LEGG MASON
FOCUS TRUST, INC.
PROSPECTUS April 28, 2000
Logo
THE ART OF INVESTING(SM)
As with all mutual funds, the Securities and Exchange Commission
has not passed upon the accuracy or adequacy of this prospectus, nor has it
approved or disapproved these securities. It is a criminal offense
to state otherwise.
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TABLE OF CONTENTS
About the fund:
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1 Investment objective
3 Principal risks
5 Performance
6 Fees and expenses of the fund
7 Management
About your investment:
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9 How to invest
11 How to sell your shares
13 Account policies
15 Services for investors
17 Distributions and taxes
19 Financial highlights
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LEGG MASON FOCUS TRUST, INC.
INVESTMENT OBJECTIVE
INVESTMENT OBJECTIVE: Maximum long-term capital appreciation with minimum
long-term risk to principal.
PRINCIPAL INVESTMENT STRATEGIES:
The fund invests primarily in common stocks, preferred stocks and securities
convertible or exchangeable for common stocks, such as convertible bonds and
debentures. A convertible security entitles the holder to receive the interest
paid or accrued on debt or the dividend paid on preferred stock until the
convertible security matures or is redeemed, converted or exchanged. Before
conversion, such securities ordinarily provide a stream of income with generally
higher yields than common stocks of the same or similar issuers, but lower than
the yield on non-convertible debt. The price of a convertible security often
reflects variations in the price of the underlying common stock in a way that
non-convertible debt does not. Any income realized will be incidental to the
fund's objective.
The fund's policy is to remain substantially invested in common stocks or
securities convertible into common stock.
The securities in which the fund invests will generally be listed on a national
stock exchange or traded on the over-the-counter market. Under normal
circumstances, the adviser expects to concentrate its investments in a limited
number of companies.
The selection of common stocks will be made through an investment strategy
referred to as "focus investing," whereby companies (or businesses) are
identified and selected as eligible investments by examining all fundamental
quantitative and qualitative aspects of the company, its management and its
financial position as compared to its stock price. This is a bottom up,
fundamental method of analysis as opposed to technical analysis, which is based
on the study of trading volumes and prices. Focus investing is based on the
principle that a shareholder's return from owning a stock is ultimately
determined by the fundamental economics of the underlying business. The adviser
believes that a focus investor should focus on the long-term economic progress
of the investment and disregard short-term nuances. The fund will only invest in
those companies that, in the adviser's opinion, are undervalued at the time of
purchase.
The portfolio manager sells securities when they have realized what the manager
believes is their potential value or when the portfolio manager believes that
they are not likely to achieve that value in a reasonable period of time.
For temporary defensive purposes, the fund may temporarily invest up to 100% of
its assets in short-term U.S. Government securities, bank certificates of
deposit, prime commercial paper and other high quality short-term fixed income
securities and repurchase agreements with respect to those securities. In
addition, the fund may hold cash reserves, when necessary, for anticipated
securities purchases, shareholder redemptions or temporarily during periods when
the adviser believes prevailing market conditions call for a defensive posture.
If the fund invests substantially in such instruments, the fund may not be
pursuing its principle investment strategies and the fund may not achieve its
investment objective.
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PRINCIPAL RISKS
IN GENERAL:
There is no assurance that the fund will meet its investment objective;
investors could lose money by investing in the fund. As with all mutual funds,
an investment in this fund is not insured or guaranteed by the Federal Deposit
Insurance Company or any other government agency.
NON-DIVERSIFICATION RISK:
The fund is non-diversified. The percentage of its assets invested in any single
issuer is not limited by the Investment Company Act of 1940. When the fund's
assets are invested in the securities of a limited number of issuers or it holds
a large portion of its assets in a few issuers, the value of its shares will be
more susceptible to any single economic, political or regulatory event affecting
those issuers or their securities than shares of a diversified fund.
MARKET RISK:
Stock prices generally fluctuate more than those of other securities, such as
debt securities. Market risk, the risk that prices of securities may go down
because of the interplay of market forces, may affect a single issuer, industry
or section of the economy or may affect the market as a whole. The fund may
experience a substantial or complete loss on an individual stock.
