1995
The JPM Institutional Diversified Fund, dated October 1, 1995
1. Effective December 29, 1995, each Fund listed above and its
corresponding Portfolio have agreed to pay Morgan Guaranty Trust Company of New
York ("Morgan") for certain administrative services under Administrative
Services Agreements, as described below, in addition to the fees Morgan receives
as shareholder servicing agent for the Fund and as advisor to the Portfolio. At
the same time, the fees payable to Signature Broker-Dealer Services, Inc.
("SBDS"), the administrator of each Fund and Portfolio, and the fees payable by
the Fund to Morgan as shareholder servicing agent were changed. The anticipated
effect of these fee changes on the expense ratios of the Funds is not
significant in comparison to expense ratios that existed through August 31,
1995, when the Trust's and the Portfolios' Financial and Fund Accounting
Services Agreements with Morgan were terminated. The tables captioned "Expense
Table" and "Example" at page 2 of each Prospectus listed above are restated in
their entirety as follows as applicable to the Fund described in such
Prospectus:
"EXPENSE TABLE
<TABLE>
<CAPTION>
TREASURY NEW YORK
ANNUAL OPERATING MONEY MARKET MONEY MARKET SHORT TERM TOTAL RETURN
EXPENSES* FUND FUND BOND FUND BOND FUND BOND FUND
<S> <C> <C> <C> <C> <C>
ADVISORY FEE 0.12% 0.20% 0.25% 0.30% 0.30%
RULE 12B-1 FEES None None None None None
OTHER EXPENSES AFTER
EXPENSE REIMBURSEMENTS 0.08% None 0.20% 0.20% 0.20%
----- ---- ----- ----- -----
TOTAL OPERATING EXPENSES
AFTER EXPENSE
REIMBURSEMENTS 0.20% 0.20% 0.45% 0.50% 0.50%
===== ===== ===== ===== =====
</TABLE>
1
<PAGE>
<TABLE>
<CAPTION>
SELECTED U.S. SMALL EMERGING
ANNUAL OPERATING U.S. SMALL COMPANY INTERNATIONAL MARKETS EQUITY DIVERSIFIED
EXPENSES* FUND FUND EQUITY FUND FUND FUND
<S> <C> <C> <C> <C> <C>
ADVISORY FEE 0.40% 0.60% 0.60% 1.00% 0.55%
RULE 12B-1 FEES None None None None None
OTHER EXPENSES AFTER
EXPENSE REIMBURSEMENTS 0.20% 0.20% 0.40% 0.51% 0.10%
----- ----- ----- ----- -----
TOTAL OPERATING EXPENSES
AFTER EXPENSE
REIMBURSEMENTS 0.60% 0.80% 1.00% 1.51% 0.65%
===== ===== ===== ===== =====
</TABLE>
*For each Fund, fees and expenses are expressed as a percentage of the Fund's
estimated average daily net assets for its current fiscal year, after applicable
expense reimbursements; for actual historical expense information for the Fund,
see "Financial Highlights" in the Prospectus.
2
<PAGE>
EXAMPLE
An investor would pay the following expenses on a $1,000 investment
assuming (1) 5% annual return and (2) redemption at the end of each time period:
<TABLE>
<CAPTION>
NEW YORK
MONEY MARKET TREASURY MONEY SHORT TERM TOTAL RETURN
FUND MARKET FUND BOND FUND BOND FUND BOND FUND
<S> <C> <C> <C> <C> <C>
1 Year $ 2 $ 2 $ 5 $ 5 $ 5
3 Years $ 6 $ 6 $14 $16 $16
5 Years $11 $11 $25 $28 $28
10 Years $26 $26 $57 $63 $63
</TABLE>
<TABLE>
<CAPTION>
SELECTED U.S. SMALL INTERNATIONAL EMERGING
U.S. EQUITY COMPANY EQUITY MARKETS EQUITY DIVERSIFIED
FUND FUND FUND FUND FUND
<S> <C> <C> <C> <C> <C>
1 Year $ 6 $ 8 $ 10 $ 15 $ 7
3 Years $19 $26 $ 32 $ 48 $21
5 Years $33 $44 $ 55 $ 82 $36
10 Years $75 $99 $122 $180 $81
</TABLE>
The above Expense Table is designed to assist investors in
understanding the various direct and indirect costs and expenses that investors
in each Fund bear. The fees and expenses included in Other Expenses are the fees
paid to Morgan under the Administrative Services Agreements and Shareholder
Servicing Agreements, the fees paid to Pierpont Group, Inc. under the Fund
Services Agreements, the fees paid to SBDS under the Administration Agreements,
organizational expenses, the fees paid to State Street Bank and Trust Company as
custodian and transfer agent and other usual and customary expenses of the Fund
and Portfolio. For a more detailed description of contractual fee arrangements,
including expense reimbursements, and of the fees and expenses included in Other
Expenses, see "Management of the Trust and Portfolio" and "Shareholder
Servicing." The above Expense Table reflects total operating expenses after any
applicable expense reimbursements for each Fund and its corresponding Portfolio.
