EXHIBIT 99.5
SELLING AGREEMENT
This Selling Agreement ("Agreement") is entered into by and between SAFECO
Securities, Inc. ("Distributor") and the undersigned broker-dealer
("Broker-Dealer") effective as of the date written below.
RECITALS
A. Distributor is a broker-dealer registered with the Securities and Exchange
Commission ("SEC") and the National Association of Securities Dealers, Inc.
("NASD") and is the general distributor and principal underwriter of the
Advisor Class A, Advisor Class B and Advisor Class C Shares ("Load Shares")
and the Investor Class Class Shares ("Investor Class Shares," and together
with the Load Shares, "Shares") of the SAFECO mutual funds ("Funds") listed
in Exhibit A (which Exhibit A may be amended from time to time by
Distributor with notice to Broker-Dealer);
B. Distributor agrees to sell to Broker-Dealer Load Shares that are purchased
by Distributor from the Funds for resale on a best efforts basis by
Broker-Dealer as principal, and Broker-Dealer agrees to tender Load Shares
directly to the Funds or their agent for redemption or repurchase;
C. Broker-Dealer is also an investment adviser registered with the SEC and/or
the various states in which it is required to be registered; and
D. Broker-Dealer offers its clients, members or customers ("Customers") an
asset allocation program, and Distributor and Broker-Dealer desire that
Investor Class Shares of the Funds be offered to Customers through such
asset allocation program;
THEREFORE Distributor and Broker-Dealer agree as follows:
AGREEMENT
A. LOAD SHARES
1. Distribution of Load Shares. Broker-Dealer shall offer and sell Load Shares
at the public offering price next determined after the order is received, in
accordance with the terms of the then current Trust prospectus and statement of
additional information for Load Shares ("Load Prospectus").
2. Compensation.
(a) Distributor shall provide Broker-Dealer with appropriate compensation
for selling the Load Shares, in accordance with the then current schedule of
dealer compensation which will be available from Distributor upon request and be
set forth in the Load Prospectus. Broker-Dealer will not be entitled to any
concession on the purchase of a Fund's Load Shares through the reinvestment of
any distributions made by such Fund. Such reinvestments will be made at net
asset value per share. Purchases of Load Shares made under a cumulative purchase
privilege shall be considered an individual transaction for the purpose of
determining the concession from the public offering price to which Broker-Dealer
is entitled.
(b) Where a Fund has adopted a plan pursuant to Rule 12b-1 under the
Investment Company Act of 1940 (a "Plan"), Distributor may elect from time to
time to make payments to Broker-Dealer as provided under such Plan (in addition
to the compensation, if any, provided for in paragraph 2(a) of this Agreement)
for providing distribution and other related services. Such payments shall be
made in the amount set forth in the schedule of distribution payments and
service payments issued by, and available upon request from, Distributor.
Broker-Dealer will not be paid such fees until Distributor has received the
service and distribution fees described in the Load Prospectus for the period in
which Broker-Dealer provides the distribution and other related services.
Broker-Dealer agrees to provide to Distributor at least annually or as required
by the Trust's Board of Trustees a description of the services provided by
Broker-Dealer pursuant to this paragraph.
(c) Upon notice to Broker-Dealer, Distributor or any Fund may from time to
time change, amend or discontinue any discount, concession, distribution payment
or service payment schedule issued by Distributor from time to time and may
issue a new or replacement schedule. Broker-Dealer shall have no vested interest
in any type, amount or rate of discount, concession, distribution or service
payment. Broker-Dealer shall have no claim against Distributor or any Fund by
virtue of any change or diminution in the rate or amount of, or discontinuance
of, discount, concession, distribution or service payment in connection with the
sale of any Load Shares.
3. Redemptions-Repurchases.
(a) Load Shares presented to Distributor for redemption will be redeemed at
the net asset value of such Load Shares in accordance with the Load Prospectus;
provided that redemptions of Load Shares subject to the imposition of a
contingent deferred sales charge ("CDSC Shares") will be redeemed at the net
asset value of such CDSC Shares, less any applicable contingent deferred sales
charge, as set forth in the Load Prospectus.
(b) Repurchases of Load Shares will be made at the net asset value of such
Load Shares; provided that repurchases of CDSC Shares will be made at the net
asset value of such CDSC Shares, less any applicable contingent deferred sales
charges, as set forth in the Load Prospectus.
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(c) Broker-Dealer shall be responsible for determining, in accordance with
the Load Prospectus, whether, and the extent to which, a contingent deferred
sales charge is applicable to a redemption of Load Shares from a customer
account; and Broker-Dealer agrees to present immediately to Distributor any
contingent deferred sales charge to which such redemption was subject. If
Broker-Dealer holds Load Shares subject to a contingent deferred sales charge,
it shall have the capability to track and account for such charges; and
Distributor reserves the right, at its discretion, to verify that capability
through inspection of Broker-Dealer's tracking and accounting system or
otherwise.
4. Orders.
(a) Distributor will treat all orders as not entitled to any reduced sales
charge beyond that accorded to the amount of the purchase order as determined by
the schedule set forth in the Load Prospectus, unless Broker-Dealer advises
Distributor otherwise in writing when placing the order.
