As filed with the Securities and Exchange Commission on December 29, 2000
Registration No. 33-81920
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20449
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [X]
Pre-Effective Amendment No. [ ]
Post-Effective Amendment No. 7 [X]
-----
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [X]
Amendment No. 8 [X]
------
(Check appropriate box or boxes)
FLORIDA DAILY MUNICIPAL INCOME FUND
(Exact Name of Registrant as Specified in Charter)
c/o Reich & Tang Asset Management L.P.
600 Fifth Avenue
New York, New York 10020
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, including Area Code: (212) 830-5200
--------------
Bernadette N. Finn
c/o Reich & Tang Asset Management L.P.
600 Fifth Avenue
New York, New York 10020
(Name and Address of Agent for Service)
Copy to: MICHAEL ROSELLA, ESQ.
Paul, Hastings, Janofsky & Walker LLP
399 Park Avenue
New York, New York 10022
(212) 856-6858
Approximate Date of Proposed Public Offering: As soon as practicable after this
Registration Statement becomes effective.
It is proposed that this filing will become effective: (check appropriate box)
[X] immediately upon filing pursuant to paragraph (b)
[ ] on (date) pursuant to paragraph (b)
[ ] 60 days after filing pursuant to paragraph (a)
[ ] on (date) pursuant to paragraph (a) of Rule 485
[ ] 75 days pursuant to paragraph (a)(2)
[ ] on (date) pursuant to paragraph (a)(2) of Rule 485
If appropriate, check the following box:
[ ] this post-effective amendment designates a new effective
date for a previously filed post-effective amendment
<PAGE>
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600 FIFTH AVENUE
NEW YORK, N.Y. 10020
(212) 830-5220
FLORIDA DAILY MUNICIPAL
INCOME FUND
Class A Shares; Class B Shares
PROSPECTUS
December 29, 2000
A money market fund whose investment objectives are to provide Florida residents
an investment that is, to the extent possible, exempt from the Florida
intangible personal property tax and to seek as high a level of current income
exempt from Federal income tax, as is believed to be consistent with
preservation of capital, maintenance of liquidity and stability of principal.
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.
TABLE OF CONTENTS
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<S> <C> <C> <C>
2 Risk/Return Summary: Investments, Risks 8 Management, Organization and Capital Structure
and Performance
5 Fee Table 9 Shareholder Information
6 Investment Objectives, Principal Investment 17 Distribution Arrangements
Strategies and Related Risks 19 Financial Highlights
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I. RISK/RETURN SUMMARY: INVESTMENTS, RISKS AND PERFORMANCE
Investment Objectives
The Fund seeks to provide Florida residents an investment that is, to the
extent possible, exempt from the Florida intangible personal property tax and
seeks to provide as high a level of current income exempt from regular Federal
income tax, as is believed to be consistent with preservation of capital,
maintenance of liquidity, and stability of principal. There can be no assurance
that the Fund will achieve its investment objectives.
Principal Investment Strategies
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The Fund intends to achieve its investment objectives by investing
principally in short-term, high quality, debt obligations of:
(i) Florida, and its political subdivisions,
(ii) Puerto Rico, Guam and other United States Territories, and their political
subdivisions, and
(iii) other states.
These debt obligations are collectively referred to throughout this
Prospectus as Municipal Obligations.
The Fund is a money market fund and seeks to maintain an investment
portfolio with a dollar-weighted average maturity of 90 days or less, to value
its investment portfolio at amortized cost and to maintain a net asset value of
$1.00 per share.
The Fund intends to concentrate (e.g. invest 25% or more of the Fund's
total assets) in Florida Municipal Obligations, including Participation
Certificates therein. Participation Certificates evidence ownership of an
interest in the underlying Municipal Obligations, purchased from banks,
insurance companies or other financial institutions.
Principal Risks
o Although the Fund seeks to preserve the value of your investment at $1.00
per share, it is possible to lose money by investing in the Fund.
o The value of the Fund's shares and the securities held by the Fund can each
decline in value.
o The amount of income the Fund generates will vary with changes in
prevailing interest rates.
o An investment in the Fund is not a bank deposit and is not insured or
guaranteed by the FDIC or any other governmental agency.
o Because the Fund intends to concentrate in Florida Municipal Obligations,
including Participation Certificates therein, investors should consider the
greater risk of the portfolio's concentration versus the safety that comes
with a less concentrated investment portfolio.
o Because the Fund may invest in Participation Certificates, investors should
understand the characteristics of the banking industry and the risks that
such investments may entail.
o An investment in the Fund should be made with an understanding of the risks
which an investment in Florida Municipal Obligations may entail. Payment of
interest and preservation of capital are dependent upon the continuing
ability of Florida issuers and/or obligors of state, municipal and public
authority debt obligations to meet their payment obligations. Unfavorable
political and economic conditions within Florida can affect the credit
quality of issuers located in that state. Risk factors affecting the State
of Florida are described in "Florida Risk Factors" in the Statement of
Additional Information.
2
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Risk/Return Bar Chart and Table
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The following bar chart and table may assist you in deciding whether to
invest in the Fund. The bar chart shows the change in the annual total returns
of the Fund's Class A shares over the last five calendar years. The table shows
the average annual total returns of the Fund's Class A and Class B shares for
one and five year periods and since inception. While analyzing this information,
please note that the Fund's past performance is not an indicator of how the Fund
will perform in the future. The current 7-day yield of the Fund's classes may be
obtained by calling the Fund toll-free at 1-800-221-3079.
3
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================================================================================
Florida Daily Municipal Income Fund - Class A Shares (1) (2) (3)
[GRAPHIC OMITTED]
Calendar Year End % Total Return
----------------- --------------
1995 3.46%
1996 3.02%
1997 3.07%
1998 2.81%
1998 2.52%
================================================================================
(1) As of September 30, 2000, the Fund had a year-to-date return of 2.44%.
(2) The Fund's highest quarterly return was 0.90% for the quarter ended June
30, 1995; the lowest quarterly return was 0.56% for the quarter ended March
31, 1999.
(3) Participating Organizations may charge a fee to investors for purchasing
and redeeming shares. Therefore, the net return to such investors may be
less than the net return by investing in the Fund directly.
Average Annual Total Returns -
Florida Daily Municipal Income Fund
Class A Class B
------- -------
For the period ended December 31, 1999
One Year 2.52% 2.81%
Five Year 2.97% 3.25%
Since Inception * 3.01% 3.29%
* Class A shares since October 6, 1994; Class B shares since September
19, 1994.
4
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FEE TABLE
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This table describes the fees and expenses that you may pay if you buy and hold
shares of the Fund.
Annual Fund Operating Expenses
(expenses that are deducted from Fund assets)
Class A Class B
Management Fees.............................. 0.40% 0.40%
Distribution and Service (12b-1) Fees........ 0.25% 0.00%
Other Expenses............................... 0.50% 0.46%
Administration Fees........................0.21% 0.21%
----- -----
Total Annual Fund Operating Expenses......... 1.15% 0.86%
===== =====
The Fund's Manager voluntarily waived a portion of the Management Fees and
Administration Fees. After such waivers, the Management Fees were 0.30% and
Administration Fees were 0.01% for both Class A and Class B shares. As a result,
the actual Total Annual Fund Operating Expenses for Class A were 0.85% and for
Class B were 0.56%. This fee waiver arrangement may be terminated at any time at
the option of the Manager.
Example
This Example is intended to help you compare the cost of investing in the Fund
with the cost of investing in other money market funds.
Assume that you invest $10,000 in the Fund for the time periods indicated and
then redeem all of your shares at the end of those periods. Also assume 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 would be:
1 Year 3 Years 5 Years 10 Years
Class A: $117 $365 $633 $1,398
Class B: $88 $274 $477 $1,061
5
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II. INVESTMENT OBJECTIVES, PRINCIPAL INVESTMENT STRATEGIES AND RELATED RISKS
Investment Objectives
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The Fund is a short-term, tax-exempt money market fund whose investment
objectives are to provide Florida residents an investment that is, to the extent
possible, exempt from the Florida intangible personal property tax and to seek
as high a level of current income exempt from regular Federal income tax,
consistent with preserving capital, maintaining liquidity and stabilizing
principal.
The investment objectives of the Fund described in this section may only be
changed upon the approval of the holders of a majority of the outstanding shares
of the Fund that would be affected by such a change.
Principal Investment Strategies
--------------------------------------------------------------------------------
Generally
The Fund will invest primarily (i.e., at least 80%) in short-term, high
quality, debt obligations which include:
(i) Florida Municipal Obligations issued by or on behalf of the State of
Florida or any Florida local governments, or their instrumentalities,
authorities or districts;
(ii) Territorial Municipal Obligations issued by or on behalf of Puerto Rico,
Guam and the Virgin Islands or their instrumentalities, authorities,
agencies and political subdivisions; and
(iii)Municipal Obligations issued by or on behalf of other states, their
authorities, agencies, instrumentalities and political subdivisions. These
debt obligations are collectively referred to throughout this Prospectus as
Municipal Obligations.
The Fund may also invest in Participation Certificates in Municipal
Obligations. Participation Certificates represent the Fund's interest in a
Municipal Obligation that is held by another entity (i.e. banks, insurance
companies or other financial institutions). Instead of purchasing a Municipal
Obligation directly, the Fund purchases and holds an undivided interest in a
Municipal Obligation that is held by a third party. The Fund's interest in the
underlying Municipal Obligation is proportionate to the Fund's participation
interest. Ownership of the Participation Certificates cause the Fund to be
treated as the owner of the underlying Municipal Obligations for Federal income
tax purposes.
The Fund may invest more than 25% of its assets in (i) Participation
Certificates in Florida Municipal Obligations and (ii) other Florida Municipal
Obligations.
Although the Fund will attempt to invest 100% of its total assets in
Municipal Obligations and Participation Certificates therein, the Fund reserves
the right to invest up to 20% of its total assets in taxable securities whose
interest income is subject to regular Federal, state and local income tax. The
kinds of taxable securities in which the Fund may invest are limited to
short-term, fixed income securities as more fully described in "Description of
the Fund and Its Investment and Risks - Taxable Securities" in the Statement of
Additional Information.
The Fund may also purchase securities and participation certificates whose
interest income may be subject to the Federal alternative minimum tax. However,
these investments are included in the same 20% of total assets that may be
invested in taxable securities.
To the extent suitable Florida Municipal Obligations and Territorial
Municipal Obligations are not available for investment by the Fund, the Fund may
purchase Municipal Obligations issued by other states, their agencies and
instrumentalities. The dividends derived from these investments will be
designated by the Fund as derived from interest income which will be, in the
opinion of bond counsel to the issuer at the date of issuance, exempt from
regular Federal income tax.
The Fund will invest at least 65% of its total assets in Florida Municipal
Obligations, although the exact amount may vary from time to time.
6
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However, as a temporary defensive measure the Fund may, from time to time,
invest in securities that are inconsistent with its principal investment
strategies in an attempt to respond to adverse market, economic, political or
other conditions as determined by the Fund's investment adviser. Such a
temporary defensive position may cause the Fund to not achieve its investment
objectives.
With respect to 75% of its total assets, the Fund shall invest not more than
5% of its total assets in Municipal Obligations or Participation Certificates
issued by a single issuer. The Fund shall not invest more than 5% of its total
assets in Municipal Obligations or Participation Certificates issued by a single
issuer unless the Municipal Obligations are of the highest quality.
With respect to 75% of its total assets, the Fund shall invest not more than
10% of its total assets in Municipal Obligations or Participation Certificates
backed by a demand feature or guarantee from the same institution.
The Fund's investments may also include "when-issued" Municipal Obligations
and stand-by commitments.
The Fund's investment adviser considers the following factors when buying
and selling securities for the portfolio: (i) availability of cash, (ii)
redemption requests,(iii) yield management, and (iv) credit management.
In order to maintain a share price of $1.00, the Fund must comply with
certain industry regulations. The Fund will only invest in securities which are
denominated in United States dollars. Other requirements pertain to the maturity
and credit quality of the securities in which the Fund may invest. The Fund will
only invest in securities which have or are deemed to have a remaining maturity
of 397 days or less. Also, the average maturity for all securities contained in
the Fund, on a dollar-weighted basis, will be 90 days or less.
The Fund will only invest in either securities which have been rated (or
whose issuers have been rated) in the highest short-term rating category by
nationally recognized statistical rating organizations, or are unrated
securities that have been determined by the Fund's Board of Trustees to be of
comparable quality.
Subsequent to its purchase by the Fund, the quality of an investment may
cease to be rated or its rating may be reduced below the minimum required for
purchase by the Fund. If this occurs, the Board of Trustees of the Fund shall
reassess the security's credit risks and shall take such action as it determines
is in the best interest of the Fund and its shareholders. Reassessment is not
required, however, if the security is disposed of or matures within five
business days of the investment advisor becoming aware of the new rating and
provided further that the Board of Trustees is subsequently notified of the
investment adviser's actions.
For a more detailed description of (i) the securities in which the Fund will
invest, (ii) fundamental investment restrictions, and (iii) industry regulations
governing credit quality and maturity, please refer to the Statement of
Additional Information.
Risks
--------------------------------------------------------------------------------
The Fund complies with industry-standard requirements on the quality,
maturity and diversification of its investments which are designed to help
maintain a $1.00 share price. A significant change in interest rates or a
default on the Fund's investments could cause its share price (and the value of
your investment) to change.
By investing in liquid, short-term, high quality investments that have high
quality credit support from banks, insurance companies or other financial
institutions (i.e. Participation Certificates and other variable rate demand
instruments), the Fund's management believes that it can protect the Fund
against credit risks associated with long-term Municipal Obligations. The Fund
may still be exposed to the credit risk of the credit or liquidity support
provider. Changes in the credit quality of the provider could affect the value
of the security and your investment in the Fund.
7
<PAGE>
Because of the Fund's concentration in investments in Florida Municipal
Obligations, the safety of an investment in the Fund will depend substantially
upon the financial strength of Florida and its political subdivisions. Payment
of interest and preservation of principal, however, are dependent upon the
continuing ability of the Florida issuers and/or obligors of state, municipal
and public authority debt obligations to meet their obligations thereunder.
Investors should consider the greater risk of the Fund's concentration versus
the safety that comes with a less concentrated investment portfolio and should
compare yields available on portfolios of Florida issues with those of more
diversified portfolios, including out-of-state issues, before making an
investment decision.
Because the Fund may concentrate in Participation Certificates which may be
secured by bank letters of credit or guarantees, an investment in the Fund
should be made with an understanding of the characteristics of the banking
industry and the risks which such an investment may entail. These
characteristics and risks include extensive governmental regulations, changes in
the availability and cost of capital funds, and general economic conditions (see
"Variable Rate Demand Instruments and Participation Certificates" in the
Statement of Additional Information) that may limit both the amounts and types
of loans and other financial commitments which may be made and interest rates
and fees which may be charged. The profitability of this industry is largely
dependent upon the availability and cost of capital funds for the purpose of
financing lending operations under prevailing money market conditions. Also,
general economic conditions play an important part in the operations of this
industry and exposure to credit losses arising from possible financial
difficulties of borrowers might affect a bank's ability to meet its obligations
under a letter of credit.
III. MANAGEMENT, ORGANIZATION AND CAPITAL STRUCTURE
The Fund's investment adviser is Reich & Tang Asset Management L.P. (the
"Manager"). The Manager's principal business office is located at 600 Fifth
Avenue, New York, NY 10020. As of November 30, 2000 the Manager was the
investment manager, adviser or sub-adviser with respect to assets aggregating in
excess of $14 billion. The Manager has been an investment adviser since 1970 and
currently is manager of thirteen other registered investment companies and also
advises pension trusts, profit-sharing trusts and endowments.
Pursuant to the Investment Management Contract, the Manager manages the
Fund's portfolio of securities and makes decisions with respect to the purchase
and sale of investments, subject to the general control of the Board of Trustees
of the Fund. Pursuant to the Investment Management Contract, the Fund pays the
Manager a fee equal to .40% per annum of the Fund's average daily net assets for
managing the Fund's investment portfolio and performing related services. For
the fiscal year ended August 31, 2000, the Manager received a management fee
equal to .30% per annum of the Fund's average daily net assets. The Manager, at
its discretion, may voluntarily waive all or a portion of the management fee.
Pursuant to the Administrative Services Contract, the Manager performs
clerical, accounting supervision and office service functions for the Fund. The
Manager provides the Fund with the personnel to perform all other clerical and
accounting type functions not performed by the Manager. For its services under
the Administrative Services Contract, the Fund pays the Manager a fee equal to
.21% per annum of the Fund's average daily net assets. For the fiscal year ended
August 31, 2000, the Manager, received a fee for administrative service equal to
0.01% per annum of the Fund's average daily net assets. The Manager, at its
discretion, may voluntarily waive all or a portion of the administrative
services fee. Any portion of the total fees received by the Manager may be used
to provide shareholder services and for distribution of Fund shares.
In addition, Reich & Tang Distributors Inc., the Distributor, receives a
servicing fee equal to .25% per annum of the average daily net assets of the
Class A shares of the Fund under the Shareholder Servicing Agreement. The fees
are accrued daily and paid monthly. Investment management fees and operating
expenses, which are attributable to both Classes of shares of the Fund, will be
allocated daily to each Class of shares based on the percentage of shares
outstanding for each Class at the end of the day.
8
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IV. SHAREHOLDER INFORMATION
The Fund sells and redeems its shares on a continuing basis at their net
asset value and does not impose a charge for either sales or redemptions. All
transactions in Fund shares are effected through the Fund's transfer agent, who
accepts orders for purchases and redemptions from Participating Organizations
and from investors directly.
Pricing of Fund Shares
--------------------------------------------------------------------------------
The net asset value of each Class of the Fund's shares is determined as of
12 noon, New York City time, on each Fund Business Day. Fund Business Day means
weekdays (Monday through Friday) except days on which the New York Stock
Exchange is closed for trading (i.e. national holidays). The net asset value of
a Class is computed by dividing the value of the Fund's net assets for such
Class (i.e., the value of its securities and other assets less its liabilities,
including expenses payable or accrued, but excluding capital stock and surplus)
by the total number of shares outstanding for such Class. The Fund intends to
maintain a stable net asset value at $1.00 per share, although there can be no
assurance that this will be achieved.
The Fund's portfolio securities are valued at their amortized cost in
compliance with the provisions of Rule 2a-7 under the Investment Company Act of
1940 (the "1940 Act"). Amortized cost valuation involves valuing an instrument
at its cost and thereafter assuming a constant amortization to maturity of any
discount or premium. If fluctuating interest rates cause the market value of the
Fund's portfolio to deviate more than 1/2 of 1% from the value determined on the
basis of amortized cost, the Board of Trustees will consider whether any action
should be initiated. Although the amortized cost method provides certainty in
valuation, it may result in periods during which the value of an instrument is
higher or lower than the price an investment company would receive if the
instrument were sold.
Shares are issued as of the first determination of the Fund's net asset
value per share for each Class made after receipt and acceptance of the
investor's purchase order. In order to maximize earnings on its portfolio, the
Fund normally has its assets as fully invested as is practicable. Many
securities in which the Fund invests require the immediate settlement in funds
of Federal Reserve member banks on deposit at a Federal Reserve Bank (commonly
known as "Federal Funds"). Fund shares begin accruing income on the day the
shares are issued to an investor. The Fund reserves the right to reject any
purchase order for its shares. Certificates for Fund shares will not be issued
to an investor.
Purchase of Fund Shares
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The Fund does not accept a purchase order until an investor's payment has
been converted into Federal Funds and is received by the Fund's transfer agent.
Orders accompanied by Federal Funds and received after 12 noon, New York City
time, on a Fund Business Day will result in the issuance of shares on the
following Fund Business Day.
Investors purchasing shares through a Participating Organization with which
they have an account ("Participant Investors") become Class A shareholders.
"Participating Organizations" are securities brokers, banks and financial
institutions or other industry professionals or organizations which have entered
into shareholder servicing agreements with the Distributor with respect to
investment of their customer accounts in the Fund. All other investors, and
investors who have accounts with Participating Organizations but do not wish to
invest in the Fund through them, may invest in the Fund directly as Class B
shareholders of the Fund. Class B shareholders do not receive the benefit of the
servicing functions performed by a Participating Organization. Class B shares
may also be offered to investors who purchase their shares through Participating
Organizations which, because they may not be legally permitted to receive such
as fiduciaries, do not receive compensation from the Distributor or the Manager.
9
<PAGE>
The minimum initial investment in the Fund for both classes of shares is (i)
$1,000 for purchases through Participating Organizations - this may be satisfied
by initial investments aggregating $1,000 by a Participating Organization on
behalf of their customers whose initial investments are less than $1,000; (ii)
$1,000 for securities brokers, financial institutions and other industry
professionals that are not Participating Organizations and (iii) $5,000 for all
other investors. Initial investments may be made in any amount in excess of the
applicable minimums. The minimum amount for subsequent investments is $100
unless the investor is a client of a Participating Organization whose clients
have made aggregate subsequent investments of $100.
