IMPORTANT NOTICE
PLEASE READ IMMEDIATELY
CAPITAL CASH MANAGEMENT TRUST
380 Madison Avenue, Suite 2300, New York, N.Y. 10017
NOTICE OF SPECIAL MEETING OF
SHAREHOLDERS TO BE HELD
on December 10, 1997
TO OUR SHAREHOLDERS:
The purpose of this Notice is to advise you that a Special
Meeting of the Shareholders of Capital Cash Management Trust (the
"Trust") will be held:
Place: (a) at the offices of the Trust,
380 Madison Avenue, Suite 2300
New York, NY 10017
Time: (b) on December 10, 1997 at 10:00 a.m. local time;
Purposes: (c) for the following purposes:
(i) to act upon a proposed amendment to the
Trust's Declaration of Trust to authorize creation
of classes of shares (Proposal No. 1);
(ii) to act upon proposed modifications of the
Trust's investment restrictions regarding
investment of more than 5% of the Trust's assets
in the securities of a single issuer (Proposal No.
2);
(iii) to act upon any other matters which may
properly come before the Meeting at the scheduled
time and place or any adjourned meeting or
meetings.
PLEASE NOTE:
If you do not expect to attend the Meeting, you are requested to
indicate voting instructions on the enclosed proxy and to date,
sign and return it in the accompanying stamped envelope. To avoid
unnecessary expense to the Trust, your cooperation is requested
in mailing in your proxy no matter how large or small your
holding may be.
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Who Can
Vote What
Shares: (d) To vote at the Meeting, you must have been a
shareholder on the Trust's records at the close of
business on October 21, 1997 (the "record date").
Also, the number of shares held by you according
to such records at the close of business on the
record date determines the number of shares you
may vote at the Meeting (or any adjourned meeting
or meetings).
By Order of the Board of Trustees,
CHARLES E. CHILDS, III
Senior Vice President
November 5, 1997
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CAPITAL CASH MANAGEMENT TRUST
380 Madison Avenue, Suite 2300, New York, New York 10017
PROXY STATEMENT
INTRODUCTION
The purpose of the Notice (the first two pages of this
document) is to advise you of the time, place and purposes of a
Special Meeting of the Shareholders of Capital Cash Management
Trust (the "Trust"). The purpose of this proxy statement (all the
rest of this document) is to give you information on which you
may base your decisions as to the choices, if any, you make on
the enclosed proxy card.
A copy of the Trust's most recent annual report and most
recent semi-annual report will be sent to you without charge upon
written request to the Trust's Distributor, Aquila Distributors,
Inc., 380 Madison Avenue, Suite 2300, New York, NY 10017 or by
calling 800-228-7496 toll-free or 212-697-6666.
The Trust's investment adviser is STCM Management Company,
Inc. (the "Adviser"), 380 Madison Avenue, Suite 2300, New York,
NY 10017. The Trust's administrator (the "Administrator") is
Aquila Management Corporation, 380 Madison Avenue, Suite 2300,
New York, NY 10017.
This Notice and Proxy Statement are first being mailed on or
about November 17, 1997.
The enclosed proxy card authorizes the persons named (or
their substitutes) to vote your shares; the Trust calls these
persons the "proxy holders." As to the matter listed on the
proxy card, you may direct the proxy holders to vote your shares
on the proposal by checking the appropriate box "For" or
"Against" or instruct them not to vote your shares on the
proposal by checking the "Abstain" box. If you return your signed
proxy card and do not check any box on the proposal, the proxy
holders will vote your shares "For" that proposal. Shares held by
brokers in "street name" and not voted or marked as abstentions
will not be counted for purposes of determining a quorum.
You may end the power of the proxy holders to vote your
shares after you have signed and returned your proxy card and
before the power is used by (i) so notifying the Trust in
writing; (ii) signing a new and different proxy card (if the
Trust receives it before the old one is used); or (iii) voting
your shares in person or by your duly appointed agent at the
meeting.
The Trust is sending you this Notice and Proxy Statement in
connection with the solicitation by its Trustees of proxy cards
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("proxies") to be used at the Special Meeting to be held at the
time and place and for the purpose indicated in the Notice or any
adjourned meeting or meetings. The Trust pays the costs of the
solicitation. Proxies are being solicited by the use of the
mails; they may also be solicited by telephone, facsimile and
personal interviews. Brokerage firms, banks and others may be
requested to forward this Notice and Proxy Statement to
beneficial owners of the Trust's shares so that these owners may
authorize the voting of these shares. The Trust will pay these
firms for their out-of-pocket expenses for doing so.
