PUTNAM CAPITAL APPRECIATION FUND
497, 1995-01-06
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   PUTNAM CAPITAL APPRECIATION FUND    
   ONE POST OFFICE SQUARE, BOSTON, MA 02109    
CLASS A    SHARES    
INVESTMENT STRATEGY: GROWTH
   PROSPECTUS - OCTOBER 18, 1994, AS REVISED JANUARY 1, 1995    


This Prospectus explains concisely what you should know before   
    investing in Class A         shares of    Putnam Capital
Appreciation     Fund    (the "Fund) offered without a sales
charge through eligible employer-sponsored defined contribution
plans ("defined contribution plans")    .  Please read it
carefully and keep it for         future reference.  You can find
more detailed information about        the Fund in the October
18, 1994 Statement of Additional        Information, as amended
from time to time.  For a free copy of        the Statement or
other information,    including a Prospectus regarding any other
class of Fund shares or Class A shares for other investors,    
call Putnam Investor Services at 1   -    800   -752-9894    . 
The Statement has been filed with the Securities and Exchange
Commission and is incorporated into this Prospectus by reference.

The Fund may close to new investments from time to time, if   
    deemed appropriate by Putnam Management due to unavailability
of       portfolio investments suitable for the Fund.

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.

                                 PUTNAMINVESTMENTS    

                                 Putnam Defined
                              Contribution Plans    

<PAGE>
   
ABOUT THE FUND

Expenses summary.....................................
    
   3      
Financial highlights.................................   4    
Objective............................................   4      
How objective is pursued.............................   4      
Risk factors.........................................   7    
How performance is shown.............................   9      
How the Fund is managed.............................   10      
Organization and history............................   10      

ABOUT YOUR INVESTMENT    
       
How to buy shares...................................   12      
Distribution
   Plan..................................
    
       12       
How to sell shares...................................   13      
How to exchange shares...............................   14      
How the Fund values its shares.......................   14      
How distributions are made; tax information..........   15      

ABOUT PUTNAM INVESTMENTS,
INC.   .......................
    
       16       
                    
<PAGE>
ABOUT THE FUND

EXPENSES SUMMARY

Expenses are one of several factors to consider when investing
in        the Fund.  The following table summarizes your
maximum        transaction costs from investing in the Fund and
expenses        incurred by the Fund based on expenses which the
Fund expects to        incur in its first full fiscal year.  The
   Example shows     the        cumulative expenses attributable
to a hypothetical $1,000        investment    in Class A shares
of the Fund     over specified periods.
       
ANNUAL FUND OPERATING EXPENSES
(as a percentage of average net assets)

Management Fees                             0.65%        
12b   -    1 Fees                                 0.25%        
Other Expenses                              0.27%        
Total Fund Operating Expenses               1.17%        

The table is provided to help you understand the expenses of   
    investing in the Fund and your share of the operating
expenses       which the Fund expects to incur during its first
full fiscal        year.  The 12b   -    1 fees shown in the
table reflect the amount to        which the Trustees currently
limit payments under the Class A        Distribution Plan
       .  "Other Expenses" are based on estimated   
    amounts for the Fund's first full fiscal year.  

   EXAMPLE    

Your investment of $1,000 would incur the following expenses,   
    assuming 5% annual return and redemption at the end of
each       period:

                        1          3             
                      YEAR       YEARS           

                         $12        $37    
               

The    Example does     not represent past or future expense
levels   , and actual     expenses may be    greater     or less
than those shown.  Federal regulations require the    Example    
to assume a 5% annual return, but actual annual return will vary. 
   The Example does not reflect any        charges or expenses
related to your employer's plan.

See "Organization and history" for information about any other
class of shares offered by the Fund.    


FINANCIAL HIGHLIGHTS

The table    below     presents per share financial information
for       Class A shares.          This information has    been
derived from the Fund's financial statements, which have     been
audited and reported        on by the Fund's independent
accountants.  The Report of        Independent Accountants and
financial statements included in the        Fund's Annual Report
to shareholders for the 1994 fiscal year        are incorporated
by reference into this Prospectus.  The Fund's        Annual
Report, which contains additional unaudited performance   
    information, is available without charge upon request. 

