PROSPECTUS SUPPLEMENT DATED DECEMBER 29, 1995, TO THE FOLLOWING PROSPECTUSES
(SUPERSEDES SUPPLEMENT DATED SEPTEMBER 1, 1995):
The JPM Advisor U.S. Fixed Income Fund, dated March 31, 1995
The JPM Advisor International Fixed Income Fund, dated March 31, 1995
The JPM Advisor U.S. Equity Fund, dated October 1, 1995
The JPM Advisor U.S. Small Cap Equity Fund, dated October 1, 1995
The JPM Advisor International Equity Fund, dated August 28, 1995
The JPM Advisor Emerging Markets Equity Fund, dated March 31, 1995
The JPM Advisor European Equity Fund, dated March 31, 1995
The JPM Advisor Japan Equity Fund, dated March 31, 1995
The JPM Advisor Asia Growth Fund, dated August 28, 1995
1. Effective December 29, 1995, the Fund's corresponding Portfolio has
agreed to pay Morgan Guaranty Trust Company of New York ("Morgan") for certain
administrative services under an Administrative Services Agreement, as described
below, in addition to the fees Morgan receives as services agent for the Fund
and as advisor to the Portfolio. At the same time, the fees payable to Signature
Broker-Dealer Services, Inc. ("SBDS"), the administrator of the Fund and
Portfolio were changed. The anticipated effect of these fee changes on the
expense ratios of the Funds is not significant. The paragraph below the table
captioned "Example" at page 2 of each Prospectus listed above is restated in
their entirety as follows:
"The above Expense Table is designed to assist investors in
understanding the various direct and indirect costs and expenses that investors
in the Fund bear. The fees and expenses included in Other Expenses are the fees
paid to Morgan under the Portfolio's Administrative Services Agreement and the
Trust's Services Agreement, the fees paid to Pierpont Group, Inc. under the
Portfolio Fund Services Agreement, the fees paid to SBDS under the
Administration Agreements, organizational expenses, the fees paid to State
Street Bank and Trust Company as custodian of the Portfolio and other usual and
customary expenses of the Fund and Portfolio. For a more detailed description of
contractual fee arrangements, including expense reimbursements, and of the fees
and expenses included in Other Expenses, see "Management of the Trust and
Portfolio." In connection with the above example, please note that $1,000 is
less than the Fund's minimum investment requirement and that there are no
redemption or exchange fees of any kind. See "Purchase of Shares" and
"Redemption of Shares." THE EXAMPLE IS HYPOTHETICAL; IT IS SOLELY FOR
ILLUSTRATIVE PURPOSES. IT SHOULD NOT BE CONSIDERED A REPRESENTATION OF FUTURE
PERFORMANCE; ACTUAL EXPENSES MAY BE MORE OR LESS THAN THOSE SHOWN."
2. The following restates the last paragraph under the caption
"Management of the Trust and the Portfolio--Advisor" in each Prospectus listed
above:
"Under separate agreements, Morgan provides certain financial, fund
accounting and administrative services to the Fund and the Portfolio and
shareholder services to Fund shareholders. See "Services Agent" below.
INVESTMENTS IN THE FUND ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED OR
ENDORSED BY, MORGAN OR ANY OTHER BANK."
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3. The following restates the discussion under the caption "Management
of the Trust and the Portfolio--Services Agent" in each Prospectus listed above
as applicable to the Fund described in such Prospectus:
"SERVICES AGENT. Under a Services Agreement with the Trust and an
Administrative Services Agreement with the Portfolio, Morgan is responsible for
certain financial, fund accounting and administrative services provided to the
Fund and the Portfolio, respectively, including services related to Portfolio
and Fund tax returns, Portfolio and Fund financial reports, computing Fund
dividends and net asset value per share and keeping the Fund's books of account.
In addition, as provided in the Trust's Services Agreement, Morgan is
responsible for the annual costs of certain usual and customary expenses
incurred by the Fund (the "expense undertaking"). The expenses covered by the
expense undertaking include, but are not limited to, transfer, registrar, and
dividend disbursing costs, legal and accounting expenses, fees of the
Administrator for services to the Trust, insurance, the compensation and
expenses of the Trust's Trustees, the expenses of printing and mailing reports,
notices and proxies to Fund shareholders, and registration fees under federal or
state securities laws. The Fund will pay these expenses directly and such
amounts will be deducted from the fees to be paid to Morgan under the Trust's
Services Agreement. If such amounts are more than the amount of Morgan's fees
under the agreement, Morgan will reimburse the Fund for such excess amounts.
Under these agreements, the following expenses are not included in the expense
undertaking: the services agent fee, organization expenses and extraordinary
expenses.