On the record date the total number of shares of the Trust
outstanding and entitled to vote was 1,545,025.63. Of the shares
of the Trust outstanding on the record date, William J. Boyle and
Margaret M. Boyle, JTWROS, held 104,976 shares (6.8%); In
addition, the Trustees and officers of the Trust owned 443,016
shares (28.7%) of which 386,464 shares (25.0%) are held as
follows: by Aquila Distributors, Inc., 187,064 shares, by Lacy B.
Herrmann and Elizabeth B. Herrmann, 97,194 shares, and by
Elizabeth B. Herrmann, 102,206 shares. The Trust's management is
not aware of any other person beneficially owning more than 5% of
its outstanding shares as of such date.
ACTION ON PROPOSED AMENDMENT OF THE DECLARATION OF TRUST
TO AUTHORIZE CREATION OF CLASSES OF SHARES
(Proposal No. 1)
Background Information
The Trust continuously reviews the benefits and features
that it offers shareholders. It believes it is desirable to
provide services and adopt marketing strategies that are, to the
greatest extent possible, responsive to the needs and
circumstances of existing and potential investors. Through such
reviews and as a result of increased competition within the
mutual fund industry for investors' assets, the Trust believes it
would be desirable to offer additional classes of shares (the
"Multiple-Class System") in order to accommodate, in a
cost-effective manner, the service desires and requirements of a
variety of investors.
In October, 1997, the Board of Trustees authorized steps to
create such Multiple-Class System. The creation of other classes
will have no effect upon the features of the shares of the Trust
now outstanding or those which would be outstanding at such time
as the Trust begins offering shares of other classes.
It is anticipated that the Trust will create additional
classes of shares for a number of different purposes. Currently,
the primary purpose is to provide an alternative money-market
product to Participating Organizations. Participating
Organizations are securities brokers, banks and financial
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institutions or other industry professionals, or other
organizations which have entered into appropriate distribution
and service related agreements with the Trust and/or the
Distributor.
It is currently likely that additional classes of shares may
be designed specifically for each Participating Organization. In
such a case, shares of each additional class will be offered only
to investors purchasing shares directly through the particular
Participating Organization or through dealers with whom the
Participating Organization has entered into agreements for this
purpose.
The Trust believes that such Multiple-Class System might
enhance the scope and depth of its services to shareholders and
permit it to facilitate the distribution of its securities to a
further degree. Rule 18f-3 under the Investment Company Act of
1940 permits an investment company to issue multiple classes of
shares, subject to certain requirements relating to the
permissible methods of allocating expenses and the rights and
privileges of each such class.
The Multiple-Class System offers the flexibility of
tailoring the payment for shares of the Trust to the needs and
circumstances of the clients of broker-dealer firms, financial
institutions, and other organizations. Moreover, to the extent
that assets increase in the Trust due to sale of shares through
the Multiple-Class System, owners of all classes of shares might
benefit from the spreading of the Trust's fixed operating costs
over the larger asset base to a greater extent than might
otherwise be the case. There is no assurance that any of these
desired results will be achieved.
Implementation of a Multiple-Class System is subject to a
number of conditions. These include: approval by shareholders of
certain changes in the Trust's Declaration of Trust; approval by
the Board of Trustees of methodology for allocating expenses to
the various classes; approval by the Board of Trustees of a Rule
18f-3 Plan setting forth the rights and privileges of each such
class; approval by the Board of Trustees of a Distribution Plan
and Related Agreement for each additional class, including a
determination that such Plan and Agreement are in the best
interests of the Trust and its shareholders; approval by the
Board of Trustees of any proposed Shareholder Services Plan and
Service Agreement, including a determination that such Plan and
Agreement are in the best interests of the Trust and its
shareholders; the filing and effectiveness of a new Registration
Statement for the Trust to register with the Securities and
Exchange Commission shares of such classes for sale to investors;
and notifying and filing fees with various state securities
authorities. While it is anticipated that each of these
conditions will be accomplished, there is no assurance that this
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will be the case.
Shares of the Trust outstanding at the time the Multiple
Class System becomes effective will be classified as Capital Cash
Shares. Shares of the new class or classes will not be available
for purchase unless and until the foregoing conditions are met.
At such time, all shareholders of the Trust will be advised as to
the availability of shares in the new class or classes.
