Securities Act Act File No. 33-68090
Investment Company Act File No. 811-7988
SECURITIES & EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [X]
Pre-Effective Amendment No. [ ]
Post-Effective Amendment No. 27 [X]
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT [X]
OF 1940
Amendment No. 27 [X]
LORD ABBETT INVESTMENT TRUST
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Exact Name of Registrant as Specified in Charter
90 Hudson Street Jersey City, New Jersey 07302-3973
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Address of Principal Executive Office
Registrant's Telephone Number (800) 201-6984
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Lawrence H. Kaplan, Vice President
90 Hudson Street, Jersey City, New Jersey 07302-3973
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(Name and Address of Agent for Service)
It is proposed that this filing will become effective (check appropriate box)
immediately on filing pursuant to paragraph (b)
-----------
on (date) pursuant to paragraph (b)
-----------
60 days after filing pursuant to paragraph (a) (1)
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on (date) pursuant to paragraph (a) (1)
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X 75 days after filing pursuant to paragraph (a) (2)
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on (date) pursuant to paragraph (a)(2) of Rule 485
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If appropriate, check the following box:
---------- This post-effective amendment designates a new effective
date for a previously filed post-effective amendment.
<PAGE>
Lord Abbett
Investment Trust
Core Fixed Income Series
Strategic Core Fixed Income Series
PROSPECTUS
, 2000
As with all mutual funds, the Securities and Exchange Commission has not
approved or disapproved these securities or passed upon the adequacy of this
prospectus. Any representation to the contrary is a criminal offense.
Class P shares of the Fund are neither offered to the general public nor are
available in all states. Please call 800-821-5129 for further information.
<PAGE>
Table of Contents
The Funds
Goal 2
Information about investment Principal Strategy 2
strategies, risks, performance, Main Risks 3
fees and expenses Core Fixed Income Fund 4
Strategic Core Fixed Income Fund 6
Your Investment
Information for managing Purchases 8
your Fund account Sales Compensation 10
Opening Your Account 11
Redemptions 12
Distributions and Taxes 12
Services For Fund Investors 13
Management 14
For More Information
How to learn more Other Investment Techniques 15
about the Funds Glossary of Shaded Terms 17
Recent Performance 19
Financial Information
Financial Highlights, line Core Fixed Income Fund 20
graph comparison and Strategic Core Fixed Income Fund 22
broker compensations
How to learn more about the Back Cover
Funds and other Lord Abbett Funds
<PAGE>
Core Fixed Income Fund
Strategic Core Fixed Income Fund
GOAL
The investment objective of each Fund is to seek income and capital
appreciation to produce a high total return.
PRINCIPAL STRATEGY
The Core Fixed Income Fund invests primarily in U.S. Government,
mortgage-backed and investment grade debt securities, including those
issued by non-U.S. entities but denominated in U.S. dollars (known as
"Yankees"). The Strategic Core Fixed Income Fund invests primarily in those
securities, as well as in high yield debt securities (sometimes called
"lower-rated bonds" or "junk bonds") and securities issued by non-U.S.
entities and denominated in currencies other than the U.S. dollar.
Investments in high yield debt and non-U.S. debt denominated in foreign
currencies are each limited to 20% of the Strategic Core Fixed Income
Fund's net assets.
Both Funds attempt to manage, but not eliminate, interest rate risk through
their management of the average duration of the securities they hold.
Duration is a mathematical concept that measures a portfolio's exposure to
interest rate changes. The Funds expect to maintain its average duration
range within two years of the bond market's duration as measured by the
Lehman Aggregate Bond Index (currently approximately 5 years). The higher a
Fund's duration, the more sensitive it is to interest rate risk.
Each Fund may engage in active and frequent trading of its portfolio
securities to achieve its principal investment strategies and can be
expected to have portfolio turnover rates substantially in excess of 100%.
For the fiscal year ended November 30, 1999, the portfolio turnover rate
for each Fund were approximately 400%. These rates vary year to year. High
turnover increases transaction costs and may increase taxable capital
gains.
We or the Fund refers to Core Fixed Income Series ("Core Fixed Income Fund") or
Strategic Core Fixed Income Series ("Strategic Core Fixed Income Fund"), each a
series of Lord Abbett Investment Trust (the "Company").
About each Fund. Each Fund is a professionally managed portfolio primarily
holding securities purchased with the pooled money of investors. The Funds
strive to reach their stated goals, although as with all funds, they cannot
guarantee results.
2 The Funds
<PAGE>
MAIN RISKS
These Funds are subject to the general risks and considerations associated
with investing in debt securities. The value of an investment in each Fund
will change as interest rates fluctuate in response to market movements.
When interest rates rise, the prices of debt securities are likely to
decline, and when interest rates fall, the prices of debt securities tend
to rise.
The mortgage-related securities in which each Fund may invest, including
collateralized mortgage obligations ("CMOs"), may be particularly sensitive
to changes in prevailing interest rates. The holders of the underlying
mortgages may be able to repay principal in advance and may do so,
especially when interest rates are falling. When mortgages are prepaid, a
Fund may have to reinvest in securities with a lower yield. Conversely,
principal payments may arrive at a slower pace in times of rising interest
rates. The Funds may then be unable to invest in higher yielding
securities. These circumstances may result in lower performance for the
Funds.
The lower-rated bonds in which the Strategic Core Fixed Income Fund may
invest involve risks that the bond's issuer will not make payments of
interest and principal payments when due. Some issuers may default as to
principal and/or interest payments after the Fund purchases their
securities. This may result in losses to the Fund. Also, the market for
high yield bonds generally is less liquid than the market for higher-rated
securities.
The Strategic Core Fixed Income Fund may invest in foreign securities.
Investments in foreign securities may present increased market, liquidity,
currency, political, information and other risks.
An investment in the Funds is not a bank deposit and is not insured or
guaranteed by the Federal Deposit Insurance Corporation or any other
government agency. Each Fund is not a complete investment program and may
not be appropriate for all investors. You could lose money by investing in
the Funds.
You should read this entire prospectus, including "Other Investment Techniques,"
which concisely describes the other investment strategies used by the Funds and
their risks.
The Funds 3
<PAGE>
Core Fixed Income Fund
PERFORMANCE
The bar chart and table below provide some indication of the risks of
investing in the Fund by illustrating the variability of the Fund's
returns. Each assumes reinvestment of dividends and distributions. The
Fund's past performance is not necessarily an indication of how the Fund
will perform in the future.
The bar chart shows changes in the performance of the Fund's Class Y shares
from calendar year to calendar year. Performance for Class A, B, C and P
shares is not shown because those classes are new. This chart does not
reflect the sales charges applicable to Class A, B and C shares. Returns
for Class Y shares are expected to be somewhat higher than those of the
Fund's Class A, B and C shares because Class Y shares have lower expenses.
If the sales charges were reflected, returns would be less.
- --------------------------------------------------------------------------------
Bar Chart (per calendar year) - Class Y Shares
- --------------------------------------------------------------------------------
[GRAPHIC OMITTED]
Best Quarter 3rd Q `98 4.4% Worst Quarter 2nd Q `99 -0.9%
- --------------------------------------------------------------------------------
The table below shows how the average annual total returns of the Fund's
Class Y shares compare to those of a broad-based securities market index.
- --------------------------------------------------------------------------------
Average Annual Total Returns Through December 31, 1999
- --------------------------------------------------------------------------------
Share Class 1 Year Since Inception(1)
Class Y shares 0.22% 4.96%
- --------------------------------------------------------------------------------
Lehman Brothers
Aggregate Bond Index(2) -0.82% 3.82%(3)
(1) The date of inception of Class Y shares is 12/10/97. Because Class A, B and
C shares are new, the bar chart and table show returns for Class Y shares.
Returns for Class A, B and C shares will be somewhat lower because Class Y
shares have lower expenses.
(2) Performance for the unmanaged index does not reflect fees or expenses. The
performance of the index is not necessarily representative of the Fund's
performance.
(3) Represents total returns for the period 12/31/97 to 12/31/99, to correspond
with Class Y inception date.
4 The Funds
<PAGE>
Core Fixed Income Fund
FEES AND EXPENSES
This table describes the fees and expenses that you may pay if you buy and
hold shares of the Fund.
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------
Fee Table
- ------------------------------------------------------------------------------------------------------
Class A Class B Class C Class P
<S> <C> <C> <C> <C>
Shareholder Fees (Fees paid directly from your investment)
- ------------------------------------------------------------------------------------------------------
Maximum Sales Charge on Purchases
(as a % of offering price) 4.75% none none none
- ------------------------------------------------------------------------------------------------------
Maximum Deferred Sales Charge none(1) 5.00%(2) 1.00% none
- ------------------------------------------------------------------------------------------------------
Annual Fund Operating Expenses (Expenses deducted from Fund assets) (as a % of average net assets)
- ------------------------------------------------------------------------------------------------------
Management Fees (See "Management") 0.50% 0.50% 0.50% 0.50%
- ------------------------------------------------------------------------------------------------------
Distribution (12b-1) and Service Fees(3) 0.35% 1.00% 1.00% 0.45%
- ------------------------------------------------------------------------------------------------------
Other Expenses 0.13% 0.13% 0.13% 0.13%
- ------------------------------------------------------------------------------------------------------
Total Annual Fund Operating Expenses 0.98% 1.63% 1.63% 1.08%
- ------------------------------------------------------------------------------------------------------
</TABLE>
(1) A contingent deferred sales charge of 1.00% may be assessed on certain
redemptions (a) of Class A shares made within 24 months following any
purchases made without a sales charge, and (b) Class C shares if they are
redeemed before the first anniversary of their purchase.
(2) Class B shares will convert to Class A shares on the eighth anniversary of
your original purchase of Class B shares.
(3) Because 12b-1 fees are paid out on an ongoing basis, over time they will
increase the cost of your investment and may cost you more than paying
other types of sales charges.
- --------------------------------------------------------------------------------
Example
- --------------------------------------------------------------------------------
This example is intended to help you compare the cost of investing in the Fund
with the cost of investing in other mutual funds. This example, like that in
other funds' prospectuses, assumes that you invest $10,000 in the Fund at
maximum sales charge, if any, for the time periods indicated and then redeem all
of your shares at the end of those periods. The example also assumes that your
investment has a 5% return each year and that the Fund's operating expenses
remain the same. Although your actual costs may be higher or lower, based on
these assumptions your costs (including any applicable contingent deferred sales
charges) would be: Share class 1 Year 3 Years Class A shares $570 $772
- --------------------------------------------------------------------------------
Class B shares $666 $814
- --------------------------------------------------------------------------------
Class C shares $266 $514
- --------------------------------------------------------------------------------
Class P shares $110 $343
- --------------------------------------------------------------------------------
You would have paid the following expenses if you did not redeem your shares:
Class A shares $570 $772
- --------------------------------------------------------------------------------
Class B shares $166 $514
- --------------------------------------------------------------------------------
Class C shares $166 $514
- --------------------------------------------------------------------------------
Class P shares $110 $343
- --------------------------------------------------------------------------------
Management fees are payable to Lord, Abbett & Co. ("Lord Abbett") for the Fund's
investment management.
12b-1 fees refer to fees incurred for activities that are primarily intended to
result in the sale of Fund shares and service fees for shareholder account
service and maintenance.
Other expenses include fees paid for miscellaneous items such as shareholder
service fees and professional fees.
Lord Abbett is currently waiving the management fees and subsidizing the other
expenses of the Fund. Accordingly, the expense ratio of the Fund is 0%. Lord
Abbett may stop waiving the management fees and subsidizing the other expenses
at any time.
The Funds 5
<PAGE>
Strategic Core Fixed Income Fund
PERFORMANCE
The bar chart and table below provide some indication of the risks of
investing in the Fund by illustrating the variability of the Fund's
returns. Each assumes reinvestment of dividends and distributions. The
Fund's past performance is not necessarily an indication of how the Fund
will perform in the future.
The bar chart shows changes in the performance of the Fund's Class Y shares
from calendar year to calendar year. Performance for Class A, B, C and P
shares is not shown because those classes are new. This chart does not
reflect the sales charges applicable to Class A, B and C shares. Returns
for Class Y shares are expected to be somewhat higher than those of the
Fund's Class A, B and C shares because Class Y shares have lower expenses.
If the sales charges were reflected, returns would be less.
- --------------------------------------------------------------------------------
Bar Chart (per calendar year) - Class Y Shares
- --------------------------------------------------------------------------------
[GRAPHIC OMITTED]
Best Quarter 3rd Q `99 1.0% Worst Quarter 2nd Q `99 -0.8%
- --------------------------------------------------------------------------------
The table below shows how the average annual total returns of the Fund's
Class Y shares compared to those of a broad-based securities market index.
- --------------------------------------------------------------------------------
Average Annual Total Returns Through December 31, 1999
- --------------------------------------------------------------------------------
Share Class 1 Year Since Inception(1)
Class Y shares 0.57% 0.57%
- --------------------------------------------------------------------------------
Lehman Brothers
Aggregate Bond Index(2) -0.82% -0.82%(3)
- --------------------------------------------------------------------------------
(1) The date of inception of Class Y shares is 12/14/98. Because Class A, B and
C shares are new, the bar chart and table show returns for Class Y shares.
Returns for Class A, B and C shares will be somewhat lower because Class Y
shares have lower expenses.
(2) Performance for the unmanaged index does not reflect fees or expenses. The
performance of the index is not necessarily representative of the Fund's
performance.
(3) Represents total returns for the period 12/31/97 to 12/31/99, to correspond
with Class Y inception date.
6 The Funds
<PAGE>
Strategic Core Fixed Income Fund
FEES AND EXPENSES
This table describes the fees and expenses that you may pay if you buy and
hold shares of the Fund.
<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------
Fee Table
- -----------------------------------------------------------------------------------------------------
Class A Class B Class C Class P
<S> <C> <C> <C> <C>
Shareholder Fees (Fees paid directly from your investment)
- -----------------------------------------------------------------------------------------------------
Maximum Sales Charge on Purchases
(as a % of offering price) 4.75% none none none
- -----------------------------------------------------------------------------------------------------
Maximum Deferred Sales Charge 1.00%(1) 5.00%(2) 1.00% none
- -----------------------------------------------------------------------------------------------------
Annual Fund Operating Expenses (Expenses deducted from Fund assets) (as a % of average net assets)
- -----------------------------------------------------------------------------------------------------
Management Fees (See "Management") 0.50% 0.50% 0.50% 0.50%
- -----------------------------------------------------------------------------------------------------
Distribution (12b-1) and Service Fees(3) 0.35% 1.00% 1.00% 0.45%
- -----------------------------------------------------------------------------------------------------
Other Expenses 0.42% 0.42% 0.42% 0.42%
- -----------------------------------------------------------------------------------------------------
Total Annual Fund Operating Expenses 1.27% 1.92% 1.92% 1.37%
- -----------------------------------------------------------------------------------------------------
</TABLE>
(1) A contingent deferred sales charge of 1.00% may be assessed on certain
redemptions (a) of Class A shares made within 24 months following any
purchases made without a sales charge, and (b) Class C shares if they are
redeemed before the first anniversary of their purchase.
(2) Class B shares will convert to Class A shares on the eighth anniversary of
your original purchase of Class B shares.
(3) Because 12b-1 fees are paid out on an ongoing basis, over time they will
increase the cost of your investment and may cost you more than paying
other types of sales charges.
- --------------------------------------------------------------------------------
Example
- --------------------------------------------------------------------------------
This example is intended to help you compare the cost of investing in the Fund
with the cost of investing in other mutual funds. This example, like that in
other Funds' prospectuses, assumes that you invest $10,000 in the Fund at
maximum sales charge, if any, for the time periods indicated and then redeem all
of your shares at the end of those periods. The example also assumes that your
investment has a 5% return each year and that the Fund's operating expenses
remain the same. Although your actual costs may be higher or lower, based on
these assumptions your costs (including any applicable contingent deferred sales
charges) would be:
Share class 1 Year 3 Years
Class A shares $598 $859
- --------------------------------------------------------------------------------
Class B shares $695 $903
- --------------------------------------------------------------------------------
Class C shares $295 $603
- --------------------------------------------------------------------------------
Class P shares $139 $434
- --------------------------------------------------------------------------------
You would have paid the following expenses if you did not redeem your shares:
Class A shares $598 $859
- --------------------------------------------------------------------------------
Class B shares $195 $603
Class C shares $195 $603
- --------------------------------------------------------------------------------
Class P shares $139 $434
- --------------------------------------------------------------------------------
Management fees are payable to Lord Abbett for the Fund's investment management.
12b-1 fees refer to fees incurred for activities that are primarily intended to
result in the sale of Fund shares and service fees for shareholder account
service and maintenance.