The Trust's Services Agreement provides for the Fund to pay Morgan a
fee for these services, which is computed daily and may be paid monthly, equal
on an annual basis to the following:
<TABLE>
<CAPTION>
FUND FEE
<S> <C>
The JPM Advisor U.S. Fixed Income Fund 0.60% of average daily net assets
The JPM Advisor International Fixed Income Fund 0.68% of average daily net assets
The JPM Advisor U.S. Equity Fund 0.69% of average daily net assets
The JPM Advisor U.S. Small Cap Equity Fund 0.69% of average daily net assets
The JPM Advisor International Equity Fund 0.76% of average daily net assets
The JPM Advisor Emerging Markets Equity Fund 0.77% of average daily net assets
The JPM Advisor European Equity Fund 0.75% of average daily net assets
The JPM Advisor Japan Equity Fund 0.75% of average daily net assets
The JPM Advisor Asia Growth Fund 0.75% of average daily net assets
</TABLE>
As noted above, the fee levels of the Fund are expense undertakings and reflect
payments made directly to third parties by the Fund for services rendered, as
well as payments to Morgan for services rendered. The Trustees of the Trust
regularly review amounts paid to and accounted for by Morgan pursuant to the
Trust's Services Agreement.
Under the Portfolio's Administrative Services Agreement effective
December 29, 1995, the Portfolio has agreed to pay to Morgan a fee equal to its
proportionate share of an annual complex- wide charge. This charge is calculated
daily based on the aggregate net assets of the Portfolio and the other
portfolios (collectively the "Master Portfolios") in which series of the
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Trust,The Pierpont Funds or The JPM Institutional Funds invest. This charge is
calculated in accordance with the following annual schedule: 0.06% on the first
$7 billion of the Master Portfolios' aggregate average daily net assets and
0.03% of the Master Portfolios' aggregate average daily net assets in excess of
$7 billion. The portion of this charge payable by the Portfolio is determined by
the proportionate share that its net assets bear to the total of the net assets
of the Trust, The Pierpont Funds, The JPM Institutional Funds, the Master
Portfolios and other investors in the Master Portfolios for which Morgan
provides similar services.
Under these the agreements, Morgan may delegate one or more of its
responsibilities to other entities, including SBDS, at Morgan's expense. See
"Expenses" below."
4. The following restates the second and third paragraphs under the
caption "Management of the Trust and the Portfolio-- Administrator and
Distributor" in each Prospectus listed above, and the last sentence of the first
paragraph under such caption is deleted from each Prospectus:
"Under the terms of the Trust's Services Agreement with Morgan, the
fees of the Administrator for its services to the Trust are covered by MorganOs
expense undertaking described under "Services Agent" above.
Under the Trust's and the Portfolio's Administration Agreements with
SBDS, each of the Fund and the Portfolio has agreed to pay to SBDS a fee equal
to its proportionate share of an annual complex-wide charge. This charge is
calculated daily based on the aggregate net assets of the Master Portfolios.
This charge is calculated in accordance with the following annual schedule:
0.03% on the first $7 billion of the Master Portfolios' aggregate average daily
net assets and 0.01% of the Master Portfolios' aggregate average daily net
assets in excess of $7 billion. The portion of this charge payable by the Fund
or Portfolio is determined by the proportionate share that its net assets bear
to the total of the net assets of the Trust, The Pierpont Funds, The JPM
Institutional Funds and the Master Portfolios."
5. The following restates the entire discussion under the caption
"Management of the Trust and the Portfolio--Expenses" in each Prospectus listed
above as applicable to the Fund described in such Prospectus:
"EXPENSES. In addition to the fees payable to Morgan, SBDS and Pierpont
Group, Inc. under the various agreements discussed under "Trustees", "Advisor",
"Administrator and Distributor" and "Services Agent" above, the Portfolio is
responsible for certain usual and customary expenses associated with its
operations. Such expenses include organization expenses, legal fees, accounting
expenses, insurance costs, the compensation and expenses of its Trustees,
registration fees under federal and foreign securities laws, custodian fees,
brokerage expenses and extraordinary expenses applicable to the Portfolio.
In addition to the expenses of the Fund that Morgan assumes under the
Trust's Services Agreement, Morgan has agreed that it will reimburse each Fund
through at least the indicated date to the extent necessary to maintain the
Fund's total operating expenses (which includes expenses of the Fund and its
corresponding Portfolio) at the following percentage of the Fund's average daily
net assets:
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The JPM Advisor U.S. Fixed Income Fund 0.90% February 29, 1996
The JPM Advisor International Fixed Income Fund 1.20% January 31, 1996
The JPM Advisor U.S. Equity Fund 1.21% September 30, 1996
The JPM Advisor U.S. Small Cap Equity Fund 1.30% September 30, 1996
The JPM Advisor International Equity Fund 1.65% February 29,1996
The JPM Advisor Emerging Markets Equity Fund 1.95% February 29, 1996
The JPM Advisor European Equity Fund 1.70% April 30, 1996
The JPM Advisor Japan Equity Fund 1.70% April 30, 1996
The JPM Advisor Asia Growth Fund 1.85% April 30, 1996
This limit on certain expenses does not cover extraordinary increases
in these expenses during the period and no longer applies in the event of a
precipitous decline in assets due to unforeseen circumstances. These is no
assurance that Morgan will continue this waiver beyond the specified period,
except as required by the following sentence. Morgan has agreed to waive fees as
necessary if in any fiscal year the sum of the Fund's expenses exceeds the
limits set by applicable regulations of state securities commissions. Such
annual limits are currently 2.5% of the first $30 million of average net assets,
2% of the next $70 million of such net assets and 1.5% of such net assets in
excess of $100 million for any fiscal year."
FEESA3.DOC
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