Financial highlights
(For a share outstanding throughout the period)
                                                FOR THE PERIOD
                                                AUGUST 5, 1993
                                                 (COMMENCEMENT
                                             OF OPERATIONS) TO
   MAY 31

     1994

NET ASSET VALUE, BEGINNING OF PERIOD                     $8.53
INVESTMENT OPERATIONS
Net Investment Income                                .07(a)(b)
Net Realized and Unrealized Gain on Investments           2.27
TOTAL FROM INVESTMENT OPERATIONS                          2.34

LESS DISTRIBUTIONS:                                           
From Net Investment Income                               (.04)
From Net Realized Gain on Investments                    (.09)

TOTAL DISTRIBUTIONS                                      (.13)

NET ASSET VALUE, END OF PERIOD                          $10.74

TOTAL INVESTMENT RETURN AT NET ASSET VALUE (%) (C)    33.63(D)

NET ASSETS, END OF PERIOD (IN THOUSANDS)                $3,062

Ratio of Expenses to Average Net Assets (%)          .95(b)(d)
Ratio of Net Investment Income to Average Net 
  Assets (%)                                         .89(b)(d)
Portfolio Turnover (%)                               102.99(e)


(a) Per share net investment income for the period ended May 31,
1994 has been determined on the basis of the weighted average
number of shares outstanding during the period.

(b) Reflects an expense limitation during the period. As a result
of this limitation, expenses of the fund for the period ended May
31, 1994, reflect a reduction of $.11 per share. 

(c) Total investment return assumes dividend reinvestment and
does not reflect the effects of sales charges.

(d) Annualized.

(e) Not annualized.

OBJECTIVE

Putnam Capital Appreciation Fund seeks capital appreciation.    
    Current income is only an incidental consideration in
selecting        investments for the Fund.  The Fund is not
intended to be a        complete investment program, and there is
no assurance it will        achieve its objective.

HOW OBJECTIVE IS PURSUED

BASIC INVESTMENT STRATEGY

UNDER NORMAL MARKET CONDITIONS, THE FUND INVESTS AT LEAST 65%
OF        ITS TOTAL ASSETS IN COMMON STOCKS THAT OFFER POTENTIAL
FOR        CAPITAL APPRECIATION.  In selecting such securities
for the Fund,        Putnam Investment Management, Inc., the
Fund's investment manager        ("Putnam Management"), will
consider, among other things, an        issuer's financial
strength, competitive position and projected        future
earnings and dividends.  Although common stocks will   
    normally be the Fund's principal investments, the Fund may
also        purchase convertible bonds, convertible preferred
stocks,        preferred stocks and debt securities if Putnam
Management        believes they would help achieve the Fund's
objective.  The Fund        may also hold a portion of its assets
in cash or money market        instruments.

The Fund will not limit its investments to any particular type
of       company.  It may invest in companies, large or small,
whose        earnings are believed to be in a relatively strong
growth trend,        or in companies in which significant further
growth is not        anticipated but whose market value per share
is thought to be        undervalued.  It may invest in small and
relatively less well   -     known companies.  Smaller companies
may present greater        opportunities for capital
appreciation, but may also involve        greater risks.  They
may have limited product lines, markets or        financial
resources, or may depend on a limited management group. Their
securities may trade less frequently and in limited volume. As a
result, the prices of these securities may fluctuate more   
    than prices of securities of larger, more established
companies.

At times Putnam Management may judge that conditions in the   
    securities markets make pursuing the Fund's basic
investment       strategy inconsistent with the best interests of
its       shareholders.  At such times, Putnam Management may
temporarily        use alternative strategies, primarily designed
to reduce        fluctuations in the value of the Fund's assets. 
In implementing        these "defensive" strategies, the Fund may
invest primarily in        debt securities, preferred stocks,
U.S. government and agency        obligations, cash or money
market instruments, or other        securities Putnam Management
considers consistent with such        defensive strategies.  It
is impossible to predict when, or for        how long, the Fund
will use these alternative strategies.  

FOREIGN INVESTMENTS

THE FUND MAY INVEST UP TO 20% OF ITS ASSETS IN SECURITIES     
    PRINCIPALLY TRADED IN FOREIGN MARKETS.  The Fund may also   
    purchase Eurodollar certificates of deposit without regard to
the       20% limit.  Since foreign securities are normally
denominated and        traded in foreign currencies, the values
of the Fund's assets may        be affected favorably or
unfavorably by currency exchange rates        and exchange
control regulations.  There may be less information   
    publicly available about a foreign company than about a
U.S.        company, and foreign companies are not generally
subject to        accounting, auditing and financial reporting
standards and        practices comparable to those in the United
States.  The       securities of some foreign companies are less
liquid and at times        more volatile than securities of
comparable U.S. companies,        especially in emerging markets. 
Foreign brokerage commissions        and other fees are also
generally higher than in the United        States.  Foreign
settlement procedures and trade regulations may        involve
certain risks (such as delay in payment or delivery of   
    securities or in the recovery of the Fund's assets held
abroad)       and expenses not present in the settlement of
domestic       investments.