Other expenses include fees paid for miscellaneous items such as shareholder
service fees and professional fees.
Lord Abbett is currently waiving the management fees and subsidizing the other
expenses of the Fund. Accordingly, the expense ratio of the Fund is 0%. Lord
Abbett may stop waiving the management fees and subsidizing the other expenses
at any time.
The Funds 7
<PAGE>
Your Investment
PURCHASES
The Fund offers in this prospectus four classes of shares: Classes A, B, C,
and P, each with different expenses and dividends. You may purchase shares
at the net asset value ("NAV") per share determined after we receive your
purchase order submitted in proper form. A front-end sales charge may be
added to the NAV in the case of the Class A shares. There is no front-end
sales charge in the case of Class B, C and P shares, although there may be
a contingent deferred sales charge ("CDSC") as described below.
You should read this section carefully to determine which class of shares
represents the best investment option for your particular situation. It may
not be suitable for you
to place a purchase order for Class B shares of $500,000 or more or a
purchase order for Class C shares of $1,000,000 or more. You should discuss
purchase options with your investment professional.
For more information, see "Alternative Sales Arrangements" in the Statement
of Additional Information.
We reserve the right to withdraw all or any part of the offering made by
this prospectus or to reject any purchase order. We also reserve the right
to waive or change minimum investment requirements. All purchase orders are
subject to our acceptance and are not binding until confirmed or accepted
in writing.
- --------------------------------------------------------------------------------
Share Classes
- --------------------------------------------------------------------------------
Class A o normally offered with a front-end sales charge
Class B o no front-end sales charge, however, a CDSC is applied to shares
sold prior to the sixth anniversary of purchase
o higher annual expenses than Class A shares
o automatically converts to Class A shares after eight years
Class C o no front-end sales charge, however, a CDSC is applied to shares
sold prior to the first anniversary of purchase
o higher annual expenses than Class A shares
Class P o available to certain pension or retirement plans and pursuant to
Mutual Fund Fee Based Program
- --------------------------------------------------------------------------------
Front-End Sales Charges - Class A Shares
- --------------------------------------------------------------------------------
To Compute
As a % of As a % of OfferingPrice
Your Investment Offering Price Your Investment Divide NAV by
- --------------------------------------------------------------------------------
Less than $100,000 4.75% 4.99% .9525
- --------------------------------------------------------------------------------
$100,000 to $249,999 3.95% 4.11% .9605
- --------------------------------------------------------------------------------
$250,000 to $499,999 2.75% 2.83% .9725
- --------------------------------------------------------------------------------
$500,000 to $999,999 1.95% 1.99% .9805
- --------------------------------------------------------------------------------
$1,000,000 and over No Sales Charge 1.0000
- --------------------------------------------------------------------------------
NAV per share for each class of Fund shares is calculated each business day at
the close of regular trading on the New York Stock Exchange ("NYSE") normally
4:00 p.m. Eastern time. Purchases and sales of Fund shares are executed at the
NAV next determined after the Fund receives your order in proper form. In
calculating NAV, securities for which market quotations are available are valued
at those quotations. Securities for which such quotations are not available are
valued at fair value under procedures approved by the Board of the Funds.
8 Your Investment
<PAGE>
Reducing Your Class A Front-End Sales Charges. Class A shares may be
purchased at a discount if you qualify under either of the following
conditions:
o Rights of Accumulation -- A Purchaser may apply the value of the
shares already owned to a new purchase of Class A shares of any
Eligible Fund in order to reduce the sales charge.
o Statement of Intention -- A Purchaser of Class A shares may purchase
additional shares of any Eligible Fund over a 13-month period and
receive the same sales charge as if all shares were purchased at once.
Shares purchased through reinvestment of dividends or distributions
are not included. A statement of intention can be backdated 90 days.
Current holdings under rights of accumulation may be included in a
statement of intention.
For more information on eligibility for these privileges, read the
applicable sections in the attached application.
Class A Share Purchases Without A Front-End Sales Charge. Class A shares
may be purchased without a front-end sales charge under any of the
following conditions:
o purchases of $1 million or more +
o purchases by Retirement Plans with at least 100 eligible employees +
o purchases under a Special Retirement Wrap Program +
o purchases made with dividends and distributions on Class A shares of
another Eligible Fund
o purchases representing repayment under the loan feature of the Lord
Abbett- sponsored prototype 403(b) Plan for Class A shares
o purchases by employees of any consenting securities dealer having a
sales agreement with Lord Abbett Distributor
o purchases under a Mutual Fund Fee Based Program
o purchases by trustees or custodians of any pension or profit sharing
plan, or payroll deduction IRA for employees of any consenting
securities dealer having a sales agreement with Lord Abbett
Distributor
See the Statement of Additional Information for a listing of other
categories of purchasers who qualify for Class A share purchases without a
front-end sales charge.
+ These categories may be subject to a CDSC.
Class A Share CDSC. If you buy Class A shares under one of the starred (O)
categories listed above and you redeem any within 24 months after the month
in which you initially purchased them, the Fund normally will collect a
CDSC of 1%.
The Class A share CDSC generally will be waived for the following
conditions:
o benefit payments under Retirement Plans in connection with loans,
hardship withdrawals, death, disability, retirement, separation from
service or any excess distribution under Retirement Plans
(documentation may be required)
o redemptions continuing as investments in another Fund participating in
a Special Retirement Wrap Program
Retirement Plans include employer-sponsored retirement plans under the Internal
Revenue Code, excluding Individual Retirement Accounts.
Lord Abbett offers a variety of Retirement Plans. Call 800-253-7299 for
information about:
o Traditional, Rollover, Roth and Education IRAs
o Simple IRAs, SEP-IRAs, 401(k) and 403(b) accounts
o Defined Contribution Plans
Lord Abbett Distributor LLC ("Lord Abbett Distributor") acts as agent
for the Fund to work with investment professionals that buy and/or sell shares
of the Fund on behalf of their clients. Generally, Lord Abbett Distributor does
not sell Fund shares directly to investors.
Benefit Payment Documentation (Class A CDSC only)
o under $50,000 - no documentation necessary
o Over $50,000 - reason for benefit payment must be received in writing. Use
the address indicated under "Opening your Account."
Your Investment 9
<PAGE>
Class B Share CDSC. The CDSC for Class B shares normally applies if you
redeem your shares before the sixth anniversary of their initial purchase.
The CDSC declines the longer you own your shares, according to the
following schedule:
- --------------------------------------------------------------------------------
Contingent Deferred Sales Charges - Class B Shares
- --------------------------------------------------------------------------------
Anniversary(1) of the day on Contingent Deferred Sales Charge
which the purchase order on redemption (as % of amount
was accepted subject to charge)
On Before
- --------------------------------------------------------------------------------
1st 5.0%
- --------------------------------------------------------------------------------
1st 2nd 4.0%
- --------------------------------------------------------------------------------
2nd 3rd 3.0%
- --------------------------------------------------------------------------------
3rd 4th 3.0%
- --------------------------------------------------------------------------------
4th 5th 2.0%
- --------------------------------------------------------------------------------
5th 6th 1.0%
- --------------------------------------------------------------------------------
on or after the 6th(2) None
- --------------------------------------------------------------------------------
(1) The anniversary is the same calendar day in each respective year after the
date of purchase. For example, the anniversaries for shares purchased on
May 1 will be May 1 of each succeeding year.
(2) Class B shares will automatically convert to Class A shares on the eighth
anniversary of the purchase of Class B shares.
The Class B share CDSC generally will be waived under the following
circumstances:
o benefit payments under Retirement Plans in connection with loans,
hardship withdrawals, death, disability, retirement, separation from
service or any excess contribution or distribution under Retirement
Plans
o Eligible Mandatory Distributions under 403(b) Plans and individual
retirement accounts
o death of the shareholder
o redemptions of shares in connection with Div-Move and Systematic
Withdrawal Plans (up to 12% per year)
See "Systematic Withdrawal Plan" under "Services For Fund Investors" below
for more information on CDSCs with respect to Class B shares.
Class C Share CDSC. The 1% CDSC for Class C shares normally applies if you
redeem your shares before the first anniversary of the purchase of such
shares.
Class P Shares. Class P shares have lower annual expenses than Class B and
Class C shares, no front-end sales charge, and no CDSC. Class P shares are
currently sold and redeemed at NAV (a) pursuant to a Mutual Fund Fee Based
Program, or (b) to the trustees of, or employer-sponsors with respect to,
pension or retirement plans with at least 100 eligible employees (such as a
plan under Section 401(a), 401(k) or 457(b) of the Internal Revenue Code)
which engage an investment professional providing or participating in an
agreement to provide certain recordkeeping, administrative and/or
sub-transfer agency services to the Fund on behalf of the Class P
shareholders.
SALES COMPENSATION
As part of its plan for distributing shares, each Fund and Lord Abbett
Distributor pay sales and service compensation to Authorized Institutions
that sell the Fund's shares and service its shareholder accounts.
Sales compensation originates from two sources, as shown in the table "Fees
and Expenses": sales charges which are paid directly by shareholders; and
12b-1 distribution
CDSC, regardless of Class, is not charged on shares acquired through
reinvestment of dividends or capital gains distributions and is charged on the
original purchase cost or the current market value of the shares at the time
they are being sold, which-ever is lower. In addition, repayment of loans under
Retirement Plans and 403(b) Plans will constitute new sales for purposes of
assessing the CDSC.
To minimize the amount of any CDSC, the Fund redeems shares in the following
order:
1. shares acquired by reinvestment of dividends and capital gains (always free
of a CDSC)
2. shares held for six years or more (Class B) or two years or more after the
month of purchases (Class A) or one year or more (Class C)
3. shares held the longest before the sixth anniversary of their purchase
(Class B) or before the second anniversary after the month of purchase
(Class A) or before the first anniversary of their purchase (Class C)
10 Your Investment
<PAGE>
fees that are paid out of the Fund's assets. Service compensation
originates from 12b-1 service fees. The total 12b-1 fees payable with
respect to each share Class are .35% of Class A shares (plus distribution
fees of up to 1.00% on certain qualifying purchases), 1.00% of Class B and
C shares, and .45% of Class P shares. The amounts payable as compensation
to Authorized Institutions, such as your dealer, are shown in the chart at
the end of this prospectus. The portion of such compensation paid to Lord
Abbett Distributor is discussed under "Sales Activities" and "Service
Activities." Sometimes we do not pay compensation where tracking data is
not available for certain accounts or where the Authorized Institution
waives part of the compensation. In such cases, we may not require payment
of any otherwise applicable CDSC.
We may pay Additional Concessions to Authorized Institutions from time to
time.
Sales Activities. We may use 12b-1 distribution fees to pay Authorized
Institutions to finance any activity which is primarily intended to result
in the sale of shares. Lord Abbett Distributor uses its portion of the
distribution fees attributable to the Fund's Class A and Class C shares for
activities which are primarily intended to result in the sale of such Class
A and Class C shares, respectively. These activities include, but are not
limited to, printing of prospectuses and statements of additional
information and reports for other than existing shareholders, preparation
and distribution of advertising and sales material, expenses of organizing
and conducting sales seminars, Additional Concessions to Authorized
Institutions, the cost necessary to provide distribution-related services
or personnel, travel, office expenses, equipment and other allocable
overhead.
Service Activities. We may pay 12b-1 service fees to Authorized
Institutions for any activity which is primarily intended to result in
personal service and/or the maintenance of shareholder accounts. Any
portion of the service fees paid to Lord Abbett Distributor will be used to
service and maintain shareholder accounts.
OPENING YOUR ACCOUNT
Minimum initial investment
o Regular Account $1,000
- --------------------------------------------------------------------------------
o Individual Retirement Accounts and
403(b) Plans under the Internal Revenue Code $250
- --------------------------------------------------------------------------------
o Uniform Gift to Minor Account $250
- --------------------------------------------------------------------------------
For Retirement Plans and Mutual Fund Fee Based Programs no minimum
investment is required, regardless of share Class.
You may purchase shares through any independent securities dealer who has a
sales agreement with Lord Abbett Distributor or you can fill out the
attached application and send it to the Funds at the address stated below.
You should carefully read the paragraph below entitled "Proper Form" before
placing your order to ensure that your order will be accepted.
Name of the Fund
P.O. Box 219100
Kansas City, MO 64121
By Exchange. Telephone the Funds at 800-821-5129 to request an exchange
from any eligible Lord Abbett-sponsored fund.
Proper Form. An order submitted directly to the Funds must contain: (1) a
completed application, and (2) payment by check. When
purchases are made by check, redemption
12b-1 fees are payable regardless of expenses. The amounts payable by the Fund
need not be directly related to expenses. If Lord Abbett Distributor's actual
expenses exceed the fee payable to it, the Fund will not have to pay more than
that fee. If Lord Abbett Distributor's expenses are less than the fee it
receives, Lord Abbett Distributor will keep the full amount of the fee.
Exchange Limitations. Exchanges should not be used to try to take advantage of
short-term swings in the market. Frequent exchanges create higher expenses for
the Funds. Accordingly, the Funds reserve the right to limit or termi-nate this
privilege for any share-holder making frequent exchanges or abusing the
privilege. The Funds also may revoke the privilege for all shareholders upon 60
days' written notice.
Your Investment 11
<PAGE>
proceeds will not be paid until the Funds or transfer agent is advised that
the check has cleared, which may take up to 15 calendar days. For more
information call the Funds at 800-821-5129.
REDEMPTIONS
By Broker. Call your investment professional for instructions on how to
redeem your shares.
By Telephone. To obtain the proceeds of a redemption of $50,000 or less
from your account, you or your representative should call the Funds at
800-821-5129.
By Mail. Submit a written redemption request indicating the name(s) in
which the account is registered, the Fund's name, the Class of shares, your
account number, and the dollar value or number of shares you wish to sell.
Include all necessary signatures. If the signer has any Legal Capacity, the
signature and capacity must be guaranteed by an Eligible Guarantor. Certain
other legal documentation may be required. For more information regarding
proper documentation call 800-821-5129.
Normally a check will be mailed to the name(s) and address in which the
account is registered (or otherwise according to your instruction) within
three business days after receipt of your redemption request. Your account
balance must be sufficient to cover the amount being redeemed or your
redemption order will not be processed. Under unusual circumstances, the
Fund may suspend redemptions, or postpone payment for more than seven days,
as permitted by federal securities laws.
To determine if a CDSC applies to a redemption, see "Class A share CDSC,"
"Class B share CDSC" or "Class C share CDSC."
DISTRIBUTIONS AND TAXES
Each Fund normally pays its shareholders dividends from its net investment
income and distributes its net capital gains (if any) as "capital gains
distributions" on an annual basis. Your distributions will be reinvested in
the Fund unless you instruct the Fund to pay them to you in cash. There are
no sales charges on reinvestments. The tax status of distributions is the
same for all shareholders regardless of how long they have owned Fund
shares or whether distributions are reinvested or paid in cash.
Except in tax-advantaged accounts, any sale, redemption or exchange of Fund
shares may be taxable to the shareholder.
Information on the tax treatment of distributions, including the source of
dividends and distributions of capital gains by the Fund, will be mailed to
shareholders each year. Because everyone's tax situation is unique, you
should consult your tax adviser regarding the treatment of distributions
under the federal, state and local tax rules that apply to you.
Small Accounts. Our Board may authorize closing any account in which there are
fewer than 25 shares if it is in the Funds' best interest to do so.
Eligible Guarantor is any broker or bank that is a member of the medallion stamp
program. Most major securities firms and banks are members of this program. A
notary public is not an Eligible Guarantor.
12 Your Investment
<PAGE>
SERVICES FOR FUND INVESTORS
AUTOMATIC SERVICES
Buying or selling shares automatically is easy with the services described
below. With each service, you select a schedule and amount, subject to
certain restrictions. You may set up most of these services when filling
out your application or by calling 800-821-5129.
<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------
<S> <C>
For investing
Invest-A-Matic You may make fixed, periodic investments ($50 minimum) into your
(Dollar-cost Fund account by means of automatic money transfers from your bank
averaging) checking account. See the attached application for instructions.
Div-Move You may automatically reinvest the dividends and distributions from
your account into another account in any Eligible Fund ($50 minimum).
For selling shares
Systematic You may make regular withdrawals from most Lord Abbett Funds. Automatic
Withdrawal cash withdrawals will be paid to you from your account in fixed or variable
Plan ("SWP") amounts. To establish a plan, the value of your shares must be at
least $10,000, except for Retirement Plans for which there is no minimum.
Class B shares The CDSC will be waived on redemptions of up to 12% of the current net
asset value of your account at the time of your SWPrequest. For Class B share
redemptions over 12% per year, the CDSC will apply to the entire redemption.