STYLE RISK:
The fund invests in stocks believed to be attractively priced relative to their
intrinsic value. Such an approach involves the risk that those stocks may remain
undervalued. Value stocks as a group may be out of favor for a long period of
time, while the market concentrates on "growth" stocks. There is also a risk
that other investors will not see the potential value of the issuer, and the
security will not realize that potential.
CONVERTIBLE SECURITIES:
A convertible security is a bond, debenture, note, preferred stock or other
security that may be converted into or exchanged for a prescribed amount of
common stock of the same or a different issuer within a particular period of
time at a specified price or formula.
The value of a convertible security is a function of (1) its yield in comparison
with the yields of other securities of comparable maturity and quality that do
not have a conversion privilege and (2) its worth, at market value, if converted
into the underlying common stock. Convertible securities are typically issued by
smaller capitalized companies whose stock prices may be volatile. The price of a
convertible security often reflects such variations in the price of the
underlying common stock in a way that non-convertible debt does not.
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PERFORMANCE
The information below provides an indication of the risks of
investing in the fund by showing changes in its performance from
year to year. Annual returns assume reinvestment of dividends and
distributions. Historical performance of the fund does not
necessarily indicate what will happen in the future.
YEAR BY YEAR TOTAL RETURN AS OF DECEMBER 31 OF EACH YEAR (%):
1996 17.14
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1997 29.10
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1998 41.17
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1999 18.59
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DURING THE PAST FOUR CALENDAR YEARS:
Quarter Ended Total Return
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Best quarter: December 31, 1998 36.94%
Worst quarter: September 30, 1998 -15.91%
In the following table, average annual returns as of December 31, 1999,
are compared with the Standard & Poor's 500 Index (S&P 500).
1 Year Life of Fund
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Focus Trust 18.59% 24.90%(a)
S&P 500 21.04% 27.41%(b)
These figures include changes in principal value, reinvested dividends
and capital gain distributions, if any.
(a) April 17, 1995 (commencement of operations) to December 31, 1999.
(b) For the period April 30, 1995 to December 31, 1999.
<PAGE>
FEES AND EXPENSES OF THE FUND
The table below describes the fees and expenses you will incur directly
or indirectly as an investor in the fund. The fund pays operating
expenses directly out of its assets so they lower the fund's share
price and dividends. Other expenses include transfer agency, custody,
professional and registration fees. The fund has no initial sales
charge but is subject to a 12b-1 fee.
Annual Fund Operating Expenses
(expenses that are deducted from fund assets)(a)
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Management fees 0.70%
Distribution and/or Service (12b-1) fees 1.00%
Other expenses 0.23%
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Total Annual Fund Operating Expenses 1.93%
(a) Legg Mason Fund Adviser, Inc., as investment adviser, has
voluntarily agreed to waive fees so that expenses (exclusive of taxes,
interest, brokerage and extraordinary expenses) do not exceed an annual
rate of 1.90% of the fund's average daily net assets until April 30,
2001. This voluntary waiver may be terminated at any time. With the
waiver, management fees, 12b-1 fees and total annual fund operating
expenses for the fund were .67%, 1.00% and 1.90% for the fiscal year
ended December 31, 1999.
Example:
This example helps you compare the cost of investing in the fund with
the cost of investing in other mutual funds. Although your actual costs
may be higher or lower, you would pay the following expenses on a
$10,000 investment in the fund, assuming (1) a 5% return each year, (2)
the fund's operating expenses remain the same as shown in the table
above, and (3) you redeem all of your shares at the end of the time
periods shown. Actual returns may be higher or lower than 5% per year.
------------------------------------------------------
1 YEAR 3 YEARS 5 YEARS 10 YEARS
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$196 $606 $1042 $2254
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MANAGEMENT
MANAGEMENT AND ADVISER:
Legg Mason Fund Adviser, Inc. ("LMFA"), 100 Light Street, Baltimore, Maryland
21202, is the fund's investment adviser. LMFA is responsible for the actual
investment management of the fund, including making investment decisions and
placing orders to buy, sell or hold a particular security. It also provides the
fund with investment management and administrative services and oversees the
fund's relationships with outside service providers, such as the custodian,
transfer agent, accountants, and lawyers. LMFA acts as manager or adviser to
investment companies with aggregate assets of about $18.2 billion as of
December 31, 1999.