Proposed Amendments to the Declaration of Trust to Allow
Implementation of the Multiple-Class System
The need for revision of the Trust's Declaration of Trust
arises because the Declaration of Trust was originally drafted in
1976, before classes of investment company shares had become a
widely accepted and utilized feature of the investment company
structure. Competitive and regulatory developments now make it
appropriate to amplify the Declaration of Trust to benefit from
the general acceptance of class structures that has since
emerged.
The Declaration of Trust as currently in effect (the
"Current Declaration") states that:
"The Board of Trustees of the Trust may classify unissued
Shares into one or more additional classes which shall,
together with the issued Shares of beneficial interest of
the Trust, have such designations as the Board shall
determine, and which shall be treated for all purposes other
than as to dividends as if all Shares were Shares of one
class ... The Board of Trustees of the Trust may in the
alternative classify unissued Shares into one or more
additional classes which shall, together with the issued
Shares of beneficial interest of the Trust have such
designations as the Board may determine (but which shall
include the word "Series") ..."
This part of the Current Declaration contemplates the
creation of classes of shares in addition to series, but in
various respects, including the provision quoted above, it may
be considered to omit various elements essential to class
structure. Of these omissions, a significant element is voting
by class as to matters that affect only the class. In addition,
the Current Declaration does not necessarily allow differences
among various series and classes as to other matters such as
rights in liquidation and exchange privileges.
The Declaration of Trust as proposed to be revised (the
"Proposed Declaration") specifically permits the Board of
Trustees to establish classes having the necessary and
appropriate characteristics of classes. In addition, in order to
avoid confusion, the Proposed Declaration changes the terminology
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of the Current Declaration, which employs the term "class" to
represent both classes and series (portfolios). In the Proposed
Declaration, "series" refers to a sub-group of Shares of the Trust
representing an entire investment portfolio, each series having
separate assets and liabilities (currently, the trust consists of
only one series or portfolio;) and "class" refers to a sub-group
of Shares of a series, which differ from Shares of other classes
of that series in the manner established by the Board of Trustees
(see above for differences between currently contemplated classes).
Approval of this Proposal No. 1 will permit the officers of
the Trust to prepare, execute and file a Supplemental Declaration
of Trust, incorporating the changes to the Current Declaration
set forth in Exhibit A to this Proxy Statement, and such
additional or different changes as the Board of Trustees may on
advice of counsel deem appropriate to permit the creation and
operation of classes of shares.
The Board of Trustees believes that the changes in the
Current Declaration to be made by this Proposal No. 1 are in the
best interests of the shareholders for the reasons set forth
above. The Board of Trustees has approved the Proposal at a
meeting held in October, 1997.
Action Requested
THE BOARD OF TRUSTEES RECOMMENDS THAT PROPOSAL NO. 1, AMENDMENT
OF THE DECLARATION OF TRUST TO AUTHORIZE CREATION OF CLASSES OF
SHARES, BE APPROVED.
Vote Required
To comply with the requirements of the Declaration of Trust,
approval of the proposed amendment (Proposal No. 1) requires the
favorable vote of the holders of more than 50% of the outstanding
voting shares of the Trust.
If the required votes are not obtained at the Meeting or any
adjourned meeting or meetings, the Board of Trustees will
consider various alternatives, which could include calling
another meeting of shareholders or continuing with current
arrangements as to classes of shares.
PROPOSED MODIFICATIONS OF
THE TRUST'S INVESTMENT RESTRICTIONS
(Proposal No. 2)
Background and Reasons for the Proposal
The purpose of this proposal is to seek shareholder approval
of a change in the Trust's investment restrictions, which
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currently have the effect of preventing the Trust from making
certain investments.
The Trust has a number of policies concerning what it can
and cannot do. Those policies, which are called "fundamental
policies," may not be changed unless the change is approved by
the holders of a majority, as defined in the Investment Company
Act of 1940 (the "1940 Act"), of the Trust's outstanding shares.
(See "Vote Required" below for the definition of such a
majority.) One such policy, as set forth in the Trust's
Prospectus, is the following:
The Trust cannot buy the securities (not including U.S.
Government Securities) of any issuer if more than 5% of its
total assets (valued at market value) would then be invested
in securities of that issuer.
It is proposed that this policy be changed for the following
reasons.
As a money market fund, the Trust operates under a rule of
the Securities and Exchange Commission, Rule 2a-7, (the "Rule")
which allows the Trust to use the "amortized cost" method of
valuing its securities and which contains certain risk limiting
provisions, including requirements as to maturity, quality and
diversification of the Trust's portfolio. The Trust is a
diversified investment company.