Please contact the Fund for assistance in minimizing the CDSC in this situation.
Class B and Redemption proceeds due to a SWP for Class B and Class C shares will be redeemed in the
C shares order described under "CDSC" under "Purchases."
- ----------------------------------------------------------------------------------------------------------
</TABLE>
OTHER SERVICES
Telephone Investing. After we have received the attached application
(selecting "yes" under Section 8C and completing Section 7), you may
instruct us by phone to have money transferred from your bank account to
purchase shares of the Fund for an existing account. The Fund will purchase
the requested shares when it receives the money from your bank.
Exchanges. You or your investment professional may instruct the Funds to
exchange shares of any class for shares of the same class of any Eligible
Fund. Instruction may be provided in writing or by telephone, with proper
identification, by calling 800-821-5129. The Funds must receive
instructions for the exchange before the close of the NYSE on the day of
your call in which case you will get the NAV per share of the Eligible Fund
determined on that day. Exchanges will be treated as a sale for federal tax
purposes. Be sure to read the current prospectus for any Fund into which
you are exchanging.
Reinvestment Privilege. If you sell shares of the Funds, you have a
one-time right to reinvest some or all of the proceeds in the same class of
any Eligible Fund within 60 days without a sales charge. If you paid a CDSC
when you sold your shares, you will be credited with the amount of the
CDSC. All accounts involved must have the same registration.
Account Statements. Every Lord Abbett investor automatically receives
quarterly account statements.
Telephone Transactions. You have this privilege unless you refuse it in writing.
For your security, telephone transaction requests are recorded. We will take
measures to verify the identity of the caller, such as asking for your name,
account number, social security or taxpayer identification number and other
relevant information. Each Fund will not be liable for following instructions
communicated by telephone that it reasonably believes to be genuine.
Transactions by telephone may be difficult to implement in times of drastic
economic or market change.
Your Investment 13
<PAGE>
Householding. Shareholders with the same last name and address will receive
a single copy of a prospectus and an annual or semi-annual report, unless
additional reports are specifically requested in writing to the Funds.
Account Changes. For any changes you need to make to your account, consult
your investment professional or call the Funds at 800-821-5129.
Systematic Exchange. You or your investment professional can establish a
schedule of exchanges between the same Classes of any Eligible Fund.
MANAGEMENT
The Funds' investment adviser is Lord, Abbett & Co., located at 90 Hudson
St., Jersey City, NJ 07302-3973. Founded in 1929, Lord Abbett manages one
of the nation's oldest mutual fund complexes, with approximately $35
billion in more than 40 mutual fund portfolios and other advisory accounts.
For more information about the services Lord Abbett provides to the Funds,
see the Statement of Additional Information.
Each Fund pays Lord Abbett a monthly fee based on average daily net assets
for each month at an annual rate of .50 of 1%. For the fiscal year ended
November 30, 1999, Lord Abbett waived its management fee for Core Fixed
Income Fund and Strategic Core Fixed Income Fund. In addition, each Fund
pays all expenses not expressly assumed by Lord Abbett.
Investment Managers. Lord Abbett uses a team of investment managers and
analysts acting together to manage each Fund's investments. Robert Gerber,
Partner of Lord Abbett heads the team, the other senior members of which
include Walter H. Prahl and Robert A Lee. Mr Gerber joined Lord Abbett in
July 1997 as Director of Taxable Fixed Income. Before joining Lord Abbett,
Mr. Gerber served as a Senior Portfolio Manager at Sanford C. Bernstein &
Co., Inc. since 1992. Mr. Prahl joined Lord Abbett in 1997 as Director of
Quantitative Research, Taxable Fixed Income. Before joining Lord Abbett,
Mr. Prahl served as a Fixed Income Research Analyst at Sanford C. Bernstein
& Co., Inc. since 1994. Mr. Lee joined Lord Abbett in 1997 as a Fixed
Income Portfolio Manager; prior to that he served as a Portfolio Manager at
ARM Capital Advisors since 1995 and an Assistant Portfolio Manager at
Kidder Peabody Asset Management from 1993.
14 Your Investment
<PAGE>
For More Information
OTHER INVESTMENT TECHNIQUES
This section describes some of the investment techniques that might be used
by each Fund and their risks.
Adjusting Investment Exposure. Each Fund may, but is not required to, use
various strategies to change its investment exposure to adjust to changing
security prices, inter-est rates, currency exchange rates, commodity prices
and other factors. These strategies may involve buying or selling
derivative instruments, such as options and futures contracts, stripped
securities, currency exchange contracts, swap agreements, short sales of
securities, indexed securities and rights and warrants. Each Fund may use
these transactions to change the risk and return characteristics of each
Fund's portfolio. If we judge market conditions incorrectly or use a
strategy that does not correlate well with the Fund's investments, it could
result in a loss, even if we intended to lessen risk or enhance returns.
These transactions may involve a small investment of cash compared to the
magnitude of the risk assumed and could produce disproportionate gains or
losses. Also, these strategies could result in losses if the counterparty
to a transaction does not perform as promised.
Foreign Currency Transactions. The Strategic Core Fixed Income Fund may use
currency forwards and options to hedge the risk to the portfolio if it
expects that foreign exchange price movements will be unfavorable for U.S.
investors. Generally, these instruments allow the Fund to lock in a
specified exchange rate for a period of time. If the Fund's forecast proves
to be wrong, such a hedge may cause a loss. Also, it may be difficult or
impractical to hedge currency risk in many emerging countries. The Fund
generally will not enter into a forward contract with a term greater than
one year. Under some circumstances, the Fund may commit a substantial
portion or the entire value of its portfolio to the completion of forward
contracts. Although such contracts will be used primarily to attempt to
protect the Fund from adverse currency movements, their use involves the
risk Lord Abbett will not accurately predict currency movements, and the
Fund's return could be reduced.
Foreign Securities. The Strategic Core Fixed Income Fund may invest up to
20% of its net assets in foreign securities. Foreign securities are
securities primarily traded in countries outside the United States. Foreign
markets and the securities traded in them are not subject to the same
degree of regulation as U.S. markets. Securities clearance and settlement
procedures may be different in foreign countries. There may be less trading
volume in foreign markets, subjecting the securities traded in them to
higher price fluctuations. Transaction costs may be higher in foreign
markets. The Fund may hold foreign securities which trade on days when the
Fund does not sell shares. As a result, the value of the Fund's portfolio
securities may change on days an investor may not purchase or sell Fund
shares.
Foreign issuers are generally not subject to similar, uniform accounting,
auditing and financial reporting requirements as U.S. issuers. Foreign
investments may be affected by changes in currency rates or currency
controls. Certain foreign countries may limit the Fund's ability to remove
its assets from the country. With respect to certain foreign countries,
there is a possibility of nationalization, expropriation or confiscatory
taxation, imposition of withholding or other taxes, and political or social
instability which could affect investments in those countries.
For More Information 15
<PAGE>
High Yield Debt Securities. High yield debt securities or "junk bonds" are
rated BB/Ba or lower or unrated and typically pay a higher yield than
investment grade debt securities. These bonds have a higher risk of default
than investment grade bonds and their prices can be much more volatile.
Investment Grade Debt Securities. These are debt securities which are rated
in one of the four highest grades assigned by Moody's Investors Service,
Inc., Standard & Poor's Ratings Services or Fitch Investors Service, or are
unrated but determined by Lord Abbett to be equivalent in quality.
Mortgage-Backed Securities. These securities directly or indirectly
represent a participation in, or are secured by and payable from, mortgage
loans secured by real property. The price of a mortgage-backed security may
be significantly affected by changes in interest rates. Some
mortgage-backed securities have structures that make their reaction to
interest rates and other factors difficult to predict, making their prices
very volatile.
Futures Contracts and Options Transactions. Each Fund may purchase and
write put and call options on securities or stock indices that are traded
on national securities exchanges and enter into financial futures
transactions.
A put option gives the buyer of the option the right to sell, and the
seller of the option the obligation to buy, the underlying instrument
during the option period.
A call option gives the buyer of the option the right to buy, and the
writer (seller) of the option the obligation to sell, the underlying
instrument. Each Fund may write (sell) only "covered" options. This means
that the Fund may only sell call options on securities which the Fund owns.
When a Fund writes a call option it gives up the potential for gain on the
underlying securities in excess of the exercise price of the option during
the period that the option is open.
A financial futures transaction is an exchange-traded contract to buy or
sell a standard quantity and quality of a financial instrument or index at
a specific future date and price. Each Fund may purchase and sell futures
contracts and options thereon.
Each Fund may write (sell) covered call options and secured put options on
up to 25% of its net assets and may purchase put and call options and
purchase and sell futures contracts provided that no more than 5% of its
net assets (at the time of purchase) would be invested in premiums on such
options and initial margin deposits on such futures contracts.
Risks of Futures Contracts and Options Transactions. Transactions in
derivative instruments such as futures, options on futures and other
options involve additional risk of loss. Loss may result from a lack of
correlation between changes in the value of these derivative instruments
and the Fund's assets being hedged, the potential illiquidity of the
markets for derivative instruments, or the risks arising from margin
requirements and related leverage factors associated with such
transactions. The use of these investment techniques also involves the risk
of loss if the portfolio managers are incorrect in their expectation of
fluctuations in securities prices. In addition, the loss that may be
incurred by the Fund in entering into futures contracts and in writing call
options on futures is potentially unlimited and may exceed the amount of
the premium received.
Repurchase Agreements. Each Fund may enter into Repurchase Agreements. In a
Repurchase Agreement, a Fund buys a security at one price from a
broker-dealer or financial institution and simultaneously agrees to sell
the same security back to the same party at a higher price in the future.
If the other party to the agreement defaults or becomes insolvent, a Fund
could lose money.
16 For More Information
<PAGE>
Reverse Repurchase Agreements. Each Fund may enter into reverse repurchase
agreements. In a reverse repurchase agreement, a Fund sells a security to a
securities dealer or bank for cash and also agrees to repurchase the same
security later at a set price. Reverse repurchase agreements expose a Fund
to cre dit risk (that is, the risk that the counterparty will fail to
resell the security to the Fund), but this risk is greatly reduced because
the Fund receives cash equal to 100% of the price of the security sold.
Engaging in reverse repurchase agreements may also involve the use of
leverage, in that the Fund may reinvest the cash it receives in additional
securities. Each Fund will attempt to minimize this risk by managing its
duration. A Fund's reverse repurchase agreements will not exceed 20% of the
Fund's net assets.
Short Sales. Each Fund may make short sales of securities or maintain a
short position, provided that at all times when a short position is open
the Fund owns an equal amount of such securities or securities convertible
into or exchangeable, without payment of any further consideration, for an
equal amount of the securities of the same issuer as the securities sold
short. Each Fund does not intend to have more than 5% of its net assets
(determined at the time of the short sale) subject to short sales against
the box. A short sale is against the box to the extent that the Fund
contemporaneously owns or has the right to obtain at no added cost
securities identical to those sold short.
U.S. Government Securities. U.S. government securities are obligations
issued or guaranteed by the U.S. government, its agencies or
instrumentalities.
When-Issued or Delayed Delivery Securities. Each Fund may purchase or sell
securities with payment and delivery taking place as much as a month or
more later. A Fund would do this in an effort to buy or sell the securities
at an advantageous price and yield. The securities involved are subject to
market fluctuation and no interest accrues to the purchaser during the
period between purchase and settlement. At the time of delivery of the
securities, their market value may be less than the purchase price.
GLOSSARY OF SHADED TERMS
Additional Concessions. Lord Abbett Distributor may, for specified periods,
allow dealers to retain the full sales charge for sales of shares or may
pay an additional con- cession to a dealer who sells a minimum dollar
amount of our shares and/or shares of other Lord Abbett-sponsored funds. In
some instances, such additional concessions will
be offered only to certain dealers expected to sell significant amounts of
shares. Additional payments may be paid from Lord Abbett Distributor's own
resources or from distribution fees received from a fund and will be made
in the form of cash or, if permitted, non-cash payments. The non-cash
payments will include business seminars at Lord Abbett's headquarters or
other locations, including meals and entertainment, or the receipt of
merchandise. The cash payments may include payment of various business
expenses of the dealer.
In selecting dealers to execute portfolio transactions for the Fund's
portfolio, if two or more dealers are considered capable of obtaining best
execution, we may prefer the dealer who has sold our shares and/or shares
of other Lord Abbett-sponsored Funds.
Authorized Institutions. Institutions and persons permitted by law to
receive service and/or distribution fees under a Rule 12b-1 Plan are
"Authorized Institutions." Lord Abbett Distributor is an Authorized
Institution.
Eligible Fund. An Eligible Fund is any Lord Abbett-sponsored fund except
for (1) certain tax-free, single-state funds where the exchanging
shareholder is a resident of a state in which such a fund is not offered
for sale; (2) Lord Abbett Equity Fund; (3)
For More Information 17
<PAGE>
Lord Abbett Series Fund; (4) Lord Abbett U.S. Government Securities Money
Market Fund ("GSMMF") (except for holdings in GSMMF which are attributable
to any shares exchanged from the Lord Abbett Family of Funds). An Eligible
Fund also is any Authorized Institution's affiliated money market Fund
satisfying Lord Abbett Distributor as to certain omnibus account and other
criteria.
Eligible Mandatory Distributions. If Class B shares represent a part of an
individual's total IRA or 403(b) investment, the CDSC will be waived only
for that part of a mandatory distribution which bears the same relation to
the entire mandatory distribution as the B share investment bears to the
total investment.
Legal Capacity. With respect to a redemption request, if (for example) the
request is on behalf of the estate of a deceased shareholder, John W. Doe,
by a person (Robert A. Doe) who has the legal capacity to act for the
estate of the deceased shareholder because he is the executor of the
estate, then the request must be executed as follows: Robert A.Doe,
Executor of the Estate of John W. Doe. That signature using that capacity
must be guaranteed by an Eligible Guarantor.
Similarly, if (for example) the redemption request is on behalf of the ABC
Corporation by a person (Mary B. Doe) that has the legal capacity to act on
behalf of this corporation, because she is the President of the
corporation, then the request must be executed as follows: ABC Corporation
by Mary B.Doe, President. That signature using that capacity must be
guaranteed by an Eligible Guarantor (see example in right column).
Mutual Fund Fee Based Program. Certain unaffiliated authorized brokers,
dealers, registered investment advisers or other financial institutions
("entities") who either (1) have an arrangement with Lord Abbett
Distributor in accordance with certain standards approved by Lord Abbett
Distributor, providing specifically for the use of our shares (and
sometimes providing for acceptance of orders for such shares on our behalf)
in particular investment products made available for a fee to clients of
such entities, or (2) charge an advisory, consulting or other fee for their
services and buy shares for their own accounts or the accounts of their
clients.
Purchaser. The term "purchaser" includes: (1) an individual, (2) an
individual and his or her spouse and children under the age of 21, and (3)
a trustee or other fiduciary purchasing shares for a single trust estate or
single fiduciary account (including a pension, profit-sharing, or other
employee benefit trust qualified under Section 401 of the Internal Revenue
Code - more than one qualified employee benefit trust of a single employer,
including its consolidated subsidiaries, may be considered a single trust,
as may qualified plans of multiple employers registered in the name of a
single bank trustee as one account), although more than one beneficiary is
involved.
Special Retirement Wrap Program. A program sponsored by an Authorized
Institution showing one or more characteristics distinguishing it, in the
opinion of Lord Abbett Distributor, from a Mutual Fund Fee Based Program.
Such characteristics include, among other things, the fact that an
Authorized Institution does not charge its clients any fee of
a consulting or advisory nature that is economically equivalent to the
distribution fee under the Class A 12b-1 Plan and the fact that the program
relates to participant- directed Retirement Plans.
GUARANTEED SIGNATURE. An acceptable form of guarantee would be as follows:
In the case of the estate --
Robert A. Doe
Executor of the Estate of
John W. Doe
[Date]
SIGNATURE GUARANTEED
MEDALLION GUARANTEED
NAME OF GUARANTOR
[SIGNATURE ILLEGIBLE]
- --------------------------------------------------
AUTHORIZED SIGNATURE
(960) X 9 6 0 3 4 7 0
SECURITIES TRANSFER AGENTS MEDALLION PROGRAM'sm'
SR
In the case of the corporation --
ABC Corporation
Mary B. Doe
By Mary B. Doe, President
[Date]
SIGNATURE GUARANTEED
MEDALLION GUARANTEED
NAME OF GUARANTOR
[SIGNATURE ILLEGIBLE]
- --------------------------------------------------
AUTHORIZED SIGNATURE
(960) X 9 6 0 3 4 7 0
SECURITIES TRANSFER AGENTS MEDALLION PROGRAM'sm'
SR
18 For More Information
<PAGE>
RECENT PERFORMANCE
The following is a discussion of recent performance for the twelve month
period ending November 30, 1999.