For its services during the fiscal year ended December 31, 1999, the fund paid
the Adviser a fee equal to .67% of its average daily net assets.
PORTFOLIO MANAGEMENT:
Robert G. Hagstrom, Jr. serves as portfolio manager and has been primarily
responsible for overseeing all investments made by the fund since its inception
on April 17, 1995. From 1997 to June 30, 1998, he was the General Partner of
Focus Capital Advisory, L.P., the assets of which were purchased by LMFA. From
1992 through 1997, he was a Principal with Lloyd, Leith & Sawin, Inc., an
investment adviser, where he served as Vice President from 1991 to 1992. Mr.
Hagstrom is a Chartered Financial Analyst and author of three books, titled: THE
WARREN BUFFET WAY: INVESTMENT STRATEGIES OF THE WORLD'S GREATEST INVESTOR (John
Wiley & Sons, November, 1994) THE WARREN BUFFET PORTFOLIO: MASTERING THE POWER
OF THE FOCUS INVESTMENT STRATEGY (John Wiley & Son, February, 1999) and THE
NASCAR WAY: THE BUSINESS THAT DRIVES THE SPORT (John Wiley & Sons, January,
1998).
DISTRIBUTOR OF THE FUND'S SHARES:
Legg Mason Wood Walker, Incorporated ("Legg Mason"), 100 Light Street,
Baltimore, Maryland 21202, distributes the fund's shares. The fund has adopted a
plan under Rule 12b-1 that allows it to pay distribution fees and shareholder
service fees for the sale of its shares and for services provided to
shareholders. Under the plan, the fund may pay Legg Mason an annual distribution
fee equal to 0.75% of the fund's average daily net assets and an annual service
fee equal to 0.25% of its average daily net assets.
Because these fees are paid out of the fund's assets on an ongoing basis, over
time these fees will increase the cost of your investment and may cost you more
than paying other types of sales charges.
Legg Mason may enter into agreements with other brokers to sell shares of the
fund. Legg Mason pays these brokers up to 90% of the distribution and service
fee that it receives from the fund for those sales.
LMFA and Legg Mason are wholly owned subsidiaries of Legg Mason, Inc., a
financial services holding company.
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[icon] H O W T O I N V E S T
To open a regular account or a retirement account contact a Legg Mason Financial
Advisor, Legg Mason Funds Investor Services ("FIS"), or another entity that has
entered into an agreement with the fund's distributor to sell shares of the
fund. The minimum initial investment is $1,000 and the minimum for each purchase
of additional shares is $100.
Retirement accounts include traditional IRAs, spousal IRAs, Education IRAs, Roth
IRAs, simplified employee pension plans, savings incentive match plans for
employees and other qualified retirement plans. The investment amount for an
education IRA is $500. Contact your financial adviser, FIS, or other entity
offering the funds to discuss which one might be appropriate for you.
Certain investment methods (for example, through certain retirement plans) may
be subject to lower minimum initial and additional investments. Arrangements may
also be made with some employers and financial institutions for regular
automatic monthly investments of $50 or more in shares of the fund. Contact your
financial adviser or FIS with any questions regarding your investment options.
ONCE YOUR ACCOUNT IS OPEN, YOU MAY USE THE FOLLOWING METHODS TO PURCHASE SHARES
OF THE FUND:
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IN PERSON Give your financial adviser a check for $100 or more
payable to the fund.
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MAIL Mail your check, payable to the fund, for $100 or more
to your financial adviser or to Legg Mason Funds
Investor Services at P.O. Box 17023, Baltimore, MD
21297-0356.
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TELEPHONE OR WIRE Call your financial adviser or FIS at 1-800-822-5544 to
transfer available cash balances in your brokerage
account or to transfer money from your bank directly.
Wire transfers may be subject to a service charge by
your bank.
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INTERNET OR FIS clients may purchase shares of the fund through Legg
TELEFUND Mason's Internet site at http://www.leggmasonfunds.com
or through a telephone account management service
"TeleFund" at 1-877-6-LMFUNDS.