Under the Rule, the Trust must limit its investments to
those instruments which are denominated in U.S. dollars, which
are determined by the Board of Trustees to present minimal credit
risks, and which, at the time of purchase, are Eligible
Securities. In accordance with the Rule, the Board of Trustees
has adopted investment procedures and has approved investment
policies pursuant to which all investment determinations have
been delegated to the Adviser, under the direction and control of
the Board of Trustees, except for those matters for which the
Rule requires Board determination.
With respect to diversification of the Trust's portfolio,
the Rule requires (with limited exceptions) that immediately
after purchase of any security, the Trust have invested not more
than 5% of its total assets in the securities of any one issuer.
The Rule provides an exception as follows:
"[The Trust] may invest up to 25 percent of its Total
Assets in the First Tier Securities of a single
issuer for a period of up to three Business days after
the purchase thereof."
The Trust's investment restriction, set forth above,
prevents the Trust from taking advantage of the exception allowed
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by the Rule. The Board of Trustees considers that the Trust's
investment restriction is not necessary and prevents the Adviser
from temporary investments in positions greater than five percent
of the Trust's total assets. This in turn interferes with the
flexibility to handle large purchases and redemptions of the
Trust's shares.
It is proposed to amend the Trust's investment restriction
to read as follows:
The Trust cannot buy the securities (not
including U.S. Government Securities) of any
issuer if more than 5% of its total assets
(valued at market value) would then be
invested in securities of that issuer,
provided, however that the Trust may invest
not more than 25% of its total assets in the
First Tier Securities (as defined in the
Rule) of a single issuer for a period of up
to three business days after the purchase
thereof, and provided, further that the Trust
may not make more than one investment in
accordance with the foregoing proviso at any
time.
The Board of Trustees has determined that the foregoing
modifications of the Trust's investment restrictions are in the
best interest of the Trust and its shareholders because the Trust
will have increased flexibility in managing portfolio liquidity
and occasional large inflow and outflows. It is also believed
that the ability afforded by the proposed change will provide an
efficient way to insure liquidity in the event of unexpected
redemptions and to temporarily invest unanticipated cash flows.
In order to comply with the Rule, the Trust cannot make such an
investment for more than three business days after purchase, nor
can it make more than one such investment at one time. In order
to comply with definitions of a diversified investment company in
the 1940 Act, such investments cannot exceed 25% of the Trust's
total assets.
Action Requested
THE BOARD OF TRUSTEES RECOMMENDS THAT PROPOSAL NO. 2, PROPOSED
MODIFICATIONS OF THE TRUST'S INVESTMENT RESTRICTIONS, BE
APPROVED.
Vote Required
The favorable vote of the holders of a majority (as defined
in the 1940 Act) of the outstanding shares of the Trust, is
required for the approval of this Proposal No. 2. Under the 1940
Act, the vote of the holders of a majority of the outstanding
<PAGE>
shares of the Trust means the vote of the holders of the lesser
of (a) 67% or more of the shares of the Trust present at the
Meeting or represented by proxy if the holders of more than 50%
of such shares are so present or represented, or (b) more than
50% of the outstanding shares of the Trust.
If the required votes are not obtained at the Meeting or any
adjourned meeting or meetings, the Board of Trustees will
consider appropriate action, which could include calling another
special meeting of shareholders.
OTHER BUSINESS
The Trust does not know of any other matter which will come
up for action at the Meeting. If any other matter or matters
properly come up for action at the Meeting, including any
adjournment of the Meeting, the proxy holders will vote the
shares which the proxy cards entitle them to vote in accordance
with their judgment on such matter or matters. That is, by
signing and returning your proxy card, you give the proxy holders
discretionary authority as to any such matter or matters.
<PAGE>
EXHIBIT A
PROPOSED AMENDMENT TO DECLARATION OF TRUST
OF CAPITAL CASH MANAGEMENT TRUST
PARAGRAPHS SECOND AND FOURTH BELOW WILL BE MODIFIED IF PROPOSAL
NO. 1 IS ADOPTED; SEE "ACTION ON PROPOSED AMENDMENT OF THE
DECLARATION OF TRUST TO AUTHORIZE CREATION OF CLASSES OF SHARES
(Proposal No. 1)" IN THE PROXY STATEMENT.
New language is underlined;
Deleted language is struck out
SECOND: Whenever used herein, unless otherwise
required by the context or specifically provided:
5. "Shares" means the units of interest into which the beneficial
interest in the Trust shall be divided from time to time and includes
fractions of Shares as well as whole Shares.