For the period under review the Funds, outperformed their benchmark, the
Lehman Aggregate Bond Index. The Funds' outperformance can be largely
attributed to their continued focus on what are termed "spread products,"
which include Freddie Macs (FHLMCs), corporate debentures, and commercial
mortgage-backed securities (CMBS).
These securities offer a higher yield than Treasuries, which in itself adds
performance to the portfolios. More importantly, this yield advantage
varies over time and our tactical portfolio adjustments added relative
capital appreciation to the Funds. For example, as the yield advantage
increased (securities underperformed Treasuries), we added to our holdings,
only to sell these securities after the yield advantage contracted
(securities outperformed Treasuries).
The Federal Reserve Board (the "Fed") has increased interest rates three
times since June, 1999, in an attempt to moderate economic growth. As of
yet, there are few signs that these actions have taken hold. Should the Fed
continue on its "tightening path", interest rates will rise and economic
growth is likely to slow. As a result, our interest rate exposure is
neutral to the market (i.e., about a 5 year duration).
For More Information 19
<PAGE>
Core Fixed Income Fund
Financial Information
\FINANCIAL HIGHLIGHTS
This table describes the Fund's performance for the fiscal periods
indicated. "Total return" shows how much your investment in the Fund would
have increased (or decreased) during each period, assuming you had
reinvested all dividends and distributions. These Financial Highlights have
been audited by Deloitte & Touche LLP, the Fund's independent auditors, in
conjunction with their annual audit of the Fund's financial statements.
Financial statements for the fiscal year ended November 30, 1999 and the
Independent Auditors' Report thereon appear in the Annual Report to
Shareholders for the fiscal year ended November 30, 1999, and are
incorporated by reference into the Statement of Additional Information,
which is available upon request.
<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------
Class Y Shares
- ----------------------------------------------------------------------------------------------------------
Year Ended November 30,
Per Share Operating Performance: 1999 1998(a)
- ----------------------------------------------------------------------------------------------------------
<S> <C> <C>
Net asset value, beginning of year $10.97 $10.00
- ----------------------------------------------------------------------------------------------------------
Income from investment operations
- ----------------------------------------------------------------------------------------------------------
Net investment income .69 .62
- ----------------------------------------------------------------------------------------------------------
Net realized and unrealized gain (loss) on investments (.59) .35
- ----------------------------------------------------------------------------------------------------------
Total from investment operations .10 .97
- ----------------------------------------------------------------------------------------------------------
Distributions
- ----------------------------------------------------------------------------------------------------------
Net investment income (.41) --
- ----------------------------------------------------------------------------------------------------------
Net realized gain on investments (.12) --
- ----------------------------------------------------------------------------------------------------------
Total distributions (.53) --
- ----------------------------------------------------------------------------------------------------------
Net asset value, end of year $10.54 $10.97
- ----------------------------------------------------------------------------------------------------------
Total Return(c) 1.08% 9.70%(b)
- ----------------------------------------------------------------------------------------------------------
Ratios to Average Net Assets:
- ----------------------------------------------------------------------------------------------------------
Expenses, including waiver and reimbursements .00% .00%(b)
- ----------------------------------------------------------------------------------------------------------
Expenses, excluding waiver and reimbursements .63% .75%(b)
- ----------------------------------------------------------------------------------------------------------
Net investment income 6.62% 5.98%(b)
- ----------------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------
Year Ended November 30,
- ----------------------------------------------------------------------------------------------------------
Supplemental Data: 1999 1998(a)
<S> <C> <C>
Net Assets, end of year (000) $8,713 $4,694
- ----------------------------------------------------------------------------------------------------------
Portfolio turnover rate 412.77% 411.03%
- ----------------------------------------------------------------------------------------------------------
</TABLE>
(a) From December 10, 1997 (commencement of operations).
(b) Not annualized.
(c) Total return assumes the reinvestment of all distributions.
20 Financial Information
<PAGE>
Core Fixed Income Fund
FINANCIAL INFORMATION
LINE GRAPH COMPARISON
Immediately below is a comparison of a $10,000 investment in Class Y shares
to the same investment in the Lehman Brothers Aggregate Bond Index,
assuming reinvestment of all dividends and distributions.
- --------------------------------------------------------------------------------
[GRAPHIC OMITTED]
- --------------------------------------------------------------------------------
Average Annual Total Return At Maximum Applicable
Sales Charges For The Periods Ending November 30, 1999
1 Year Life(2)
- --------------------------------------------------------------------------------
Class Y(3) 1.08% 5.42%
- --------------------------------------------------------------------------------
(1) Performance for the unmanaged index does not reflect fees or expenses. The
performance of the index is not necessarily representative of the Fund's
performance.
(2) The inception date for the Class Y is 12/10/97.
(3) This shows total return which is the percent change in net asset value,
with all dividends and distributions reinvested for the periods shown
ending November 30, 1999 using the SEC-required uniform method to compute
total return. Because Class A, B, C and P shares have less than on year of
performance the total returns shown are for Class Y shares. Returns for
Class A, B, C and P share are expected to be somewhat lower that those of
Class Y shares because Class A, B, C and P shares have higher expenses.
Financial Information 21
<PAGE>
Strategic Core Fixed Income Fund
FINANCIAL HIGHLIGHTS
This table describes the Fund's performance for the fiscal periods
indicated. "Total return" shows how much your investment in the Fund would
have increased (or decreased) during each period, assuming you had
reinvested all dividends and distributions. These Financial Highlights have
been audited by Deloitte & Touche LLP, the Fund's independent auditors, in
conjunction with their annual audit of the Fund's financial statements.
Financial statements for the fiscal year ended November 30, 1999 and the
Independent Auditors' Report thereon appear in the Annual Report to
Shareholders for the fiscal year ended November 30, 1999, and are
incorporated by reference into the Statement of Additional Information,
which is available upon request.
- --------------------------------------------------------------------------------
Class Y Shares
- --------------------------------------------------------------------------------
Period Ended November 30,
Per Share Operating Performance: 1999(a)
Net asset value, beginning of period $10.00
- --------------------------------------------------------------------------------
Income from investment operations
Net investment income .62
- --------------------------------------------------------------------------------
Net realized and unrealized loss on investments (.49)
Total from investment operations .13
Net asset value, end of period $10.13
Total Return(b)(c) 1.30%
Ratios to Average Net Assets:(b)
Expenses, including waiver and reimbursements .00%
Expenses, excluding waiver and reimbursements .89%
Net investment income 6.23%
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Period Ended November 30,
- --------------------------------------------------------------------------------
Supplemental Data: 1999(a)
Net Assets, end of period (000) $2,103
- --------------------------------------------------------------------------------
Portfolio turnover rate 415.82%
- --------------------------------------------------------------------------------
(a) From December 14, 1998 (commencement of operations).
(b) Not annualized.
(c) Total return assumes the reinvestment of all distributions.
22 Financial Information
<PAGE>
Strategic Core Fixed Income Fund
LINE GRAPH COMPARISON
Immediately below is a comparison of a $10,000 investment in Class Y shares
to the same investment in the Lehman Brothers Aggregate Bond Index,
assuming reinvestment of all dividends and distributions.
- --------------------------------------------------------------------------------
[GRAPHIC OMITTED]
- --------------------------------------------------------------------------------
Average Annual Total Return At Maximum Applicable
Sales Charges For The Periods Ending November 30, 1999
Life(2)
- --------------------------------------------------------------------------------
Class Y(3) 0.90%
- --------------------------------------------------------------------------------
(1) Performance for the unmanaged index does not reflect fees or expenses. The
performance of the index is not necessarily representative of the Fund's
performance.
(2) The inception date for the Class Y is 12/14/98.
(3) This shows total return which is the percent change in net asset value,
with all dividends and distributions reinvested for the periods shown
ending November 30, 1999 using the SEC-required uniform method to compute
total return. Because Class A, B, C and P shares have less than on year of
performance the total returns shown are for Class Y shares. Returns for
Class A, B, C and P share are expected to be somewhat lower that those of
Class Y shares because Class A, B, C and P shares have higher expenses.
Financial Information 23
<PAGE>
Compensation for your dealer
<TABLE>
<CAPTION>
===================================================================================================================================
First Year Compensation
Front-end
sales charge Dealer's
paid by investors concession Service fee(1) Total
compensation(2)
Class A investments (% of offering price) (% of offering price) (% of net investment) (% of
offering price)
===================================================================================================================================
<S> <C> <C> <C> <C>
Less than $100,000 4.75% 4.00% 0.25%
4.24%
- -----------------------------------------------------------------------------------------------------------------------------------
$100,000 - $249,999 3.95% 3.25% 0.25%
3.49%
- -----------------------------------------------------------------------------------------------------------------------------------
$250,000 - $499,999 2.75% 2.25% 0.25%
2.49%
- -----------------------------------------------------------------------------------------------------------------------------------
$500,000 - $999,999 1.95% 1.75% 0.25%
1.99%
- -----------------------------------------------------------------------------------------------------------------------------------
$1 million or more(3) or Retirement Plan - 100 or more eligible employees(3) or
Special Retirement Wrap Program(3)
- -----------------------------------------------------------------------------------------------------------------------------------
First $5 million no front-end sales charge 1.00% 0.25%
1.25%
- -----------------------------------------------------------------------------------------------------------------------------------
Next $5 million above that no front-end sales charge 0.55% 0.25%
0.80%
- -----------------------------------------------------------------------------------------------------------------------------------
Next $40 million above that no front-end sales charge 0.50% 0.25%
0.75%
- -----------------------------------------------------------------------------------------------------------------------------------
Over $50 million no front-end sales charge 0.25% 0.25%
0.50%
===================================================================================================================================
Class B investments(4) Paid at time of sale (% of net asset value)
- -----------------------------------------------------------------------------------------------------------------------------------
All amounts no front-end sales charge 3.75% 0.25%
4.00%
===================================================================================================================================
Class C investments(4)
- -----------------------------------------------------------------------------------------------------------------------------------
All amounts no front-end sales charge 0.75% 0.25%
1.00%
- -----------------------------------------------------------------------------------------------------------------------------------
Class P investments Percentage of average net assets
- -----------------------------------------------------------------------------------------------------------------------------------
All amounts no front-end sales charge 0.25% 0.20%
0.45%
- -----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
===================================================================================================================================
Annual Compensation After first Year
Class A investments Percentage of average net assets(5)
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
All amounts no front-end sales charge none 0.25%
0.25%
===================================================================================================================================
Class B investments(4)
- -----------------------------------------------------------------------------------------------------------------------------------
All amounts no front-end sales charge none 0.25%
0.25%
===================================================================================================================================
Class C investments(4)
- -----------------------------------------------------------------------------------------------------------------------------------
All amounts no front-end sales charge 0.65% 0.25%
0.90%
- -----------------------------------------------------------------------------------------------------------------------------------
Class P investments
- -----------------------------------------------------------------------------------------------------------------------------------
All amounts no front-end sales charge 0.25% 0.20%
0.45%
- -----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(1) The service fee for Class A shares is paid quarterly and for Class A shares
may not exceed 0.15% if sold prior to September 1, 1985. The first year's
service fee on Class B and C shares is paid at the time of sale.
(2) Reallowance/concession percentages and service fee percentages are
calculated from different amounts, and therefore may not equal total
compensation percentages if combined using simple addition. Additional
Concessions may be paid to Authorized Institutions, such as your dealer,
from time to time.
(3) Concessions are paid at the time of sale on all Class A shares sold during
any 12-month period starting from the day of the first net asset value
sale. With respect to (a) Class A share purchases at $1 million or more,
sales qualifying at such level under rights of accumulation and Letters of
Intention privileges are included and (b) for Special Retirement Wrap
Programs, only new sales are eligible and exchanges into the Fund are
excluded. Certain purchases of Class A shares are subject to a CDSC.
(4) Class B and C shares are subject to CDSCs.
(5) With respect to Class B, C and P shares, 0.25%, 0.90% and 0.45%,
respectively, of the average annual net asset value of such shares
outstanding during the quarter (including distribution reinvestment shares
after the first anniversary of their issuance) is paid to Authorized
Institutions. These fees are paid quarterly in arrears. In the case of
Class C shares for fixed-income Funds, such as U.S. Government Securities
Fund, 0.10% of the average net asset value of such shares is retained by
Lord Abbett Distributor, thus reducing from 0.75% to 0.65% after the first
year. Lord, Abbett & Co. uses 0.10% for expenses primarily intended to
result in the sale of such Funds' shares.
24 Financial Information
<PAGE>
THIS PAGE INTENTIONALLY LEFT BLANK
<PAGE>
More information on each Fund is or will be available free upon request,
including the following:
ANNUAL/SEMI-ANNUAL REPORT
Describes the Funds, lists portfolio holdings, and contains a letter
from the Fund's manager discussing recent market conditions and each Fund's
investment strategies.
STATEMENT OF ADDITIONAL INFORMATION ("SAI")
Provides more details about the Funds and their policies. A current SAI is
on file with the Securities and Exchange Commission ("SEC") and is
incorporated by reference (is legally considered part of this prospectus).
To obtain information:
By telephone. Call the Funds at:
800-426-1130
By mail. Write to the Funds at:
The Lord Abbett Family of Funds
90 Hudson Street
Jersey City, NJ 07302-3973
Via the Internet.
Lord, Abbett & Co.
www.lordabbett.com
Text only versions of Fund
documents can be viewed
online or downloaded from:
SEC
www.sec.gov
You can also obtain copies by
visiting the SEC's Public Reference Room in Washington, DC (phone 202-942-8090)
or by sending your request and a duplicating fee to the SEC's Public Reference
Section, Washington, DC 20549-6009 or by sending your request electronically to
[email protected].
Lord Abbett Investment Trust -
Core Fixed Income Series
Strategic Core Fixed Income Series
90 Hudson Street
Jersey City, NJ 07302-3973
- ---------------------------------------------------- LACORE-1-400
SEC file number: 811-7988 (4/00)
<PAGE>
PART C OTHER INFORMATION
This Post-Effective Amendment No. 27 (the "Amendment") to the Lord Abbett
Investment Trust's (the "Registrant") Registration Statement relates to Core
Fixed Income Series and Strategic Core Fixed Income Series,
Class A, B, C and P shares, only.
Item 23 Exhibits
(a) Articles of Incorporation. Incorporated by reference.
(b) By-Laws. Incorporated by reference to Post-Effective Amendment No. 19 to
the Registration Statement filed on Form N-1A on December 30, 1998.
(c) Instruments Defining Rights of Security Holders. Not applicable.
(d) Management Agreement. Incorporated by reference to Post-Effective Amendment
No. 2 to the Registration Statement filed on Form N-1A on October 7, 1994.
Addendum to Management Agreement. Incorporated by reference to
Post-Effective Amendment No. 6 to the Registration Statement filed on Form
N-1A on December 22, 1995 and to Post-Effective Amendment No. 7 to the
Registration Statement filed on Form N-1A on February 14, 1996.
(e) Distribution Plan and Agreement. Incorporated by reference to
Post-Effective Amendment No. 7 to the Registration Statement filed on Form
N-1A filed on February 14, 1996.
(f) Bonus or Profit Sharing Contracts. Incorporated by reference to
Post-Effective Amendment No. 7 to the Registration Statement on Form N-1A
to the Lord Abbett Equity Fund (File No. 811-7538) filed on September 22,
1994.
(g) Custodian Agreements. Incorporated by reference.
(h) Transfer Agency Agreement. Incorporated by reference.
(i) Consent to Legal Opinion. Filed herewith.
(j) Consent of Deloitte & Toouch LLP. Not applicable.
(k) Financial Statements. Incorporated by reference to the Registrant's Form
N-30D filed on February 23, 2000 (Accession No. 0000911507-00-000003).
(l) Initial Capital Agreements. Incorporated by reference.
(m) Rule 12b-1 Plans. Filed herewith.
(n) Financial Data Schedule. Incorporated by reference to the Registrant's Form
N-SAR filed on February 2, 2000 (Accession No. 0000911507-00-00002).
(o) Rule 18f-3 Plan. Filed herewith.
(p) Code of Ethics. Incorporated by reference to Post-Effective Amendment No.
26 to the Registration Statement filed on Form N-1A on March 31, 2000
(Accession No. 0000911507-00-000007).
Item 24. Persons Controlled by or Under Common Control with the Fund
None.