Each shareholder, except certain Participant Investors, will receive a
personalized monthly statement from the Fund listing (i) the total number of
Fund shares owned as of the statement closing date, (ii) purchase and
redemptions of Fund shares and (iii) the dividends paid on Fund shares
(including dividends paid in cash or reinvested in additional Fund shares).
Investments Through Participating
Organizations - Purchase of Class A Shares
--------------------------------------------------------------------------------
Participant Investors may, if they wish, invest in the Fund through the
Participating Organizations with which they have accounts. When instructed by
its customer to purchase or redeem Fund shares, the Participating Organization,
on behalf of the customer, transmits to the Fund's transfer agent a purchase or
redemption order, and in the case of a purchase order, payment for the shares
being purchased.
Participating Organizations may confirm to their customers who are
shareholders in the Fund each purchase and redemption of Fund shares for the
customers' accounts. Also, Participating Organizations may send their customers
periodic account statements showing the total number of Fund shares owned by
each customer as of the statement closing date, purchases and redemptions of
Fund shares by each customer during the period covered by the statement and the
income earned by Fund shares of each customer during the statement period
(including dividends paid in cash or reinvested in additional Fund shares).
Participant Investors whose Participating Organizations have not undertaken to
provide such statements will receive them from the Fund directly.
Participating Organizations may charge Participant Investors a fee in
connection with their use of specialized purchase and redemption procedures. In
addition, Participating Organizations offering purchase and redemption
procedures similar to those offered to shareholders who invest in the Fund
directly, may impose charges, limitations, minimums and restrictions in addition
to or different from those applicable to shareholders who invest in the Fund
directly. Accordingly, the net yield to investors who invest through
Participating Organizations may be less than the net yield that could be
achieved by investing in the Fund directly. A Participant Investor should read
this Prospectus in conjunction with the materials provided by the Participating
Organization describing the procedures under which Fund shares may be purchased
and redeemed through the Participating Organization.
In the case of qualified Participating Organizations, orders received by the
Fund's transfer agent before 12 noon, New York City time, on a Fund Business
Day, without accompanying Federal Funds will result in the issuance of shares on
that day only if the Federal Funds required in connection with the orders are
received by the Fund's transfer agent before 4:00 p.m., New York City time, on
that day. Orders for which Federal Funds are received after 4:00 p.m., New York
City time, will result in share issuance the following Fund Business Day.
Participating Organizations are
10
<PAGE>
responsible for instituting procedures to insure that purchase orders by their
respective clients are processed expeditiously.
Initial Direct Purchases of Class B Shares
Investors who wish to invest in the Fund directly may obtain a current
prospectus and the subscription order form necessary to open an account by
telephoning the Fund at the following numbers:
Within New York 212-830-5220
Outside New York (TOLL FREE) 800-221-3079
Mail
Investors may send a check made payable to "Florida Daily Municipal Income
Fund" along with a completed subscription order form to:
Florida Daily Municipal Income Fund
Reich & Tang Funds
600 Fifth Avenue-8th Floor
New York, New York 10020
Checks are accepted subject to collection at full value in United States
currency. Payment by a check drawn on any member of the Federal Reserve System
will normally be converted into Federal Funds within two business days after
receipt of the check. Checks drawn on a non-member bank may take substantially
longer to convert into Federal Funds. An investor's purchase order will not be
accepted until the Fund receives Federal Funds.
Bank Wire
To purchase shares of the Fund using the wire system for transmittal of
money among banks, investors should first obtain a new account number by
telephoning the Fund at 212-830-5220 (within New York) or at 1-800-221-3079
(outside New York) and then instruct a member commercial bank to wire money
immediately to:
State Street Kansas City
ABA # 101003621
Reich & Tang Funds
DDA # 890752-953-8
For Florida Daily Municipal
Income Fund
Account of (Investor's Name)
-------------------------------------
Fund Account #
---------------------------------
SS#/Tax ID#
-------------------------------------
The investor should then promptly complete and mail the subscription order
form.
There may be a charge by the investor's bank for transmitting the money by
bank wire, and there also may be a charge for use of Federal Funds. The Fund
does not charge investors in the Fund for its receipt of wire transfers. Payment
in the form of a "bank wire" received prior to 12 noon, New York City time, on a
Fund Business Day will be treated as a Federal Funds payment received on that
day.
Personal Delivery
Deliver a check made payable to "Florida Daily Municipal Income Fund", along
with a completed subscription order form to:
Reich & Tang Mutual Funds
600 Fifth Avenue - 8th Floor
New York, New York 10020
Electronic Funds Transfers (EFT),
Pre-authorized Credit and Direct
Deposit Privilege
--------------------------------------------------------------------------------
You may purchase shares of the Fund (minimum of $100) by having salary,
dividend payments, interest payments or any other payments designated by you,
federal salary, social security, or certain veteran's, military or other
payments from the federal government, automatically deposited into your Fund
account. You can also have money debited from your checking account. To enroll
in any one of these programs, you must file with the Fund a completed EFT
Application, Pre-authorized Credit Application, or a Direct Deposit Sign-Up Form
for each type of payment that you desire to include in the Privilege. The
appropriate form may be
11
<PAGE>
obtained from your broker or the Fund. You may elect at any time to terminate
your participation by notifying in writing the appropriate depositing entity
and/or federal agency. Death or legal incapacity will automatically terminate
your participation in the Privilege. Further, the Fund may terminate your
participation upon 30 days notice to you.
Subsequent Purchases of Shares
--------------------------------------------------------------------------------
Subsequent purchases can be made by bank wire, as indicated above, or by
mailing a check to:
Florida Daily Municipal Income Fund
Mutual Funds Group
P.O. Box 13232
Newark, New Jersey 07101-3232
There is a $100 minimum for subsequent purchases of shares. All payments
should clearly indicate the shareholder's account number.
Provided that the information on the subscription form on file with the Fund
is still applicable, a shareholder may reopen an account without filing a new
subscription order form at any time during the year the shareholder's account is
closed or during the following calendar year.
Redemption of Shares
--------------------------------------------------------------------------------
A redemption is effected immediately following, and at a price determined in
accordance with, the next determination of net asset value per share of each
Class upon receipt by the Fund's transfer agent of the redemption order (and any
supporting documentation which it may require). Normally, payment for redeemed
shares is made on the same Fund Business Day after the redemption is effected,
provided the redemption request is received prior to 12 noon, New York City
time. However, redemption payments will not be paid out unless the check
(including a certified or cashier's check) used for investment has been cleared
for payment by the investor's bank, which could take up to 15 days after
investment. Shares redeemed are not entitled to participate in dividends
declared on the day a redemption becomes effective.
A shareholder's original subscription order form permits the shareholder to
redeem by written request and to elect one or more of the additional redemption
procedures described below. A shareholder may only change the instructions
indicated on his original subscription order form by transmitting a written
direction to the Fund's transfer agent. Requests to institute or change any of
the additional redemption procedures will require a signature guarantee.
When a signature guarantee is called for, the shareholder should have
"Signature Guaranteed" stamped under his signature. It should be signed and
guaranteed by an eligible guarantor institution which includes a domestic bank,
a domestic savings and loan institution, a domestic credit union, a member bank
of the Federal Reserve system or a member firm of a national securities
exchange, pursuant to the Fund's transfer agent's standards and procedures.
Written Requests
Shareholders may make a redemption in any amount by sending a written
request to the Fund addressed to:
Florida Daily Municipal Income Fund
c/o Reich & Tang Funds
600 Fifth Avenue-8th Floor
New York, New York 10020
All previously issued certificates submitted for redemption must be endorsed
by the shareholder and all written requests for redemption must be signed by the
shareholder, in each case with signature guaranteed.
Normally the redemption proceeds are paid by check and mailed to the
shareholder of record.
Checks
12
<PAGE>
By making the appropriate election on their subscription order form,
shareholders may request a supply of checks which may be used to effect
redemptions from the Class of shares of the Fund in which they invest. The
checks, which will be issued in the shareholder's name, are drawn on a special
account maintained by the Fund with the Fund's agent bank. Checks may be drawn
in any amount of $250 or more. When a check is presented to the Fund's agent
bank, it instructs the Fund's transfer agent to redeem a sufficient number of
full and fractional shares in the shareholder's account to cover the amount of
the check. The use of a check to make a withdrawal enables a shareholder in the
Fund to receive dividends on the shares to be redeemed up to the Fund Business
Day on which the check clears. Checks provided by the Fund may not be certified.
Fund shares purchased by check may not be redeemed by check until the check has
cleared, which can take up to 15 days following the date of purchase.
There is no charge to the shareholder for checks provided by the Fund. The
Fund reserves the right to impose a charge or impose a different minimum check
amount in the future, if the Board of Trustees determines that these actions are
in the best interests of the Fund and its shareholders.
Shareholders electing the checking option are subject to the procedures,
rules and regulations of the Fund's agent bank governing checking accounts.
Checks drawn on a jointly owned account may, at the shareholder's election,
require only one signature. Checks in amounts exceeding the value of the
shareholder's account at the time the check is presented for payment will not be
honored. Since the dollar value of the account changes daily, the total value of
the account may not be determined in advance and the account may not be entirely
redeemed by check. In addition, the Fund reserves the right to charge the
shareholder's account a fee up to $20 for checks not honored as a result of an
insufficient account value, a check deemed not negotiable because it has been
held longer than six months, an unsigned check and/or a post-dated check.
Corporations and other entities electing the checking option are required to
furnish a certified resolution or other evidence of authorization in accordance
with the Fund's normal practices. Individuals and joint tenants are not required
to furnish any supporting documentation. Appropriate authorization forms will be
sent by the Fund or its agents to corporations and other shareholders who select
this option. As soon as the authorization forms are filed in good order with the
Fund's agent bank, it will provide the shareholder with a supply of checks.
The Fund reserves the right to terminate or modify the check redemption
procedure at any time or to impose additional fees following notification to the
Fund's shareholders.
Telephone
The Fund accepts telephone requests for redemption from shareholders who
elect this option on their subscription order form. The proceeds of a telephone
redemption may be sent to the shareholders at their addresses or, if in excess
of $1,000, to their bank accounts, both as set forth in the subscription order
form or in a subsequent written authorization. The Fund may accept telephone
redemption instructions from any person with respect to accounts of shareholders
who elect this service and thus such shareholders risk possible loss of
principal and interest in the event of a telephone redemption not authorized by
them. The Fund will employ reasonable procedures to confirm that telephone
redemption instructions are genuine, and will require that shareholders electing
such option provide a form of personal identification. Failure by the Fund to
employ such reasonable procedures may cause the Fund to be liable for the losses
incurred by investors due to unauthorized or fraudulent telephone redemptions.
A shareholder making a telephone withdrawal should call the Fund at
212-830-5220; outside New York at 1-800-241-3263, and state: (i) the name of the
shareholder appearing on the Fund's records; (ii) the shareholder's account
number with the Fund; (iii) the amount to be withdrawn; (iv) whether such amount
is to be forwarded to the shareholder's designated bank account or
13
<PAGE>
address; and (v) the name of the person requesting the redemption. Usually the
proceeds are sent to the designated bank account or address on the same Fund
Business Day the redemption is effected, provided the redemption request is
received before 12 noon, New York City time. Proceeds are sent the next Fund
Business Day if the redemption request is received after 12 noon, New York City
time. The Fund reserves the right to terminate or modify the telephone
redemption service in whole or in part at any time and will notify shareholders
accordingly.
Generally
There is no redemption charge, no minimum period of investment, no minimum
amount for a redemption, and no restriction on frequency of withdrawals.
Proceeds of redemptions are paid by check. Unless other instructions are given
in proper form to the Fund's transfer agent, a check for the proceeds of a
redemption will be sent to the shareholder's address of record. If a shareholder
elects to redeem all the shares of the Fund he owns, all dividends accrued to
the date of such redemption will be paid to the shareholder along with the
proceeds of the redemption.
The right of redemption may not be suspended or the date of payment upon
redemption postponed for more than seven days after the shares are tendered for
redemption, except for (i) any period during which the New York Stock Exchange
is closed (other than customary weekend and holiday closings), (ii) during which
the SEC determines that trading thereon is restricted, (iii) any period during
which an emergency (as determined by the SEC) exists as a result of which
disposal by the Fund of its portfolio securities is not reasonably practicable
or as a result of which it is not reasonably practicable for the Fund to fairly
determine the value of its net assets, or (iv) for such other period as the SEC
may by order permit for the protection of the shareholders of the Fund.
The Fund has reserved the right to redeem the shares of any shareholder if
the net asset value of all the remaining shares in the shareholder's or his
Participating Organization's account after a withdrawal is less than $500.
Written notice of a proposed mandatory redemption will be given at least 30 days
in advance to any shareholder whose account is to be redeemed or the Fund may
impose a monthly service charge of $10 on such accounts. For Participant
Investor accounts, notice of a proposed mandatory redemption will be made to the
appropriate Participating Organization only. The Participating Organization will
be responsible for notifying Participant Investors of the proposed mandatory
redemption. Shareholders may avoid mandatory redemption by purchasing sufficient
additional shares to increase his total net asset value to the minimum amount
during the notice period.
Specified Amount Automatic Withdrawal Plan
--------------------------------------------------------------------------------
Shareholders may elect to withdraw shares and receive payment from the Fund
of a specified amount of $50 or more automatically on a monthly or quarterly
basis. The monthly or quarterly withdrawal payments of the specified amount are
made by the Fund on the 23rd day of the month. Whenever such 23rd day of a month
is not a Fund Business Day, the payment date is the Fund Business Day preceding
the 23rd day of the month. In order to make a payment, a number of shares equal
in aggregate net asset value to the payment amount are redeemed at their net
asset value on the Fund Business Day immediately preceding the date of payment.
To the extent that the redemptions to make plan payments exceed the number of
shares purchased through reinvestment of dividends and distributions, the
redemptions reduce the number of shares purchased on original investment, and
may ultimately liquidate a shareholder's investment.
The election to receive automatic withdrawal payments may be made at the
time of the original subscription by so indicating on the subscription order
form. The election may also be made, changed or terminated at any later time by
sending a signature guaranteed written request to the transfer agent. Because
the withdrawal plan involves the redemption of Fund shares, such withdrawals may
constitute taxable events to the
14
<PAGE>
shareholder but the Fund does not expect that
there will be any realized capital gains.
Dividends and Distributions
--------------------------------------------------------------------------------
The Fund declares dividends equal to all its net investment income
(excluding capital gains and losses, if any, and amortization of market
discount) on each Fund Business Day and pays dividends monthly. There is no
fixed dividend rate. In computing these dividends, interest earned and expenses
are accrued daily.
Net realized capital gains, if any, are distributed at least annually and in
no event later than 60 days after the end of the Fund's fiscal year.
All dividends and distributions of capital gains are automatically invested,
at no charge, in additional Fund shares of the same Class of shares immediately
upon payment thereof unless a shareholder has elected by written notice to the
Fund to receive either of such distributions in cash.
Because Class A shares bear the service fee under the Fund's 12b-1 Plan, the
net income of and the dividends payable to the Class A shares will be lower than
the net income of and dividends payable to the Class B shares of the Fund.
Dividends paid to each Class of shares of the Fund will, however, be declared
and paid on the same days at the same times and, except as noted with respect to
the service fees payable under the Plan, will be determined in the same manner
and paid in the same amounts.
Exchange Privilege
--------------------------------------------------------------------------------
Shareholders of the Fund are entitled to exchange some or all of their
Class of shares in the Fund for shares of the same Class of certain other
investment companies that retain Reich & Tang Asset Management L.P. as
investment adviser and that participate in the exchange privilege program with
the Fund. If only one Class of shares is available in a particular exchange
fund, the shareholder of the Fund is entitled to exchange their shares for the
shares available in that exchange fund. Currently the exchange privilege program
has been established between the Fund and California Daily Tax Free Income Fund,
Inc., Connecticut Daily Tax Free Income Fund, Inc., Cortland Trust, Inc., Daily
Tax Free Income Fund, Inc., Georgia Daily Municipal Income Fund, Inc., New
Jersey Daily Municipal Income Fund, Inc., New York Daily Tax Free Income Fund,
Inc., North Carolina Daily Municipal Income Fund, Inc. and Short Term Income
Fund, Inc. In the future, the exchange privilege program may be extended to
other investment companies that retain Reich & Tang Asset Management L.P. as
investment adviser or manager.
There is no charge for the exchange privilege or limitation as to frequency
of exchange. The minimum amount for an exchange is $1,000. However, shareholders
who are establishing a new account with an investment company through the
exchange privilege must ensure that a sufficient number of shares are exchanged
to meet the minimum initial investment required for the investment company into
which the exchange is being made. Each Class of shares is exchanged at its
respective net asset value.
The exchange privilege provides shareholders of the Fund with a convenient
method to shift their investment among different investment companies when they
feel such a shift is desirable. The exchange privilege is available to
shareholders resident in any state in which shares of the investment company
being acquired may legally be sold. Shares of the same Class may be exchanged
only between investment company accounts registered in identical names. Before
making an exchange, the investor should review the current prospectus of the
investment company into which the exchange is to be made. An exchange is a
taxable event.
Instructions for exchanges may be made by sending a signature guaranteed
written request to:
Florida Daily Municipal Income Fund
15
<PAGE>
c/o Reich & Tang Funds
600 Fifth Avenue-8th Floor
New York, New York 10020
or, for shareholders who have elected that option, by telephoning the Fund at
212-830-5220 (within New York) or 1-800-221-3079 (outside New York). The Fund
reserves the right to reject any exchange request and may modify or terminate
the exchange privilege at any time.
Tax Consequences
--------------------------------------------------------------------------------
Dividends paid by the Fund that are designated by the Fund and derived from
Municipal Obligations and Participation Certificates, will be exempt from
regular Federal income tax, provided the Fund complies with Section 852(b)(5) of
the Internal Revenue Code, but may be subject to Federal alternative minimum
tax. These dividends are referred to as exempt interest dividends. Income exempt
from Federal income tax may be subject to state and local income tax.
Dividends paid from taxable securities, if any, and distributions of any
realized short-term capital gains (from tax-exempt or taxable obligations) are
taxable to shareholders as ordinary income, whether received in cash or
reinvested in additional shares of the Fund.
For shareholders that are Social Security recipients, interest on tax-exempt
bonds, including exempt interest dividends paid by the Fund, is to be added to
the shareholders' adjusted gross income to determine the amount of Social
Security benefits includible in their gross income.
Interest on certain personal private activity bonds will constitute an item
of tax preference subject to the individual alternative minimum tax.
Corporations will be required to include in alternative minimum taxable income
75% of the amount by which their adjusted current earnings (including tax-exempt
interest) exceed their alternative minimum taxable income (determined without
this tax item). In certain cases Subchapter S corporations with accumulated
earnings and profits from Subchapter C years will be subject to a tax on
tax-exempt interest.
The Fund does not expect to realize long-term capital gains, and thus does
not contemplate distributing "capital gain dividends" or having undistributed
capital gain income. The Fund will inform shareholders of the amount and nature
of its income and gains in a written notice mailed to shareholders not later
than 60 days after the close of the Fund's taxable year.
The sale, exchange or redemption of shares will generally be the taxable
disposition of an asset that may result in a taxable gain or loss for the
shareholder if the shareholder receives more or less than it paid for its
shares. An exchange pursuant to the exchange privilege is treated as a sale on
which the shareholder may realize a taxable gain or loss.
With respect to variable rate demand instruments, including Participation
Certificates therein, the Fund should be treated for Federal income tax purposes
as the owner of an interest in the underlying Municipal Obligations and the
interest thereon will be exempt from regular Federal income taxes to the Fund to
the same extent as the interest on the underlying Municipal Obligations. The
Internal Revenue Service has announced it will not ordinarily issue advance
rulings on the question of ownership of securities or participation interests
therein subject to a put and could reach a different conclusion than the one set
forth herein.
The United States Supreme Court has held that there is no constitutional
prohibition against the Federal government's taxing the interest earned on state
or other municipal bonds. The decision does not, however, affect the current
exemption from taxation of the interest earned on the Municipal Obligations.
Florida Taxes
The following is based upon the advice of Gunster, Yoakley & Stewart, P.A.,
special Florida counsel to the Fund.
The Fund will not be subject to income, franchise or other taxes of a
similar nature imposed by the State of Florida or its subdivisions, agencies or
instrumentalities.
16
<PAGE>
Florida does not currently impose an income tax on individuals. Thus, individual
shareholders of the Fund will not be subject to any Florida state income tax on
distributions received from the Fund. However, certain distributions will be
taxable to corporate shareholders which are subject to Florida corporate income
tax. Florida currently imposes an "intangibles tax" at the annual rate of 0.1%
on certain securities and other intangible assets owned by Florida residents.