FOURTH: The beneficial interest in the Trust shall at
all times be divided into an unlimited number of transferable
Shares, each such Share having a par value of one cent per Share,
each of which shall represent an equal proportionate interest in
the Trust with each other Share outstanding, none having priority
or preference over another, subject to the further provisions of
this Article Fourth. The Trustees may from time to time divide
or combine the Shares into a greater or lesser number without
thereby changing the proportionate beneficial interests in the
Trust. Contributions to the Trust may be accepted for, and
Shares shall be redeemed as, whole Shares and/or 1/1,000ths of a
Share or multiple thereof.
Subject to the further provisions of Article FOURTH,
the Board of Trustees may, without obtaining any authorization
or vote of the Shareholders of any series or class of Shares,
classify unissued Shares into one or more additional series and
classes which shall, together with the issued Shares of
beneficial interest of the Trust, have such designations as the
Board may determine (but which shall in the case of a series
include the word "Series" and in the case of a class include the
word "Class"). Subject to the distinctions permitted among
classes of the same series established by the Board of Trustees
consistent with the requirements of the 1940 Act and any rule,
regulation or order of the Commission, each Share of a series
of the Trust shall represent an equal interest in the net assets
of the series, and each holder of Shares of a series shall be
entitled to receive such holder's pro-rata share of distributions
of income and capital gains, if any, made with respect to such
series. Upon redemption of the Shares of any series, the
applicable Shareholder shall be paid solely out of
<PAGE>
funds and property of such series of the Trust.
All references to Shares in this Declaration of Trust
shall be deemed to be to Shares of any or all series or classes
thereof, as the context may require.
Series and classes shall, subject to any applicable
rule, regulation or order of the Commission or other applicable
law or regulation, have the characteristics set forth in (a) through
and including (h) below.
(a) All consideration received by the Trust for
the issue or sale of Shares of each such series,
together with all income, earnings, profits and proceeds
thereof, including any proceeds derived from the sale,
exchange or liquidation thereof, and any funds or payments
derived from any reinvestment of such proceeds in whatever
form the same may be, shall irrevocably belong to the
series of Shares with respect to which such assets,
payments, or funds were received by the Trust for all
purposes, subject only to the rights of creditors, and shall
be so handled upon the books of account of the Trust. Such
assets, income, earnings, profits and proceeds thereof, and
any asset derived from any reinvestment of such proceeds, in
whatever form the same may be, are herein referred to as
"assets belonging to" such series.
(b) Dividends or distributions on Shares of any
such series, whether payable in Shares or cash,
shall be paid only out of earnings, surplus or other assets
belonging to such series.
(c) In the event of the liquidation or
dissolution of the Trust or of such class, Shareholders of
each such series shall be entitled to receive, as a
series, out of the assets of the Trust available for
distribution to Shareholders, but other than general assets
not belonging to any particular series, the assets
belonging to such series; and the assets so
distributable to the Shareholders of any such series
shall be distributed among such Shareholders in proportion
to the number of Shares of such series held
by them and recorded on the books of the Trust. In the
event that there are any general assets not belonging to any
particular series of Shares and available for
distribution, such distribution shall be made to the holders
of Shares of all series in proportion to the asset
value of the Shares.
(d) The assets belonging to any such
series of Shares shall be charged with the liabilities in
<PAGE>
respect to such series and shall be charged with
their share of the general liabilities of the Trust, in
proportion to the asset value of the respective series.
The determination of the Board of Trustees shall be
conclusive as to the amount of liabilities, including
accrued expenses and reserves, and as to the allocation of
the same as to a given series, and as to whether the
same, or general assets of the Trust, are allocable to one
or more series. The liabilities so allocated to a
series are herein referred to as "liabilities
belonging to" such series.
(e) The Board of Trustees may without the
requirement of Shareholder approval, classify Shares of any
series or divide the Shares of any series into classes, each
class having such different dividend, liquidation, voting
and other rights as the Trustees may determine, and may
establish and designate the specific classes of Shares of
each series. The fact that a series shall have initially
been established and designated without any specific
establishment or designation of classes (i.e., that all
Shares of such series are initially of a single class), or
that a series shall have more than one established and
designated class, shall not limit the authority of the
Trustees to establish and designate separate classes, or one
or more further classes, of said series without approval of
the holders of the initial class thereof, or previously
established and designated class or classes thereof,
provided that the establishment and designation of such
further separate classes would not adversely affect the
rights of the holders of the initial or previously
established and designated class or classes.