1
<PAGE>
Item 25. Indemnification
The Registrant is a Delaware Business Trust established under Chapter
38 of Title 12 of the Delaware Code. The Registrant's Declaration and
Instrument of Trust at Section 4.3 relating to indemnification of
Trustees, officers, etc. states the following.
The Trust shall indemnify each of its Trustees, officers, employees and
agents (including any individual who serves at its request as director,
officer, partner, trustee or the like of another organization in which
it has any interest as a shareholder, creditor or otherwise) against
all liabilities and expenses, including but not limited to amounts paid
in satisfaction of judgments, in compromise or as fines and penalties,
and counsel fees reasonably incurred by him or her in connection with
the defense or disposition of any action, suit or other proceeding,
whether civil or criminal, before any court or administrative or
legislative body in which he or she may be or may have been involved as
a party or otherwise or with which he or she may be or may have been
threatened, while acting as Trustee or as an officer, employee or agent
of the Trust or the Trustees, as the case may be, or thereafter, by
reason of his or her being or having been such a Trustee, officer,
employee or agent, except with respect to any matter as to which he or
she shall have been adjudicated not to have acted in good faith in the
reasonable belief that his or her action was in the best interests of
the Trust or any Series thereof. Notwithstanding anything herein to the
contrary, if any matter which is the subject of indemnification
hereunder relates only to one Series (or to more than one but not all
of the Series of the Trust), then the indemnity shall be paid only out
of the assets of the affected Series. No individual shall be
indemnified hereunder against any liability to the Trust or any Series
thereof or the Shareholders by reason of willful misfeasance, bad
faith, gross negligence or reckless disregard of the duties involved in
the conduct of his or her office. In addition, no such indemnity shall
be provided with respect to any matter disposed of by settlement or a
compromise payment by such Trustee, officer, employee or agent,
pursuant to a consent decree or otherwise, either for said payment or
for any other expenses unless there has been a determination that such
compromise is in the best interests of the Trust or, if appropriate, of
any affected Series thereof and that such Person appears to have acted
in good faith in the reasonable belief that his or her action was in
the best interests of the Trust or, if appropriate, of any affected
Series thereof, and did not engage in willful misfeasance, bad faith,
gross negligence or reckless disregard of the duties involved in the
conduct of his or her office. All determinations that the applicable
standards of conduct have been met for indemnification hereunder shall
be made by (a) a majority vote of a quorum consisting of disinterested
Trustees who are not parties to the proceeding relating to
indemnification, or (b) if such a quorum is not obtainable or, even if
obtainable, if a majority vote of such quorum so directs, by
independent legal counsel in a written opinion, or (c) a vote of
Shareholders (excluding Shares owned of record or beneficially by such
individual). In addition, unless a matter is disposed of with a court
determination (i) on the merits that such Trustee, officer, employee or
agent was not liable or (ii) that such Person was not guilty of willful
misfeasance, bad faith, gross negligence or reckless disregard of the
duties involved in the conduct of his or her office, no indemnification
shall be provided hereunder unless there has been a determination by
independent legal counsel in a written opinion that such Person did not
engage in willful misfeasance, bad faith, gross negligence or reckless
disregard of the duties involved in the conduct of his or her office.
2
<PAGE>
The Trustees may make advance payments out of the assets of the Trust
or, if appropriate, of the affected Series in connection with the
expense of defending any action with respect to which indemnification
might be sought under this Section 4.3. The indemnified Trustee,
officer, employee or agent shall give a written undertaking to
reimburse the Trust or the Series in the event it is subsequently
determined that he or she is not entitled to such indemnification and
(a) the indemnified Trustee, officer, employee or agent shall provide
security for his or her undertaking, (b) the Trust shall be insured
against losses arising by reason of lawful advances, or (c) a majority
of a quorum of disinterested Trustees or an independent legal counsel
in a written opinion shall determine, based on a review of readily
available facts (as opposed to a full trial-type inquiry), that there
is reason to believe that the indemnitee ultimately will be found
entitled to indemnification. The rights accruing to any Trustee,
officer, employee or agent under these provisions shall not exclude any
other right to which he or she may be lawfully entitled and shall inure
to the benefit of his or her heirs, executors, administrators or other
legal representatives.
Insofar as indemnification for liability arising under the Securities
Act of 1933 may be permitted to Trustees, officers and controlling
persons of the Registrant pursuant to the foregoing provisions, or
otherwise, the Registrant has been advised that in the opinion of the
Securities and Exchange Commission such indemnification is against
public policy as expressed in the Act and is, therefore, unenforceable.
In the event that a claim for indemnification against such liabilities
(other than the payment by the Registrant of expense incurred or paid
by a Trustee, officer or controlling person of the Registrant in the
successful defense of any action, suit or proceeding) is asserted by
such Trustee, officer or controlling person in connection with the
securities being registered, the Registrant will, unless in the opinion
of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act
and will be governed by the final adjudication of such issue.
Item 26. Business and Other Connections of Investment Adviser
Lord, Abbett & Co. acts as investment adviser for the Lord Abbett
registered investment companies and provides investment management
services to various pension plans, institutions and individuals. Lord
Abbett Distributor, a limited liability corporation, serves as their
distributor and principal underwriter. Other than acting as trustees,
directors and/or officers of open-end investment companies managed by
Lord, Abbett & Co., none of Lord, Abbett & Co.'s partners has, in the
past two fiscal years, engaged in any other business, profession,
vocation or employment of a substantial nature for his or her own
account or in the capacity of director, officer, employee, partner or
Trustee of any entity.
3
<PAGE>
Investment Sub-Adviser
American Skandia Trust (Lord Abbett Growth & Income Portfolio)
Item 27. Principal Underwriter
(a) Lord Abbett Affiliated Fund, Inc.
Lord Abbett Bond-Debenture Fund, Inc.
Lord Abbett Mid-Cap Value Fund, Inc.
Lord Abbett Developing Growth Fund, Inc.
Lord Abbett Tax-Free Income Fund, Inc.
Lord Abbett Government Securities Money Market Fund, Inc.
Lord Abbett Tax-Free Income Trust
Lord Abbett Global Fund, Inc.
Lord Abbett Equity Fund
Lord Abbett Series Fund, Inc.
Lord Abbett Research Fund, Inc.
Lord Abbett Securities Trust
(b) The partners of Lord, Abbett & Co. are:
Name and Principal Positions and Offices
Business Address with Registrant
---------------- ---------------
Robert S. Dow Chairman and President
Zane E. Brown Executive Vice President
Robert I. Gerber Executive Vice President
Robert G. Morris Executive Vice President
Christopher J. Towle Executive Vice President
Paul A. Hilstad Vice President & Secretary
Daniel E. Carper Vice President
W. Thomas Hudson, Jr. Vice President
The other general partners of Lord Abbett & Co. who are neither
officers nor directors of the Registrant are Stephen Allen, John E.
Erard, Robert P. Fetch, Daria L. Foster, Stephen J. McGruder, Michael
McLaughlin, Robert J. Noelke, R. Mark Pennington and John J. Walsh.
Each of the above has a principal business address at 90 Hudson Street,
Jersey City, New Jersey 07302-3973
(c) Not applicable
4
<PAGE>
Item 28. Location of Accounts and Records
Registrant maintains the records, required by Rules 31a - 1(a) and (b),
and 31a - 2(a) at its main office.
Lord, Abbett & Co. maintains the records required by Rules 31a - 1(f)
and 31a - 2(e) at its main office.
Certain records such as cancelled stock and correspondence may be
physically maintained at the main office of the Registrant's Transfer
Agent, Custodian, or Shareholder Servicing Agent within the
requirements of Rule 31a-3.
Item 29. Management Services
None.
Item 30. Undertakings
The Registrant undertakes to furnish each person to whom a prospectus
is delivered with a copy of the Registrant's latest annual report to
shareholders, upon request and without charge.
The Registrant undertakes, if requested to do so by the holders of at
least 10% of the registrant's outstanding shares, to call a meeting of
shareholders for the purpose of voting upon the question of removal of
a director or directors and to assist in communications with other
shareholders as required by Section 16(c) of the Investment Company Act
of 1940, as amended.
5
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act and the Investment
Company Act, the Fund has duly caused this Registration Statement to be signed
on its behalf by the undersigned, duly authorized, in the City of Jersey City,
and State of New Jersey on the 17th day of May, 2000.
BY:/s/ Lawrence H. Kaplan /s/ Donna M. McManus
---------------------- --------------------
Lawrence H. Kaplan Donna M. McManus
Vice President Treasurer
LORD ABBETT INVESTMENT TRUST
Pursuant to the requirements of the Securities Act this Registration
Statement has been signed below by the following persons in the capacities and
on the date indicated.
Signatures Title Date
- ---------- ----- ----
Chairman, President
/s/Robert S. Dow* and Director/Trustee May 17, 2000
- ------------------ -------------------- --------------
Robert S. Dow
/s/ E. Thayer Bigelow* Director/Trustee May 17, 2000
- ---------------------------- -------------------- --------------
E. Thayer Bigelow
/s/William H. T. Bush* Director/Trustee May 17, 2000
- ---------------------------- ---------------- --------------
William H. T. Bush
/s/Robert B. Calhoun, Jr*. Director/Trustee May 17, 2000
- -------------------------- ---------------- --------------
Robert B. Calhoun, Jr.
/s/Stewart S. Dixon* Director/Trustee May 17, 2000
- ---------------------------- ---------------- --------------
Stewart S. Dixon
/s/John C. Jansing* Director/Trustee May 17, 2000
- ---------------------------- ---------------- --------------
John C. Jansing
/s/C. Alan MacDonald* Director/Trustee May 17, 2000
- ---------------------------- ---------------- --------------
C. Alan MacDonald
/s/Hansel B. Millican, Jr*. Director/Trustee May 17, 2000
- --------------------------- ---------------- --------------
Hansel B. Millican, Jr.
/s/Thomas J. Neff* Director/Trustee May 17, 2000
- ---------------------------- ---------------- --------------
Thomas J. Neff
March 16, 2000
Lord Abbett Investment Trust
90 Hudson Street
Jersey City, NJ 07302-3972
Dear Sirs:
You have requested our opinion in connection with your filing of Amendment
No. 27 to the Registration Statement on Form N-1A (the "Amendment") under the
Investment Company Act of 1940, as amended, of Lord Abbett Investment Trust, a
Delaware business trust (the "Company"), and in connection therewith your
registration of the following shares of beneficial interest, without par value,
of the Company (collectively, the "Shares"): Core Fixed Income Fund (Classes
A, B, C, and P) and Strategic Core Fixed Income Fund (Classes A, B, C and P).
We have examined and relied upon originals, or copies certified to our
satisfaction, of such company records, documents, certificates and other
instruments as in our judgment are necessary or appropriate to enable us to
render the opinion set forth below.
We are of the opinion that the Shares issued in the continuous offering
have been duly authorized and, assuming the issuance of the Shares for cash at
net asset value and receipt by the Company of the consideration therefore as set
forth in the Amendment, the Shares will be validly issued, fully paid and
nonassessable.
We express no opinion as to matters governed by any laws other than Title
12 of the Delaware Code. We consent to the filing of this opinion solely in
connection with the Amendment. In giving such consent, we do not hereby admit
that we come within the category of persons whose consent is required under
Section 7 of the Securities Act of 1933, as amended, or the rules and
regulations of the Securities and Exchange Commission thereunder.
Very truly yours,
WILMER, CUTLER & PICKERING
By:/s/ Marianne K. Smythe
Marianne K. Smythe, a partner
Rule 12b1 Distribution Plan and Agreement
Lord Abbett Investment Trust - Core Fixed Income Series
- Strategic Core Fixed Income Series
Class A Shares
RULE 12b1 DISTRIBUTION PLAN AND AGREEMENT dated as of March 15, 2000 by and
between LORD ABBETT INVESTMENT TRUST, a Delaware business trust (the "Fund"), on
behalf of the Core Fixed Income Series and Strategic Core Fixed Income Series
(each a "Series"), and LORD ABBETT DISTRIBUTOR LLC, a New York limited liability
company (the"Distributor").
WHEREAS, the Fund is an open-end management investment company registered
under the Investment Company Act of 1940, as amended (the "Act"); and the
Distributor is the exclusive selling agent of the Fund's shares of beneficial
interest, including the Series' Class A shares (the "Shares") pursuant to the
Distribution Agreement between the Fund and the Distributor, dated as of the
date hereof (the "Distribution Agreement").
WHEREAS, the Fund desires to adopt a Distribution Plan and Agreement (the
"Plan") for the Series with the Distributor, as permitted by Rule 12b1 under
the Act, pursuant to which the Series may make certain payments to the
Distributor to be used by the
Distributor or paid to institutions and persons permitted by applicable law
and/or rules to receive such payments ("Authorized Institutions") in connection
with sales of Shares and/or servicing of accounts of shareholders holding
Shares.
WHEREAS, the Fund's Board of Trustees has determined that there is a
reasonable likelihood that the Plan will benefit the Series and the holders of
the Shares.
NOW, THEREFORE, in consideration of the mutual covenants and of other good
and valuable consideration, receipt of which is hereby acknowledged, and
subject to the provisions of paragraph 8 of this Plan, it is agreed as follows:
1. The Fund hereby authorizes the Distributor to enter into agreements with
Authorized Institutions (the "Agreements") which may provide for the payment to
such Authorized Institutions of distribution and service fees which the
Distributor receives from each Series in order to provide additional incentives
to such Authorized Institutions(i) to sell Shares and (ii) to provide continuing
information and investment services to their accounts holding Shares and
otherwise to encourage their accounts to remain invested in the Shares.
2. The Fund also hereby authorizes the Distributor to use payments received
hereunder from each Series in order to(a)finance any activity which is primarily
intended to result in the sale of Shares and (b) provide continuing information
and investment services to shareholder accounts not serviced by Authorized
Institutions receiving a service fee from the Distributor hereunder and
otherwise to encourage such accounts to remain invested in the Shares; provided
that (i) any payments referred to in the foregoing clause (a) shall not exceed
the distribution fee permitted to be paid at the time under paragraph 3 of this
Plan and shall be authorized by the Board of Trustees of the Fund by a vote of
the kind referred to in paragraph 10 of this Plan and (ii) any payments referred
to in clause (b) shall not exceed the service fee permitted to be paid at the
time under paragraph 3 of this Plan.
3.Each Series is authorized to pay the Distributor hereunder for remittance
to Authorized Institutions and/or use by the Distributor pursuant to this Plan
(a) service fees and (b) distribution fees, each at an annual rate not to exceed
.25 of 1% of the average annual net asset value of Shares outstanding. The Board
of Trustees of the Fund shall from time to time determine the amounts, within
the foregoing maximum amounts, that each Series may pay the Distributor
hereunder. Any such fees (which may be waived by the Authorized Institutions in
whole or in part) may be calculated and paid quarterly or more frequently if
approved by the Board of Trustees of the Fund. Such determinations and approvals
by the Board of Trustees shall be made and given by votes of the kind referred
to in paragraph 10 of this Plan. Payments by holders of Shares to each Series of
contingent deferred reimbursement charges relating to distribution fees paid by
each Series hereunder shall reduce the amount of distribution fees for purposes
of the annual 0.25% distribution fee limit. The Distributor will monitor the
payments hereunder and shall reduce such payments or take such other steps as
may be necessary to assure that (i) the payments pursuant to this Plan shall be
consistent with Rule 2830, subparagraphs (d)(2) and (5) of the Conduct Rules of
the National Association of Securities Dealers, Inc. with respect to investment
companies with asset-based sales charges and service fees, as the same may be in
effect from time to time and (ii)each Series shall not pay with respect to any
Authorized Institution service fees equal to more than .25 of 1% of the average
annual net asset value of Shares sold by (or attributable to Shares or shares
sold by) such Authorized Institution and held in an account covered by an
Agreement.
4. The net asset value of the Shares shall be determined as provided in the
Declaration and Agreement of Trust of the Fund. If the Distributor waives all or
a portion of the fees which are to be paid by each Series hereunder, the
Distributor shall not be deemed to have waived its rights under this Agreement
to have each Series pay such fees in the future.
5. The Secretary of the Fund, or in his absence the Chief Financial
Officer, is hereby authorized to direct the disposition of monies paid or
payable by each Series hereunder and shall provide to the Fund's Board of
Trustees, and the Trustees shall review at least quarterly, a written report of
the amounts so expended pursuant to this Plan and the purposes for which such
expenditures were made.
6. Neither this Plan nor any other transaction between the parties hereto
pursuant to this Plan shall be invalidated or in any way affected by the fact
that any or all of the Trustees, officers, shareholders, or other
representatives of the Fund are or may be "interested persons" of the
Distributor, or any successor or assignee thereof, or that any or all of the
Trustees, officers, partners, members or other representatives of the
Distributor are or may be "interested persons" of the Fund, except as may
otherwise be provided in the Act.