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FUTURE FIRST Contact a Legg Mason Financial Advisor to enroll in Legg
SYSTEMATIC Mason's Future First Systematic Investment Plan. Under
INVESTMENT PLAN this plan, you may arrange for automatic monthly
investments in a fund of $50 or more. The transfer agent
will transfer funds monthly from your Legg Mason account
or from your checking/savings account to purchase shares
of the desired fund.
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AUTOMATIC Arrangements may be made with some employers and
INVESTMENTS financial institutions for regular automatic monthly
investments of $50 or more in shares of the fund. You
may also reinvest dividends from certain unit investment
trusts in shares of the fund.
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Investments made through entities other than Legg Mason may be subject to
transaction fees or other purchase conditions established by those entities. You
should consult their program literature for further information.
<PAGE>
Purchase orders received by your financial adviser, FIS or other authorized
entity before the close of the New York Stock Exchange ("Exchange") (normally
4:00 p.m., Eastern time) will be processed at the fund's net asset value as of
the close of the Exchange on that day. Orders received after the close of the
Exchange will be processed at the fund's net asset value as of the close of the
Exchange on the next day the Exchange is open. Payment must be made within three
business days.
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[icon] H O W T O S E L L Y O U R S H A R E S
YOU MAY USE ANY OF THE FOLLOWING METHODS TO SELL SHARES OF THE FUND:
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TELEPHONE Call your financial adviser or FIS at 1-800-822-5544 or
entity offering the fund and request redemption. Please have
the following information ready when you call: the name of
the fund, the number of shares (or dollar amount) to be
redeemed and your shareholder account number.
Proceeds will be credited to your brokerage account or a
check will be sent to you, at your direction, at no charge to
you. Wire requests will be subject to a fee of $12. Be sure
that your financial adviser has your bank account information
on file.
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INTERNET OR FIS clients may request a redemption of fund shares through
TELEFUND Legg Mason's Internet site at http://www.leggmasonfunds.com
or through TeleFund at 1-877-6-LMFUNDS.
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MAIL Send a letter to the fund requesting redemption of your
shares. The letter should be signed by all of the owners of
the account and their signatures guaranteed without
qualification. You may obtain a signature guarantee from most
banks or securities dealers.
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The fund will follow reasonable procedures to ensure the validity of any
telephone or Internet redemption request, such as requesting identifying
information from users or employing identification numbers. Unless you specify
that you do not wish to have telephone redemption privileges, you may be held
responsible for any fraudulent telephone order.
Fund shares will be sold at the next net asset value calculated after your
redemption request is received by your financial adviser, FIS, or other
authorized entity.
Redemption orders will be processed promptly. You will generally receive the
proceeds within a week. Payment of the proceeds of redemptions of shares that
were recently purchased by check or acquired through reinvestment of
distributions on such shares may be delayed for up to 10 days from the purchase
date in order to allow for the check to clear.
Additional documentation may be required from corporations, executors,
partnerships, administrators, trustees or custodians.
Redemptions made through entities other than Legg Mason may be subject to
transaction fees or other conditions established by those entities. You should
consult their program literature for further information.
The fund has reserved the right under certain conditions to redeem its shares in
kind by distributing portfolio securities in payment for redemptions.
<PAGE>
ACCOUNT POLICIES
CALCULATION OF NET ASSET VALUE:
Net asset value per share is determined daily, as of the close of the Exchange,
on every day the Exchange is open. The Exchange is normally closed on all
national holidays and Good Friday. To calculate the fund's share price, the
fund's assets are valued and totaled, liabilities are subtracted, and the
resulting net assets are divided by the number of shares outstanding. The fund's
securities are valued on the basis of market quotations or, lacking such
quotations, at fair value as determined under policies approved by the Board of
Directors.
Where a security is traded on more than one market, the securities are generally
valued on the market considered by the adviser to be the primary market. Fixed
income securities generally are valued using market quotations or independent
pricing services that use prices provided by market makers or estimates of
market values. Securities with remaining maturities of 60 days or less are
valued at amortized cost.
To the extent that the fund has portfolio securities that are primarily listed
on foreign exchanges that trade on days when the fund does not price its shares,
the net asset value of the fund may change on days when shareholders will not be
able to purchase or redeem the fund's shares.