(f) At all meetings of Shareholders, each
shareholder of each Share of each such series or class of
the Trust shall be entitled to one vote for each Share,
irrespective of the series or class, standing in his name on
the books of the Trust, except that where a vote of the
holders of the Shares of any series or class, or of more
than one series or class, voting by series or class, is
required by the 1940 Act and/or the Commonwealth of
Massachusetts law as to any proposal, only the holders of
such series or series, or class or classes, voting by series
or class, shall be entitled to vote upon such proposal and
the holders of any other series or class or classes shall
not be entitled to vote thereon. Any fractional Share, if
any such fractional Shares are outstanding, shall carry
proportionately all the rights of a whole Share, including
the right to vote and the right to receive dividends. There
shall be no cumulative voting rights with respect to any
Shares or series or class of Shares of the Trust.
(g) The provisions of Article FIFTH relating
to voting shall apply when the Trust has only one series or
class of Shares outstanding or when the Trust has more than
<PAGE>
one series or class of Shares outstanding but which differ
only as to their dividend rights. Otherwise, the provisions
of Article FIFTH shall be subject to the provisions of this
Article FOURTH.
(h) When the Trust has more than one series
or class of Shares outstanding: (i) the redemption rights
provided to the holders of the Trust's Shares shall be
deemed to apply only to the assets belonging to the series or
class of Shares in question; and (ii) the net asset value per
Share computation as provided for in Article SEVENTH shall
be applied as if each such series or class of Shares were the
Trust as referred to in such computation, but with its assets
limited to the assets belonging to such series or class and
its liabilities limited to the liabilities belonging to such
series or class.
(i) The ownership of Shares shall be recorded in
the books of the Trust or a transfer agent. The Trustees may
make such rules as they consider appropriate for the transfer
of Shares and similar matters. The record books of the Trust
or any transfer agent, as the case may be, shall be conclusive
as to who are the holders of Shares and as to the number of
Shares held from time to time by each.
(j) The Trustees shall accept investments in
the Trust from such persons and on such terms as they may
from time to time authorize.
(k) Shareholders shall have no pre-emptive
or other right to subscribe to any additional Shares or
other securities issued by the Trust or the Trustees.
(l) The dividends payable to Shareholders shall,
subject to any applicable rule, regulation, or order of the
Commission, or other applicable law or regulation, be
determined by the Board and need not be individually
declared but may be declared and paid in accordance with a
formula adopted by the Board.
<PAGE>
CAPITAL CASH MANAGEMENT TRUST
PROXY FOR SHAREHOLDERS MEETING DECEMBER 10, 1997
PROXY SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
The undersigned shareholder of CAPITAL CASH MANAGEMENT TRUST
(the "Trust") does hereby appoint LACY B. HERRMANN and DIANA P.
HERRMANN, or either of them, as attorneys and proxies of the
undersigned, with full power of substitution, to attend the Special
Meeting of Shareholders of the Trust to be held on December 10, 1997,
at the offices of the Trust, 380 Madison Avenue, New York, NY 10017
at 10:00 a.m. local time, and at all adjournments thereof, and
thereat to vote the shares held in the name of the undersigned on the
record date for said meeting on the matters listed below.
Please mark your proxy, date and sign it below and return it
promptly in the postage-paid accompanying envelope which requires no
additional postage if mailed in the United States.
MANAGEMENT RECOMMENDS A VOTE FOR THE PROPOSALS LISTED BELOW.
THE
SHARES REPRESENTED HEREBY WILL BE VOTED AS INDICATED BELOW OR FOR
IF
NO CHOICE IS INDICATED.
As to any other matter said attorneys shall vote in accordance
with their best judgment. Please indicate your vote by an "X" in the
appropriate box below.
1. Action on proposed amendment to
the Trust's Declaration of Trust
to authorize creation of classes _ _ _
of shares (Proposal No. 1) FOR [_] AGAINST [_] ABSTAIN [_]
2. Action on Proposed modifications
of the Trust's investment _ _ _
restrictions (Proposal No. 2) FOR [_] AGAINST [_] ABSTAIN [_]
Dated: ____________ ______, 1997
Month Day
_____________________________________________
SIGNATURE(S)
______________________________________________
SIGNATURE(S)
PLEASE SIGN EXACTLY AS YOUR NAME(S) APPEAR HEREON. When signing
as a custodian, attorney, executor, administrator, trustee,
guardian, etc., please sign your full title as such. Joint
owners should each sign.