Bonds (including Participation Certificates) issued by the State of Florida or
its subdivisions ("Florida Securities"), as well as bonds issued by the
government of the United States or the governments of certain U.S. territories
and possessions, including Guam and Puerto Rico (collectively, "Federal
Securities"), are exempt from the Florida intangibles tax. If, on December 31 of
any year, the Fund's portfolio consists solely of Florida and Federal
Securities, the Fund's shares will be exempt from the Florida intangibles tax.
If, however, the Fund's December 31 portfolio includes any nonexempt securities,
then the Fund shares owned by Florida residents may be subject to the Florida
intangibles tax to the extent the Fund's portfolio includes securities other
than Federal Securities. The Fund itself will not be subject to the Florida
intangibles tax.
Shareholders are urged to consult their tax advisers with respect to the
treatment of distributions from the Fund and ownership of shares of the Fund in
their own states and localities.
V. DISTRIBUTION ARRANGEMENTS
Rule 12b-1 Fees
--------------------------------------------------------------------------------
Investors do not pay a sales charge to purchase shares of the Fund. However,
the Fund pays fees in connection with the distribution of shares and for
services provided to the Class A shareholders. The Fund pays these fees from its
assets on an ongoing basis and therefore, over time, the payment of these fees
will increase the cost of your investment and may cost you more than paying
other types of sales charges.
The Fund's Board of Trustees has adopted a Rule 12b-1 distribution and
service plan (the "Plan") and, pursuant to the Plan, the Fund and Reich & Tang
Distributors, Inc. (the "Distributor") have entered into a Distribution
Agreement and a Shareholder Servicing Agreement (with respect to the Class A
shares of the Fund only).
Under the Distribution Agreement, the Distributor serves as distributor of
the Fund's shares. For nominal consideration (i.e., $1.00) and as agent for the
Fund, the Distributor solicits orders for the purchase of the Fund's shares,
provided that any orders will not be binding on the Fund until accepted by the
Fund as principal.
Under the Shareholder Servicing Agreement, the Distributor receives, with
respect only to the Class A shares, a service fee equal to .25% per annum of the
Class A shares' average daily net assets (the "Shareholder Servicing Fee") for
providing personal shareholder services and for the maintenance of shareholder
accounts. The fee is accrued daily and paid monthly. Any portion of the fee may
be deemed to be used by the Distributor for payments to Participating
Organizations with respect to their provision of such services to their clients
or customers who are shareholders of the Class A shares of the Fund. The Class B
shareholders will not receive the benefit of such services from Participating
Organizations and, therefore, will not be assessed a Shareholder Servicing Fee.
The Plan and the Shareholder Servicing Agreement provide that, in addition
to the Shareholder Servicing Fee, the Fund will pay for (i) telecommunications
expenses including the cost of dedicated lines and CRT terminals, incurred by
the Distributor and Participating Organizations in carrying out their
obligations under the Shareholder Servicing Agreement with respect to Class A
shares, and (ii) preparing, printing and delivering the Fund's prospectus to
existing shareholders of the Fund and preparing and printing subscription
application forms for shareholder accounts.
The Plan and the Shareholder Servicing Agreement provide that the Manager
may make
17
<PAGE>
payments from time to time from its own resources, which may include the
management fee and past profits for the following purposes: (i) to defray costs,
and to compensate others, including Participating Organizations with whom the
Distributor has entered into written agreements, for performing shareholder
servicing on behalf of the Class A shares of the Fund; (ii) to compensate
certain Participating Organizations for providing assistance in distributing the
Class A shares of the Fund; and (iii) to pay the costs of printing and
distributing the Fund's prospectus to prospective investors, and to defray the
cost of the preparation and printing of brochures and other promotional
materials, mailings to prospective shareholders, advertising, and other
promotional activities, including the salaries and/or commissions of sales
personnel in connection with the distribution of the Fund's Class A shares. The
Distributor may also make payments from time to time from its own resources,
which may include the Shareholding Servicing Fee (with respect to Class A
shares) and past profits, for the purposes enumerated in (i) above. The
Distributor will determine the amount of such payments made pursuant to the
Plan, provided that such payments will not increase the amount which the Fund is
required to pay to the Manager and Distributor for any fiscal year under either
the Investment Management Contract in effect for that year or under the
Shareholder Servicing Agreement in effect for that year.
18
<PAGE>
VI. FINANCIAL HIGHLIGHTS
These financial highlights tables are intended to help you understand the Fund's
financial performance since inception. Certain information reflects financial
results for a single Fund share. The total returns in the tables represent the
rate that an investor would have earned on an investment in the Fund (assuming
reinvestment of all dividends and distributions). This information has been
audited by PricewaterhouseCoopers LLP, for the fiscal years ended August 31,
2000 and August 31, 1999, and by other auditors for the fiscal years prior to
August 31, 1999. The report of PricewaterhouseCoopers LLP, along with the Fund's
financial statements, is included in the annual report, which is available upon
request.
<TABLE>
<CAPTION>
Year Ended August 31,
------------------------------------------------------------
Class A 2000 1999 1998 1997 1996
------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C>
Per Share Operating Performance:
(for a share outstanding throughout the year)
Net asset value, beginning of year............. $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
-------- -------- -------- -------- --------
Income from investment operations:
Net investment income....................... 0.031 0.025 0.029 0.030 0.031
Less distributions:
Dividends from net investment income........ ( 0.031) ( 0.025) ( 0.029) ( 0.030) ( 0.031)
------- ------- ------- ------- -------
Net asset value, end of year................... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
======== ======== ======== ======== ========
Total Return................................... 3.09% 2.50% 2.92% 3.08% 3.09%
Ratios/Supplemental Data
Net assets, end of year (000).................. $ 59,029 $ 48,863 $ 119,754 $ 96,683 $ 36,758
Ratios to average net assets:
Expenses (Net of waivers and reimbursements)... 0.85% 0.78% 0.75% 0.57% 0.56%
Net investment income.......................... 3.06% 2.51% 2.86% 3.03% 3.05%
Expenses paid indirectly....................... -- -- -- -- 0.06%
Management and administration fees waived and
expense reimbursed.......................... 0.30% 0.29% 0.27% 0.51% 0.67%
<CAPTION>
Year Ended August 31,
------------------------------------------------------------
Class B 2000 1999 1998 1997 1996
------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C>
Per Share Operating Performance:
(for a share outstanding throughout the year)
Net asset value, beginning of year............. $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
-------- -------- -------- -------- --------
Income from investment operations:
Net investment income....................... 0.033 0.028 0.032 0.033 0.033
Less distributions:
Dividends from net investment income........ ( 0.033) ( 0.028) ( 0.032) ( 0.033) ( 0.033)
------- ------- ------- ------- -------
Net asset value, end of year................... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
======== ======== ======== ======== ========
Total Return................................... 3.39% 2.80% 3.22% 3.34% 3.35%
Ratios/Supplemental Data
Net assets, end of year (000).................. $ 28,786 $ 24,448 $ 25,050 $ 11,782 $ 9,611
Ratios to average net assets:
Expenses (Net of waivers and reimbursements)... 0.56% 0.50% 0.46% 0.30% 0.31%
Net investment income.......................... 3.35% 2.78% 3.16% 3.27% 3.34%
Expenses paid indirectly....................... -- -- -- -- 0.06%
Management and administration fees waived and
expense reimbursed.......................... 0.30% 0.29% 0.27% 0.51% 0.67%
</TABLE>
19
<PAGE>
A Statement of Additional Information (SAI) dated December 29, 2000, includes
additional information about the Fund and its investments and is incorporated by
reference into this Prospectus. Further information about Fund investments is
available in the Annual and Semi-Annual shareholder reports. You may obtain the
SAI, the Annual and Semi-Annual reports and material incorporated by reference
without charge by calling the Fund at 1-800-221-3079. To request other
information, please call your financial intermediary or the Fund.
=====================================================
FLORIDA
DAILY
MUNICIPAL
INCOME
FUND
PROSPECTUS
December 29, 2000
=====================================================
A current SAI has been filed with the Securities and Exchange Commission. You
may visit the EDGAR database on the Securities and Exchange Commission's
Internet website (www.sec.gov) to view the SAI, material incorporated by
reference and other information. Copies of the information may be obtained,
after paying a duplicating fee, by sending an electronic request to
[email protected]. These materials can also be reviewed and copied at the
Commission's Public Reference Room in Washington D.C. Information on the
operation of the Public Reference Room may be obtained by calling the Commission
at 1-202-942-8090. In addition, copies of these materials may be obtained, upon
payment of a duplicating fee, by writing the Public Reference Section of the
Commission, Washington, D.C. 20549-0102.
Reich & Tang Distributors, Inc.
600 Fifth Avenue
New York, NY 10020
(212) 830-5220
811-8654
FL12/00P
<PAGE>
FLORIDA
DAILY MUNICIPAL 600 Fifth Avenue, New York, NY 10020
INCOME FUND (212) 830-5220
================================================================================
STATEMENT OF ADDITIONAL INFORMATION
December 29, 2000
RELATING TO THE
FLORIDA DAILY MUNICIPAL INCOME FUND
PROSPECTUS DATED december 29, 2000
This Statement of Additional Information (SAI) is not a Prospectus. The SAI
expands upon and supplements the information contained in the current Prospectus
of the Florida Daily Municipal Income Fund (the "Fund"), dated December 29, 2000
and should be read in conjunction with the Fund's Prospectus.
A Prospectus may be obtained from any Participating Organization or by writing
or calling the Fund toll-free at 1-(800) 221-3079. The Financial Statements of
the Fund have been incorporated by reference into the SAI from the Fund's Annual
Report. The Annual Report is available, without charge, upon request by calling
the toll-free number provided.
The material relating to Purchase, Redemption and Pricing of Shares has been
incorporated by reference to the Prospectus.
This Statement of Additional Information is incorporated by reference into the
Prospectus in its entirety.
Table of Contents
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Fund History.......................................... 2 Purchase, Redemption
Description of the Fund and Its Investments and and Pricing of Shares..............................19
Risks............................................... 2 Taxation of the Fund....................................20
Management of the Fund................................13 Underwriters............................................22
Control Persons and Principal Holders of Calculation of Performance Data.........................22
Securities..........................................14 Financial Statements....................................23
Investment Advisory and Other Services................15 Description of Ratings..................................24
Brokerage Allocation and Other Practices..............18 Corporate Taxable Equivalent Yield Table................25
Capital Stock and Other Securities....................19 Individual Taxable Equivalent Yield Table...............26
</TABLE>
<PAGE>
I. FUND HISTORY
The Fund was established as a Massachusetts Business Trust under the laws of
Massachusetts by an Agreement and Declaration of Trust dated August 31, 1994.
II. DESCRIPTION OF THE FUND AND ITS INVESTMENTS AND RISKS
The Fund is an open-end, management investment company that is a short-term,
tax-exempt money market fund. The Fund's investment objectives are to seek to
provide Florida residents with an investment that is, to the extent possible,
exempt from the Florida intangible personal property tax and to seek as high a
level of current income exempt from regular Federal income tax, as is believed
to be consistent with preserving capital, maintaining liquidity and stabilizing
principal. No assurance can be given that these objectives will be achieved.
The following discussion expands upon the description of the Fund's investment
objectives and policies in the Prospectus for each Class of shares.
The Fund's assets will be invested primarily in (i) high quality debt
obligations issued by or on behalf of the State of Florida, other states,
territories and possessions of the United States and their authorities,
agencies, instrumentalities and political subdivisions, the interest on which
is, in the opinion of bond counsel to the issuer at the date of issuance, exempt
from regular Federal income taxation at the time of issuance ("Municipal
Obligations") and in (ii) Participation Certificates (which cause the Fund to be
treated as the owner of the underlying Municipal Obligations for Federal income
tax purposes) in Municipal Obligations purchased from banks, insurance companies
or other financial institutions ("Participation Certificates"). Dividends paid
by the Fund are "exempt-interest dividends" by virtue of being properly
designated by the Fund as derived from Municipal Obligations and Participation
Certificates. They will be exempt from regular Federal income tax provided the
Fund complies with Section 852(b)(5) of Subchapter M of the Internal Revenue
Code of 1986, as amended (the "Code"). However, such interest, including
"exempt-interest dividends" may be subject to the Federal alternative minimum
tax.
To the extent the Fund's assets consist exclusively of obligations (including
Participation Certificates) issued by or on behalf of the State of Florida or
any Florida local governments, or their instrumentalities, authorities or
districts ("Florida Municipal Obligations") or territories and possessions of
the United States and their authorities, agencies, instrumentalities and
political subdivisions on December 31st of each taxable year, shareholders of
the Fund will be exempt from the Florida intangible personal property tax. (See
"Florida Taxes" herein.) To the extent that suitable Florida Municipal
Obligations are not available for investment by the Fund, the Fund may purchase
Municipal Obligations issued by other states, their agencies and
instrumentalities. The dividends on these will be designated by the Fund as
derived from interest income which will be, in the opinion of bond counsel to
the issuer at the date of issuance, exempt from regular Federal income tax.
Except as a temporary defensive measure during periods of adverse market
conditions as determined by the Manager, the Fund will invest at least 65% of
its assets in Florida Municipal Obligations, although the exact amount of the
Fund's assets invested in such securities will vary from time to time. The Fund
seeks to maintain an investment portfolio with a dollar-weighted average
maturity of 90 days or less and to value its investment portfolio at amortized
cost and maintain a net asset value at $1.00 per share of each Class. There can
be no assurance that this value will be maintained.
The Fund may hold uninvested cash reserves pending investment. The Fund's
investments may include "when-issued" Municipal Obligations, stand-by
commitments and taxable repurchase agreements. Although the Fund will attempt to
invest 100% of its assets in Municipal Obligations and in Participation
Certificates, the Fund reserves the right to invest up to 20% of the value of
its total assets in securities, the interest income on which is subject to
regular Federal, state and local income tax. The Fund may invest more than 25%
of its assets in Participation Certificates purchased from banks in industrial
revenue bonds and other Florida Municipal Obligations. In view of this possible
"concentration" in Participation Certificates in Florida Municipal Obligations,
which may be secured by bank letters of credit or guarantees, an investment in
Fund shares should be made with an understanding of the characteristics of the
banking industry and the risks which such an investment may entail. (See
"Variable Rate Demand Instruments and Participation Certificates" herein.) The
investment objectives of the Fund described in the preceding paragraphs of this
section may not be changed unless approved by the holders of a majority of the
outstanding shares of the Fund that would be affected by such a change. As used
herein, the term "majority of the outstanding shares" of the Fund means,
respectively, the vote of the lesser of (i) 67% or more of the shares of the
Fund present at a meeting, if the holders of more than 50% of the outstanding
shares of the Fund are present or represented by proxy, or (ii) more than 50% of
the outstanding shares of the Fund.
The Fund may only purchase United States dollar-denominated securities that have
been determined by the Fund's Board of Trustees to present minimal credit risks
and that are Eligible Securities at the time of acquisition. The term
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Eligible Securities means: (i) securities which have or are deemed to have
remaining maturities of 397 days or less and rated in the two highest short-term
rating categories by any two nationally recognized statistical rating
organizations ("NRSROs") or in such categories by the only NRSRO that has rated
the Municipal Obligations (collectively, the "Requisite NRSROs"); or (ii)
unrated securities determined by the Fund's Board of Trustees to be of
comparable quality. In addition, securities which have or are deemed to have
remaining maturities of 397 days or less but that at the time of issuance were
long-term securities (i.e. with maturities greater than 366 days) are deemed
unrated and may be purchased if such had received a long-term rating from the
Requisite NRSROs in one of the three highest rating categories. Provided,
however, that such securitiy may not be purchased if it (i) does not satisfy the
rating requirements set forth in the preceding sentence and (ii) has received a
long-term rating from any NRSRO that is not within the three highest long-term
rating categories. A determination of comparability by the Board of Trustees is
made on the basis of its credit evaluation of the issuer, which may include an
evaluation of a letter of credit, guarantee, insurance or other credit facility
issued in support of the securities. While there are several organizations that
currently qualify as NRSROs, two examples of NRSROs are Standard & Poor's Rating
Services, a division of The McGraw-Hill Companies, ("S&P") and Moody's Investors
Service, Inc. ("Moody's"). The two highest ratings by S&P and Moody's are "AAA"
and "AA" by S&P in the case of long-term bonds and notes or "Aaa" and "Aa" by
Moody's in the case of bonds; "SP-1" and "SP-2" by S&P or "MIG-1" and "MIG-2" by
Moody's in the case of notes; "A-1" and "A-2" by S&P or "Prime-1" and "Prime-2"
by Moody's in the case of tax-exempt commercial paper. The highest rating in the
case of variable and floating demand notes is "VMIG-1" by Moody's or "SP-1/AA"
by S&P. Such instruments may produce a lower yield than would be available from
less highly rated instruments.
All investments by the Fund will mature or will be deemed to mature within 397
days or less from the date of acquisition and the average maturity of the Fund
portfolio (on a dollar-weighted basis) will be 90 days or less. The maturities
of variable rate demand instruments held in the Fund's portfolio will be deemed
to be the longer of the period required before the Fund is entitled to receive
payment of the principal amount of the instrument through demand, or the period
remaining until the next interest rate adjustment, although the stated
maturities may be in excess of 397 days.
Subsequent to its purchase by the Fund, a rated security may cease to be rated
or its rating may be reduced below the minimum required for purchase by the
Fund. If this occurs, the Board of Trustees of the Fund shall promptly reassess
whether the security presents minimal credit risks and shall cause the Fund to
take such action as the Board of Trustees determines is in the best interest of
the Fund and its shareholders. However, reassessment is not required if the
security is disposed of or matures within five business days of the Manager
becoming aware of the new rating and provided further that the Board of Trustees
is subsequently notified of the Manager's actions.
In addition, in the event that a security (i) is in default, (ii) ceases to be
an Eligible Security under Rule 2a-7 of the Investment Company Act of 1940 (the
"1940 Act") or (iii) is determined to no longer present minimal credit risks, or
an event of insolvency occurs with respect to the issues of a portfolio security
or the provider of any Demand Feature or Guarantee, the Fund will dispose of the
security absent a determination by the Fund's Board of Trustees that disposal of
the security would not be in the best interests of the Fund. Disposal of the
security shall occur as soon as practicable consistent with achieving an orderly
disposition by sale, exercise of any demand feature or otherwise. In the event
of a default with respect to a security which immediately before default
accounted for 1/2 of 1% or more of the Fund's total assets, the Fund shall
promptly notify the SEC of such fact and of the actions that the Fund intends to
take in response to the situation.
The Fund has elected and intends to continue to qualify as a "regulated
investment company" under Subchapter M of the Code. The Fund will be restricted
in that at the close of each quarter of the taxable year, at least 50% of the
value of its total assets must be represented by cash, government securities,
regulated investment company securities and other securities. The other
securities must be limited in respect of any one issue to not more than 5% in
value of the total assets of the Fund and to not more than 10% of the
outstanding voting securities of such issuer. In addition, at the close of each
quarter of its taxable year, not more than 25% in value of the Fund's total
assets may be invested in securities of one issuer other than government
securities or regulated investment company securities. The limitations described
in this paragraph regarding qualification as a "regulated investment company"
are not fundamental policies and may be revised to the extent applicable Federal
income tax requirements are revised. (See "Federal Income Taxes" herein.)
Description Of Municipal Obligations
As used herein, "Municipal Obligations" include the following as well as
"Variable Rate Demand Instruments and Participation Certificates".
1. Municipal Bonds with remaining maturities of 397 days or less that are
Eligible Securities at the time of
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acquisition. Municipal Bonds are debt obligations of states, cities,
counties, municipalities and municipal agencies (all of which are generally
referred to as "municipalities"). They generally have a maturity at the
time of issue of one year or more and are issued to raise funds for various
public purposes such as construction of a wide range of public facilities,
to refund outstanding obligations and to obtain funds for institutions and
facilities.
The two principal classifications of Municipal Bonds are "general
obligation" and "revenue" bonds. General obligation bonds are secured by
the issuer's pledge of its faith, credit and taxing power for the payment
of principal and interest. Issuers of general obligation bonds include
states, counties, cities, towns and other governmental units. The principal
of, and interest on revenue bonds are payable from the income of specific
projects or authorities and generally are not supported by the issuer's
general power to levy taxes. In some cases, revenues derived from specific
taxes are pledged to support payments on a revenue bond.