In addition, there may be a possibility of nationalization or   
    expropriation of assets, imposition of currency exchange   
    controls, confiscatory taxation, political or financial   
    instability and diplomatic developments which could affect
the       value of the Fund's investments in certain foreign
countries,        especially in emerging markets.  Legal remedies
available to        investors in certain foreign countries may be
more limited than        those available with respect to
investments in the United States        or in other foreign
countries.  The laws of some foreign        countries may limit
the Fund's ability to invest in securities of        certain
issuers located in those foreign countries.  Special tax   
    considerations apply to foreign securities.  

The Fund may buy or sell foreign currencies, foreign currency   
    forward contracts and call options on foreign currencies
for       hedging purposes in connection with its foreign
investments.

A MORE DETAILED EXPLANATION OF FOREIGN INVESTMENTS, AND THE
RISKS       AND SPECIAL TAX CONSIDERATIONS ASSOCIATED WITH THEM,
IS INCLUDED        IN THE STATEMENT OF ADDITIONAL INFORMATION.

PORTFOLIO TURNOVER

The length of time the Fund has held a particular security is
not       generally a consideration in investment decisions.  A
change in        the securities held by the Fund is known as
"portfolio turnover." As a result of the Fund's investment
policies, under certain        market conditions the Fund's
portfolio turnover rate may be        higher than that of other
mutual funds.  Portfolio turnover        generally involves some
expense to the Fund, including brokerage        commissions or
dealer mark   -    ups and other transaction costs on the sale of
securities and reinvestment in other securities.  Such
transactions may result in realization of taxable capital gains.
The portfolio turnover rate for the life of the Fund is shown in
the section "Financial highlights."

STOCK INDEX FUTURES AND OPTIONS

THE FUND MAY BUY AND SELL STOCK INDEX FUTURES CONTRACTS FOR    
    HEDGING PURPOSES.  An "index future" is a contract to buy or
sell        units of a particular stock index at an agreed price
on a       specified future date.  Depending on the change in
value of the        index between the time when the Fund enters
into and terminates        an index future or option transaction,
the Fund realizes a gain        or loss.  The Fund may buy and
sell call and put options on index        futures or on stock
indices in addition to or as an alternative        to purchasing
or selling index futures or, to the extent        permitted by
applicable law, to earn additional income. 

THE USE OF INDEX FUTURES AND RELATED OPTIONS INVOLVES CERTAIN   
    SPECIAL RISKS.  FUTURES AND OPTIONS TRANSACTIONS INVOLVE
COSTS       AND MAY RESULT IN LOSSES.  Certain risks arise
because of the       possibility of imperfect correlations
between movements in the        prices of index futures and
options and movements in the prices        of the underlying
stock index or of the common stocks in the        Fund's
portfolio that are the subject of a hedge.  The successful   
    use of the strategies described above further depends on
Putnam        Management's ability to forecast market movements
correctly.         Other risks arise from the Fund's potential
inability to close        out its index futures or options
positions, and there can be no       assurance that a liquid
secondary market will exist for any index        future or option
at any particular time. Certain provisions of        the Internal
Revenue Code and certain regulatory requirements may   
    limit the Fund's ability to engage in index futures and
options       transactions.
<PAGE>
A MORE DETAILED EXPLANATION OF INDEX FUTURES AND OPTIONS   
    TRANSACTIONS, INCLUDING THE RISKS ASSOCIATED WITH THEM, IS   
    INCLUDED IN THE STATEMENT OF ADDITIONAL INFORMATION.

RISK FACTORS

INVESTMENTS IN FIXED   -    INCOME SECURITIES.  The Fund may
invest in        both higher   -    rated and lower   -    rated
fixed   -    income securities,        regardless of credit
rating.  The values of fixed   -    income        securities
generally fluctuate in response to changes in interest   
    rates.  Thus, a decrease in interest rates will generally
result        in an increase in the value of the Fund's assets. 
Conversely,        during periods of rising interest rates, the
value of the Fund's        assets will generally decline.  The
values of lower   -    rated fixed        income securities,
commonly known as "junk bonds," generally        fluctuate more
than those of higher   -    rated fixed income        securities. 
Securities in the lower rating categories may,        depending
on the rating, have large uncertainties or major risk   
    exposure to adverse conditions.  The rating services'   
    descriptions of securities in the various rating categories,  
        including the speculative characteristics of securities
in the        lower rating categories, are set forth in the
Statement of        Additional Information.

The lower ratings of these securities reflect a greater   
    possibility that adverse changes in the financial condition
of        their issuers, or in general economic conditions, or
both, or an        unanticipated rise in interest rates, may
impair the ability of        their issuers to make payments of
interest and principal.  In        addition, under such
circumstances the values of such securities        may be more
volatile, and the markets for such securities may be        less
liquid, than those for higher   -    rated securities, and the
Fund may as a result find it more difficult to determine the
fair        value of such securities.  When the Fund invests in
securities in        the lower rating categories, the achievement
of the Fund's goals        is more dependent on Putnam
Management's ability than would be        the case if the Fund
were investing in securities in the higher        rating
categories.