OTHER:
Fund shares may not be held in, or transferred to, an account with any firm that
does not have an agreement with Legg Mason.
If your account falls below $500, the fund may ask you to increase your balance.
If, after 60 days, your account is still below $500, the fund may close your
account and send you the proceeds. The fund will not redeem accounts that fall
below $500 solely as a result of a reduction in net asset value per share.
The fund reserves the right to:
- - reject any order for shares or suspend the offering of shares for a
period of time,
- - change its minimum investment amounts, and
- - delay sending out redemption proceeds for up to seven days. This
generally applies only in cases of very large redemptions or excessive
trading or during unusual market conditions. The fund may delay
redemptions beyond seven days, or suspend redemptions, only as
permitted by the SEC.
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SERVICES FOR INVESTORS
For further information regarding any of the services below, please contact your
financial adviser or other entity offering the fund for sale.
CONFIRMATIONS AND ACCOUNT STATEMENTS:
You will receive from Legg Mason a confirmation after each transaction (except a
reinvestment of dividends or capital gain distributions and purchases made
through the Future First Systematic Investment Plan or through automatic
investments). Legg Mason or the entity through which you invest will send you
account statements monthly unless there has been no activity in the account.
Legg Mason will send you statements quarterly if you participate in the Future
First Systematic Investment Plan or if you purchase shares through automatic
investments.
SYSTEMATIC WITHDRAWAL PLAN:
If you are purchasing or already own shares with a net asset value of $5,000 or
more, you may elect to make systematic withdrawals from the fund. The minimum
amount for each withdrawal is $50. You should not purchase shares of the fund
when you are a participant in the Plan.
EXCHANGE PRIVILEGE:
Fund shares may be exchanged for shares of any of the other Legg Mason funds,
provided these funds are eligible for sale in your state of residence. You can
request an exchange in writing or by phone. Be sure to read the current
prospectus for any fund into which you are exchanging.
There is currently no fee for exchanges; however, you may be subject to a sales
charge when exchanging into a fund that has one. In addition, an exchange of the
fund's shares will be treated as a sale of the shares and any gain on the
transaction may be subject to tax.
The fund reserves the right to:
- - terminate or limit the exchange privilege of any shareholder who makes
more than four exchanges from the fund in one calendar year.
- - terminate or modify the exchange privilege after 60 days' written
notice to shareholders.
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[icon] D I S T R I B U T I O N S A N D T A X E S
The fund declares and pays any dividends on an annual basis. The fund
distributes substantially all net capital gain (the excess of any net long-term
capital gain over net short-term capital loss) after the end of the taxable year
in which the gain is realized. A second distribution of net capital gain may be
necessary in some years to avoid imposition of a federal excise tax.
Your dividends and other distributions will be automatically reinvested in
additional shares of the fund, unless you elect to receive dividends and/or
other distributions in cash. To change your election, you must notify the fund
at least 10 days before the next dividend and/or other distribution is to be
paid.
If the postal or other delivery service is unable to deliver your distribution
check, your distribution option will automatically be converted to having all
dividends and other distributions reinvested in fund shares. No interest will
accrue on amounts represented by uncashed distribution or redemption checks.
Fund dividends and other distributions are taxable to most investors (other than
retirement plans and other tax-exempt investors) whether received in cash or
reinvested in additional shares of the fund. Dividends from investment company
taxable income (which includes net investment income and net short-term capital
gains) are taxable as ordinary income. Distributions of the fund's net capital
gain are taxable as long-term capital gain, regardless of how long you have held
your fund shares.
The sale or exchange of fund shares may result in a taxable gain or loss,
depending on whether the proceeds are more or less than the cost of your shares.
A tax statement is sent to you at the end of each year detailing the tax status
of your distributions.
The fund will withhold 31% of all dividends, capital gain distributions and
redemption proceeds payable to individuals and certain other non-corporate
shareholders who do not provide the fund with a valid taxpayer identification
number. The fund will also withhold 31% of all dividends and capital gain
distributions payable to shareholders who are otherwise subject to backup
withholding.
Because each investor's tax situation is different, please consult your tax
adviser about federal, state and local tax considerations.