If the above Expense Table reflected these expenses without reimbursements,
Total Operating Expenses would be as follows: The JPM Institutional Money Market
Fund, 0.33%; The JPM Institutional Treasury Money Market Fund, 0.51%; The JPM
Institutional Short Term Bond Fund, 0.70%; The JPM Institutional Bond Fund,
0.57%; The JPM Institutional New York Total Return Bond Fund, 0.74%; The JPM
Institutional Selected U.S. Equity Fund, 0.69%; The JPM Institutional U.S. Small
Company Fund, 0.90%; The JPM Institutional International Equity Fund, 1.05%; and
The JPM Institutional Diversified Fund, 0.99%.
3
<PAGE>
In connection with the above example, please note that $1,000 is less
than the Funds' minimum investment requirement and that there are no redemption
or exchange fees of any kind. See "Purchase of Shares" and "Redemption of
Shares." THE EXAMPLE IS HYPOTHETICAL; IT IS SOLELY FOR ILLUSTRATIVE PURPOSES. IT
SHOULD NOT BE CONSIDERED A REPRESENTATION OF FUTURE PERFORMANCE; ACTUAL EXPENSES
MAY BE MORE OR LESS THAN THOSE SHOWN."
2. The following restates the last paragraph under the caption
"Management of the Trust and the Portfolio-Advisor" in each Prospectus listed
above:
"Under separate agreements, Morgan provides certain financial, fund
accounting and administrative services to the Fund and the Portfolio and
shareholder services to Fund shareholders. See "Administrative Services Agent"
and "Shareholder Servicing" below. INVESTMENTS IN THE FUND ARE NOT DEPOSITS OR
OBLIGATIONS OF, OR GUARANTEED OR ENDORSED BY, MORGAN OR ANY OTHER BANK."
3. The following (i) is inserted before the caption "Management of the
Trust and the Portfolio- Custodian" in the Prospectuses for The JPM
Institutional Selected U.S. Equity, U.S. Small Company and Diversified Funds and
(ii) restates the discussion under the caption "Management of the Trust and the
Portfolio-Services Agent" in each other Prospectus listed above:
"ADMINISTRATIVE SERVICES AGENT. Under Administrative Services
Agreements with the Trust and the Portfolio effective December 29, 1995, Morgan
is responsible for certain financial, fund accounting and administrative
services provided to the Fund and the Portfolio, including services related to
Portfolio and Fund tax returns, Portfolio and Fund financial reports, computing
Fund dividends and net asset value per share and keeping the Fund's books of
account. Under these agreements, each of the Fund and the Portfolio has agreed
to pay to Morgan a fee equal to its proportionate share of an annual
complex-wide charge. This charge is calculated daily based on the aggregate net
assets of the Portfolio and the other portfolios (collectively the "Master
Portfolios") in which series of the Trust, The Pierpont Funds or The JPM Advisor
Funds invest. This charge is calculated in accordance with the following annual
schedule: 0.06% on the first $7 billion of the Master Portfolios' aggregate
average daily net assets and 0.03% of the Master Portfolios' aggregate average
daily net assets in excess of $7 billion. The portion of this charge payable by
each Fund or Portfolio is determined by the proportionate share that its net
assets bear to the total of the net assets of the Trust, The Pierpont Funds, The
JPM Advisor Funds, the Master Portfolios and other investors in the Master
Portfolios for which Morgan provides similar services."