OTHER INVESTMENT PRACTICES

THE FUND MAY ALSO ENGAGE TO A LIMITED EXTENT IN THE FOLLOWING   
    INVESTMENT PRACTICES, EACH OF WHICH INVOLVES CERTAIN
SPECIAL        RISKS.  THE STATEMENT OF ADDITIONAL INFORMATION
CONTAINS MORE        DETAILED INFORMATION ABOUT THESE PRACTICES,
INCLUDING LIMITATIONS        DESIGNED TO REDUCE THESE RISKS.

OPTIONS.  The Fund may seek to increase its current return by   
    buying and selling covered call and put options on securities
it       owns or in which it may invest.  The Fund receives a
premium from        writing a call or put option, which increases
the Fund's return        if the option expires unexercised or is
closed out at a net        profit.  When the Fund writes a call
option, it gives up the        opportunity to profit from any
increase in the price of a        security above the exercise
price of the option; when it writes a        put option, the Fund
takes the risk that it will be required to        purchase a
security from the option holder at a price above the   
    current market price of the security.  The Fund may terminate
an        option that it has written prior to its expiration by
entering        into a closing purchase transaction in which it
purchases an        option having the same terms as the option
written.  The Fund may        also buy and sell put and call
options for hedging purposes.  The        Fund may also from time
to time buy and sell combinations of put        and call options
on the same underlying security to earn        additional income. 
The aggregate value of the securities        underlying options
written by the Fund may not exceed 25% of the        Fund's
assets.  The Fund's use of these strategies may be limited   
    by applicable law. 

SECURITIES LOANS, REPURCHASE AGREEMENTS AND FORWARD COMMITMENTS.
        The Fund may lend portfolio securities amounting to not
more than        25% of its assets to broker   -    dealers and
may enter into repurchase agreements on up to 25% of its assets. 
These transactions must be fully collateralized at all times. 
The Fund may also purchase securities for future delivery, which
may increase its overall investment exposure and involves a risk
of loss if the value of the securities declines prior to the
settlement date.  These transactions involve some risk to the
Fund if the other party should default on its obligation and the
Fund is delayed or prevented from recovering the collateral or
completing the transaction.

LIMITING INVESTMENT RISK

SPECIFIC INVESTMENT RESTRICTIONS HELP THE FUND LIMIT
INVESTMENT       RISKS FOR ITS SHAREHOLDERS.  THESE RESTRICTIONS
PROHIBIT THE FUND        FROM: acquiring more than 10% of the
voting securities of any one        issuer* and investing more
than: (a) (with respect to 75% of its        total assets) 5% of
its total assets in securities of any one        issuer (other
than the U.S. government);* (b) 15% of its net        assets in
securities restricted as to resale (excluding        securities
determined by the Fund's Trustees (or the person   
    designated by the Fund's Trustees to make such
determinations) to        be readily marketable);* (c) 25% of its
total assets in any one        industry (other than U.S.
government securities);* (d) 5% of its        net assets in
warrants or more than 2% of its net assets in        warrants not
listed on the New York or American Stock Exchanges;   
    or (e) 15% of its net assets in any combination of
securities        that are not readily marketable, in securities
restricted as to        resale (excluding securities determined
by the Fund's Trustees        (or the person designated by the
Fund's Trustees to make such        determinations) to be readily
marketable), and in repurchase        agreements maturing in more
than seven days.

Restrictions marked with an asterisk (*) above are summaries
of        fundamental policies.  See the Statement of
Additional        Information for the full text of these policies
and the Fund's        other fundamental policies.  Except for
investment policies        designated as fundamental in this
Prospectus or the Statement,        the investment policies
described in this Prospectus and in the        Statement are not
fundamental policies.  The Trustees may change        any
non   -    fundamental investment policies without shareholder   
    approval.  As a matter of policy, the Trustees would not   
    materially change the Fund's investment objective without   
    shareholder approval.

HOW PERFORMANCE IS SHOWN

THE FUND'S INVESTMENT PERFORMANCE MAY FROM TIME TO TIME BE   
    INCLUDED IN ADVERTISEMENTS ABOUT THE FUND.  "Total return"
for        the one   -,     five   -     and ten   -    year
periods (or for the life of a class, if shorter) through the most
recent calendar quarter represents the average annual compounded
rate of return on an investment of $1,000 in the Fund invested at
the maximum public offering price       .         Total return
may also be presented for other periods or based on investment at
reduced sales charge levels.  Any quotation of investment
performance not reflecting the maximum initial sales charge or
contingent deferred sales charge would be reduced if such sales
charge were used.