In addition, certain kinds of "private activity bonds" are issued by public
authorities to provide funding for various privately operated industrial
facilities (hereinafter referred to as "industrial revenue bonds" or
"IRBs"). Interest on IRBs is generally exempt, with certain exceptions,
from regular Federal income tax pursuant to Section 103(a) of the Code,
provided the issuer and corporate obligor thereof continue to meet certain
conditions. (See "Federal Income Taxes" herein.) IRBs are, in most cases,
revenue bonds and do not generally constitute the pledge of the credit of
the issuer of such bonds. The payment of the principal and interest on IRBs
usually depends solely on the ability of the user of the facilities
financed by the bonds or other guarantor to meet its financial obligations
and, in certain instances, the pledge of real and personal property as
security for payment. If there is no established secondary market for the
IRBs, the IRBs or the Participation Certificates in IRBs purchased by the
Fund will be supported by letters of credit, guarantees or insurance that
meet the definition of Eligible Securities at the time of acquisition and
provide the demand feature which may be exercised by the Fund at any time
to provide liquidity. Shareholders should note that the Fund may invest in
IRBs acquired in transactions involving a Participating Organization. In
accordance with Investment Restriction 6 herein, the Fund is permitted to
invest up to 10% of the portfolio in high quality, short-term Municipal
Obligations (including IRBs) meeting the definition of Eligible Securities
at the time of acquisition that may not be readily marketable or have a
liquidity feature.
2. Municipal Notes with remaining maturities of 397 days or less that are
Eligible Securities at the time of acquisition. The principal kinds of
Municipal Notes include tax anticipation notes, bond anticipation notes,
revenue anticipation notes and project notes. Notes sold in anticipation of
collection of taxes, a bond sale or receipt of other revenues are usually
general obligations of the issuing municipality or agency. Project notes
are issued by local agencies and are guaranteed by the United States
Department of Housing and Urban Development. Project notes are also secured
by the full faith and credit of the United States. The Fund's investments
may be concentrated in Municipal Notes of Florida issuers.
3. Municipal Commercial Paper that is an Eligible Security at the time of
acquisition. Issues of Municipal Commercial Paper typically represent very
short-term, unsecured, negotiable promissory notes. These obligations are
often issued to meet seasonal working capital needs of municipalities or to
provide interim construction financing. They are paid from general revenues
of municipalities or are refinanced with long-term debt. In most cases
Municipal Commercial Paper is backed by letters of credit, lending
agreements, note repurchase agreements or other credit facility agreements
offered by banks or other institutions which may be called upon in the
event of default by the issuer of the commercial paper.
4. Municipal Leases, which may take the form of a lease or an installment
purchase or conditional sale contract, issued by state and local
governments and authorities to acquire a wide variety of equipment and
facilities such as fire and sanitation vehicles, telecommunications
equipment and other capital assets. Municipal Leases frequently have
special risks not normally associated with general obligation or revenue
bonds. Leases and installment purchase or conditional sale contracts (which
normally provide for title to the leased asset to pass eventually to the
governmental issuer) have evolved as a means for governmental issuers to
acquire property and equipment without meeting the constitutional and
statutory requirements for the issuance of debt. The debt-issuance
limitations of many state constitutions and statutes are deemed to be
inapplicable because of the inclusion in many leases or contracts of
"non-appropriation" clauses. These clauses provide that the governmental
issuer has no obligation to make future payments under the lease or
contract unless money is appropriated for such purpose by the appropriate
legislative body on a yearly or other periodic basis. To reduce this risk,
the Fund will only purchase Municipal Leases subject to a non-appropriation
clause where the payment of principal and accrued interest is backed by an
unconditional irrevocable letter of credit, a guarantee, insurance or other
comparable undertaking of an approved financial institution. These types of
Municipal Leases may be considered illiquid and subject to the 10%
limitation of investments in illiquid securities set forth under
"Investment Restrictions" contained herein. The Board of
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Trustees may adopt guidelines and delegate to the Manager the daily
function of determining and monitoring the liquidity of Municipal Leases.
In making such determination, the Board and the Manager may consider such
factors as the frequency of trades for the obligation, the number of
dealers willing to purchase or sell the obligations and the number of other
potential buyers and the nature of the marketplace for the obligations,
including the time needed to dispose of the obligations and the method of
soliciting offers. If the Board determines that any Municipal Leases are
illiquid, such lease will be subject to the 10% limitation on investments
in illiquid securities.
5. Any other Federal tax-exempt, and to the extent possible, Florida
tax-exempt obligations issued by or on behalf of states and municipal
governments and their authorities, agencies, instrumentalities and
political subdivisions, whose inclusion in the Fund will be consistent with
the Fund's "Description of the Fund and Its Investments and Risks" and
permissible under Rule 2a-7 under the 1940 Act.
Subsequent to its purchase by the Fund, a rated Municipal Obligation may cease
to be rated or its rating may be reduced below the minimum required for purchase
by the Fund. If this occurs, the Board of Trustees of the Fund shall promptly
reassess whether the Municipal Obligation presents minimal credit risks and
shall cause the Fund to take such action as the Board of Trustees determines is
in the best interest of the Fund and its shareholders. However, reassessment is
not required if the Municipal Obligation is disposed of or matures within five
business days of the Manager becoming aware of the new rating and provided
further that the Board of Trustees is subsequently notified of the Manager's
actions.
In addition, in the event that a Municipal Obligation (i) is in default, (ii)
ceases to be an Eligible Security under Rule 2a-7 of the 1940 Act or (iii) is
determined to no longer present minimal credit risks, or an event of insolvency
occurs with respect to the issues of a portfolio security or the provider of any
Demand Feature or Guarantee, the Fund will dispose of the security absent a
determination by the Fund's Board of Trustees that disposal of the security
would not be in the best interests of the Fund. Disposal of the security shall
occur as soon as practicable consistent with achieving an orderly disposition by
sale, exercise of any demand feature or otherwise. In the event of a default
with respect to a security which immediately before default accounted for 1/2 of
1% or more of the Fund's total assets, the Fund shall promptly notify the SEC of
such fact and of the actions that the Fund intends to take in response to the
situation.
Variable Rate Demand Instruments and Participation Certificates
Variable rate demand instruments that the Fund will purchase are tax-exempt
Municipal Obligations. They provide for a periodic adjustment in the interest
rate paid on the instrument and permit the holder to demand payment of the
unpaid principal balance plus accrued interest at specified intervals upon a
specified number of days notice either from the issuer or by drawing on a bank
letter of credit, a guarantee or insurance issued with respect to such
instrument.
The variable rate demand instruments in which the Fund may invest are payable on
demand on not more than thirty calendar days' notice and may be exercised at any
time or at specified intervals not exceeding 397 days depending upon the terms
of the instrument. Variable rate demand instruments that can not be disposed of
properly within seven days in the ordinary course of business are illiquid
securities. The terms of the instruments provide that interest rates are
adjustable at intervals ranging from daily to up to 397 days. The adjustments
are based upon the "prime rate"* of a bank or other appropriate interest rate
adjustment index as provided in the respective instruments. The Fund decides
which variable rate demand instruments it will purchase in accordance with
procedures prescribed by its Board of Trustees to minimize credit risks. A fund
utilizing the amortized cost method of valuation under Rule 2a-7 of the 1940 Act
may purchase variable rate demand instruments only if (i) the instrument is
subject to an unconditional demand feature, exercisable by the Fund in the event
of a default in the payment of principal or interest on the underlying
securities, that is an Eligible Security or (ii) the instrument is not subject
to an unconditional demand feature but does qualify as an Eligible Security and
has a long-term rating by the Requisite NRSROs in one of the two highest rating
categories, or if unrated, is determined to be of comparable quality by the
Fund's Board of Trustees. The Fund's Board of Trustees may determine that an
unrated variable rate demand instrument meets the Fund's high quality criteria
if it is backed by a letter of credit or guarantee or is insured by an insurer
that meets the quality criteria for the Fund stated herein or on the basis of a
credit evaluation of the underlying obligor. If an instrument is ever not deemed
to be an Eligible Security, the Fund either will sell it in the market or
exercise the demand feature.
The variable rate demand instruments that the Fund may invest in include
Participation Certificates purchased by the Fund from banks, insurance companies
or other financial institutions in fixed or variable rate, tax-exempt Municipal
----------
* The prime rate is generally the rate charged by a bank to its most
creditworthy customers for short-term loans. The prime rate of a particular bank
may differ from other banks and will be the rate announced by each bank on a
particular day. Changes in the prime rate may occur with great frequency and
generally become effective on the date announced.
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Obligations (expected to be concentrated in IRBs) owned by such institutions or
affiliated organizations. The Fund will not purchase Participation Certificates
in fixed rate tax-exempt Municipal Obligations without obtaining an opinion of
counsel that the Fund will be treated as the owner thereof for Federal income
tax purposes. A participation certificate gives the Fund an undivided interest
in the Municipal Obligation in the proportion that the Fund's participation
interest bears to the total principal amount of the Municipal Obligation and
provides the demand repurchase feature described below. Where the institution
issuing the participation does not meet the Fund's eligibility criteria, the
participation is backed by an irrevocable letter of credit or guaranty of a bank
(which may be the bank issuing the participation certificate, a bank issuing a
confirming letter of credit to that of the issuing bank, or a bank serving as
agent of the issuing bank with respect to the possible repurchase of the
certificate of participation) or insurance policy of an insurance company that
the Board of Trustees of the Fund has determined meets the prescribed quality
standards for the Fund. The Fund has the right to sell the participation
certificate back to the institution. Where applicable, the Fund can draw on the
letter of credit or insurance after no more than 30 days notice either at any
time or at specified intervals not exceeding 397 days (depending on the terms of
the participation), for all or any part of the full principal amount of the
Fund's participation interest in the security plus accrued interest. The Fund
intends to exercise the demand only (i) upon a default under the terms of the
bond documents, (ii) as needed to provide liquidity to the Fund in order to make
redemptions of Fund shares or (iii) to maintain a high quality investment
portfolio. The institutions issuing the Participation Certificates will retain a
service and letter of credit fee (where applicable) and a fee for providing the
demand repurchase feature, in an amount equal to the excess of the interest paid
on the instruments over the negotiated yield at which the participations were
purchased by the Fund. The total fees generally range from 5% to 15% of the
applicable prime rate, or other interest rate index. With respect to insurance,
the Fund will attempt to have the issuer of the participation certificate bear
the cost of the insurance. However, the Fund retains the option to purchase
insurance if necessary, in which case the cost of the insurance will be an
expense of the Fund subject to the expense limitation (see "Expense Limitation"
herein). The Manager has been instructed by the Fund's Board of Trustees to
continually monitor the pricing, quality and liquidity of the variable rate
demand instruments held by the Fund, including the Participation Certificates,
on the basis of published financial information and reports of the rating
agencies and other bank analytical services which the Fund may subscribe.
Although these instruments may be sold by the Fund, the Fund intends to hold
them until maturity, except under the circumstances stated above.
Because the Fund may concentrate in Participation Certificates of Florida
Municipal Obligations, which may be secured by bank letters of credit or
guarantees, an investment in the Fund should be made with an understanding of
the characteristics of the banking industry and the risks which such an
investment may entail. Banks are subject to extensive governmental regulations
which may limit both the amounts and types of loans and other financial
commitments which may be made and interest rates and fees which may be charged.
The profitability of this industry is largely dependent upon the availability
and cost of capital funds for the purpose of financing lending operations under
prevailing money market conditions. Also, general economic conditions play an
important part in the operations of this industry and exposure to credit losses
arising from possible financial difficulties of borrowers might affect a bank's
ability to meet its obligations under a letter of credit. The Fund may invest
25% or more of the net assets of any portfolio in securities that are related in
such a way that an economic, business or political development or change
affecting one of the securities would also affect the other securities. This
includes, for example, securities the interest upon which is paid from revenues
of similar type projects, or securities the issuers of which are located in the
same state.
While the value of the underlying variable rate demand instruments may change
with changes in interest rates generally, the variable rate nature of the
underlying variable rate demand instruments should minimize changes in value of
the instruments. Accordingly, as interest rates decrease or increase, the
potential for capital appreciation and the risk of potential capital
depreciation is less than would be the case with a portfolio of fixed income
securities. The portfolio may contain variable maximum rates set by state law,
which limit the degree to which interest on such variable rate demand
instruments may fluctuate; to the extent state law contains such limits,
increases or decreases in value may be somewhat greater than would be the case
without such limits. Additionally, the portfolio may contain variable rate
demand Participation Certificates in fixed rate Municipal Obligations. The fixed
rate of interest on these Municipal Obligations will be a ceiling on the
variable rate of the participation certificate. In the event that interest rates
increase so that the variable rate exceeds the fixed rate on the Municipal
Obligations, the Municipal Obligations can no longer be valued at par and may
cause the Fund to take corrective action, including the elimination of the
instruments from the portfolio. Because the adjustment of interest rates on the
variable rate demand instruments is made in relation to movements of the
applicable banks' "prime rates", or other interest rate adjustment index, the
variable rate demand instruments are not comparable to long-term fixed rate
securities. Accordingly, interest rates on the variable rate demand instruments
may be higher or lower than current market rates for fixed rate obligations of
comparable quality with similar maturities.
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Because of the variable rate nature of the instruments, the Fund's yield will
decline and its shareholders will forego the opportunity for capital
appreciation during periods when prevailing interest rates have declined. On the
other hand, during periods where prevailing interest rates have increased, the
Fund's yield will increase and its shareholders will have reduced risk of
capital depreciation.
For purposes of determining whether a variable rate demand instrument held by
the Fund matures within 397 days from the date of its acquisition, the maturity
of the instrument will be deemed to be the longer of (i) the period required
before the Fund is entitled to receive payment of the principal amount of the
instrument or (ii) the period remaining until the instrument's next interest
rate adjustment. The maturity of a variable rate demand instrument will be
determined in the same manner for purposes of computing the Fund's
dollar-weighted average portfolio maturity. If a variable rate demand instrument
ceases to be an Eligible Security it will be sold in the market or through
exercise of the repurchase demand feature to the issuer.
When-Issued Securities
New issues of certain Municipal Obligations frequently are offered on a
when-issued basis. The payment obligation and the interest rate that will be
received on these Municipal Obligations are each fixed at the time the buyer
enters into the commitment although delivery and payment of the Municipal
Obligations normally take place within 45 days after the date of the Fund's
commitment to purchase. Although the Fund will only make commitments to purchase
when-issued Municipal Obligations with the intention of actually acquiring them,
the Fund may sell these securities before the settlement date if deemed
advisable by the Manager.
Municipal Obligations purchased on a when-issued basis and the securities held
in the Fund's portfolio are subject to changes in value (both generally changing
in the same way; that is, both experiencing appreciation when interest rates
decline and depreciation when interest rates rise) based upon the public's
perception of the creditworthiness of the issuer and changes, real or
anticipated, in the level of interest rates. Purchasing Municipal Obligations on
a when-issued basis can involve a risk that the yields available in the market
when the delivery takes place may actually be higher or lower than those
obtained in the transaction itself. A separate account of the Fund consisting of
cash or liquid debt securities equal to the amount of the when-issued
commitments will be established at the Fund's custodian bank. For the purpose of
determining the adequacy of the securities in the account, the deposited
securities will be valued at market value. If the market or fair value of such
securities declines, additional cash or highly liquid securities will be placed
in the account daily so that the value of the account will equal the amount of
such commitments by the Fund. On the settlement date of the when-issued
securities, the Fund will meet its obligations from then-available cash flow,
sale of securities held in the separate account, sale of other securities or,
although it would not normally expect to do so, from sale of the when-issued
securities themselves (which may have a value greater or lesser than the Fund's
payment obligations). Sale of securities to meet such obligations may result in
the realization of capital gains or losses, which are not exempt from Federal
income tax.
Stand-by Commitments
When the Fund purchases Municipal Obligations, it may also acquire stand-by
commitments from banks and other financial institutions. Under a stand-by
commitment, a bank or broker-dealer agrees to purchase at the Fund's option a
specified Municipal Obligation at a specified price with same day settlement. A
stand-by commitment is the equivalent of a "put" option acquired by the Fund
with respect to a particular Municipal Obligation held in its portfolio.
The amount payable to the Fund upon its exercise of a stand-by commitment
normally would be (i) the acquisition cost of the Municipal Obligation
(excluding any accrued interest that the Fund paid on the acquisition), less any
amortized market premium or plus any amortized market or original issue discount
during the period the Fund owned the security, plus (ii) all interest accrued on
the security since the last interest payment date during the period the security
was owned by the Fund. Absent unusual circumstances relating to a change in
market value, the Fund would value the underlying Municipal Obligation at
amortized cost. Accordingly, the amount payable by a bank or dealer during the
time a stand-by commitment is exercisable would be substantially the same as the
market value of the underlying Municipal Obligation.
The Fund's right to exercise a stand-by commitment would be unconditional and
unqualified. A stand-by commitment would not be transferable by the Fund,
although it could sell the underlying Municipal Obligation to a third party at
any time.
The Fund expects stand-by commitments to generally be available without the
payment of any direct or indirect consideration. However, if necessary and
advisable, the Fund may pay for stand-by commitments either separately in cash
or by paying a higher price for portfolio securities which are acquired subject
to such a commitment (thus reducing the yield to maturity otherwise available
for the same securities). The total amount paid in either manner
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<PAGE>
for outstanding stand-by commitments held in the Fund's portfolio will not
exceed 1/2 of 1% of the value of the Fund's total assets calculated immediately
after the acquisition of each stand-by commitment.
The Fund will enter into stand-by commitments only with banks and other
financial institutions that, in the Manager's opinion, present minimal credit
risks. If the issuer of the Municipal Obligation does not meet the eligibility
criteria, the issuer of the stand-by commitment will have received a rating
which meets the eligibility criteria or, if not rated, will present a minimal
risk of default as determined by the Board of Trustees. The Fund's reliance upon
the credit of these banks and broker-dealers will be supported by the value of
the underlying Municipal Obligations held by the Fund that were subject to the
commitment.
The Fund intends to acquire stand-by commitments solely to facilitate portfolio
liquidity and does not intend to exercise its rights thereunder for trading
purposes. The purpose of this practice is to permit the Fund to be fully
invested in securities the interest on which is exempt from Federal income tax
while preserving the necessary liquidity to purchase securities on a when-issued
basis, to meet unusually large redemptions and to purchase at a later date
securities other than those subject to the stand-by commitment. The acquisition
of a stand-by commitment would not affect the valuation or assumed maturity of
the underlying Municipal Obligations which will continue to be valued in
accordance with the amortized cost method. Stand-by commitments acquired by the
Fund will be valued at zero in determining net asset value. In those cases in
which the Fund pays directly or indirectly for a stand-by commitment, its cost
will be reflected as unrealized depreciation for the period during which the
commitment is held by the Fund. Stand-by commitments will not affect the
dollar-weighted average maturity of the Fund's portfolio. The maturity of a
security subject to a stand-by commitment is longer than the stand-by repurchase
date.
The stand-by commitments the Fund may enter into are subject to certain risks.
These include the ability of the issuer of the commitment to pay for the
securities at the time the commitment is exercised, the fact that the commitment
is not marketable by the Fund, and that the maturity of the underlying security
will generally be different from that of the commitment.
In addition, the Fund may apply to the Internal Revenue Service for a ruling, or
seek from its counsel an opinion, that interest on Municipal Obligations subject
to stand-by commitments will be exempt from Federal income taxation (see
"Federal Income Taxes" herein). In the absence of a favorable tax ruling or
opinion of counsel, the Fund will not engage in the purchase of securities
subject to stand-by commitments.
Taxable Securities
Although the Fund will attempt to invest 100% of its net assets in tax-exempt
Municipal Obligations, the Fund may invest up to 20% of the value of its total
assets in securities of the kind described below. The interest income from such
securities is subject to regular Federal income tax, under any one or more of
the following circumstances: (i) pending investment of proceeds of sales of Fund
shares or of portfolio securities; (ii) pending settlement of purchases of
portfolio securities; and (iii) to maintain liquidity for the purpose of meeting
anticipated redemptions. In addition, the Fund may temporarily invest more than
20% in such taxable securities when, in the opinion of the Manager, it is
advisable to do so because of adverse market conditions affecting the market for
Municipal Obligations. The kinds of taxable securities in which the Fund may
invest are limited to the following short-term, fixed-income securities
(maturing in 397 days or less from the time of purchase): (i) obligations of the
United States Government or its agencies, instrumentalities or authorities; (ii)
commercial paper meeting the definition of Eligible Securities at the time of
acquisition; (iii) certificates of deposit of domestic banks with assets of $1
billion or more; and (iv) repurchase agreements with respect to any Municipal
Obligations or other securities which the Fund is permitted to own.
Repurchase Agreements
The Fund may invest in instruments subject to repurchase agreements with
securities dealers or member banks of the Federal Reserve System. Under the
terms of a typical repurchase agreement, the Fund will acquire an underlying
debt instrument for a relatively short period (usually not more than one week)
subject to an obligation of the seller to repurchase and the Fund to resell the
instrument at a fixed price and time, thereby determining the yield during the
Fund's holding period. This results in a fixed rate of return insulated from
market fluctuations during such period. A repurchase agreement is subject to the
risk that the seller may fail to repurchase the security. Repurchase agreements
may be deemed to be loans under the 1940 Act. All repurchase agreements entered
into by the Fund shall be fully collateralized at all times during the period of
the agreement in that the value of the underlying security shall be at least
equal to the amount of the loan, including the accrued interest thereon.