7. The Distributor shall give the Fund the benefit of the Distributor's
best judgment and good faith efforts in rendering services under this Plan.
Other than to abide by the provisions hereof and render the services called for
hereunder in good faith, the Distributor assumes no responsibility under this
Plan and, having so acted, the Distributor shall not be held liable or held
accountable for any mistake of law or fact, or for any loss or damage arising or
resulting therefrom suffered by the Fund, each Series or any of the shareholders
, creditors, trustees, or officers of the Fund; provided however, that nothing
herein shall be deemed to protect the Distributor against any liability to the
Fund or each Series' shareholders by reason of willful misfeasance, bad faith or
gross negligence in the performance of its duties hereunder, or by reason of the
reckless disregard of its obligations and duties hereunder.
8. This Plan shall become effective upon the date hereof, and shall
continue in effect for a period of more than one year from that date only so
long as such continuance is specifically approved at least annually by a vote of
the Board of Trustees of the Fund, including the vote of a majority of the
trustees who are not "interested persons" of the Fund and who have no direct or
indirect financial interest in the operation of this Plan or in any agreement
related to this Plan, cast in person at a meeting called for the purpose of
voting on such renewal.
9. This Plan may not be amended to increase materially the amount to be
spent by each Series hereunder above the maximum amounts referred to in
paragraph 3 of this Plan without a shareholder vote in compliance with Rule
12b-1 and Rule 18f-3 under the Act as in effect at such time, and each material
amendment must be approved by a vote of the Board of Trustees of the Fund,
including the vote of a majority of the Trustees who are not "interested
persons" of the Fund and who have no direct or indirect financial interest in
the operation of this Plan or in any agreement related to this Plan, cast in
person at a meeting called for the purpose of voting on such amendment.
Amendments to this Plan which do not increase materially the amount to be
spent by each Series hereunder above the maximum amounts referred to in
paragraph 3 of this Plan may be made pursuant to paragraph 10 of this Plan.
10. Amendments to this Plan other than material amendments of the kind
referred to in the foregoing paragraph9 may be adopted by a vote of the Board of
Trustees of the Fund, including the vote of a majority of the Trustees who are
not "interested persons" of the Fund and who have no direct or indirect
financial interest in the operation of this Plan or in any agreement related to
this Plan. The Board of Trustees of the Fund may, by such a vote, interpret this
Plan and make all determinations necessary or advisable for its administration.
11. This Plan may be terminated at any time without the payment of any
penalty (a) by the vote of a majority of the trustees of the Fund who are not
"interested persons" of the Fund and have no direct or indirect financial
interest in the operation of this Plan or in any agreement related to the Plan,
or (b) by a shareholder vote in compliance with Rule 12b-1 and Rule 18f-3 under
the Act as in effect at such time.
12. So long as this Plan shall remain in effect, the selection and
nomination of those Trustees of the Fund who are not "interested persons" of the
Fund are committed to the discretion of such disinterested Trustees. The terms
"interested persons," "assignment" and "vote of a majority of the outstanding
voting securities" shall have the same meanings as those terms are defined in
the Act.
13. The obligations of the Fund and each Series, including those imposed
hereby, are not personally binding upon, nor shall resort be had to the private
property of, any of the trustees, shareholders, officers, employees or agents of
the Fund or Series individually, but are binding only upon the assets and
property of the Fund or Series. Any and all personal liability, either at common
law or in equity, or by statute or constitution, of every such trustee,
shareholder, officer, employee or agent for any breach of the Fund or Series of
any agreement, representation or warranty hereunder is hereby expressly waived
as a condition of and in consideration for the execution of this Agreement by
the Fund.
IN WITNESS WHEREOF, each of the parties has caused this instrument to be
executed in its name and on its behalf by its duly authorized representative as
of the date first above written.
LORD ABBETT SECURITIES TRUST
By: /s/ Lawrence H. Kaplan
Vice President
ATTEST:
/s/ Lydia Guzman
Assistant Secretary
LORD ABBETT DISTRIBUTOR LLC
By: LORD, ABBETT & CO.
Managing Member
By: Paul A. Hilstad
A Partner
<PAGE>
1
Rule 12b-1 Distribution Plan and Agreement
Lord Abbett Investment Trust - Core Fixed Income Series
-Strategic Core Fixed Income Series
Class B Shares
RULE 12b-1 DISTRIBUTION PLAN AND AGREEMENT dated as of March
15, 2000, by and between LORD ABBETT INVESTMENT TRUST, a Delaware
business trust (the "Fund"), on behalf of the Core Fixed Income
Series and Strategic Core Fixed Income Series (each a "Series"),
and LORD ABBETT DISTRIBUTOR LLC, a New York limited liability
company (the "Distributor").
WHEREAS, the Fund is an open-end management investment
company registered under the Investment Company Act of 1940, as
amended (the "Act"); and the Distributor is the exclusive selling
agent of the Fund's shares of beneficial interest including the
Fund's Class B shares (the "Shares") pursuant to the Distribution
Agreement between the Fund and the Distributor, dated as of the
date hereof, and
WHEREAS, the Fund desires to adopt a Distribution Plan and
Agreement (the "Plan") with the Distributor, as permitted by Rule
12b-1 under the Act, pursuant to which each Series may make
certain payments to the Distributor (a) to help reimburse the
Distributor for the payment of sales commissions to institutions
and persons permitted by applicable law and/or rules to receive
such payments ("Authorized Institutions") in connection with
sales of Shares and (b) for use by the Distributor in rendering
service to the Fund, including paying and financing the payment
of sales commissions, service fees, and other costs of
distributing and selling Shares as provided in paragraph 3 of
this Plan, and
WHEREAS, the Fund's Board of Trustees has determined that
there is a reasonable likelihood that the Plan will benefit each
Series and the holders of the Shares.
NOW, THEREFORE, in consideration of the mutual covenants and
of other goods and valuable consideration, receipt of which is
hereby acknowledged, it is agreed as follows:
1. The Fund hereby authorizes the Distributor to enter
into agreements with Authorized Institutions (the "Agreements")
which may provide for the payment to such Authorized Institutions
of (a) sales commissions (particularly those paid or financed
with payments received hereunder) and (b) service fees received
hereunder in order to provide incentives to such Authorized
Institutions (i) to sell Shares and (ii) to provide continuing
information and investment services to their accounts holding
Shares and otherwise to encourage their accounts to remain
invested in the Shares, respectively. The Distributor may, from
time to time, waive or defer payment of some fees payable at the
time of the sale of Shares provided for under paragraph 2 hereof.
2. Subject to possible reductions as provided below in
this paragraph 2, each Series periodically, as determined by the
Fund's Board of Trustees (in the manner contemplated in paragraph
11), shall pay to the Distributor fees (a) for services, at an
annual rate not to exceed .25 of 1% of the average annual net
asset value of Shares outstanding and (b) for distribution, at an
annual rate not to exceed .75 of 1% of the average annual net
asset value of Shares outstanding. Payments will be based on
Shares outstanding during any such period. Shares outstanding
include Shares issued for reinvested dividends and distributions.
The Board of Trustees of the Fund shall from time to time
determine the amounts, within the foregoing maximum amounts, that
each Series may pay the Distributor hereunder. Such
determinations by the Board of Trustees shall be made by votes of
the kind referred to in paragraph 11 of this Plan. The service
fees mentioned in this paragraph are for the purposes mentioned
in clause (b) (ii) of paragraph 1 of this Plan and the
distribution fees mentioned in this paragraph are for the
purposes mentioned in clause (b) (i) of paragraph 1 of this Plan.
The Distributor will monitor the payments hereunder and shall
reduce such payments or take such other steps as may be necessary
to assure that (x) the payments pursuant to this Plan shall be
consistent with Article III, Section 26, subparagraphs (d)(2) and
(5) of the Rules of Fair Practice of the National Association of
Securities Dealers, Inc. with respect to investment companies
with asset-based sales charges and service fees as the same may
be in effect from time to time and (y) the Fund shall not pay
with respect to any Authorized Institution service fees equal to
more than .25 of 1% of the average annual net asset value of
Shares sold by (or attributable to shares sold by) such
Authorized Institution and held in an account covered by an
Agreement.
3. The Distributor may use amounts received as
distribution fees hereunder from each Series to engage directly
or indirectly in financing any activity which is primarily
intended to result in the sale of Shares including, but not
limited to: (a) paying and financing the payment of commissions
or other payments relating to selling or servicing efforts and
(b) paying interest, carrying, or any other financing charges on
any unreimbursed distribution or other expense incurred in a
prior fiscal year of the Series whether or not such charges and
unreimbursed distribution or other expense are determined to be a
legal obligation of each Series, in whole or in part, by the
Fund's Board of Trustees. The Fund's Board of Trustees (in the
manner contemplated in paragraph 11 of this Plan) shall approve
the timing, categories and calculation of any payments under this
paragraph 3.
4.1. Each Series will pay each person which has acted as
Distributor of Shares its Allocable Portion (as such term is
defined in paragraphs 13.1 through 13.3) of the distribution fees
with respect to Shares of each Series in consideration of its
services as principal underwriter for the Shares of the Fund. The
distribution agreement pursuant to which a person acts or acted
as principal underwriter of the Shares is referred to as the
"Applicable Distribution Agreement." Such person shall be paid
its Allocable Portion of such distribution fees notwithstanding
such person's termination as Distributor of the Shares, such
payments to be changed or terminated only (i) as required by a
change in applicable law or a change in accounting policy adopted
by the Investment Companies Committee of the AICPA and approved
by FASB that results in a determination by the Fund's independent
accountants that any sales charges in respect of such Fund, which
are not contingent deferred sales charges and which are not yet
due and payable, must be accounted for by such Fund as a
liability in accordance with GAAP, each after the effective date
of this Plan and restatement; (ii) if in the sole discretion of
the Board of Trustees, after due consideration of such factors
as they considered relevant, including the transactions
contemplated in any purchase and sale agreement entered into
between the Fund's Distributor and any commission financing
entity, the Board of Trustees determines (in the manner
contemplated in paragraph 12), in the exercise of its fiduciary
duty, that this Plan and the payments thereunder must be changed
or terminated, notwithstanding the effect this action might have
on the Fund's ability to offer and sell Shares; or (iii) in
connection with a Complete Termination of this Plan, it being
understood that for this purpose a Complete Termination of this
Plan occurs only if this Plan is terminated and the Fund has
discontinued the distribution of Shares or other back-end load or
substantially similar classes of shares; it being understood that
such does not include Class C shares, i.e., those sold with a
level load. The services rendered by a Distributor for which that
Distributor is entitled to receive its Allocable Portion of the
distribution fee shall be deemed to have been completed at the
time of the initial purchase of the Shares (as defined in the
Applicable Distribution Agreement) (whether of that Fund or
another fund) taken into account in computing that Distributor's
Allocable Portion of the distribution fee.
4.2. The obligation of each Series to pay the distribution
fee shall terminate upon the termination of this Plan in
accordance with the terms hereof.
4.3. The right of a Distributor to receive payments
hereunder may be transferred by that Distributor (but not the
distribution agreement itself or that Distributor's obligations
thereunder) in order to raise funds which may be useful or
necessary to perform its duties as principal underwriter, and any
such transfer shall be effective upon written notice from that
Distributor to the Fund. In connection with the foregoing, each
Series is authorized to pay all or part of the distribution fee
and/or contingent deferred sales charges with respect to Shares
(upon the terms and conditions set forth in the then current Fund
prospectus) directly to such transferee as directed by that
Distributor.
4.4. As long as this Plan is in effect, the Fund shall not
change the manner in which the distribution fee is computed
(except as may be required by a change in applicable law or a
change in accounting policy adopted by the Investment Companies
Committee of the AICPA and approved by FASB that results in a
determination by the Fund's independent accountants that any
distribution fees which are not yet due and payable, must be
accounted for by such Fund as a liability in accordance with
GAAP).
5. The net asset value of the Shares shall be determined
as provided in the Declaration and Agreement of Trust of the
Fund. If the Distributor waives all or a portion of fees which
are to be paid by the Fund hereunder, the Distributor shall not
be deemed to have waived its rights under this Agreement to have
the Fund pay such fees in the future.
6. The Secretary of the Fund, or in his absence the Chief
Financial Officer, is hereby authorized to direct the disposition
of monies paid or payable by the Fund hereunder and shall provide
to the Fund's Board of Trustees, and the Board of Trustees shall
review, at least quarterly, a written report of the amounts so
expended pursuant to this Plan and the purposes for which such
expenditures were made. Over the long-term the expenses incurred
by the Distributor for engaging directly or indirectly in
financing any activity which is primarily intended to result in
the sale of Shares are likely to be greater then the distribution
fees receivable by the Distributor hereunder. Nevertheless, there
exists the possibility that for a short-term period the
Distributor may not have a sufficient amount of such expenses to
warrant reimbursement by receipt of such distribution fees.
Although the Distributor undertakes not to make a profit under
this Plan, the Plan will be considered a compensation plan (i.e.
distribution fees will be paid regardless of expenses incurred)
in order to avoid the possibility of the Distributor not being
able to receive such distribution fees because of a temporary
timing difference between its incurring such expenses and the
receipt of such distribution fees.
7. Neither this Plan nor any other transaction between the
Fund and the Distributor, or any successor or assignee thereof,
pursuant to this Plan shall be invalidated or in any way affected
by the fact that any or all of the trustees, officers,
shareholders, or other representatives of the Fund are or may be
"interested persons" of the Distributor, or any successor or
assignee thereof, or that any or all of the trustees, officers,
partners, members or other representatives of the Distributor are
or may be "interested persons" of the Fund, except as otherwise
may be provided in the Act.
8. The Distributor shall give the Fund the benefit of the
Distributor's best judgment and good faith efforts in rendering
services under this Plan. Other than to abide by the provisions
hereof and render the services called for hereunder in good
faith, the Distributor assumes no responsibility under this Plan
and, having so acted, the Distributor shall not be held liable or
held accountable for any mistake of law or fact, or for any loss
or damage arising or resulting therefrom suffered by the Fund or
any of its shareholders, creditors, trustees or officers;
provided however, that nothing herein shall be deemed to protect
the Distributor against any liability to the Fund or the Fund's
shareholders by reason of willful misfeasance, bad faith or gross
negligence in the performance of its duties hereunder, or by
reason of the reckless disregard of its obligations and duties
hereunder.
9. This Plan shall become effective on the date hereof,
and shall continue in effect for a period of more than one year
from such date only so long as such continuance is specifically
approved at least annually by a vote of the Board of Trustees of
the Fund, including the vote of a majority of the trustees who
are not "interested persons" of the Fund and who have no direct
or indirect financial interest in the operation of this Plan or
in any agreement related to this Plan, cast in person at a
meeting called for the purpose of voting on such renewal.
10. This Plan may not be amended to increase materially the
amount to be spent by the Fund hereunder without the vote of a
majority of its outstanding voting securities and each material
amendment must be approved by a vote of the Board of Trustees of
the Fund, including the vote of a majority of the Trustees who
are not "interested persons" of the Fund and who have no direct
or indirect financial interest in the operation of this Plan or
in any agreement related to this Plan, cast in person at a
meeting called for the purpose of voting on such amendment.
11. Amendments to this Plan other than material amendments
of the kind referred to in the foregoing paragraph 10 of this
Plan may be adopted by a vote of the Board of Trustees of the
Fund, including the vote of a majority of the Trustees who are
not "interested persons" of the Fund and who have no direct or
indirect financial interest in the operation of this Plan or in
any agreement related to this Plan. The Board of Trustees of the
Fund may, by such a vote, interpret this Plan and make all
determinations necessary or advisable for its administration.
12. This Plan may be terminated at any time without the
payment of any penalty by (a) the vote of a majority of the
Trustees of the Fund who are not "interested persons" of the Fund
and have no direct or indirect financial interest in the
operation of this Plan or in any agreement related to this Plan,
or (b) by a shareholder vote in compliance with Rule 12b-1 and
Rule 18f-3 under the Act as in effect at such time. This Plan
shall automatically terminate in the event of its assignment.
13.1. For purposes of this Plan, the Distributor's
"Allocable Portion" of the distribution fee shall be 100% of such
distribution fees unless or until the Fund uses a principal
underwriter other than the Distributor. Thereafter the Allocable
Portion shall be the portion of the distribution fee attributable
to (i) Shares of the Fund sold by the Distributor before there is
a new principal underwriter, plus (ii) Shares of the Fund issued
in connection with the exchange of Shares of another Fund in the
Lord, Abbett Family of Funds, plus (iii) Shares of the Fund
issued in connection with the reinvestment of dividends and
capital gains.