ALL DATA IS BASED ON THE FUND'S PAST INVESTMENT RESULTS AND DOES
       NOT PREDICT FUTURE PERFORMANCE.  Investment performance,
which        will vary, is based on many factors, including
market conditions,        the composition of the Fund's
portfolio, the Fund's operating        expenses and which class
of shares you purchase.  Investment        performance also often
reflects the risks associated with the        Fund's investment
objective and policies.  These factors should        be
considered when comparing the Fund's investment results to   
    those of other mutual funds and other investment vehicles.
Quotations of investment performance for any period when an   
    expense limitation was in effect will be greater than if
the        limitation had not been in effect.  The Fund's
performance may be        compared to various indices.  See the
Statement of Additional        Information.     Because shares
sold through eligible defined contribution plans are sold without
a sales charge, quotations of investment performance reflecting
the deduction of a sales charge will be lower than the actual
investment performance on shares purchased through such
plans.    


HOW THE FUND IS MANAGED

THE TRUSTEES OF THE FUND ARE RESPONSIBLE FOR GENERALLY
OVERSEEING        THE CONDUCT OF THE FUND'S BUSINESS.  Subject to
such policies as        the Trustees may determine, Putnam
Management furnishes a        continuing investment program for
the Fund and makes investment        decisions on its behalf. 
Subject to the control of the Trustees,        Putnam Management
also manages the Fund's other affairs and        business. 
Gerald S. Zukowski, Senior Vice President of Putnam   
    Management and Michael J. Mufson, Vice President of Putnam   
    Management, each of whom is a Vice President of the Fund,
have        been primarily responsible for the
day   -    to   -    day management of the        Fund's
portfolio since 1993 and 1994,    respectively.  Messrs.
Zukowski and Mufson have been employed by Putnam Management since
1989 and 1993,     respectively.          Prior to June 1993, Mr.
Mufson was Senior Equity Analyst at Stein Roe & Farnham.

The Fund pays all expenses not assumed by Putnam Management,   
    including Trustees' fees, auditing, legal, custodial,
investor        servicing and shareholder reporting expenses, and
payments under        its Distribution Plans (which are in turn
allocated to the        relevant class of shares).  The Fund also
reimburses Putnam        Management for the compensation and
related expenses of certain        officers of the Fund and their
staff who provide administrative        services to the Fund. 
The total reimbursement is determined        annually by the
Trustees.

Putnam Management places all orders for purchases and sales of   
    the Fund's securities.  In selecting broker   -    dealers,
Putnam        Management may consider research and brokerage
services furnished        to it and its affiliates.  Subject to
seeking the most favorable        price and execution available,
Putnam Management may consider        sales of shares of the Fund
(and, if permitted by law, of the        other Putnam funds) as a
factor in the selection of broker   -     dealers.

ORGANIZATION AND HISTORY

Putnam Capital Appreciation Fund is a Massachusetts business   
    trust organized on May 4, 1993.  A copy of the Agreement
and        Declaration of Trust, which is governed by
Massachusetts law, is        on file with the Secretary of State
of The Commonwealth of        Massachusetts.  As of August 31,
1994, Putnam Investments, Inc.        owned more than 25% of the
shares of the Fund and therefore may        be deemed to
"control" the Fund.                

The Fund is an open   -    end, diversified management
investment        company with an unlimited number of authorized
shares of        beneficial interest.  Shares of the Fund may,
without shareholder        approval, be divided into two or more
series of shares        representing separate investment
portfolios.  Any such series of        shares may be further
divided without shareholder approval into        two or more
classes of shares having such preferences and special   
    or relative rights and privileges as the Trustees determine. 
The        Fund's shares are currently divided into two classes.

   Only the Fund's Class A shares are offered by this Prospectus. 
The Fund also offers Class B shares, which bear a higher 12b-1
fee than Class A shares and are subject to a contingent deferred
sales charge.  Because Class A shares bear lower expenses than
Class B shares, the investment performance of Class A shares will
be greater than that of Class B shares.    

Each share has one vote, with fractional shares voting   
    proportionally.  Shares of each class will vote together as
a       single class except when required by law or as determined
by the        Trustees.  Shares are freely transferable, are
entitled to        dividends as declared by the Trustees, and, if
the Fund were        liquidated, would receive the net assets of
the Fund.  The Fund        may suspend the sale of shares at any
time and may refuse any        order to purchase shares. 
Although the Fund is not required to        hold annual meetings
of its shareholders, shareholders holding at        least 10% of
the outstanding shares entitled to vote have the        right to
call a meeting to elect or remove Trustees, or to take   
    other actions as provided in the    Agreement and    
Declaration of Trust.