4. The following restates the second and third paragraphs under the
caption "Management of the Trust and the Portfolio-Administrator and
Distributor" in each Prospectus listed above, and the last sentence of the first
paragraph under such caption is deleted from each Prospectus dated prior to
October 1, 1995:
"Under the Trust's and the Portfolio's Administration Agreements with SBDS,
each of the Fund and the Portfolio has agreed to pay to SBDS a fee equal to its
proportionate share of an annual complex-wide charge. This charge is calculated
daily based on the aggregate net assets of the Master Portfolios. This charge is
calculated in accordance with the following annual schedule: 0.03% on the first
$7 billion of the Master Portfolios' aggregate average daily net assets and
0.01% of the Master
4
<PAGE>
Portfolios' aggregate average daily net assets in excess of $7 billion. The
portion of this charge payable by each Fund or Portfolio is determined by the
proportionate share that its net assets bear to the total of the net assets of
the Trust, The Pierpont Funds, The JPM Advisor Funds and the Master Portfolios."
5. The following restates the entire discussion under the caption
"Management of the Trust and the Portfolio-Expenses" in each Prospectus listed
above as applicable to the Fund described in such Prospectus:
"EXPENSES. In addition to the fees payable to Morgan, SBDS and Pierpont
Group, Inc. under the various agreements discussed under "Trustees", "Advisor",
"Administrator and Distributor" and "Administrative Services Agent" above and
"Shareholder Servicing" below, the Fund and the Portfolio are responsible for
usual and customary expenses associated with their respective operations. Such
expenses include organization expenses, legal fees, accounting expenses,
insurance costs, the compensation and expenses of the Trustees, registration
fees under federal securities laws, and extraordinary expenses applicable to the
Fund or the Portfolio. For the Fund, such expenses also include transfer,
registrar and dividend disbursing costs, the expenses of printing and mailing
reports, notices and proxy statements to Fund shareholders and registration fees
under state securities laws. For the Portfolio, such expenses also include
applicable registration fees under foreign securities laws, custodian fees and
brokerage expenses.
Morgan has agreed that it will reimburse each Fund through at least the
indicated date to the extent necessary to maintain the Fund's total operating
expenses (which includes expenses of the Fund and its corresponding Portfolio)
at the following percentage of the Fund's average daily net assets:
<TABLE>
<S> <C> <C>
The JPM Institutional Money Market Fund 0.20% March 31, 1996
The JPM Institutional Treasury Money Market Fund 0.20% February 28, 1997
The JPM Institutional Short Term Bond Fund 0.45% February 28, 1997
The JPM Institutional Bond Fund 0.50% February 28, 1997
The JPM Institutional New York Total Return Bond Fund 0.50% July 31, 1996
The JPM Institutional Selected U.S. Equity Fund 0.60% September 30, 1996
The JPM Institutional U.S. Small Company Fund 0.80% September 30, 1996
The JPM Institutional International Equity Fund 1.00% February 28, 1997
The JPM Institutional Emerging Markets Equity Fund 1.60% February 29, 1996
The JPM Institutional Diversified Fund 0.65% October 31, 1996
</TABLE>
This limit on certain expenses does not cover extraordinary increases
in these expenses during the period and no longer applies in the event of a
precipitous decline in assets due to unforeseen circumstances. These is no
assurance that Morgan will continue this waiver beyond the specified period,
except as required by the following sentence. Morgan has agreed to waive fees as
necessary if in any fiscal year the sum of the Fund's expenses exceeds the
limits set by applicable regulations of state securities commissions. Such
annual limits are currently 2.5% of the first $30 million of average net assets,
2% of the next $70 million of such net assets and 1.5% of such net assets in
excess of $100 million for any fiscal year."
5
<PAGE>
6. The following restates the second sentence of the first paragraph
under the caption "Shareholder Servicing" in each Prospectus listed above as
applicable to the Fund described in such Prospectus:
"The Fund has agreed to pay Morgan for acting as shareholder servicing
agent at the following annual rate (expressed as a percentage of the average
daily net asset value of Fund shares owned by or for shareholders for whom
Morgan is acting as shareholder servicing agent):
<TABLE>
<S> <C>
FUND FEE
The JPM Institutional Money Market Fund 0.05% of average daily net assets
The JPM Institutional Treasury Money Market Fund
The JPM Institutional Short Term Bond Fund 0.075% of average daily net assets
The JPM Institutional Bond Fund
The JPM Institutional New York Total Return Bond Fund
The JPM Institutional Selected U.S. Equity Fund 0.10% of average daily net assets
The JPM Institutional U.S. Small Company Fund
The JPM Institutional International Equity Fund
The JPM Institutional Emerging Markets Equity Fund
The JPM Institutional Diversified Fund
</TABLE>
The above fees generally reflect a decrease in the shareholder servicing fees
previously charged by Morgan to The JPM Institutional Money Market and Treasury
Money Market Funds and an increase in such fees for all other Funds."
FEES5.DOC
6