Additionally, the Fund or its custodian shall have possession of the collateral,
which the Fund's Board believes will give it a valid, perfected security
interest in the collateral. In the event of default by the seller under a
repurchase agreement construed to be a collateralized loan, the underlying
securities are not owned by the Fund but only constitute collateral for the
seller's obligation to pay the repurchase price. Therefore, the Fund may suffer
time delays and incur costs in
8
<PAGE>
connection with the disposition of the collateral. The Fund's Board believes
that the collateral underlying repurchase agreements may be more susceptible to
claims of the seller's creditors than would be the case with securities owned by
the Fund. It is expected that repurchase agreements will give rise to income
which will not qualify as tax-exempt income when distributed by the Fund. The
Fund will not invest in a repurchase agreement maturing in more than seven days
if any such investment, together with illiquid securities held by the Fund,
exceeds 10% of the Fund's total net assets. (See Investment Restriction Number 6
herein.) Repurchase agreements are subject to the same risks described herein
for stand-by commitments.
Florida Risk Factors
Because the Fund invests in Florida issues, it is susceptible to political,
economic, regulatory or other factors affecting issuers of Florida Municipal
Obligations and bank participant certificates therein. The following is only a
brief summary of the special risk factors affecting the State of Florida and
does not purport to be a complete or exhaustive description of all adverse
conditions to which issuers of Florida obligations may be subject.
The State Economy. In 1980 the State of Florida (the "State") ranked seventh
among the fifty states with a population of 9.7 million people. The State has
grown dramatically since then and, as of April 1, 1999, ranked fourth among the
fifty states with an estimated population of 15.3 million, an overall increase
of approximately 58% since 1980. Because of the national recession, Florida's
net-migration declined to 138,000 in 1992, but migration since recovered to
326,312 in 2000. Since 1990 the prime working age population (18-44) has grown
9.7%. The share of Florida's total working age population (18-64) to total state
population is approximately 59%. Non-farm employment has grown by approximately
28.3% since 1992. The service sector is Florida's largest employment sector,
presently accounting for 36.8% of total non-farm employment. Manufacturing jobs
in Florida are concentrated in the area of high-tech and high value-added
sectors, such as electrical and electronic equipment as well as printing and
publishing. Foreign trade has contributed significantly to Florida's employment
growth. Florida's dependence on highly cyclical construction and
construction-related manufacturing has declined. Total contract construction
employment as a share of total non-farm employment has fallen from a peak of
over 10% in 1973, to approximately 7.5% in the late 1980's, to approximately
5.3% in 1999. Although the non-farm job creation rate for the State is almost
over two times the rate for the nation as a whole, since 1995, the unemployment
rate for the State has been below or about the same as the national average. The
rate of unemployment for Florida as of November 2000 was 3.9%, while the
national unemployment rate was 4.0%. Because Florida has a proportionately
greater retirement age population, property income (dividends, interest and
rent) and transfer payments (social security and pension benefits) are a
relatively more important source of income.
The ability of the State and its local units of government to satisfy the Debt
Obligations may be affected by numerous factors which impact on the economic
vitality of the State in general and the particular region of the State in which
the issuer of the Debt Obligations is located. South Florida is particularly
susceptible to international trade and currency imbalances and to economic
dislocations in Central and South America, due to its geographical location and
its involvement with foreign trade, tourism and investment capital. South and
central Florida are impacted by problems in the agricultural sector,
particularly with regard to the citrus and sugar industries. Short-term adverse
economic conditions may be created in these areas, and in the State as a whole,
due to crop failures, severe weather conditions or other agriculture-related
problems. The State economy also has historically been somewhat dependent on the
tourism and construction industries and is sensitive to trends in those sectors.
The State Budget. Florida prepares an annual budget which is formulated each
year and presented to the Government and Legislature. Under the State
Constitution and applicable statutes, the State budget as a whole, and each
separate fund within the State budget, must be kept in balance from currently
available revenues during each State fiscal year. (The State's fiscal year runs
from July 1 through June 30.) The Governor and the Comptroller of the State are
charged with the responsibility of ensuring that sufficient revenues are
collected to meet appropriations and that no deficit occurs in any State fund.
The financial operations of the State covering all receipts and expenditures are
maintained through the use of four types of funds: the General Revenue Fund,
Trust Funds, the Working Capital Fund and the Budget Stabilization Fund. The
majority of the State's tax revenues are deposited in the General Revenue Fund
and moneys in the General Revenue Fund are expended pursuant to appropriations
acts. In fiscal year 1998-99, appropriations for education, health and welfare
and public safety represented approximately 55%, 29% and 16%, respectively, of
funds available from the General Revenue Fund. The Trust Funds consist of moneys
received by the State which under law or trust agreement are segregated for a
purpose authorized by law. Revenues in the General Revenue Fund which are in
excess of the amount needed to meet appropriations may be transferred to the
Working Capital Fund.
State Revenues. Estimated General Revenues, Working Capital Fund revenue and
Budget Stabilization funds of
9
<PAGE>
$20,750 million for the fiscal year June 30, 2000
represent an increase of 5.4% over revenues for fiscal year ended June 30, 1999.
Estimated Revenue for the fiscal year June 30, 2000 of $18,817.1 million
represents an increase of 5.2% over the fiscal year ended June 30, 1999. With
combined General Revenues, Working Capital Fund and Budget Stabilization Fund
appropriations at $18,594.1 million, including a $60.1 million transfer to the
Budget Stabilization Fund, unencumbered reserves at fiscal year end June 30,
2000 are estimated at $2,155.9 million.
In the fiscal year ended June 30, 1999, the State derived approximately 67% of
its total direct revenues for deposit in the General Revenue Fund, Trust Funds,
Working Capital Fund and Budget Stabilization funds from State taxes and fees.
Federal Funds and other special revenues accounted for the remaining revenues.
The greatest single source of tax receipts in the State is the 6% sales and use
tax. For the fiscal year ended June 30, 2000, receipts from the sales and use
tax totaled $15,076.9 million, an increase of approximately 8.3% over the fiscal
year ended June 30, 1999. In addition to the 6% State sales tax, local
governments may (by referendum) assess a 0.5% or 1% discretionary sales surtax
within their county. Proceeds from this local option sales tax are earmarked for
funding local infrastructure programs and acquiring land for public recreation,
or the protection or conservation of local resources in accordance with State
law. In addition, non-consolidated counties with a population in excess of
800,000 may levy a local option sales tax to fund indigent health care. The tax
rate of this health care surtax may not exceed 0.5% and the combined levy of
this surtax with the infrastructure surtax may not exceed 1%. Furthermore,
charter counties which adopted a charter prior to June 1, 1976 and each county
with a consolidated county/municipal government may (by referendum) assess up to
a 1% discretionary sales surtax within their county, to be earmarked for the
development, construction, maintenance and operation of a fixed guideway rapid
transit system or may be remitted to an expressway or transportation authority
for use on county roads, bridges or bus systems, or to service bonds financing
roads or bridges, in accordance with State law. The second largest source of
State tax receipts is the tax on motor fuels including the tax receipts
distributed to local governments. Receipts from the taxes on motor fuels are
almost entirely dedicated to trust funds for specific purposes or transferred to
local governments and are not included in the General Revenue Fund. For the
fiscal year ended June 30, 2000, collections of this tax totaled $1,663.2
million.
The State currently does not impose a personal income tax. However, the State
does impose a corporate income tax on the net income of corporations,
organizations, associations and other artificial entities for the privilege of
conducting business, deriving income or existing within the State. For the
fiscal year ended June 30, 2000, receipts from the corporate income tax totaled
$1,406.5 million, a decrease of approximately 4.5% from the fiscal year ended
June 30, 1999. The Documentary Stamp Tax collections totaled $1,223.5 million
during the fiscal year ended June 30, 2000, or approximately a 3.2% increase
from the fiscal year ended June 30, 1999. The Alcoholic Beverage Tax, an excise
tax on beer, wine and liquor and a major source of state funds, totaled $604.6
million in the fiscal year June 30, 2000. Collections of the Intangible Personal
Property Tax raised $994.7 million in the fiscal year ended June 30, 2000, a
17.7% decrease from the previous fiscal year. The Florida lottery in the fiscal
year ended June 30, 2000 generated $861.2 million for education.
While the State does not levy ad valorem taxes on real property or tangible
personal property, counties, municipalities and school districts are authorized
by law, and special districts may be authorized by law, to levy ad valorem
taxes. Under the State Constitution, ad valorem taxes may not be levied by
counties, municipalities, school districts and water management districts in
excess of the following respective millages upon the assessed value of real
estate and tangible personal property: for all county purposes, 10 mills; for
all municipal purposes, 10 mills; for all school purposes, 10 mills; and for
water management purposes, either 0.05 mill or 1.0 mill, depending upon
geographic location. These millage limitations do not apply to taxes levied for
payment of bonds and taxes levied for periods not longer than two years when
authorized by a vote of the electors. (Note: one mill equals one-tenth of one
cent.)
The State Constitution and statutes provide for the exemption of homesteads from
certain taxes. The homestead exemption is an exemption from all taxation, except
for assessments for special benefits, up to a specific amount of the assessed
valuation of the homestead. This exemption is available to every person who has
the legal or equitable title to real estate and maintains thereon his or her
permanent home. All permanent residents of the State are currently entitled to a
$25,000 homestead exemption from levies by all taxing authorities; however, such
exemption is subject to change upon voter approval.
As of January 1, 1994, the annual increase in the assessed valuation of
homestead property is constitutionally limited to the lesser of 3% or the
increase in the Consumer Price Index during the relevant year, except in the
event of a sale thereof during such year, and except as to improvements thereto
during such year.
Since municipalities, counties, school districts and other special purpose units
of local governments with power to issue general obligation bonds have authority
to increase the millage levy for voter approved general obligation debt
10
<PAGE>
to the amount necessary to satisfy the related debt service requirements, the
constitutional valuation cap is not expected to adversely affect the ability of
these entities to pay the principal of or interest on such general obligation
bonds. However, in periods of high inflation, those local government units whose
operating millage levies are approaching the constitutional cap and whose tax
base consists largely of residential real estate, may, as a result of the
constitutional valuation cap, need to place greater reliance on non-ad valorem
revenue sources to meet their operating budget needs.
State General Obligation Bonds and State Revenue Bonds. The State Constitution
does not permit the State to issue debt obligations to fund governmental
operations. Generally, the State Constitution authorizes State bonds pledging
the full faith and credit of the State only to finance or refinance the cost of
State fixed capital outlay projects, upon approval by a vote of the electors,
and provided that the total outstanding principal amount of such bonds does not
exceed 50% of the total tax revenues of the State for the two preceding fiscal
years. Revenue bonds may be issued by the State or its agencies without a vote
of the electors only to finance or refinance the cost of State fixed capital
outlay projects or higher education student loans which are payable solely from
funds derived directly from sources other than State tax revenues.
Exceptions to the general provisions regarding the full faith and credit pledge
of the State are contained in specific provisions of the State Constitution
which authorize the pledge of the full faith and credit of the State, without
electorate approval, but subject to specific coverage requirements, for: certain
road and bridge projects (including the actual and incidental costs of acquiring
real property or the rights thereto for state roads), county education projects,
State higher education projects, State system of Public Education and
construction of air and water pollution control and abatement facilities, solid
waste disposal facilities and certain other water facilities.
Local Bonds. The State Constitution provides that counties, school districts,
municipalities, special districts and local governmental bodies with taxing
powers may issue debt obligations payable from ad valorem taxation and maturing
more than 12 months after issuance, only (i) to finance or refinance capital
projects authorized by law, provided that electorate approval is obtained; or
(ii) to refund outstanding debt obligations and interest and redemption premium
thereon at a lower net average interest cost rate.
Counties, municipalities and special districts are authorized to issue revenue
bonds to finance a variety of self-liquidating projects pursuant to the laws of
the State, such revenue bonds to be secured by and payable from the rates, fees,
tolls, rentals and other charges for the services and facilities furnished by
the financed projects. Under State law, counties and municipalities are
permitted to issue bonds payable from special tax sources for a variety of
purposes, and municipalities and special districts may issue special assessment
bonds.
Bond Ratings. General obligation bonds of the State are currently rated Aa2 by
Moody's and AA+ by S&P's.
Florida Retirement System
This system was created in 1970 to provide a retirement and survivor benefit
program for participating public employees. Although retirement coverage is
employee noncontributory and there are cost-of-living adjustments, the
Constitution does not allow any increase in the benefits unless that unit has
made provision for the funding of the increase on a sound actuarial basis. The
latest actuarial update of the Florida Retirement System prepared as of July 1,
1996 indicated that the value of the assets available for benefits funded 86.4%
of the pension benefit obligation.
Florida Hurricane Catastrophe Fund
The Florida Hurricane Catastrophe Fund (FHCF) was created in 1993 as a State
trust fund to provide reimbursement to qualified insurers for a portion of their
catastrophic hurricane losses; thereby creating additional insurance capacity to
ensure that covered structures (and their contents) damaged or destroyed in a
hurricane may be repaired or reconstructed as soon as possible. Payments made to
insurers shall not exceed the monies in the fund, together with the maximum
amount of revenue bonds that may be issued by a county or municipality.
Litigation. Due to its size and its broad range of activities, the State (and
its officers and employees) are involved in numerous routine lawsuits. The
managers of the departments of the State involved in such routine lawsuits
believe that the results of such pending litigation will not materially affect
the State's financial position. In addition to the routine litigation pending
against the State, its officers and employees, Florida's 1997 tobacco litigation
settlement, as amended in 1998, is expected to total $13 billion over a 25 year
period. The settlement anticipates that Florida will use the proceeds for
children's healthcare coverage and other health-related services, to reimburse
Florida for medical expenses it has incurred, and for mandated improvements in
enforcement efforts against the sale of tobacco products to minors.
11
<PAGE>
Summary. Many factors including national, economic, social and environmental
policies and conditions, most of which are not within the control of the State
or its local units of government, could affect or could have an adverse impact
on the financial condition of the State. Additionally, the limitations placed by
the State Constitution on the State and its local units of government with
respect to income taxation, ad valorem taxation, bond indebtedness and other
matters discussed above, as well as other applicable statutory limitations, may
constrain the revenue-generating capacity of the State and its local units of
government and, therefore, the ability of the issuers of the Bonds to satisfy
their obligations thereunder.
There can be no assurance that general economic difficulties or the financial
circumstances of Florida or its counties and municipalities will not adversely
affect the market value of Florida Municipal Obligations or the ability of the
obligors to pay debt service on such obligations.
Investment Restrictions
The Fund has adopted the following fundamental investment restrictions which
apply to all portfolios. They may not be changed unless approved by a majority
of the outstanding shares "of each series of the Fund's shares that would be
affected by such a change." The term "majority of the outstanding shares" of the
Fund means the vote of the lesser of (i) 67% or more of the shares of the Fund
present at a meeting, if the holders of more than 50% of the outstanding shares
of the Fund are present or represented by proxy, or (ii) more than 50% of the
outstanding shares of the Fund. The Fund may not:
1. Make portfolio investments other than as described under "Description of
the Fund and Its Investments and Risks" Any other form of Federal
tax-exempt investment must meet the Fund's high quality criteria, as
determined by the Board of Trustees, and be consistent with the Fund's
objectives and policies.
2. Borrow money. This restriction shall not apply to borrowings from banks for
temporary or emergency (not leveraging) purposes. This includes the meeting
of redemption requests that might otherwise require the untimely
disposition of securities, in an amount up to 15% of the value of the
Fund's total assets (including the amount borrowed) valued at market less
liabilities (not including the amount borrowed) at the time the borrowing
was made. While borrowings exceed 5% of the value of the Fund's total
assets, the Fund will not make any investments. Interest paid on borrowings
will reduce net income.
3. Pledge, hypothecate, mortgage or otherwise encumber its assets, except in
an amount up to 15% of the value of its total assets and only to secure
borrowings for temporary or emergency purposes.
4. Sell securities short or purchase securities on margin, or engage in the
purchase and sale of put, call, straddle or spread options or in writing
such options. However, securities subject to a demand obligation and
stand-by commitments may be purchased as set forth under "Description of
the Fund and Its Investments and Risks" herein.
5. Underwrite the securities of other issuers, except insofar as the Fund may
be deemed an underwriter under the Securities Act of 1933 in disposing of a
portfolio security.
6. Purchase securities subject to restrictions on disposition under the
Securities Act of 1933 ("restricted securities"), except the Fund may
purchase variable rate demand instruments which contain a demand feature.
The Fund will not invest in a repurchase agreement maturing in more than
seven days if any such investment together with securities that are not
readily marketable held by the Fund exceed 10% of the Fund's net assets.
7. Purchase or sell real estate, real estate investment trust securities,
commodities or commodity contracts, or oil and gas interests. This shall
not prevent the Fund from investing in Municipal Obligations secured by
real estate or interests in real estate.
8. Make loans to others, except through the purchase of portfolio investments,
including repurchase agreements, as described under " Description of the
Fund and Its Investments and Risks" herein.
9. Purchase more than 10% of all outstanding voting securities of any one
issuer or invest in companies for the purpose of exercising control.
10. Invest more than 25% of its assets in the securities of "issuers" in any
single industry. The Fund may invest more than 25% of its assets in
Participation Certificates and there shall be no limitation on the purchase
of those Municipal Obligations and other obligations issued or guaranteed
by the United States Government, its agencies or instrumentalities. When
the assets and revenues of an agency, authority, instrumentality or other
political subdivision are separate from those of the government creating
the issuing entity and a security is backed only
12
<PAGE>
by the assets and revenues of the entity, the entity would be deemed to be
the sole issuer of the security. Similarly, in the case of an industrial
revenue bond, if that bond is backed only by the assets and revenues of the
non-government user, then such non-government user would be deemed to be
the sole issuer. If, however, in either case, the creating government or
some other entity, such as an insurance company or other corporate obligor,
guarantees a security or a bank issues a letter of credit, such a guarantee
or letter of credit would be considered a separate security and would be
treated as an issue of such government, other entity or bank. Immediately
after the acquisition of any securities subject to a Demand Feature or
Guarantee (as such terms are defined in Rule 2a-7 of the 1940 Act), with
respect to 75% of the total assets of the Fund, not more than 10% of the
Fund's assets may be invested in securities that are subject to a Guarantee
or Demand Feature from the same institution. However, the Fund may only
invest more than 10% of its assets in securities subject to a Guarantee or
Demand Feature issued by a Non-Controlled Person (as such term is defined
in Rule 2a-7 of the 1940 Act).
11. Invest in securities of other investment companies. The Fund may purchase
unit investment trust securities where such unit trusts meet the investment
objectives of the Fund and then only up to 5% of the Fund's net assets,
except as they may be acquired as part of a merger, consolidation or
acquisition of assets.
12. Issue senior securities, except insofar as the Fund may be deemed to have
issued a senior security in connection with a permitted borrowing.
If a percentage restriction is adhered to at the time of an investment, a later
increase or decrease in percentage resulting from a change in values of
portfolio securities or in the amount of the Fund's assets will not constitute a
violation of such restriction.
III. MANAGEMENT OF THE FUND
The Fund's Board of Trustees, which is responsible for the overall management
and supervision of the Fund, has employed the Manager to serve as investment
manager of the Fund. The Manager provides persons satisfactory to the Fund's
Board of Trustees to serve as officers of the Fund. Such officers, as well as
certain other employees and Trustees of the Fund, may be directors or officers
of Reich & Tang Asset Management, Inc., the sole general partner of the Manager
or employees of the Manager or its affiliates. Due to the services performed by
the Manager, the Fund currently has no employees and its officers are not
required to devote their full-time to the affairs of the Fund.
The Trustees and Officers of the Fund and their principal occupations during the
past five years are set forth below. Unless otherwise specified, the address of
each of the following persons is 600 Fifth Avenue, New York, New York 10020. Mr.
Duff may be deemed an "interested person" of the Fund, as defined in the 1940
Act, on the basis of his affiliation with Reich & Tang Asset Management L.P.
Steven W. Duff, 47 - President and Trustee of the Fund, has been President of
the Mutual Funds Division of the Manager since September 1994. Mr. Duff is also
President and a Director/Trustee of 11 other funds in the Reich & Tang Fund
Complex, Executive Vice President of Delafield Fund, Inc., Director of Pax World
Money Market Fund, Inc., Chief Executive Officer of Tax Exempt Proceeds Fund,
Inc. and President of Back Bay Funds, Inc.
Dr. W. Giles Mellon, 69 - Trustee of the Fund, is Professor of Business
Administration and Area Chairman of Economics in the Graduate School of
Management, Rutgers University which he has been associated with since 1966. His
address is Rutgers University Graduate School of Management, 92 New Street,
Newark, New Jersey 07102. Dr. Mellon is also a Director/Trustee of 12 other
funds in the Reich & Tang Fund Complex.