If you own fewer shares than a minimum amount set by the
Trustees       (presently 20 shares), the Fund may choose to
redeem your shares       and pay you for them. You will receive
at least 30 days' written       notice before the Fund redeems
your shares, and you may purchase        additional shares at any
time to avoid a redemption.  The Fund        may also redeem
shares if you own shares above a maximum amount        set by the
Trustees.  There is presently no maximum, but the        Trustees
may establish one at any time, which could apply to both   
    present and future shareholders.

THE FUND'S TRUSTEES:  GEORGE PUTNAM,* CHAIRMAN.  President of
the        Putnam funds.  Chairman and Director of Putnam
Management and        Putnam Mutual Funds Corp. ("Putnam Mutual
Funds").  Director,         Marsh & McLennan Companies, Inc.;
WILLIAM F. POUNDS, VICE         CHAIRMAN.  Professor of
Management, Alfred P. Sloan School of         Management, M.I.T.;
JAMESON ADKINS BAXTER, President, Baxter         Associates,
Inc.; HANS H. ESTIN, Vice Chairman, North American     
    Management    Corp.    ; JOHN A. HILL, Principal and Managing
Director,        First Reserve Corporation; ELIZABETH T. KENNAN,
President, Mount         Holyoke College; LAWRENCE J. LASSER,*
Vice President of the        Putnam funds.  President, Chief
Executive Officer and Director of        Putnam Investments, Inc.
and Putnam Management.  Director, Marsh         & McLennan
Companies, Inc.; ROBERT E. PATTERSON, Executive Vice     
    President, Cabot Partners Limited Partnership; DONALD S.
PERKINS,       Director of various corporations, including AT&T,
K mart        Corporation and Time Warner Inc.; GEORGE PUTNAM,
III,* President,        New Generation Research, Inc.;  A.J.C.
SMITH,* Chairman, Chief        Executive Officer and Director,
Marsh & McLennan Companies, Inc.         and W. NICHOLAS
THORNDIKE, Director of various corporations and        charitable
organizations, including Providence Journal Co.  Also,   
    Trustee of Massachusetts General Hospital and Trustee of
Eastern        Utilities Associates.  The Fund's Trustees are
also Trustees of        the other Putnam funds.  Those marked
with an asterisk (*) are        "interested persons" of the Fund,
Putnam Management or Putnam        Mutual Funds.

ABOUT YOUR INVESTMENT

       
HOW TO BUY SHARES

   ALL ORDERS TO PURCHASE SHARES MUST BE MADE THROUGH YOUR
EMPLOYER'S DEFINED CONTRIBUTION PLAN.  FOR MORE INFORMATION ABOUT
HOW TO PURCHASE SHARES OF THE FUND THROUGH YOUR EMPLOYER'S PLAN
OR LIMITATIONS ON THE AMOUNT THAT MAY BE PURCHASED, PLEASE
CONSULT YOUR EMPLOYER.  Shares are sold to eligible defined
contribution plans at the net asset value per share next
determined after receipt of an order by Putnam Mutual Funds. 
Orders must be received by Putnam Mutual Funds before the close
of regular trading on the New York Stock Exchange in order to
receive that day's net asset value.  In order to be eligible to
purchase shares at net asset value, defined contribution plans
must initially invest at least $1 million or be sponsored by
companies with more than 750 employees.  Eligible plans may make
additional investments of any amount at any time.  To eliminate
the need for safekeeping, the Fund will not issue certificates
for your shares.  Sales personnel may receive different
compensation depending on which class of shares they sell.

On sales at net asset value to a participant-directed qualified
retirement plan initially investing less than $20 million in
Putnam funds and other investments managed by Putnam Management
or its affiliates (including a plan sponsored by an employer with
more than 750 employees), Putnam Mutual Funds pays commissions on
cumulative purchases during the life of the account at the rate
of 1.00% of the amount under $3 million and 0.50% thereafter.  On
sales at net asset value to all other participant-directed
qualified retirement plans, Putnam Mutual Funds pays commissions
on the initial investment and on subsequent net quarterly sales
at the rate of 0.15%.      Putnam Mutual Funds may, at its
expense,       provide additional promotional incentives or
payments to dealers        that sell shares of the Putnam funds. 
In some instances, these        incentives or payments may be
offered only to certain dealers who        have sold or may sell
significant amounts of shares.
       
DISTRIBUTION    PLAN            

The Class A Plan provides for payments by the Fund to Putnam   
    Mutual Funds at the annual rate of up to 0.35% of the
Fund's       average net assets attributable to Class A shares. 
The Trustees        currently limit payments under the Class A
Plan to the annual        rate of 0.25% of such assets.  Should
the Trustees decide in the        future to approve payments in
excess of this amount, shareholders        will be notified and
this Prospectus will be revised.