13.2. The Distributor's Allocable Portion of the
distribution fees and the contingent deferred sales charges
arising with respect to Shares taken into account in computing
the Distributor's Allocable Portion shall be limited under
Article III, Sections 26(b) and (d) or other applicable
regulations of the NASD as if the Shares taken into account in
computing the Distributor's Allocable Portion themselves
constituted a separate class of shares of the Fund.
13.3. The services rendered by the Distributor for which
the Distributor is entitled to receive the Distributor's
Allocable Portion of the distribution fees shall be deemed to
have been completed at the time of the initial purchase of the
Shares (or shares of another Fund in the Lord Abbett Family of
Funds) taken into account in computing the Distributor's
Allocable Portion. In addition, the Fund will pay to the
Distributor any contingent deferred sales charges imposed on
redemption of Shares (upon the terms and conditions set forth in
the then current Fund prospectus) taken into account in computing
the Distributor's Allocable Portion of the distribution fees.
Notwithstanding anything to the contrary in this Plan, the
Distributor shall be paid its Allocable Portion of the
distribution fees regardless of the Distributor's termination as
principal underwriter of the Shares of the Fund, or any
termination of this Agreement other than in connection with a
Complete Termination (as defined in paragraph 4.1) of the Plan as
in effect on the date of execution of Distribution Agreement with
the new Distributor. Except as provided in paragraph 4.1 and in
the preceding sentence, the Fund's obligation to pay the
distribution fees to the Distributor shall be absolute and
unconditional and shall not be subject to any dispute, offset,
counterclaim or defense whatsoever (it being understood that
nothing in this sentence shall be deemed a waiver by the Fund of
its right separately to pursue any claims it may have against the
Distributor and to enforce such claims against any assets of the
Distributor (other than the assets represented by the
Distributor's rights to be paid its Allocable Portion of the
distribution fees and to be paid the contingent deferred sales
charges).
14. So long as this Plan shall remain in effect, the
selection and nomination of those Trustees of the Fund who are
not "interested persons" of the Fund are committed to the
discretion of such disinterested Trustees. The terms "interested
persons," "assignment" and "vote of a majority of the outstanding
voting securities" shall have the same meaning as those terms are
defined in the Act.
IN WITNESS WHEREOF, each of the parties has caused this
instrument to be executed in its name and on its behalf by its
duly authorized representative as of the date first above
written.
LORD ABBETT INVESTMENT TRUST
By:
Vice President
ATTEST:
Assistant Secretary
LORD ABBETT DISTRIBUTOR LLC
By: LORD, ABBETT & CO.
Managing Member
By:
A Partner
<PAGE>
Rule 12b-1 Distribution Plan and Agreement
Lord Abbett Investment Trust - Core Fixed Income Series
- Strategic Core Fixed Income Series
-
Class C Shares - Type II
RULE 12b-1 DISTRIBUTION PLAN AND AGREEMENT dated as of
March 15, 2000 by and between LORD ABBETT INVESTMENT TRUST, a
Delaware business trust (the "Fund"), on behalf of the Core Fixed
Income Series and Strategic Core Fixed Income Series (each a
"Series"), and LORD ABBETT DISTRIBUTOR LLC, a New York limited
liability company (the "Distributor").
WHEREAS, the Fund is an open-end management investment
company registered under the Investment Company Act of 1940, as
amended (the "Act"); and the Distributor is the exclusive selling
agent of the Fund's Class C shares of beneficial interest (the
"Shares") pursuant to the Distribution Agreement between the Fund
and the Distributor, dated as of the date hereof, and
WHEREAS, the Fund desires to adopt a Distribution Plan
and Agreement (the "Plan") with the Distributor, as permitted by
Rule 12b-1 under the Act, pursuant to which each Series may make
certain payments to the Distributor for payment to institutions
and persons permitted by applicable law and/or rules to receive
such payments ("Authorized Institutions") in connection with
sales of Shares and for use by the Distributor as provided in
paragraph 3 of this Plan, and
WHEREAS, the Fund's Board of Trustees has determined
that there is a reasonable likelihood that the Plan will benefit
each Series and the holders of the Shares.
NOW, THEREFORE, in consideration of the mutual
covenants and of other good and valuable consideration, receipt
of which is hereby acknowledged, it is agreed as follows:
1. The Fund hereby authorizes the Distributor to
enter into agreements with Authorized Institutions (the
"Agreements") which may provide for the payment to such
Authorized Institutions of distribution and service fees which
the Distributor receives from (or is reimbursed for by) each
Series in order to provide incentives to such Authorized
Institutions (i) to sell Shares and (ii) to provide continuing
information and investment services to their accounts holding
Shares and otherwise to encourage their accounts to remain
invested in the Shares. The Distributor may, from time to time,
waive or defer payment of some fees payable at the time of the
sale of Shares provided for under paragraph 2 hereof.
2. Subject to possible reduction as provided below in
this paragraph 2, each Series shall pay to the Distributor fees
at each quarter-end after the sale of Shares (a) for services, at
an annual rate not to exceed .25 of 1% of the average annual net
asset value of Shares outstanding and (b) for distribution, at an
annual rate not to exceed .75 of 1% of the average annual net
asset value of Shares outstanding. For purposes of the payment
of the fees above, (A) Shares issued pursuant to an exchange for
Class C shares of another series of the Fund or another Lord
Abbett-sponsored fund (or for shares of a fund acquired by the
Fund) will be credited with the time held from the initial
purchase of such other shares when determining how long Shares
mentioned above have been outstanding and (B) payments will be
based on Shares outstanding during any such quarter. Shares
outstanding above include Shares issued for reinvested dividends
and distributions. The Board of Trustees of the Fund shall from
time to time determine the amounts, within the foregoing maximum
amounts, that each Series may pay the Distributor hereunder.
Such determinations by the Board of Trustees shall be made by
votes of the kind referred to in paragraph 10 of this Plan. The
service fees mentioned in this paragraph are for the purposes
mentioned in clause (ii) of paragraph 1 of this Plan and the
distribution fees mentioned in this paragraph are for the
purposes mentioned in clause (i) of paragraph 1 and the second
sentence of paragraph 3 of this Plan. The Distributor will
monitor the payments hereunder and shall reduce such payments or
take such other steps as may be necessary to assure that (x) the
payments pursuant to this Plan shall be consistent with Rule
2830, subparagraphs (d)(2) and (5) of the Conduct Rules of the
National Association of Securities Dealers, Inc. with respect to
investment companies with asset-based sales charges and service
fees as the same may be in effect from time to time and (y) the
Fund shall not pay with respect to any Authorized Institution
service fees equal to more than .25 of 1% of the average annual
net asset value of Shares sold by (or attributable to shares sold
by) such Authorized Institution and held in an account covered by
an Agreement.
3. The Distributor may use amounts received as
distribution fees hereunder from each Series to finance any
activity which is primarily intended to result in the sale of
Shares including, but not limited to, commissions or other
payments relating to selling or servicing efforts. The Fund's
Board of Trustees (in the manner contemplated in paragraph 10 of
this Plan) shall approve the timing, categories and calculation
of any payments under this paragraph 3 other than those referred
to in the foregoing sentence.
4. The net asset value of the Shares shall be
determined as provided in the Declaration and Agreement of Trust
of the Fund. If the Distributor waives all or a portion of fees
which are to be paid by each Series hereunder, the Distributor
shall not be deemed to have waived its rights under this
Agreement to have each Series pay such fees in the future.
5. The Secretary of the Fund, or in his absence the
Chief Financial Officer, is hereby authorized to direct the
disposition of monies paid or payable by each Series hereunder
and shall provide to the Fund's Board of Trustees, and the Board
of Trustees shall review, at least quarterly, a written report of
the amounts so expended pursuant to this Plan and the purposes
for which such expenditures were made.
6. Neither this Plan nor any other transaction
between the parties hereto pursuant to this Plan shall be
invalidated or in any way affected by the fact that any or all of
the trustees, officers, shareholders, or other representatives of
the Fund are or may be "interested persons" of the Distributor,
or any successor or assignee thereof, or that any or all of the
trustees, officers, partners, members or other representatives of
the Distributor are or may be "interested persons" of the Fund,
except as otherwise may be provided in the Act.
7. The Distributor shall give the Fund the benefit of
the Distributor's best judgment and good faith efforts in
rendering services under this Plan. Other than to abide by the
provisions hereof and render the services called for hereunder in
good faith, the Distributor assumes no responsibility under this
Plan and, having so acted, the Distributor shall not be held
liable or held accountable for any mistake of law or fact, or for
any loss or damage arising or resulting therefrom suffered by the
Fund, each Series or any of its shareholders, creditors, trustees
or officers; provided however, that nothing herein shall be
deemed to protect the Distributor against any liability to the
Fund or each Series' shareholders by reason of willful
misfeasance, bad faith or gross negligence in the performance of
its duties hereunder, or by reason of the reckless disregard of
its obligations and duties hereunder.
8. This Plan shall become effective on the date
hereof, and shall continue in effect for a period of more than
one year from such date only so long as such continuance is
specifically approved at least annually by a vote of the Board of
Trustees of the Fund, including the vote of a majority of the
trustees who are not "interested persons" of the Fund and who
have no direct or indirect financial interest in the operation of
this Plan or in any agreement related to this Plan, cast in
person at a meeting called for the purpose of voting on such
renewal.
9. This Plan may not be amended to increase
materially the amount to be spent by each Series hereunder
without the vote of a majority of its outstanding voting
securities and each material amendment must be approved by a vote
of the Board of Trustees of the Fund, including the vote of a
majority of the trustees who are not "interested persons" of the
Fund and who have no direct or indirect financial interest in the
operation of this Plan or in any agreement related to this Plan,
cast in person at a meeting called for the purpose of voting on
such amendment.
10. Amendments to this Plan other than material
amendments of the kind referred to in the foregoing paragraph 9
of this Plan may be adopted by a vote of the Board of Trustees of
the Fund, including the vote of a majority of the trustees who
are not "interested persons" of the Fund and who have no direct
or indirect financial interest in the operation of this Plan or
in any agreement related to this Plan. The Board of Trustees of
the Fund may, by such a vote, interpret this Plan and make all
determinations necessary or advisable for its administration.
11. This Plan may be terminated at any time without
the payment of any penalty by (a) the vote of a majority of the
trustees of the Fund who are not "interested persons" of the Fund
and have no direct or indirect financial interest in the
operation of this Plan or in any agreement related to this Plan,
or (b) by a shareholder vote in compliance with Rule 12b-1 and
Rule 18f-3 under the Act as in effect at such time. This Plan
shall automatically terminate in the event of its assignment.
12. So long as this Plan shall remain in effect, the
selection and nomination of those trustees of the Fund who are
not "interested persons" of the Fund are committed to the
discretion of such disinterested trustees. The terms "interested
persons," "assignment" and "vote of a majority of the outstanding
voting securities" shall have the same meaning as those terms are
defined in the Act.
IN WITNESS WHEREOF, each of the parties has caused this
instrument to be executed in its name and on its behalf by its
duly authorized representative as of the date first above
written.
LORD ABBETT INVESTMENT TRUST
By:
Vice President
ATTEST:
Assistant Secretary
LORD ABBETT DISTRIBUTOR LLC
By: LORD, ABBETT & CO.
Managing Member
By:
A Partner
<PAGE>
Rule 12b-1 Distribution Plan and Agreement
Lord Abbett Investment Trust - Core Fixed Income Series
- Strategic Core Fixed Income Series
-
Pension Class
RULE 12b-1 DISTRIBUTION PLAN AND AGREEMENT dated as of
March 15, 2000, by and between LORD ABBETT INVESTMENT TRUST, a
Delaware business trust (the "Fund"), on behalf of the Core Fixed
Income Series and Strategic Core Fixed Income Series (each a
"Series"), and LORD ABBETT DISTRIBUTOR LLC, a New York limited
liability company (the "Distributor").
WHEREAS, the Fund is an open-end management investment
company registered under the Investment Company Act of 1940, as
amended (the "Act"); and the Distributor is the exclusive selling
agent of the Fund's shares of beneficial interest, including the
Series' Class P shares (the "Shares") pursuant to the
Distribution Agreement between the Fund and the Distributor,
dated as of the date hereof, and
WHEREAS, the Fund desires to adopt a Distribution Plan
and Agreement (the "Plan") for each Series with the Distributor,
as permitted by Rule 12b-1 under the Act, pursuant to which each
Series may make certain payments to the Distributor for payment
to institutions and persons permitted by applicable law and/or
rules to receive such payments ("Authorized Institutions") in
connection with sales of Shares and for use by the Distributor as
provided in paragraph 3 of this Plan, and
WHEREAS, the Fund's Board of Trustees has determined
that there is a reasonable likelihood that the Plan will benefit
each Series and the holders of the Shares.
NOW, THEREFORE, in consideration of the mutual
covenants and of other good and valuable consideration, receipt
of which is hereby acknowledged, it is agreed as follows:
1. The Fund hereby authorizes the Distributor to
enter into agreements with Authorized Institutions (the
"Agreements") which may provide for the payment to such
Authorized Institutions of distribution and service fees which
the Distributor receives from each Series in order to provide
incentives to such Authorized Institutions (i) to sell Shares and
(ii) to provide continuing information and investment services to
their accounts holding Shares and otherwise to encourage their
accounts to remain invested in the Shares. The Distributor may,
from time to time, waive or defer payment of some fees payable at
the time of the sale of Shares provided for under paragraph 2
hereof.
2. Subject to possible reduction as provided below in
this paragraph 2, each Series shall pay to the Distributor fees
at each quarter-end (a) for services, at an annual rate not to
exceed .20% of 1% of the average annual net asset value of Shares
outstanding for the quarter or more and (b) for distribution, at
an annual rate not to exceed .25 of 1% of the average annual net
asset value of Shares outstanding for the quarter or more. For
purposes of the quarter-end fee payments above (A) Shares issued
pursuant to an exchange for shares of another series of the Fund
or another Lord Abbett-sponsored fund (or for shares of a fund
acquired by the Fund) will be credited with the time held from
the initial purchase of such other shares when determining how
long Shares mentioned in clauses (a) and (b) have been
outstanding and (B) payments will be based on Shares outstanding
during any such quarter. Shares outstanding in clauses (a) and
(b) above include Shares issued for reinvested dividends and
distributions that have been outstanding for the quarter or more.
The Board of Trustees of the Fund shall from time
to time determine the amounts and the time of payments (such as,
at the time of sale, quarterly or otherwise), within the
foregoing maximum amounts, that each Series may pay the
Distributor hereunder. Such determinations by the Board of
Trustees shall be made by votes of the kind referred to in
paragraph 10 of this Plan. The service fees mentioned in this
paragraph are for the purposes mentioned in clause (ii) of
paragraph 1 of this Plan and the distribution fees mentioned in
this paragraph are for the purposes mentioned in clause (i) of
paragraph 1 and the second sentence of paragraph 3 of this Plan.
The Distributor will monitor the payments hereunder and shall
reduce such payments or take such other steps as may be necessary
to assure that (x) the payments pursuant to this Plan shall be
consistent with Rule 2830, subparagraphs (d)(2) and (5) of the
Conduct Rules of the NASD Regulation, Inc. with respect to
investment companies with asset-based sales charges and service
fees as the same may be in effect from time to time and (y) each
Series shall not pay with respect to any Authorized Institution
service fees equal to more than .20% of 1% of the average annual
net asset value of Shares sold by (or attributable to shares sold
by) such Authorized Institution and held in an account covered by
an Agreement.
3. Within the foregoing maximum amounts, the
Distributor may use amounts received as distribution fees
hereunder from each Series to finance any activity that is
primarily intended to result in the sale of Shares including, but
not limited to, commissions or other payments relating to selling
or servicing efforts. Without limiting the generality of the
foregoing, the Distributor may apply amounts authorized by the
Fund's Board of Trustees designated as the distribution fee
referred to in clause (b) of paragraph 2 to expenses incurred by
the Distributor if such expenses are primarily intended to result
in the sale of Shares. The Fund's Board of Trustees (in the
manner contemplated in paragraph 10 of this Plan) shall approve
the timing, categories and calculation of any payments under this
paragraph 3 other than those referred to in the foregoing
sentence.
4. The net asset value of the Shares shall be
determined as provided in the Declaration and Agreement of Trust
of the Fund. If the Distributor waives all or a portion of fees
which are to be paid by each Series hereunder, the Distributor
shall not be deemed to have waived its rights under this
Agreement to have the Fund pay such fees in the future.