Robert Straniere, 59 - Trustee of the Fund, has been a member of the New York
State Assembly and a partner with The Straniere Law Firm since 1981. His address
is 182 Rose Avenue, Staten Island, New York 10306. Mr. Straniere is also a
Director/Trustee of 12 other funds in the Reich & Tang Fund Complex and a
Director of Life Cycle Mutual Funds, Inc.
Dr. Yung Wong, 62 - Trustee of the Fund, was Director of Shaw Investment
Management (UK) Limited from 1994 to October 1995 and formerly General Partner
of Abacus Partners Limited Partnership (a general partner of a venture capital
investment firm) from 1984 to 1994. His address is 29 Alden Road, Greenwich,
Connecticut 06831. Dr. Wong is also a Director/Trustee of 12 other funds in the
Reich & Tang Fund Complex. Dr. Wong is also a Trustee of Eclipse Financial Asset
Trust.
Molly Flewharty, 49 - Vice President of the Fund, has been Vice President of the
Mutual Funds Division of the Manager since September 1993. Ms. Flewharty was
formerly Vice President of Reich & Tang, Inc. which she was
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<PAGE>
associated with from December 1977 to September 1993. Ms. Flewharty is also Vice
President of 15 other funds in the Reich & Tang Fund Complex.
Lesley M. Jones, 52 - Vice President of the Fund, has been Senior Vice President
of the Mutual Funds Division of the Manager since September 1993. Ms. Jones was
formerly Senior Vice President of Reich & Tang, Inc. which she was associated
with from April 1973 to September 1993. Ms. Jones is also a Vice President of 11
other funds in the Reich & Tang Fund Complex.
Dana E. Messina, 44 - Vice President of the Fund, has been Executive Vice
President of the Mutual Funds Division of the Manager since January 1995 and was
Vice President from September 1993 to January 1995. Ms. Messina was formerly
Vice President of Reich & Tang, Inc. with which she was associated with from
December 1980 to September 1993. Ms. Messina is also Vice President of 12 other
funds in the Reich & Tang Fund Complex.
Bernadette N. Finn, 53 - Secretary of the Fund, has been Vice President of the
Mutual Funds Division of the Manager since September 1993 and Senior Vice
President since December 2000. Ms. Finn was formerly Vice President and
Assistant Secretary of Reich & Tang, Inc. which she was associated with from
September 1970 to September 1993. Ms. Finn is also Secretary of 11 other funds
and a Vice President and Secretary of 4 additional funds in the Reich & Tang
Complex.
Richard De Sanctis, 44 - Treasurer of the Fund, has been Treasurer of the
Manager since September 1993. Mr. De Sanctis is also Treasurer of 14 other funds
in the Reich & Tang Fund Complex and is Vice President and Treasurer of Cortland
Trust, Inc.
Rosanne Holtzer, 35 - Assistant Treasurer of the Fund, has been Vice President
of the Mutual Funds division of the Manager since December 1997. Ms. Holtzer was
formerly Manager of Fund Accounting for the Manager with which she was
associated with from June 1986. Ms. Holtzer is also Assistant Treasurer of 15
other funds in the Reich & Tang Fund Complex.
The Fund paid an aggregate remuneration of $6,000 to its trustees with respect
to the period ended August 31, 2000, all of which consisted of Trustees' fees
paid to the three disinterested trustees, pursuant to the terms of the
Investment Management Contract (see "Manager" herein.)
Trustees of the Fund not affiliated with the Manager receive from the Fund an
annual retainer of $1,000 and a fee of $250 for each Board of Trustees meeting
attended and are reimbursed for all out-of-pocket expenses relating to
attendance at such meetings. Trustees who are affiliated with the Manager do not
receive compensation from the Fund. See Compensation Table.
Compensation Table
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
Total Compensation from
Aggregate Compensation Pension or Retirement Estimated Annual Fund and Fund Complex
from the Fund Benefits Accrued as Part Benefits upon Retirement Paid to Trustees *
of Fund Expenses
Name of Person,
Position
Dr. W. Giles Mellon, $2,000 0 0 $59,000 (16 Funds)
Trustee
Robert Straniere, $2,000 0 0 $59,000 (16 Funds)
Trustee
Dr. Yung Wong, $2,000 0 0 $59,000 (16 Funds)
Trustee
</TABLE>
* The total compensation paid to such persons by the Fund and Fund Complex
for the fiscal year ending August 31, 2000. The parenthetical number
represents the number of investment companies (including the Fund) from
which the trustees receive compensation. A Fund is considered to be in the
same Fund Complex if, among other things, it has a common investment
adviser.
IV. CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES
On November 30, 2000 there were 50,495,656 shares of Class A common stock
outstanding and 28,058,196 shares of Class B common stock outstanding. As of
November 30, 2000, the amount of shares owned by all officers and Trustees of
the Fund as a group, was less than 1% of the outstanding shares. Set forth below
is certain information as to persons who owned 5% or more of the Fund's
outstanding shares as of November 30, 2000:
14
<PAGE>
CLASS A
Name and Address % of Class Nature of Ownership
---------------- ---------- -------------------
Investors Fiduciary Trust Company
For the Benefit of Various Customers
1 South Street - 18th Floor
Baltimore, MD 21202 38.13% Record
Virginia Koonce Craig Revocable Trust
3750 Bobbin Mill Road
Tallahassee, Florida 32312 11.56% Beneficial
CLASS B
Newberger Berman
As Agent for Customer
605 3rd Avenue
New York, NY 10019 60.02% Record
Lewco Securities Corp.
34 Exchange Place - 4th Floor
Jersey City, NJ 07311 10.05% Record
Morgan Stanley Dean Witter
Texas Commerce TWR
600 Travis Avenue, #3700
Houston, TX 77002 5.58% Record
Morgan Stanley Dean Witter
440 South LaSalle
Chicago, IL 60605 5.28% Record
V. INVESTMENT ADVISORY AND OTHER SERVICES
The Investment Manager for the Fund is Reich & Tang Asset Management L.P. (the
"Manager"), a Delaware limited partnership with principal offices at 600 Fifth
Avenue, New York, New York 10020. The Manager was, as of November 30, 2000,
investment manager, adviser, or sub-adviser with respect to assets aggregating
in excess of $14.4 billion. In addition to the Fund, the Manager acts as
investment manager of thirteen other investment companies and also advises
pension trusts, profit-sharing trusts and endowments.
The Manager is a registered investment adviser whose origins date back to 1970.
The Manager is a limited partnership that is a wholly-owned subsidiary of Nvest
Holdings, L.P. ("Nvest Holdings"). Nvest Holdings is a wholly-owned subsidiary
of Nvest Companies, L.P. ("Nvest Companies"). Nvest Companies is the limited
partner and owner, through Nvest Holdings, of a 99.5% interest in the Manager.
Reich & Tang Asset Management, Inc. is the sole general partner and owner of a
remaining 0.5% interest of the Manager, as well as being an indirect
wholly-owned subsidiary of Nvest Companies. Nvest Companies' general partner,
CDCAM North America, LLC ("CDCAM NA LLC"), is a wholly-owned subsidiary of CDC
Asset Management North America Corporation ("CDCAM NA"). CDCAM NA is the sole
limited partner of Nvest Companies. CDCAM NA is a wholly-owned subsidiary of CDC
Asset Management S.A., a French company ("CDCAM"). CDCAM is majority-owned by
CDC Finance and indirectly owned, through CDC Finance, Caisse Nationale des
Caisses D'Epargne and CNP Assurances, by Caisse des Depots et Consignations
("CDC"). CDC was created by the French Government legislation and currently is
supervised by the French Parlement.
The eighteen principal subsidiary or affiliated asset management firms of Nvest
Companies, collectively, have more than $130 billion in assets under management
or administration as of September 30, 2000.
On July 25, 2000, the Board of Trustees, including a majority of the trustees
who are not interested persons (as defined in the 1940 Act) of the Fund or the
Manager, approved the Investment Management Contract for an initial term of two
years, extending to August 31, 2002. The contract may be continued in force
after the initial term for successive twelve-month periods beginning each
September 1, provided that such majority vote of the Fund's outstanding voting
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securities or by a majority of the trustees who are not parties to the
Investment Management Contract or interested persons of any such party, by votes
cast in person at a meeting called for the purpose of voting on such matter.
Pursuant to the Investment Management Contract, the Manager manages the Fund's
portfolio of securities and makes decisions with respect to the purchase and
sale of investments, subject to the general control of the Board of Trustees of
the Fund.
The Manager provides persons satisfactory to the Board of Trustees of the Fund
to serve as officers of the Fund. Such officers, as well as certain other
employees and trustees of the Fund, may be trustees or officers of Reich and
Tang Asset Management, Inc., the sole general partner of the Manager, or
employees of the Manager or its affiliates.
The Investment Management Contract is terminable without penalty by the Fund on
sixty days' written notice when authorized either by majority vote of its
outstanding voting shares or by a vote of a majority of its Board of Trustees,
or by the Manager on sixty days written notice, and will automatically terminate
in the event of its assignment. The Investment Management Contract provides that
in the absence of willful misfeasance, bad faith or gross negligence on the part
of the Manager, or of reckless disregard of its obligations thereunder, the
Manager shall not be liable for any action or failure to act in accordance with
its duties thereunder.
Under the Investment Management Contract, the Manager receives from the Fund a
fee equal to .40% per annum of the Fund's average daily net assets. The fees are
accrued daily and paid monthly. The Manager at its discretion may voluntarily
waive all or a portion of the management fee. For the Fund's fiscal years ended
August 31, 2000, August 31, 1999 and August 31, 1998, the fee paid to the
Manager under the Investment Management Contract was $346,921, $375,213 and
$541,446, respectively, of which $83,380, $84,262, and $94,753 was voluntarily
waived. The Fund's net assets at the close of business on August 31, 2000
totaled $87,814,730. The Manager may waive its rights to any portion of the
management fee and may use any portion of the management fee for purposes of
shareholder and administrative services and distribution of the Fund's shares.
Pursuant to the Administrative Services Contract with the Fund, the Manager also
performs clerical, accounting supervision, office service and related functions
for the Fund and provides the Fund with personnel to (i) supervise the
performance of accounting related services by State Street Kansas City, the
Fund's bookkeeping or recordkeeping agent, (ii) prepare reports to and filings
with regulatory authorities and (iii) perform such other services as the Fund
may from time to time request of the Manager. The personnel rendering such
services may be employees of the Manager, of its affiliates or of other
organizations. For its services under the Administrative Services Contract, the
Manager receives from the Fund a fee equal to .21% per annum of the Fund's
average daily net assets. For the Funds' fiscal years ended August 31, 2000,
August 31, 1999 and August 31, 1998, the Manager received a fee of $182,134,
$196,987, and $284,259, respectively, of which $173,461, $187,607 and $270,723
was voluntarily waived.
The Manager at its discretion may waive its rights to any portion of the
management fee or the administrative services fee and may use any portion of the
management fee for purposes of shareholder and administrative services and
distribution of the Fund's shares. There can be no assurance that such fees will
be waived in the future (see "Distribution and Service Plan" herein).
Investment management fees and operating expenses which are attributable to both
Classes of the Fund will be allocated daily to each Class based on the
percentage of outstanding shares at the end of the day. Additional shareholder
services provided by Participating Organizations to Class A shareholders
pursuant to the Plan shall be compensated by the Distributor from its
shareholder servicing fee, the Manager from its management fee and the Fund
itself. Expenses incurred in the distribution of Class B shares and the
servicing of Class B shares shall be paid by the Manager.
Expense Limitation
The Manager has agreed, pursuant to the Investment Management Contract, (see
"Distribution and Service Plan" herein), to reimburse the Fund for its expenses
(exclusive of interest, taxes, brokerage and extraordinary expenses) which in
any year exceed the limits on investment company expenses prescribed by any
state in which the Fund's shares are qualified for sale. For the purpose of this
obligation to reimburse expenses, the Fund's annual expenses are estimated and
accrued daily, and any appropriate estimated payments are made to it on a
monthly basis. Subject to the obligations of the Manager to reimburse the Fund
for its excess expenses as described above, the Fund has, under the Investment
Management Contract, confirmed its obligation for payment of all its other
expenses. This includes all operating expenses, taxes, brokerage fees and
commissions, commitment fees, certain insurance premiums, interest charges and
expenses of the custodian, transfer agent and dividend disbursing agent's fees,
telecommunications expenses, auditing and legal expenses, bookkeeping agent
fees, costs of forming the corporation and maintaining corporate existence,
compensation of trustees,
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officers and employees of the Fund and costs of other personnel performing
services for the Fund who are not officers of the Manager or its affiliates,
costs of investor services, shareholders' reports and corporate meetings, SEC
registration fees and expenses, state securities laws registration fees and
expenses, expenses of preparing and printing the Fund's prospectus for delivery
to existing shareholders and of printing application forms for shareholder
accounts, and the fees and reimbursements payable to the Manager under the
Investment Management Contract and the Distributor under the Shareholder
Servicing Agreement.
The Fund may from time to time hire its own employees or contract to have
management services performed by third parties (including Participating
Organizations) as discussed herein. The management of the Fund intends to do so
whenever it appears advantageous to the Fund. The Fund's expenses for employees
and for such services are among the expenses subject to the expense limitation
described above.
Distribution And Service Plan
The Fund's distributor is Reich & Tang Distributors, Inc. (the "Distributor"), a
Delaware corporation with principal offices at 600 Fifth Avenue, New York, New
York 10020. Pursuant to Rule 12b-1 under the 1940 Act, the SEC has required that
an investment company which bears any direct or indirect expense of distributing
its shares must do so only in accordance with a plan permitted by the Rule. The
Fund's Board of Trustees has adopted a distribution and service plan (the
"Plan") and, pursuant to the Plan, the Fund has entered into a Distribution
Agreement and a Shareholder Servicing Agreement (with respect to Class A shares
only) with the Distributor, as distributor of the Fund's shares.
The Class A shares will be offered to investors who desire certain additional
shareholder services from Participating Organizations that are compensated by
the Fund's Manager and Distributor for such services. For its services under the
Shareholder Servicing Agreement (with respect to the Class A shares only), the
Manager receives from the Fund a service fee equal to .25% per annum of the
Fund's average daily net assets of the Class A shares of the Fund (the
"Shareholder Servicing Fee") for providing personal shareholder services and for
the maintenance of shareholder accounts. The fee is accrued daily and paid
monthly and any portion of the fee may be deemed to be used by the Distributor
for purposes of distribution of the Fund's Class A shares and for payments to
Participating Organizations with respect to servicing their clients or customers
who are Class A shareholders of the Fund. The Class B shareholders will not
receive the benefit of such services from Participating Organizations and,
therefore, will not be assessed a shareholder servicing fee.
The following information applies only to the Class A shares of the Fund. For
the Fund's fiscal year ended August 31, 2000, the amount payable to the
Distributor under the Plan and Shareholder Servicing Agreement adopted
thereunder pursuant to Rule 12b-1 under the 1940 Act, totaled $143,947, none of
which was voluntarily waived. During the same period, the Manager and
Distributor made total payments under the Plan to or on behalf of Participating
Organizations of $222,344. The excess of such payments over the total payments
the Distributor received from the Fund under the Plan represents distribution
and servicing expenses funded by the Manager from its own resources including
the management fee. Of the total amount paid pursuant to the Plan, $11,867 was
utilized for compensation to sales personnel, $4,378 on Prospectus printing and
$979 on miscellaneous expenses.
Under the Distribution Agreement, the Distributor, for nominal consideration
(i.e., $1.00) and as agent for the Fund, will solicit orders for the purchase of
the Fund's shares, provided that any subscriptions and orders will not be
binding on the Fund until accepted by the Fund as principal.
The Plan and the Shareholder Servicing Agreement provide that, in addition to
the Shareholder Servicing Fee, the Fund will pay for (i) telecommunications
expenses, including the cost of dedicated lines and CRT terminals, incurred by
the Participating Organizations and Distributor in carrying out their
obligations under the Shareholder Servicing Agreement with respect to the Class
A shares and (ii) preparing, printing and delivering the Fund's prospectus to
existing shareholders of the Fund and preparing and printing subscription
application forms for shareholder accounts.
The Plan provides that the Manager may make payments from time to time from its
own resources, which may include the management fee, and past profits for the
following purposes: (i) to defray the costs of, and to compensate others,
including Participating Organizations with whom the Distributor has entered into
written agreements for performing shareholder servicing and related
administrative functions on behalf of the Class A shares of the Fund; (ii) to
compensate certain Participating Organizations for providing assistance in
distributing the Fund's shares; and (iii) to pay the costs of printing and
distributing the Fund's prospectus to prospective investors, and to defray the
cost of the preparation and printing of brochures and other promotional
materials, mailings to prospective shareholders, advertising, and other
promotional activities, including the salaries and/or commissions of sales
personnel in connection with the distribution of the Fund's shares. The
Distributor may also make payments from time to time from its own resources,
which may include the Shareholder Servicing Fee with respect to Class A shares
and past profits
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for the purpose enumerated in (i) above. The Manager, at its expense, also may
from time to time provide additional promotional incentives to Participating
Organizations who sell Fund shares. The Distributor determines the amount of
such payments made pursuant to the Plan, provided that such payments will not
increase the amount which the Fund is required to pay to the Manager or the
Distributor for any fiscal year under the Investment Management Contract or the
Shareholder Servicing Agreement in effect for that year.
In accordance with the Rule, the Plan provides that all written agreements
relating to the Plan entered into between either the Fund or the Distributor and
Participating Organizations or other organizations must be in a form
satisfactory to the Fund's Board of Trustees. In addition, the Plan requires the
Fund and the Distributor to prepare, at least quarterly, written reports setting
forth all amounts expended for distribution purposes by the Fund and the
Distributor pursuant to the Plan and identifying the distribution activities for
which those expenditures were made.
The Plan has a term which extends until August 31, 2001. Thereafter it may
continue in effect for successive annual periods commencing September 1,
provided it is approved by the Class A shareholders or by the Board of Trustees.
This includes a majority of trustees who are not interested persons of the Fund
and who have no direct or indirect interest in the operation of the Plan or in
the agreements related to the Plan. The Plan further provides that it may not be
amended to increase materially the costs which may be spent by the Fund for
distribution pursuant to the Plan without Class A shareholder approval, and the
other material amendments must be approved by the trustees in the manner
described in the preceding sentence. The Plan may be terminated at any time by a
vote of a majority of the disinterested trustees of the Fund or the Fund's Class
A shareholders.
Custodian And Transfer Agent
State Street Kansas City, 801 Pennsylvania, Kansas City, Missouri 64105, is
custodian for the Fund's cash and securities. Reich & Tang Services, Inc., 600
Fifth Avenue, New York, NY 10020, is transfer agent and dividend agent for the
shares of the Fund. The custodian and transfer agents do not assist in, and are
not responsible for, investment decisions involving assets of the Fund.
Counsel and Independent Accountants
Legal matters in connection with the issuance of shares of stock of the Fund are
passed upon by Paul, Hastings, Janofsky & Walker LLP, 399 Park Avenue, New York,
New York 10022. Matters in connection with Florida law are passed upon by
Gunster, Yoakley & Stewart, P.A., 777 South Flagler Drive, Suite 500 East, West
Palm Beach, FL 33401-6194.
PricewaterhouseCoopers LLP, 1177 Avenue of the Americas, New York, New York
10036, independent certified public accountants, have been selected as
independent accountants for the Fund.
VI. BROKERAGE ALLOCATION AND OTHER PRACTICES
The Fund's purchases and sales of portfolio securities usually are principal
transactions. Portfolio securities are normally purchased directly from the
issuer, from banks and financial institutions or from an underwriter or market
maker for the securities. There usually are no brokerage commissions paid for
such purchases. The Fund has paid no brokerage commissions since its formation.
Any transaction for which the Fund pays a brokerage commission will be effected
at the best price and execution available. Thus, the Fund will select a broker
for such a transaction based upon which broker can effect the trade at the best
price and execution available. Purchases from underwriters of portfolio
securities include a commission or concession paid by the issuer to the
underwriter, and purchases from dealers serving as market makers include the
spread between the bid and asked price. The Fund purchases Participation
Certificates in variable rate Municipal Obligations with a demand feature from
banks or other financial institutions at a negotiated yield to the Fund based on
the applicable interest rate adjustment index for the security. The interest
received by the Fund is net of a fee charged by the issuing institution for
servicing the underlying obligation and issuing the participation certificate,
letter of credit, guarantee or insurance and providing the demand repurchase
feature.
Allocation of transactions, including their frequency, to various dealers is
determined by the Manager in its best judgment and in a manner deemed in the
best interest of shareholders of the Fund rather than by any formula. The
primary consideration is prompt execution of orders in an effective manner at
the most favorable price. No preference in purchasing portfolio securities will
be given to banks or dealers that are Participating Organizations.