In order to compensate investment dealers (including, for this   
    purpose, certain financial institutions) for services
provided in        connection with sales of Class A shares and
the maintenance of        shareholder accounts, Putnam Mutual
Funds makes quarterly        payments to qualifying dealers based
on the average net asset        value of Class A shares of the
Fund which are attributable to        shareholders for whom the
dealers are designated as the dealer of        record.  This
calculation excludes until one year after purchase        shares
purchased at net asset value by shareholders investing $1   
    million or more and by participant   -    directed qualified
retirement        plans sponsored by employers with more than 750
employees ("NAV        Shares"), except for shares owned by
certain investors investing        $1 million or more that have
made arrangements with Putnam Mutual        Funds and whose
dealer of record waived the sales commission.    
    Except as stated below, Putnam Mutual Funds makes such
payments        at the annual rate of 0.25% of such average net
asset value for        Class A shares.  For
participant   -    directed qualified retirement   
    plans initially investing less than $20 million in Putnam
funds        and other investments managed by Putnam Management
or its        affiliates, Putnam Mutual Funds' payments to
qualifying dealers        on NAV Shares are 100% of the rate
stated above if average plan        assets in Putnam funds
(excluding money market funds) during the        quarter are less
than $20 million, 60% of the stated rate if        average plan
assets are at least $20 million but less than $30   
    million, and 40% of the stated rate if average plan assets
are        $30 million or more.  For all other
participant   -    directed        qualified retirement plans
purchasing NAV Shares, Putnam Mutual        Funds makes quarterly
payments to qualifying dealers at the        annual rate of 0.10%
of the average net asset value of such        shares.

        Payments under the    Plan     are intended to compensate
Putnam Mutual Funds for services provided and expenses incurred
by it as        principal underwriter of the Fund's shares,
including the        payments to dealers mentioned above.  Putnam
Mutual Funds may        suspend or modify such payments to
dealers.  Such payments are        also subject to the
continuation of the         Distribution Plan, the   
    terms of Service Agreements between dealers and Putnam
Mutual        Funds, and any applicable limits imposed by the
National        Association of Securities Dealers, Inc.

HOW TO SELL SHARES

   SUBJECT TO ANY RESTRICTIONS IMPOSED BY YOUR EMPLOYER'S PLAN,
YOU     CAN SELL YOUR SHARES    THROUGH THE PLAN     TO THE FUND
ANY DAY THE NEW YORK STOCK EXCHANGE IS OPEN   .  For more
information about how     to    sell shares of     the Fund
        through your    employer's plan, including        any
charges that may be imposed by the plan, please consult with your
employer.

Your plan administrator must send     a signed letter of
instruction         to Putnam Investor Services       .  The
price you will receive is the next net asset value calculated
after the Fund receives your        request in proper form    . 
All requests must be received by the Fund prior to the close of
regular trading on the New York Stock Exchange in     order to
receive that day's net asset value       .  If you   
    sell shares having a net asset value of $100,000 or more,
the        signatures of registered owners or their legal
representatives        must be guaranteed by a bank,
broker   -    dealer or certain other        financial
institutions.  See the Statement of Additional   
    Information for more information about where to obtain a   
    signature guarantee.
       
THE FUND GENERALLY    PROVIDES     PAYMENT FOR    REDEEMED    
SHARES THE        BUSINESS DAY AFTER    THE     REQUEST IS
RECEIVED.  Under unusual        circumstances, the Fund may
suspend redemptions, or postpone        payment for more than
seven days, as permitted by federal        securities law. 
   The Fund will only redeem shares for which it    
   has received payment.    

HOW TO EXCHANGE SHARES

   Subject to any restrictions contained in your plan, you    
can        exchange your shares for shares of         other
Putnam funds    available through your plan     at net asset
value    .  Contact your plan        administrator or Putnam
Investor Services on how to     exchange your shares   or how to
obtain     prospectuses of other Putnam funds    in which you may
invest    .  Shares of certain Putnam funds are not   
    available to residents of all states.

The exchange privilege is not intended as a vehicle for
short   -     term trading.  Excessive exchange activity may
interfere with        portfolio management and have an adverse
effect on all        shareholders.  In order to limit excessive
exchange activity and        in other circumstances where Putnam
Management or the Trustees         believe doing so would be in
the best interests of the Fund, the        Fund reserves the
right to revise or terminate the exchange        privilege, limit
the amount or number of exchanges or reject any        exchange. 
Shareholders would be notified of any such action to   
    the extent required by law.  Consult Putnam Investor
Services        before requesting an exchange.  See the Statement
of Additional        Information to find out more about the
exchange privilege.