<PAGE>
FINANCIAL HIGHLIGHTS
The financial highlights table is intended to help you understand the fund's
financial performance since its inception. Total return represents the rate that
an investor would have earned (or lost) on an investment in the fund, assuming
reinvestment of all dividends and other distributions. This information has been
audited by the fund's independent accountants, PricewaterhouseCoopers LLP, whose
report, along with the fund's financial statements, is incorporated by reference
into the Statement of Additional Information (see back cover) and is included in
the annual report. The annual report is available upon request by calling
toll-free 1-800-822-5544.
Investment Operations
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Net Asset Net Net Realized
Years Value, Investment and Unrealized Total From
Ended Beginning Income Gain(Loss)on Investment
Dec. 31, of Year (Loss) Investments Operations
- -------- --------- ---------- -------------- ----------
1999 22.00 $(.15)A 4.24 4.09
1998 16.32 (.06)A 6.68 6.62
1997 13.01 (.11)A 3.89 3.78
1996 11.17 (.05)A 1.96 1.91
1995B 10.00 .06A 1.17 1.23
Distributions
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From
From Net Net Asset
Years Net Realized Value,
Ended Investment Gain on Total End of
Dec 31, Income Investments Distributions Year
- ------- ---------- ----------- ------------- ---------
1999 $--- $--- $--- 26.09
1998 --- -0.94 -0.94 22
1997 --- -0.47 -0.47 16.32
1996 --- -0.07 -0.07 13.01
1995B -0.06 --- -0.06 11.17
Ratios/Supplemental Data
------------------------
Net
Investment Net Assets,
Years Expenses Income(Loss) Portfolio End of
Ended Total to Average to Average Turnover Year
Dec. 31, Return Net Assets Net Assets Rate (in thousands)
- -------- ------ ---------- ------------ --------- -------------
1999 18.59% 1.90%A (.91)%A 14% $275,624
1998 41.47% 1.93%A (.89)%A 21% 47,089
1997 29.10% 2.00%A (.74)%A 14% 8,093
1996 17.14% 2.00%A (.40)%A 8% 7,327
1995B 12.29%C 1.92%A,D 1.19%A,D --- 5,061
A Net of fees waived pursuant to a voluntary expense limitation of 1.75% of
average daily net assets through September 1, 1995, 2.00% through June 30,
1998, and 1.90% through April 30, 2001. If no fees had been waived, the
annualized ratio of expenses to average net assets for the years ended
December 31, 1999, 1998, 1997 and 1996, and for the period April 17, 1995
to December 31, 1995, would have been 1.93%, 2.71%, 4.04%, 4.96%, and
7.89%, respectively.
B For the period April 17, 1995 (commencement of operations) to December 31,
1995.
C Not annualized.
D Annualized.
<PAGE>
Legg Mason Focus Trust, Inc.
The following additional information about the fund is available upon request
and without charge:
STATEMENT OF ADDITIONAL INFORMATION (SAI) - The SAI is filed with the Securities
and Exchange Commission (SEC) and is incorporated by reference into (is
considered part of) this prospectus. The SAI provides additional details about
the fund and its policies.
ANNUAL AND SEMI-ANNUAL REPORTS - Additional information about the fund's
investments is available in the fund's annual and semi-annual reports to
shareholders. In the fund's annual report, you will find a discussion of the
market conditions and investment strategies that significantly affected the
fund's performance during its last fiscal year.
To request the SAI or any reports to shareholders, or to obtain more
information:
o call toll-free 1-800-822-5544
o visit us on the Internet via http://www.leggmasonfunds.com
o write to us at: Legg Mason Wood Walker, Incorporated
100 Light Street, P.O. Box 1476
Baltimore, Maryland 21203-1476
Information about the fund, including the SAI, can be reviewed and copied at the
SEC's Public Reference Room in Washington, D.C. Information on the operation of
the Public Reference Room may be obtained by calling the SEC at 1-202-942-8090.
Reports and other information about the fund are available on the EDGAR database
on the SEC's Internet site at http://www.sec.gov. Investors may also obtain this
information, after paying a duplicating fee, by electronic request at the
following e-mail address: [email protected] or by writing the SEC's Public
Reference Section, Washington, D.C. 20549-0102.
LMF-091 SEC file number: 811-8966