Investment decisions for the Fund are made independently from those for any
other investment companies or accounts that may be or become managed by the
Manager or its affiliates. If, however, the Fund and other investment companies
or accounts managed by the Manager are simultaneously engaged in the purchase or
sale of the same security, the transactions may be averaged as to price and
allocated equitably to each account. In some cases, this policy might adversely
affect the price paid or received by the Fund or the size of the position
obtainable
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for the Fund. In addition, when purchases or sales of the same security for the
Fund and for other investment companies managed by the Manager occur
contemporaneously, the purchase or sale orders may be aggregated in order to
obtain any price advantage available to large denomination purchasers or
sellers.
No portfolio transactions are executed with the Manager or its affiliates acting
as principal. In addition, the Fund will not buy bankers' acceptances,
certificates of deposit or commercial paper from the Manager or its affiliates.
VII. CAPITAL STOCK AND OTHER SECURITIES
The Fund has an unlimited authorized number of shares of beneficial interest.
These shares are entitled to one vote per share with proportional voting for
fractional shares. There are no conversion or preemptive rights in connection
with any shares of the Fund. All shares, when issued in accordance with the
terms of the offering, will be fully paid and nonassessable. Shares are
redeemable at net asset value, at the option of the shareholder. The Fund is
subdivided into two classes of common stock, Class A and Class B. Each share,
regardless of class, represents an interest in the same portfolio of investments
and has identical voting, dividend, liquidation and other rights, preferences,
powers, restrictions, limitations, qualifications, designations and terms and
conditions, except: (i) the Class A and Class B shares have different class
designations; (ii) only the Class A shares are assessed a service fee pursuant
to the Rule 12b-1 Distribution and Service Plan of the Fund of .25% of the Class
A shares' average daily net assets; and (iii) only the holders of the Class A
shares will be entitled to vote on matters pertaining to the Plan and any
related agreements in accordance with provisions of Rule 12b-1. The exchange
privilege permits stockholders to exchange their shares only for shares of the
same class of an investment company that participates on an exchange privilege
program with the Fund. Payments made under the Plan are calculated and charged
daily to the appropriate class prior to determining daily net asset value per
share and dividends/distributions.
The shares of the Fund have non-cumulative voting rights, which means that the
holders of more than 50% of the shares outstanding voting for the election of
trustees can elect 100% of the trustees if the holders choose to do so. In that
event, the holders of the remaining shares will not be able to elect any person
or persons to the Board of Trustees. Unless specifically requested by an
investor, the Fund will not issue certificates evidencing Fund shares.
As a general matter, the Fund will not hold annual or other meetings of the
Fund's shareholders. Meetings of shareholders may be called at any time by the
President, and at the request in writing, or by resolution, of a majority of
Trustees, or upon the written request of holders of shares entitled to cast not
less than 10% of all the votes entitled to be cast at such meeting. Annual and
other meetings may be required with respect to such additional matters relating
to the Fund as may be required by the 1940 Act, such as for the election of
Trustees, for approval of the revised investment advisory contracts with respect
to a particular class or series of shares, for approval of the Fund's
distribution agreement with respect to a particular class or series of shares
and the removal of Fund Trustee(s) and communication among shareholders, any
registration of the Fund with the Securities and Exchange Commission or any
state, or as the Trustees may consider necessary or desirable. Each Trustee
serves until his successor is elected and qualified, or until such Trustee
sooner dies, resigns, retires or is removed by the vote of the shareholders.
VIII. PURCHASE, REDEMPTION AND PRICING OF SHARES
The material relating to purchase, redemption and pricing of shares is located
in the Shareholder Information section of the Prospectus and is hereby
incorporated by reference.
Net Asset Value
The Fund does not determine net asset value per share of each Class on any day
in which the New York Stock Exchange is closed for trading. Those days include:
New Year's Day, Martin Luther King Jr.'s Day, President's Day, Good Friday,
Memorial Day, Independence Day, Labor Day, Thanksgiving and Christmas.
The net asset value of the Fund's shares is determined as of 12 noon, New York
City time, on each Fund Business Day. The net asset value of a Class is computed
by dividing the value of the Fund's net assets for such Class (i.e., the value
of its securities and other assets less its liabilities, including expenses
payable or accrued but excluding capital stock and surplus) by the total number
of shares outstanding for such Class.
The Fund's portfolio securities are valued at their amortized cost in compliance
with the provisions of Rule 2a-7 under the 1940 Act. Amortized cost valuation
involves valuing an instrument at its cost and thereafter assuming a constant
amortization to maturity of any discount or premium. If fluctuating interest
rates cause the market value of the Fund's portfolio to deviate more than 1/2 of
1% from the value determined on the basis of amortized cost, the Board of
Trustees will consider whether any action should be initiated, as described in
the following paragraph. Although the amortized cost method provides certainty
in valuation, it may result in periods during which the value of an instrument
is higher or lower than the price an investment company would receive if the
instrument were sold.
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The Fund's Board of Trustees has established procedures to stabilize the Fund's
net asset value at $1.00 per share of each Class. These procedures include a
review of the extent of any deviation of net asset value per share, based on
available market rates, from the Fund's $1.00 amortized cost per share of each
Class. Should that deviation exceed 1/2 of 1%, the Board will consider whether
any action should be initiated to eliminate or reduce material dilution or other
unfair results to shareholders. Such action may include redemption of shares in
kind, selling portfolio securities prior to maturity, reducing or withholding
dividends and utilizing a net asset value per share as determined by using
available market quotations. The Fund will maintain a dollar-weighted average
portfolio maturity of 90 days or less, will not purchase any instrument with a
remaining maturity greater than 397 days, will limit portfolio investments,
including repurchase agreements, to those United States dollar-denominated
instruments that the Fund's Board of Trustees determines present minimal credit
risks, and will comply with certain reporting and record keeping procedures. The
Fund has also established procedures to ensure compliance with the requirement
that portfolio securities are Eligible Securities. (See "Description of the Fund
and Its Investments and Risks" herein.)
IX. TAXATION OF THE FUND
Federal Income Taxes
The Fund has elected to qualify under the Code, as a "regulated investment
company" that distributes "exempt-interest dividends". The Fund intends to
continue to qualify for regulated investment company status so long as such
qualification is in the best interest of its shareholders. Such qualification
relieves the Fund of liability for Federal income taxes to the extent its
earnings are distributed in accordance with the applicable provisions of the
Code.
The Fund's policy is to distribute as dividends each year 100%, and in no event
less than 90%, of its net tax-exempt interest income. Exempt-interest dividends
are dividends paid by the Fund that are attributable to interest on obligations,
the interest on which is exempt from regular Federal income tax, and designated
by the Fund as exempt-interest dividends in a written notice mailed to the
Fund's shareholders not later than 60 days after the close of its taxable year.
The percentage of the total dividends paid by the Fund during any taxable year
that qualifies as exempt-interest dividends will be the same for all
shareholders receiving dividends during the year.
Exempt-interest dividends are excludable from gross income although the amount
of tax exempt interest received must be disclosed on the shareholders' Federal
income tax returns. Shareholders should consult their tax advisors with respect
to whether exempt-interest dividends remain exempt if such shareholders would be
treated as "substantial users" or "related persons" under the Code with respect
to some or all of any private activity bonds held by the Fund. If a shareholder
receives an exempt-interest dividend with respect to any share that it has held
for six months or less, then any loss on the sale or exchange of such share will
be disallowed to the extent of the amount of such exempt-interest dividend. For
Social Security recipients, interest on tax-exempt bonds, including
exempt-interest dividends paid by the Fund, must be added to adjusted gross
income for purposes of computing the amount of social security benefits
includible in gross income. Taxpayers other than corporations are required to
include as an item of tax preference for purposes of the Federal alternative
minimum tax all tax-exempt interest on private activity bonds (generally, a bond
issue in which more than 10% of the proceeds are used in a non-governmental
trade or business, other than Section 501(c)(3) bonds) issued after August 7,
1986. Thus, this provision will apply to any exempt-interest dividends from the
Fund's assets that are attributable to such post-August 7, 1986 private activity
bonds acquired by the Fund. Corporations are required to increase their
alternative minimum taxable income for purposes of calculating their alternative
minimum tax liability by 75% of the amount by which the adjusted current
earnings (which will include tax-exempt interest) of the corporation exceeds
it's alternative minimum taxable income (determined without this item). In
addition, in certain cases, Subchapter S corporations with accumulated earnings
and profits from Subchapter C years are subject to a tax on excess "passive
investment income", which includes tax-exempt interest.
Although not intended, it is possible that the Fund may realize short-term or
long-term capital gains or losses from its portfolio transactions. The Fund may
also realize market discount income, short-term or long-term capital gains upon
the maturity or disposition of securities acquired at discounts resulting from
market fluctuations. Accrued market discount income and short-term capital gains
will be taxable to shareholders as ordinary income when they are distributed.
Any net capital gains (the excess of net long-term capital gain over net
short-term capital loss) will be distributed annually to the Fund's
shareholders. The Fund will have no tax liability with respect to distributed
net capital gains and the distributions are taxable to shareholders as long-term
capital gains regardless of how long the shareholders have held Fund shares.
However, Fund shareholders who at the time of such a net capital gain
distribution have not held their Fund shares for more than 6 months, and who
subsequently dispose of those shares at a loss, will be required to treat such
loss as a long-term capital loss to the extent of the net capital gain
distribution. Distributions of net capital gain will be designated as capital
gain dividends in a written notice mailed to the Fund's
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shareholders not later than 60 days after the close of the Fund's taxable year.
Capital gains realized by corporations are generally taxed at the same rate as
ordinary income. However, capital gains are generally taxable at a maximum rate
of 20% to non-corporate shareholders who have a holding period of more than 12
months. Corresponding maximum rate and holding period rules apply with respect
to capital gains dividends distributed by the Fund, without regard to the length
of time shares have been held by the shareholder.
The Fund also intends to distribute at least 90% of its investment company
taxable income (taxable income including short term capital gain but subject to
certain adjustments, exclusive of the excess of its net long-term capital gain
over its net short-term capital loss) for each taxable year. This distribution
will be taxable to shareholders as ordinary income. The Fund will be subject to
Federal income tax on any undistributed investment company taxable income.
Expenses paid or incurred by the Fund will be allocated between tax-exempt and
taxable income in the same proportion as the amount of the Fund's tax-exempt
income bears to the total of such exempt income and its gross income (excluding
from gross income the excess of capital gains over capital losses). If the Fund
does not distribute at least 98% of its ordinary income and 98% of its capital
gain net income for a one year period, the Fund will be subject to a
nondeductible 4% excise tax on the excess of such amounts over the amounts
actually distributed.
If a shareholder (other than a corporation) fails to provide the Fund with a
current taxpayer identification number, the Fund generally is required to
withhold 31% of taxable interest, dividend payments, and proceeds from the
redemption of shares of the Fund.
Dividends and distributions to shareholders will be treated in the same manner
for Federal income tax purposes whether received in cash or reinvested in
additional shares of the Fund.
With respect to the variable rate demand instruments, including participation
certificates therein, the Fund should be treated for Federal income tax purposes
as the owner of an interest in the underlying Municipal Obligations and that the
interest thereon will be exempt from regular Federal income taxes to the Fund
and its shareholders to the same extent as interest on the underlying Municipal
Obligations. Counsel has pointed out that the Internal Revenue Service has
announced that it will not ordinarily issue advance rulings on the question of
ownership of securities or participation interests therein subject to a put and,
as a result, the Internal Revenue Service could reach a conclusion different
from that reached by counsel.
The Code provides that interest on indebtedness incurred or continued to
purchase or carry tax-exempt bonds is not deductible by most taxpayers.
Therefore, a certain portion of interest on indebtedness incurred, or continued,
to purchase or carry securities, including margin interest, may not be
deductible during the period an investor holds shares of the Fund.
The United States Supreme Court has held that there is no constitutional
prohibition against the Federal government's taxing the interest earned on state
or other municipal bonds. The decision does not, however, affect the current
exemption from regular income taxation of the interest earned on the Municipal
Obligations in accordance with the Code.
From time to time, proposals have been introduced before Congress to restrict or
eliminate the Federal income tax exemption for interest on Municipal
Obligations. If such a proposal were introduced and enacted in the future, the
ability of the Fund to pay exempt-interest dividends would be adversely affected
and the Fund would reevaluate its investment objective and policies and consider
changes in the structure.
The exemption for Federal income tax purposes of exempt-interest dividends does
not necessarily result in an exemption under the income or other tax laws of any
state or local taxing authority. Shareholders of the Fund may be exempt from
state and local taxes on distributions of tax-exempt interest income derived
from obligations of the state and/or municipalities of the state in which they
may reside but may be subject to tax on income derived from obligations of other
jurisdictions. Shareholders are advised to consult with their tax advisers
concerning the application of state and local taxes to investments in the Fund
which may differ from the Federal income tax consequences described above.
Florida Taxes
The following is based upon the advice of Gunster, Yoakley & Stewart, PA.,
special Florida counsel to the Fund.
The Fund will not be subject to income, franchise or other taxes of a similar
nature imposed by the State of Florida or its subdivisions, agencies or
instrumentalities. Florida does not currently impose an income tax on
individuals. Thus, individual shareholders of the Fund will not be subject to
any Florida state income tax on distributions received from the Fund. However,
certain distributions will be taxable to corporate shareholders which are
subject to Florida corporate income tax. Florida currently imposes an
"intangibles tax" at the annual rate of 0.1% on certain securities
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and other intangible assets owned by Florida residents. Bonds (including
Participation Certificates) issued by the State of Florida or its subdivisions
("Florida Securities"), as well as bonds issued by the government of the United
States or the governments of certain U.S. territories and possessions, including
Guam and Puerto Rico (collectively, "Federal Securities"), are exempt from the
Florida intangibles tax. If, on December 31 of any year, the Fund's portfolio
consists solely of Florida and Federal Securities, the Fund's shares will be
exempt from the Florida intangibles tax. If, however, the Fund's December 31
portfolio includes any nonexempt securities, then the Fund shares owned by
Florida residents may be subject to the Florida intangibles tax to the extent
the Fund's portfolio includes securities other than Federal Securities. The Fund
itself will not be subject to the Florida intangibles tax.
X. UNDERWRITERS
The Fund sells and redeems its shares on a continuing basis at their net asset
value and does not impose a sales charge. The Distributor does not receive an
underwriting commission. In effecting sales of Fund shares under the
Distribution Agreement, the Distributor, for nominal consideration (i.e., $1.00)
and as agent for the Fund, will solicit orders for the purchase of the Fund's
shares, provided that any subscriptions and orders will not be binding on the
Fund until accepted by the Fund as principal.
The Glass-Steagall Act and other applicable laws and regulations prohibit banks
and other depository institutions from engaging in the business of underwriting,
selling or distributing most types of securities. On November 16, 1999,
President Clinton signed the Gramm-Leach-Bliley Act, repealing certain
provisions of the Glass-Steagall Act which have restricted affiliation between
banks and securities firms and amending the Bank Holding Company Act thereby
removing restrictions on banks and insurance companies. The new legislation
grants banks new authority to conduct certain authorized activity through
financial subsidiaries. In the opinion of the Manager, however, based on the
advice of counsel, these laws and regulations do not prohibit such depository
institutions from providing other services for investment companies such as the
shareholder servicing and related administrative functions referred to above.
The Fund's Board of Trustees will consider appropriate modifications to the
Fund's operations, including discontinuance of any payments then being made
under the Plan to banks and other depository institutions, in the event of any
future change in such laws or regulations which may affect the ability of such
institutions to provide the above-mentioned services. It is not anticipated that
the discontinuance of payments to such an institution would result in loss to
shareholders or change in the Fund's net asset value. In addition, state
securities laws on this issue may differ from the interpretations of Federal law
expressed herein and banks and financial institutions may be required to
register as dealers pursuant to state law.
XI. CALCULATION OF PERFORMANCE DATA
The Fund calculates a seven-day yield quotation using a standard method
prescribed by the rules of the SEC. Under that method, the Fund's yield figure,
which is based on a chosen seven-day period, is computed as follows: the Fund's
return for the seven-day period is obtained by dividing the net change in the
value of a hypothetical account having a balance of one share at the beginning
of the period by the value of such account at the beginning of the period
(expected to always be $1.00). This is multiplied by (365/7) with the resulting
annualized figure carried to the nearest hundredth of one percent. For purposes
of the foregoing computation, the determination of the net change in account
value during the seven-day period reflects (i) dividends declared on the
original share and on any additional shares, including the value of any
additional shares purchased with dividends paid on the original share, and (ii)
fees charged to all shareholder accounts. Realized capital gains or losses and
unrealized appreciation or depreciation of the Fund's portfolio securities are
not included in the computation. Therefore, annualized yields may be different
from effective yields quoted for the same period.
The Fund's "effective yield" for each Class is obtained by adjusting its
"current yield" to give effect to the compounding nature of the Fund's
portfolio, as follows: the unannualized base period return is compounded and
brought out to the nearest one hundredth of one percent by adding one to the
base period return, raising the sum to a power equal to 365 divided by 7, and
subtracting one from the result, i.e., effective yield = [(base period return +
1)365/7] - 1.
Although published yield information is useful to investors in reviewing the
Fund's performance, investors should be aware that the Fund's yield fluctuates
from day to day. The Fund's yield for any given period is not an indication, or
representation by the Fund, of future yields or rates of return on the Fund's
shares, and may not provide a basis for comparison with bank deposits or other
investments that pay a fixed yield for a stated period of time. Investors who
purchase the Fund's shares directly may realize a higher yield than Participant
Investors because they will not be subject to any fees or charges that may be
imposed by Participating Organizations.
The Fund may from time to time advertise its tax equivalent current yield. The
tax equivalent yield for each Class is computed based upon a 30-day (or one
month) period ended on the date of the most recent balance sheet included
22
<PAGE>
in this Statement of Additional Information. It is computed by dividing that
portion of the yield of the Fund (as computed pursuant to the formulae
previously discussed) which is tax exempt by one minus a stated income tax rate
and adding the quotient to that portion, if any, of the yield of the Fund that
is not tax exempt. The tax equivalent yield for the Fund may also fluctuate
daily and does not provide a basis for determining future yields.
The Fund may from time to time advertise a tax equivalent effective yield table
which shows the yield that an investor needs to receive from a taxable
investment in order to equal a tax-free yield from the Fund. This is calculated
by dividing that portion of the Fund's effective yield that is tax-exempt by 1
minus a stated income tax rate and adding the quotient to that portion, if any,
of the Fund's effective yield that is not tax-exempt. See "Taxable Equivalent
Yield Table" herein.
The Fund's Class A shares' yield for the seven day period ended August 31, 2000
was 3.41% which is equivalent to an effective yield of 3.47%. The Fund's Class B
shares' yield for the seven day period ended August 31, 2000 was 3.70% which is
equivalent to an effective yield of 3.77%.
XII. FINANCIAL STATEMENTS
The audited financial statements for the Fund for the fiscal year ended August
31, 2000 and the report therein of PricewaterhouseCoopers LLP, are herein
incorporated by reference to the Fund's Annual Report. The Annual Report is
available upon request and without charge.
23
<PAGE>
DESCRIPTION OF RATINGS*
Description of Moody's Investors Service, Inc.'s Two Highest Municipal Bond
Ratings:
Aaa: Bonds which are rated Aaa are judged to be of the best quality. They carry
the smallest degree of investment risk and are generally referred to as "gilt
edge." Interest payments are protected by a large or by an exceptionally stable
margin and principal is secure. While the various protective elements are likely
to change, such changes as can be visualized are most unlikely to impair the
fundamentally strong position of such issues.
Aa: Bonds which are rated Aa are judged to be of high quality by all standards.
Together with the Aaa group they comprise what are generally known as high grade
bonds. They are rated lower than the best bonds because margins of protection
may not be as large as in Aaa securities, or fluctuation of protective elements
may be of greater amplitude, or there may be other elements present which make
the long-term risks appear somewhat larger than in Aaa securities.
Con. (c): Bonds for which the security depends upon the completion of some act
or the fulfillment of some condition are rated conditionally. These are bonds
secured by (i) earnings of projects under construction, (ii) earnings of
projects unseasoned in operating experience, (iii) rentals which begin when
facilities are completed, or (iv) payments to which some other limiting
condition attaches. Parenthetical rating denotes probable credit stature upon
completion of construction or elimination of basis of condition.
Description of Moody's Investors Service, Inc.'s Two Highest Ratings of State
and Municipal Notes and Other Short-Term Loans:
Moody's ratings for state and municipal notes and other short-term loans are
designated Moody's Investment Grade ("MIG"). This distinction is in recognition
of the differences between short-term credit risk and long-term risk. Factors
affecting the liquidity of the borrower are uppermost in importance in
short-term borrowing, while various factors of the first importance in bond risk
are of lesser importance in the short run. Symbols used are as follows:
MIG-1: Loans bearing this designation are of the best quality, enjoying strong
protection from established cash flows of funds for their servicing or from
established and broad-based access to the market for refinancing, or both.