HOW THE FUND VALUES ITS SHARES

THE FUND CALCULATES THE NET ASSET VALUE OF A SHARE OF EACH
CLASS        BY DIVIDING THE TOTAL VALUE OF ITS ASSETS, LESS
LIABILITIES, BY        THE NUMBER OF ITS SHARES OUTSTANDING. 
SHARES ARE VALUED AS OF        THE CLOSE OF REGULAR TRADING ON
THE NEW YORK STOCK EXCHANGE EACH        DAY THE EXCHANGE IS OPEN. 
Portfolio securities for which market        quotations are
readily available are stated at market value.    
    Short   -    term investments that will mature in 60 days or
less are        stated at amortized cost, which approximates
market value.  All        other securities and assets are valued
at their fair value        following procedures approved by the
Trustees.

HOW DISTRIBUTIONS ARE MADE; TAX INFORMATION

The Fund distributes any net investment income and any net   
    realized capital gains at least annually.  Distributions from
net        investment income, if any, are expected to be
small.        Distributions from net capital gains are made after
applying any        available capital loss carryovers.  

   The terms of your plan will govern how your plan may receive
distributions from     the Fund    .  Generally, periodic
distributions        from the Fund to your plan are
reinvested     in additional Fund        shares    , although
your plan may permit Fund     distributions from net investment
income    to be received by you     in cash while reinvesting
capital gains distributions in additional shares         or
        all    Fund     distributions    to be received     in
cash.     If another     option    is     not    selected    ,
all distributions will be reinvested        in additional Fund
shares       .

The Fund intends to qualify as a "regulated investment
company"        for federal income tax purposes and to meet all
other        requirements that are necessary for it to be
relieved of federal        taxes on income and gains it
distributes        .  The Fund will        distribute
substantially all of its ordinary income and capital   
    gain net income on a current basis.     Generally,    
Fund        distributions    are     taxable         as ordinary
income, except that any        distributions of net
long   -    term capital gains will be    taxed     as   
    such   .  However,            distributions         by the
Fund    to employer-sponsored        defined contribution plans
that qualify for tax-exempt treatment under     federal income
tax    laws will not be taxable.  Special tax rules apply to
investments through such plans    .  You should consult your tax
adviser to determine the    suitability of the Fund as an
investment through such a plan and the tax treatment of
distributions (including distributions of amounts attributable to
an investment in the Fund) from such a plan.

The foregoing is a summary of certain federal income tax
consequences of investing in the Fund.  You should consult your
tax adviser to determine the     precise effect of an investment
in        the Fund on your particular tax situation (including
possible        liability for state and local taxes).
<PAGE>
   ABOUT PUTNAM INVESTMENTS, INC    .

PUTNAM MANAGEMENT HAS BEEN MANAGING MUTUAL FUNDS SINCE 1937.   
    Putnam Mutual Funds is the principal underwriter of the Fund
and        of other Putnam funds.  Putnam    Defined Contribution
Plans is a division of Putnam Mutual Funds.  Putnam     Fiduciary
Trust Company        is the Fund's custodian.  Putnam Investor
Services, a division of        Putnam Fiduciary Trust Company, is
the Fund's investor servicing        and transfer agent.

Putnam Management, Putnam Mutual Funds and Putnam Fiduciary
Trust        Company are    located at One Post Office Square,
Boston, Massachusetts, 02109 and are     subsidiaries of Putnam
Investments,        Inc., which is wholly         owned by Marsh
& McLennan Companies, Inc., a publicly   -    owned holding
company whose principal businesses are international insurance
and reinsurance brokerage, employee        benefit consulting and
investment management.
       

<PAGE>


 
DIFFERENCES BETWEEN THE TYPESET DEFINED CONTRIBUTION AND CLASS Y
(PRINTED)  
PROSPECTUS AND THE EDGAR FILING VERSION. 
 
1.     PAGINATION IS DIFFERENT IN PRINTED PROSPECTUS 
 
2.     SECTION HEADINGS AND SUBHEADINGS IN THE PRINTED PROSPECTUS 

       ARE PRINTED IN BOLDFACE TYPE  
 
3.     THE FIRST FEW DESCRIPTIVE LINES OF CERTAIN PARAGRAPHS, AND 

       CERTAIN OTHER EMPHASIZED PHRASES, ARE PRINTED IN BOLDFACE  
       TYPE 
 
4.     IN THE PRINTED PROSPECTUS, THE DASHES AT THE BEGINNING OF  
       CERTAIN SENTENCES ARE REPLACED BY A SOLID BOX 
 
5.     THE FIRST PAGE OF THE PRINTED PROSPECTUS CONTAINS A BOX  
       WITH AN ILLUSTRATION OF THE BALANCE SCALES, THE PUTNAM
LOGO
 
 <PAGE>


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