5. The Secretary of the Fund, or in his absence the
Chief Financial Officer, is hereby authorized to direct the
disposition of monies paid or payable by each Series hereunder
and shall provide to the Fund's Board of Trustees, and the Board
of Trustees shall review, at least quarterly, a written report of
the amounts so expended pursuant to this Plan and the purposes
for which such expenditures were made.
6. Neither this Plan nor any other transaction
between the parties hereto pursuant to this Plan shall be
invalidated or in any way affected by the fact that any or all of
the trustees, officers, shareholders, or other representatives of
the Fund are or may be "interested persons" of the Distributor,
or any successor or assignee thereof, or that any or all of the
trustees, officers, partners, members or other representatives of
the Distributor are or may be "interested persons" of the Fund,
except as otherwise may be provided in the Act.
7. The Distributor shall give the Fund the benefit of
the Distributor's best judgment and good faith efforts in
rendering services under this Plan. Other than to abide by the
provisions hereof and render the services called for hereunder in
good faith, the Distributor assumes no responsibility under this
Plan and, having so acted, the Distributor shall not be held
liable or held accountable for any mistake of law or fact, or for
any loss or damage arising or resulting therefrom suffered by the
Fund, each Series or any of the shareholders, creditors, trustees
or officers of the Fund; provided however, that nothing herein
shall be deemed to protect the Distributor against any liability
to the Fund or each Series' shareholders by reason of willful
misfeasance, bad faith or gross negligence in the performance of
its duties hereunder, or by reason of the reckless disregard of
its obligations and duties hereunder.
8. This Plan shall become effective on the date
hereof, and shall continue in effect for a period of more than
one year from such date only so long as such continuance is
specifically approved at least annually by a vote of the Board of
Trustees of the Fund, including the vote of a majority of the
trustees who are not "interested persons" of the Fund and who
have no direct or indirect financial interest in the operation of
this Plan or in any agreement related to this Plan, cast in
person at a meeting called for the purpose of voting on such
renewal.
9. This Plan may not be amended to increase
materially the amount to be spent by each Series hereunder
without the vote of a majority of its outstanding voting
securities and each material amendment must be approved by a vote
of the Board of Trustees of the Fund, including the vote of a
majority of the trustees who are not "interested persons" of the
Fund and who have no direct or indirect financial interest in the
operation of this Plan or in any agreement related to this Plan,
cast in person at a meeting called for the purpose of voting on
such amendment.
10. Amendments to this Plan other than material
amendments of the kind referred to in the foregoing paragraph 9
of this Plan may be adopted by a vote of the Board of Trustees of
the Fund, including the vote of a majority of the trustees who
are not "interested persons" of the Fund and who have no direct
or indirect financial interest in the operation of this Plan or
in any agreement related to this Plan. The Board of Trustees of
the Fund may, by such a vote, interpret this Plan and make all
determinations necessary or advisable for its administration.
11. This Plan may be terminated at any time without
the payment of any penalty by (a) the vote of a majority of the
trustees of the Fund who are not "interested persons" of the Fund
and have no trustees or indirect financial interest in the
operation of this Plan or in any agreement related to this Plan,
or (b) by a shareholder vote in compliance with Rule 12b-1 and
Rule 18f-3 under the Act as in effect at such time.
12. So long as this Plan shall remain in effect, the
selection and nomination of those trustees of the Fund who are
not "interested persons" of the Fund are committed to the
discretion of such disinterested trustees. The terms "interested
persons," "assignment" and "vote of a majority of the outstanding
voting securities" shall have the same meaning as those terms are
defined in the Act.
IN WITNESS WHEREOF, each of the parties has caused this
instrument to be executed in its name and on its behalf by its
duly authorized representative as of the date first above
written.
LORD ABBETT INVESTMENT TRUST
By:
Vice President
ATTEST:
_______
Assistant Secretary
LORD ABBETT DISTRIBUTOR LLC
By: LORD, ABBETT & CO.
Managing Member
By:________________________________
A Partner
Amended and Restated Plans as of March 9, 2000
Pursuant to Rule 18f3(d)
under the Investment Company Act of 1940
(As adopted August 15, 1996)
Rule 18f3 (the "Rule") under the Investment Company Act of 1940, as amended
(the "1940 Act"), requires that the Board of Directors or Trustees of an
investment company desiring to offer multiple classes pursuant to the Rule adopt
a plan setting forth the separate arrangement and expense allocation of each
class, and any related conversion features or exchange privileges. This document
constitutes an amended and restated plan (individually, a "Plan" and
collectively, the "Plans") of each of the investment companies, or series
thereof, listed on Schedule A attached hereto (each, a "Fund"). The Plan of any
Fund is subject to amendment by action of the Board of Directors or Trustees
(the "Board") of such Fund and without the approval of shareholders of any
class, to the extent permitted by law and by the governing documents of such
Fund.
The Board, including a majority of the noninterested Board members, has
determined that the following separate arrangement and expense allocation, and
the related conversion features, if any, and exchange privileges, of each class
of each Fund are in the best interest of each class of each Fund individually
and each Fund as a whole.
1. CLASS DESIGNATION. Shares of all Funds, except Lord Abbett Series Fund,
Inc. shall be divided into Class A, Class B, Class C, Class Y, and Class P
(Pension Class) shares as indicated for each Fund on Schedule A attached hereto.
Shares of Lord Abbett Series Fund, Inc. shall be divided into Class P and Class
VC (Variable Contract Class).
2. SALES CHARGES AND DISTRIBUTION AND SERVICE FEES.
(a) Initial Sales Charge. Class A shares will be traditional frontend sales
charge shares, offered at their net asset value ("NAV") plus a sales charge in
the case of each Fund, except for such categories of purchasers who qualify for
Class A share purchases without a front-end sales charge, as described in such
Fund's prospectus and/or statement of additional information as from time to
time in effect.
Class B shares, Class C shares, Class Y shares, Variable Contract Class
shares and P Class shares will be offered at their NAV without an initial sales
charge.
(b) Service and Distribution Fees. In respect of the Class A shares, Class
B shares, Class C shares, and Class P shares, each Fund will pay service and/or
distribution fees under plans from time to time in effect adopted for such
classes pursuant to Rule 12b1 under the 1940 Act (each, a "12b1 Plan").
Pursuant to a 12b1 Plan with respect to the Class A shares, if effective,
each Fund will generally pay (i) at the time such shares are sold, a onetime
distribution fee of up to 1% of the NAV of the shares sold in the amount of $1
million or more, including sales qualifying at such level under the rights of
accumulation and statement of intention privileges, to retirement plans with 100
or more eligible employees, as described in the Fund's prospectus as from time
to time in effect, or with respect to purchases made by certain 401(k) plan
multi-fund platforms which have been authorized by the Board to receive the 1%
distribution fee on net new sales, (ii) a continuing distribution fee at an
annual rate of 0.10% of the average daily NAV of the Class A share accounts of
dealers who meet certain sales and redemption criteria, and (iii) a continuing
service fee at an annual rate not to exceed 0.25% of the average daily NAV of
the Class A shares. The Board will have the authority to increase the
distribution fees payable under such 12b1 Plan by a vote of the Board, including
a majority of the independent directors or trustees thereof, up to an annual
rate of 0.25% of the average daily NAV of the Class A shares. The effective
dates of certain of the 12b1 Plans for the Class A shares are based on
achievement by the Funds of specified total net assets for the Class A shares of
such Funds.
Pursuant to a 12b1 Plan with respect to the Class B shares that are
outstanding for less than 8 years, if effective, each Fund will generally pay a
continuing annual fee of up to 1% of the average annual NAV of such shares then
outstanding (each fee comprising .25% in service fees and .75% in distribution
fees).
Pursuant to a 12b1 Plan with respect to the Class C shares, if effective,
each Fund will generally pay a onetime service and distribution fee at the time
such shares are sold of up to 1% of their NAV (excluding shares issued for
reinvested dividends and distributions) and a continuing annual fee (paid
quarterly), commencing 12 months after the first anniversary of such sale, of up
to 1% of the average annual NAV of such shares then outstanding (each fee
comprising .25% in service fees and .75% in distribution fees). The Distributor
may retain up to .10% of the payments referred to in this paragraph related to
fixed-income funds to compensate it for its services rendered in connection with
the distribution of Class C shares, including the payment of commissions.
Pursuant to a Type II Class C share 12b-1 Plan, if effective, the
Distributor will make payments at the time of sale of up to 1% of the value of
the shares purchased at the time of sale. Each Fund shall pay the Distributor,
on a quarterly basis, up to .25% and .75% for service and distribution fees,
respectively, of the average annual net asset value of outstanding shares,
including reinvested dividend or distribution shares.
Pursuant to a 12b-1 Plan with respect to Class P shares, the Board is
authorized to approve annual fee payments from Class P assets of up to .75% of
the average annual NAV of such assets consisting of service and distribution
fees, at maximum annual rates not exceeding .25% for service and .50% for
distribution. The Board has approved an annual service fee payable quarterly, of
.20% and .25% for service and distribution fees, respectively, of the average
annual net asset value of outstanding shares.
The Class Y shares do not have a Rule 12b-1 Plan.
The Variable Contract Class shares' Rule 12b-1 Plan was terminated by the
Board on March 17, 1999.
(c) Contingent Deferred Sales Charges ("CDSC"). Subject to some exceptions,
Class A shares subject to the onetime sales distribution fee of up to 1% under
the Rule 12b1 Plan for the Class A shares will be subject to a CDSC equal to 1%
of the lower of the cost or the NAV of such shares if the shares are redeemed
for cash on or before the end of the twentyfourth month after the month in which
the shares were purchased.
Class B shares will be subject to a CDSC ranging from 5% to 1% of the lower
of the cost or the NAV of the shares, if the shares are redeemed for cash before
the sixth anniversary of their purchase. The CDSC for the Class B shares may be
waived for certain transactions. Class C shares will be subject to a CDSC equal
to 1% of the lower of the cost or the NAV of the shares if the shares are
redeemed for cash before the first anniversary of their purchase.
The Class Y, the Variable Contract Class and the Class P shares will not be
subject to a CDSC.
3. ClassSpecific Expenses. The following expenses shall be allocated, to
the extent such expenses can reasonably be identified as relating to a
particular class and consistent with Revenue Procedure 9647, on a classspecific
basis: (a) fees under a 12b1 Plan applicable to a specific class (net of any
CDSC paid with respect to shares of such class and retained by the Fund) and any
other costs relating to implementing or amending such Plan, including obtaining
shareholder approval of such Plan or any amendment thereto; (b) transfer and
shareholder servicing agent fees and shareholder servicing costs identifiable as
being attributable to the particular provisions of a specific class; (c)
stationery, printing, postage and delivery expenses related to preparing and
distributing materials such as shareholder reports, prospectuses and proxy
statements to current shareholders of a specific class; (d) Securities and
Exchange Commission registration fees incurred by a specific class; (e) Board
fees or expenses identifiable as being attributable to a specific class; (f)
fees for outside accountants and related expenses relating solely to a specific
class; (g) litigation expenses and legal fees and expense relating solely to a
specific class; (h) expenses incurred in connection with shareholders meetings
as a result of issues relating solely to a specific class and (i) other expenses
relating solely to a specific class, provided, that advisory fees and other
expenses related to the management of a Fund's assets (including custodial fees
and taxreturn preparation fees) shall be allocated to all shares of such Fund on
the basis of NAV, regardless of whether they can be specifically attributed to a
particular class. All common expenses shall be allocated to shares of each class
at the same time they are allocated to the shares of all other classes. All such
expenses incurred by a class of shares will be charged directly to the net
assets of the particular class and thus will be borne on a pro rata basis by the
outstanding shares of such class. For all Funds, Blue Sky expenses will be
treated as common expenses.
4. Income and Expense Allocations. Income, realized and unrealized capital
gains and losses and expenses not allocated to a class as provided above shall
be allocated to each class on the basis of the net assets of that class in
relation to the net assets of the Fund, except that, in the case of each daily
dividend Fund, income and expenses shall be allocated on the basis of relative
net assets (settled shares).
5. Dividends and Distributions. Dividends and Distributions paid by a Fund
on each class of its shares, to the extent paid, will be calculated in the same
manner, will be paid at the same time, and will be in the same amount, except
that the amount of the dividends declared and paid by a particular class may be
different from that paid by another class because of expenses borne exclusively
by that class.
6. Net Asset Values. The NAV of each share of a class of a Fund shall be
determined in accordance with the Articles of Incorporation or Declaration of
Trust of such Fund with appropriate adjustments to reflect the allocations of
expenses, income and realized and unrealized capital gains and losses of such
Fund between or among its classes as provided above.
7. Conversion Features. The Class B shares will automatically convert to
Class A shares 8 years after the date of purchase. Such conversion will occur at
the relative NAV per share of each Class without the imposition of any sales
charge, fee or other charge. When Class B shares convert, any other Class B
shares that were acquired by the shareholder by the reinvestment of dividends
and distributions will also convert to Class A shares on a pro rata basis. The
conversion of Class B shares to Class A shares after 8 years is subject to the
continuing availability of a private letter ruling from the Internal Revenue
Service or an opinion of counsel to the effect that the conversion does not
constitute a taxable event for the Class B shareholder under Federal income tax
law. If such a revenue ruling or opinion is no longer available, the automatic
conversion feature may be suspended, in which event no further conversions of
Class B shares would occur while such suspension remained in effect.
Subject to amendment by the Board, Class A shares and Class C shares shall
not be subject to any automatic conversion feature.
8. Exchange Privileges. Except as set forth in a Fund's prospectus and
statement of additional information as from time to time in effect, shares of
any class of such Fund may be exchanged, at the holder's option, for shares of
the same class of another Fund, or other Lord Abbettsponsored fund or series
thereof, without the imposition of any sales charge, fee or other charge.
Each Plan is qualified by and subject to the terms of the then current
prospectus for the applicable Fund; provided, however, that none of the terms
set forth in any such prospectus shall be inconsistent with the terms contained
herein. The prospectus for each Fund contains additional information about that
Fund's classes and its multipleclass structure.
Each Plan is being adopted for a Fund with the approval of, and all
material amendments thereto must be approved by, a majority of the Board of such
Fund, including a majority of the Board who are not interested persons of the
Fund.
<PAGE>
SCHEDULE A
As of March 9, 2000
The Lord Abbett Sponsored Funds
ESTABLISHING MULTICLASS STRUCTURES
CLASSES
Lord Abbett Affiliated Fund, Inc. A, B, C, P, Y
Lord Abbett BondDebenture Fund, Inc. A, B, C, P, Y
Lord Abbett Developing Growth Fund, Inc. A, B, C, P, Y
Lord Abbett Mid-Cap Value Fund, Inc. A, B, C, P, Y
Lord Abbett Global Fund, Inc.
Equity Series A, B, C, P
Income Series A, B, C, P
Lord Abbett Investment Trust
Balanced Series A, B, C, P
High Yield Fund A, B, C, P, Y
Limited Duration U.S. Government
Securities Series A, C, P
U.S. Government Securities Series A, B, C, P
Core Fixed Income Series A, B, C, P, Y
Strategic Core Fixed Income Series A, B, C, P, Y
Lord Abbett Large-Cap Growth Fund A, B, C, P, Y
Lord Abbett Securities Trust
Growth & Income Trust A, B, C, P
International Series A, B, C, P, Y
World Bond-Debenture Series A, B, C, P
Alpha Series A, B, C, P
Lord Abbett Micro-Cap Growth Fund A, Y
Lord Abbett Micro-Cap Value Fund A, Y
Lord Abbett TaxFree Income Fund, Inc.
California Series A, C, P
National Series A, B, C, P
New York Series A, C, P
Texas Series A, P
New Jersey Series A, P
Connecticut Series A, P
Missouri Series A, P
Hawaii Series A, P
Washington Series A, P
Minnesota Series A, P
Lord Abbett TaxFree Income Trust
Florida Series A, C, P
Pennsylvania Series A, P
Michigan Series A, P
Georgia Series A, P
Lord Abbett U.S. Government Securities
Money Market Fund, Inc. A, B, C
Lord Abbett Research Fund, Inc.
LargeCap Series A, B, C, P, Y
Growth Opportunities Fund A, B, C, P, Y
SmallCap Series A, B, C, P, Y
Lord Abbett Series Fund
Growth & Income Portfolio VC, P
Lord Abbett Equity Fund
1990 Series
Lord, Abbett & Co.
/s/ PAUL A. HILSTAD
Paul A. Hilstad
Partner
LORD ABBETT SECURITIES TRUST
By: /s/ LAWRENCE H. KAPLAN
Lawrence H. Kaplan
Vice President
DATED: March 9, 2000
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