MIG-2: Loans bearing this designation are of high quality, with margins of
protection ample although not so large as in the preceding group.
Description of Standard & Poor's Rating Services Two Highest Debt Ratings:
AAA: Debt rated AAA has the highest rating assigned by Standard & Poor's.
Capacity to pay interest and repay principal is extremely strong.
AA: Debt rated AA has a very strong capacity to pay interest and repay principal
and differs from the highest rated issues only to a small degree.
Plus ( + ) or Minus ( - ): The AA rating may be modified by the addition of a
plus or minus sign to show relative standing within the AA rating category.
Provisional Ratings: The letter "p" indicates the rating is provisional. A
provisional rating assumes the successful completion of the project being
financed by the debt being rated and indicates that payment of debt service
requirements is largely or entirely dependent upon the successful and timely
completion of the project. This rating, however, while addressing credit quality
subsequent to completion of the project, makes no comment on the likelihood of,
or the risk of default upon failure of, such completion. The investor should
exercise his own judgment with respect to such likelihood and risk.
Standard & Poor's does not provide ratings for state and municipal notes.
Description of Standard & Poor's Rating Services Two Highest Commercial Paper
Ratings:
A: Issues assigned this highest rating are regarded as having the greatest
capacity for timely payment. Issues in this category are delineated with the
numbers 1, 2 and 3 to indicate the relative degree of safety.
A-1: This designation indicates that the degree of safety regarding timely
payment is either overwhelming or very strong. Those issues determined to
possess overwhelming safety characteristics will be denoted with a plus (+) sign
designation.
A-2: Capacity for timely payment on issues with this designation is strong.
However, the relative degree of safety is not as high as for issues designated
A-1.
Description of Moody's Investors Service, Inc.'s Two Highest Commercial Paper
Ratings:
Moody's employs the following designations, both judged to be investment grade,
to indicate the relative repayment capacity of rated issues: Prime-1, highest
quality; Prime-2, higher quality.
----------
* As described by the rating agencies.
24
<PAGE>
CORPORATE TAXABLE EQUIVALENT YIELD TABLE
(Based on Estimated Tax Rates Effective Until December 31, 2001)
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C>
1. If Your Taxable Income Bracket is . . .
--------------------------------------------------------------------------------------------------------------------------
----------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
Corporate 50,001- 75,001- 100,001- 335,001- 10,000,001- 15,000,001- 18,333,334-
75,000 100,000 335,000 10,000,000 15,000,000 18,333,333 and over
----------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
--------------------------------------------------------------------------------------------------------------------------
2. Then Your Combined Income Tax Bracket Is . . .
--------------------------------------------------------------------------------------------------------------------------
----------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
Federal
Tax Rate 25.00% 34.00% 39.00% 34.00% 35.0% 38.0% 35.0%
----------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
----------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
State
Tax Rate 5.50% 5.50% 5.50% 7.25% 5.50% 5.50% 5.50%
----------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
----------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
Combined
Marginal
Tax Rate 29.13% 37.63% 42.36% 37.63% 38.58% 41.41% 38.58%
----------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
--------------------------------------------------------------------------------------------------------------------------
3. Now Compare Your Tax Free Income Yields With Taxable Income Yields
--------------------------------------------------------------------------------------------------------------------------
----------------- --------------------------------------------------------------------------------------------------------
Tax
Exempt Equivalent Taxable Investment Yield
Yield Required to Match Tax Exempt Yield
----------------- --------------------------------------------------------------------------------------------------------
----------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
2.00% 2.82% 3.21% 3.47% 3.21% 3.26% 3.41% 3.26%
----------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
----------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
2.50% 3.53% 4.01% 4.34% 4.01% 4.07% 4.27% 4.07%
----------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
----------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
3.00% 4.23% 4.81% 5.20% 4.81% 4.88% 5.12% 4.88%
----------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
----------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
3.50% 4.94% 5.61% 6.07% 5.61% 5.70% 5.97% 5.70%
----------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
----------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
4.00% 5.64% 6.41% 6.94% 6.41% 6.51% 6.83% 6.51%
----------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
----------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
4.50% 6.35% 7.22% 7.81% 7.22% 7.33% 7.68% 7.33%
----------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
----------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
5.00% 7.05% 8.02% 8.67% 8.02% 8.14% 8.53% 8.14%
----------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
----------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
5.50% 7.76% 8.82% 9.54% 8.82% 8.95% 9.39% 8.95%
----------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
----------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
6.00% 8.47% 9.62% 10.41% 9.77% 9.77% 10.24% 9.77%
----------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
----------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
6.50% 9.17% 10.42% 11.28% 10.58% 10.58% 11.09% 10.58%
----------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
----------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
7.00% 9.88% 11.22% 12.14% 11.40% 11.40% 11.95% 11.40%
----------------- -------------- -------------- -------------- -------------- -------------- -------------- --------------
To use this chart, find the applicable level of taxable income based on your tax
filing status in section one. Then read down to section two to determine your
combined tax bracket and, to section three, to see the equivalent taxable yields
for each of the tax free income yields given.
</TABLE>
25
<PAGE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
INDIVIDUAL TAXABLE EQUIVALENT YIELD TABLE
(Based on Estimated Tax Rates Effective Until December 31, 2001)
------------------ ------------- -------------- --------------- -------------- ------------------
Single $0- $26,251- $63,551- $132,601- $288,351
Return 26,250 63,550 132,600 288,350 and over
------------------ ------------- -------------- --------------- -------------- ------------------
------------------ ------------- -------------- --------------- -------------- ------------------
Joint $0- $43,851- $105,951- $161,451- $288,351
Return 43,850 105,950 161,450 288,350 and over
------------------ ------------- -------------- --------------- -------------- ------------------
------------------ ------------- -------------- --------------- -------------- ------------------
Federal 15.00% 28.00% 31.00% 36.00% 39.60%
Tax Bracket
------------------ ------------- -------------- --------------- -------------- ------------------
------------------ ------------- -------------- --------------- -------------- ------------------
State 7.00% 7.0% 7.75% 7.75% 7.75%
Tax Bracket
------------------ ------------- -------------- --------------- -------------- ------------------
------------------ ------------- -------------- --------------- -------------- ------------------
Combined 20.95% 33.04% 36.35% 36.65% 40.96%
Tax Bracket
------------------ ------------- -------------- --------------- -------------- ------------------
------------------ ------------------------------------------------------------------------------
Tax
Exempt Equivalent Taxable Investment Yield
Yield Required to Match Tax Exempt Yield
------------------ ------------------------------------------------------------------------------
------------------ ------------- -------------- --------------- -------------- ------------------
2.00% 2.35% 2.78% 2.90% 3.13% 3.31%
------------------ ------------- -------------- --------------- -------------- ------------------
------------------ ------------- -------------- --------------- -------------- ------------------
2.50% 2.94% 3.47% 3.62% 3.91% 4.14%
------------------ ------------- -------------- --------------- -------------- ------------------
------------------ ------------- -------------- --------------- -------------- ------------------
3.00% 3.53% 4.17% 4.35% 4.69% 4.97%
------------------ ------------- -------------- --------------- -------------- ------------------
------------------ ------------- -------------- --------------- -------------- ------------------
3.50% 4.12% 4.86% 5.07% 5.47% 5.79%
------------------ ------------- -------------- --------------- -------------- ------------------
------------------ ------------- -------------- --------------- -------------- ------------------
4.00% 4.71% 5.56% 5.80% 6.25% 6.62%
------------------ ------------- -------------- --------------- -------------- ------------------
------------------ ------------- -------------- --------------- -------------- ------------------
4.50% 5.29% 6.25% 6.52% 7.03% 7.45%
------------------ ------------- -------------- --------------- -------------- ------------------
------------------ ------------- -------------- --------------- -------------- ------------------
5.00% 5.88% 6.94% 7.25% 7.81% 8.28%
------------------ ------------- -------------- --------------- -------------- ------------------
------------------ ------------- -------------- --------------- -------------- ------------------
5.50% 6.47% 7.64% 7.97% 8.59% 9.11%
------------------ ------------- -------------- --------------- -------------- ------------------
------------------ ------------- -------------- --------------- -------------- ------------------
6.00% 7.06% 8.33% 8.70% 9.38% 9.93%
------------------ ------------- -------------- --------------- -------------- ------------------
------------------ ------------- -------------- --------------- -------------- ------------------
6.50% 7.65% 9.03% 9.42% 10.16% 10.76%
------------------ ------------- -------------- --------------- -------------- ------------------
------------------ ------------- -------------- --------------- -------------- ------------------
7.00% 8.24% 9.72% 10.14% 10.94% 11.59%
------------------ ------------- -------------- --------------- -------------- ------------------
</TABLE>
To use this chart, find the applicable level of taxable income based on your
tax filing status in section one. Then read down to section two to determine
your combined tax bracket and, to in section three, to see the equivalent
taxable yields for each of the tax free income yields given.
26
<PAGE>
PART C
OTHER INFORMATION
Item 23. Exhibits.
(a) Declaration of Trust of the Registrant, (originally filed with
Pre-Effective Amendment No. 1 to Registration Statement on Form N-1A
on September 6, 1994, and re-filed herein for EDGAR purposes only).
(b) By-laws of the Registrant, (originally filed with Pre-Effective
Amendment No. 1 to Registration Statement on Form N-1A on September 6,
1994, and re-filed herein for EDGAR purposes only).
(c) Not applicable.
(d) Investment Management Contract, dated October 30, 2000, between the
Registrant and Reich & Tang Asset Management L.P..
(e) Distribution Agreement, dated October 30, 2000, between the Registrant
and Reich & Tang Distributors, Inc.
(f) Not applicable.
(g) Custody Agreement, dated April 1, 1994, between the Registrant and
Investors Fiduciary Trust Company, (originally filed with
Pre-Effective Amendment No. 1 to Registration Statement on Form N-1A
on September 6, 1994, and re-filed herein for EDGAR purposes only).
(g.1) Assignment of Custody Agreement to State Street Bank and Trust
Company, effective January 1, 2000.
(h.1) Transfer Agency Agreement, dated April 22, 1996, and Addendum to the
Transfer Agency Agreement, dated November 1996 between the Registrant
and Reich & Tang Services L.P.
(h.2) Administrative Services Contract, dated October 30, 2000, between the
Registrant and Reich & Tang Asset Management L.P.
(i.1) Consent of Paul, Hastings, Janofsky & Walker LLP to the use of their
name in the Prospectus.
(i.2) Opinion of Gunster, Yoakley & Stewart, P.A. as to Florida Law,
including their consent to the filing thereof and to the use of their
name under the headings "Florida Taxes" in the Prospectus and
Statement of Additional Information and "Counsel and Auditors" in the
Statement of Additional Information, (originally filed with
Pre-Effective Amendment No. 1 to Registration Statement on Form N-1A
on September 6, 1994, and re-filed herein for EDGAR purposes only).
(i.3) Opinion of Dechert, Price & Rhoads as to the legality of the
securities being registered, and as to Massachusetts Law, including
their consent to the filing thereof and to the use of their name under
the heading "Counsel and Auditors" in the Statement of Additional
Information, (originally filed with Pre-Effective Amendment No. 1 to
Registration Statement on Form N-1A on September 6, 1994, and re-filed
herein for EDGAR purposes only).
(j.1) Consent of Independent Accountants.
(k) Audited Financial Statements for the fiscal year ended August 31, 2000
(filed with Annual Report on Form N-30D on October 27, 2000, and
incorporated herein by reference.)
(l) Written assurance of New England Investment Companies, L.P. that its
purchase of shares of the Registrant was for investment purposes
without any present intention of redeeming or reselling, (originally
filed with Pre-Effective Amendment No. 1 to Registration Statement on
Form N-1A on September 6, 1994, and re-filed herein for EDGAR purposes
only).
C-1
<PAGE>
(m.1) Distribution and Service Plan Pursuant to Rule 12b-1 under the
Investment Company Act of 1940, (filed with Post-Effective Amendment
No. 3 to Registration Statement on Form N-1A on December 17, 1996, and
incorporated herein by reference).
(m.2) Distribution Agreement, dated October 30, 2000, between the Registrant
and Reich & Tang Distributors, Inc. (See Exhibit e).
(m.3) Shareholder Servicing Agreement, dated October 30, 2000, between the
Registrant and Reich & Tang Distributors, Inc.
(n) Amendment No. 3 to Rule 18f-3 Multi-Class Plan (filed on April 22,
1999, with Post-Effective Amendment No. 34 to the Short Term Income
Fund, Inc. Registration Statement on Form N-1A, and incorporated
herein by reference).
(o) Reserved.
(p) There are no Codes of Ethics applicable since the Registrant is a
money market fund.
(q) Powers of Attorney.
Item 24. Persons Controlled by or Under Common Control with the Fund.
None.
Item 25. Indemnification.
Filed as Item 27 to Form N-1A Registration Statement No. 33-81920 on
September 6, 1994 and incorporated herein by reference
Item 26. Business and Other Connections of Investment Adviser.
The description of Reich & Tang Asset Management L.P. (the "Manager"),
Registrant's investment adviser, under the caption "Management, Organization and
Capital Structure" in the Prospectus and "Investment Advisory and Other
Services" and "Management of the Fund" in the Statement of Additional
Information constituting parts A and B, respectively, of this Post-Effective
Amendment to the Registration Statement, are incorporated herein by reference.
The Manager is a limited partnership that is a wholly-owned subsidiary
of Nvest Holdings, L.P. ("Nvest Holdings"). Nvest Holdings is a wholly-owned
subsidiary of Nvest Companies, L.P. ("Nvest Companies"). Nvest Companies is the
limited partner and owner, through Nvest Holdings, of a 99.5% interest in the
Manager. Reich & Tang Asset Management, Inc. ("RTAM") is the sole general
partner and owner of a remaining 0.5% interest of the Manager, as well as being
an indirect wholly-owned subsidiary of Nvest Companies.
Peter S. Voss, President of RTAM since July 1994 and a Director of
RTAM since August 1994, has been Chief Executive Officer and President of Nvest
Companies since December 1997, President and Chief Executive Officer of both
CDCAM North America, LLC and CDCAM North America Corporation since October 2000,
Chairman of the Board of Directors of Nvest Companies' subsidiaries other than
Loomis, Sayles & Company, L.P. ("Loomis") and Back Bay Advisors, L.P., where he
serves as a Director, and Chairman of the Board of Trustees of all of the mutual
funds in the TNE Fund Group and the Zenith Funds, Chairman, President and Chief
Executive Officer of Nvest Corporation from September 1993 to October 2000,
President and Chief Executive Officer of Nvest, L.P. from September 1993 to
October 2000. Nvest Companies, Nvest Corporation, CDCAM North America, LLC,
CDCAM North America Corporation and Back Bay Advisors, L.P. are located at 399
Boylston Street, Boston, MA 02116.
G. Neal Ryland, Director of RTAM since July 1994, has been Executive
Vice President and Chief Financial Officer of Nvest Companies since December
1997, Executive Vice President and Chief Financial Officer of CDCAM North
America, LLC since October 2000, Executive Vice President, Treasurer and Chief
Financial Officer Nvest Corporation from July 1993 to October 2000, Executive
Vice President and Chief Financial Officer of Nvest, L.P. from December 1996 to
October 2000. Nvest Companies and CDCAM North America, LLC are located at
located at 399 Boylston Street, Boston, MA 02116.
Lorraine C. Hysler has been Clerk of RTAM since March 2000 and
Secretary since July 1994. Ms. Hysler has been Executive Vice President of the
Manager since December 1999, prior to which she was a Vice President since July
1994.
Richard E. Smith, III has been Director of RTAM since July 1994 and
President and Chief Operating Officer of the Manager's Capital Management Group
since July 1994.
C-2
<PAGE>
Steven W. Duff has been a Director of RTAM since October 1994, and
President and Chief Executive Officer of the Manager's Mutual Funds division
since August 1994. Mr. Duff is President and a Director/Trustee of 12 funds in
the Reich & Tang Fund Complex, President of Back Bay Funds, Inc., Director of
Pax World Money Market Fund, Inc., Executive Vice President of Delafield Fund,
Inc. and President and Chief Executive Officer of Tax Exempt Proceeds Fund, Inc.
These funds are all located at 600 Fifth Avenue, New York, NY 10020.
Bernadette N. Finn has been Vice President/Compliance of RTAM since
July 1994, Vice President of the Manager's Mutual Funds division since July 1994
and Senior Vice President of the Manager's Mutual Funds division since December
2000. Ms. Finn is also Secretary of 12 funds in the Reich & Tang Complex and a
Vice President and Secretary of 4 funds in the Reich & Tang Fund Complex. These
funds are all located at 600 Fifth Avenue, New York, NY 10020.
Richard DeSanctis has been Treasurer of RTAM since July 1994. Mr. De
Sanctis has been Executive Vice President of the Manager since December 1999,
Treasurer of RTAMLP since 1994 and is also Treasurer of 15 funds in the Reich &
Tang Fund Complex and Vice President and Treasurer of Cortland Trust, Inc. These
funds are all located at 600 Fifth Avenue, New York, NY 10020.
Richard I. Weiner has been Vice President of RTAM since July 1994, and
Vice President of the Manager's Capital Management Group since July 1994.
Item 27. Principal Underwriters.
(a) Reich & Tang Distributors, Inc. is also distributor for Back Bay
Funds, Inc., California Daily Tax Free Income Fund, Inc., Connecticut Daily Tax
Free Income Fund, Inc., Cortland Trust, Inc., Daily Tax Free Income Fund, Inc.,
Delafield Fund, Inc., Georgia Daily Municipal Income Fund, Inc., Institutional
Daily Income Fund, New Jersey Daily Municipal Income Fund, Inc., New York Daily
Tax Free Income Fund, Inc., North Carolina Daily Municipal Income Fund, Inc.,
Pax World Money Market Fund, Inc., Pennsylvania Daily Municipal Income Fund,
Short Term Income Fund, Inc., and Tax Exempt Proceeds Fund, Inc.
(b) The following are the directors and officers of Reich & Tang
Distributors, Inc. The principal business address of Messrs Voss and Ryland is
399 Boylston Street, Boston, Massachusetts 02116. For all other persons, the
principal business address is 600 Fifth Avenue, New York, New York 10020.
Position and Offices Positions and Offices
Name Of the Distributor With Registrant
---- --------------------- ---------------------
Peter S. Voss Director None
G. Neal Ryland Director None
Richard E. Smith III President and Director None
Robert Cappolla Executive Vice President None
Steven W. Duff Director President
Bernadette N. Finn Vice President Secretary
Lorraine C. Hylsler Executive Vice President
and Secretary None
Richard De Sanctis Vice President and Treasurer Treasurer
Richard I. Weiner Vice President None
Rosanne Holtzer Vice President Assistant Treasurer
(c) Not applicable.
Item 28. Location of Accounts and Records.
Accounts, books and other documents required to be maintained by
Section 31(a) of the Investment Company Act of 1940 and the Rules promulgated
thereunder are maintained in the physical possession of Registrant at 600 Fifth
Avenue, New York, New York 10020, the Registrant's Manager; and at State Street
Kansas City, 801 Pennsylvania, Kansas City, Missouri, 64105, the Registrant's
custodian; and at Reich & Tang Services, Inc., 600 Fifth Avenue, New York, New
York 10020, the Registrant's Transfer Agent and Dividend Disbursing Agent.
Item 29. Management Services.
Not applicable.
Item 30. Undertakings.
Not applicable.
C-3
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, as amended, the Registrant certifies that it has
met all of the requirements for effectiveness of this Post-Effective Amendment
to its Registration Statement pursuant to Rule 485(b) under the Securities Act
of 1933 and has duly caused this Post-Effective Amendment to its Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of New York, and State of New York, on the 29th day of
December, 2000.
FLORIDA DAILY MUNICIPAL INCOME FUND
By: /s/ Steven W. Duff
-----------------------------
Steven W. Duff
President
Pursuant to the requirements of the Securities Act of 1933, this Post-
Effective Amendment to its Registration Statement has been signed below by the
following persons in the capacities and on the date indicated.
Signature Capacity Date
(1) Principal Executive Officer
Steven W. Duff President and
Trustee 12/29/00
By: /s/ Steven W. Duff
-----------------
Steven W. Duff
(2) Principal Financial and
Accounting Officer
By: /s/ Richard De Sanctis Treasurer 12/29/00
----------------------
Richard De Sanctis
(3) Majority of Trustees
By: /s/ Steven W. Duff
------------------
Steven W. Duff President and Trustee
Dr. Yung Wong Trustee *
Dr. W. Giles Mellon Trustee *
Robert Straniere Trustee *
By: /s/ Bernadette N. Finn 12/29/00
----------------------
Bernadette N. Finn*
Attorney-in-Fact
* See Exhibit (q)