(b) All orders are subject to acceptance and rejection by the Distributor.
Distributor reserves the right in its discretion to suspend sales or to withdraw
the offering of Load Shares of any Fund or classes thereof, in whole or in part,
or to make a limited offering of such Load Shares.
(c) Distributor shall not accept from Broker-Dealer any conditional orders
for Load Shares. Delivery of share certificates, if any, for Load Shares
purchased shall be made by the Funds only against receipt of the purchase price.
If payment for Load Shares purchased is not received within seven days, or any
lesser period as may be required by law, the sale may be canceled forthwith
without any responsibility or liability on Distributor's or the applicable
Fund's part (in which case Broker-Dealer will be responsible for any loss,
including loss of profit, suffered by the Fund resulting from Broker-Dealer's
failure to make payment as aforesaid), or, at Distributor's option, Distributor
may sell the Load Shares ordered back to the Fund (in which case Distributor may
hold Broker-Dealer responsible for any loss including loss of profit suffered by
Distributor resulting from Broker-Dealer's failure to make payment as
aforesaid).
(d) If Broker-Dealer uses telephonic, telex, telegraphic or facsimile means
to transmit orders, exchanges or redemptions on behalf of customers for Load
Shares, Broker-Dealer hereby agrees to indemnify Distributor, the Funds, SAFECO
Asset Management Company ("XXX"), SAFECO Services Corporation ("Transfer
Agent"), and all directors, trustees, officers, and employees of each, for any
loss, injury, damage, expense or liability as a result of Distributor's actions
based on such telephonic, telex, telegraphic or facsimile orders, exchanges or
redemption requests if an order, exchange or redemption request placed by
Broker-Dealer was erroneous or not authentic and Distributor, in good faith acts
on such request, or if Distributor has refused to execute such request for any
reason.
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(e) Broker-Dealer shall not withhold placing customers' orders for any Load
Shares so as to profit as a result of such withholding. Broker-Dealer shall not
purchase any Load Shares except for the purpose of covering purchase orders
already received by Broker-Dealer. Broker-Dealer shall not purchase any Load
Shares from Distributor other than for bona fide investment or for the purpose
of covering purchase orders already received. Neither Distributor nor
Broker-Dealer shall, as principal, purchase Load Shares from a record holder at
a price lower than the bid price (net asset value per share less any applicable
contingent deferred sales charge) next quoted by or for the issuing Fund.
5. Offering Prices. Upon request, Distributor will furnish Broker-Dealer with
public offering prices for the Load Shares in accordance with the Load
Prospectus; and Broker-Dealer agrees to quote such prices subject to
confirmation by Distributor on any Load Shares offered by Broker-Dealer for
sale.
6. Status. In all sales of Load Shares to the public, Broker-Dealer shall act
in the capacity of independent contractor as a dealer for Broker-Dealer's own
account and in no transaction shall Broker-Dealer have any authority to act or
hold itself out as agent for Distributor, the Trust or any Fund. Nothing in this
Agreement including the use of the words "discount," "concession" or "payment"
shall cause Broker-Dealer to be a partner, employee or agent of the Distributor
or give Broker-Dealer any authority to act for Distributor, the Trust or any
Fund. Neither Distributor, the Trust or any Fund nor any affiliates, directors,
officers, employees or agents of each shall be liable for any obligation, act or
omission of Broker-Dealer, its directors, officers, registered representatives,
employees or agents. Broker-Dealer is solely responsible for training and
supervising its Associated Persons as defined in the Securities Exchange Act of
1934. Broker-Dealer and its Associated Persons shall be responsible to determine
the suitability of the Funds, and any class thereof, as an investment for its
customers.
7. Refunds. If, within seven business days after confirmation by Distributor
of Broker-Dealer's original purchase order for Load Shares, such Load Shares are
repurchased by the issuing Fund or by Distributor for the account of such Fund
or are tendered for redemption by the customer, (i) Broker-Dealer shall
forthwith refund to Distributor the full discount retained by, or concession
paid to, Broker-Dealer on the original sale pursuant to paragraph 2(a) of this
Agreement and any distribution payments and service payments relating thereto
made to Broker-Dealer pursuant to paragraph 2(b) of this Agreement and (ii)
Distributor shall, as applicable, forthwith pay to such Fund Distributor's share
of the sales charge on the original sale by Distributor, and shall also pay such
Fund the refund received under clause (i). Broker-Dealer shall refund to the
Fund immediately upon receipt the amount of any dividends or distributions paid
to Broker-Dealer as nominee for Broker-Dealer's customers with respect to
redeemed or repurchased Load Shares to the extent that the proceeds of such
redemption or repurchase may include the dividends or distributions payable on
such Load Shares. In the case of certificated
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Load Shares, Broker-Dealer shall be notified by Distributor of such repurchase
or redemption within ten days of the date on which a properly executed Share
certificate and stock power together with appropriate supporting papers is
delivered to Distributor or to such Fund; and in the case of uncertificated Load
Shares, Broker-Dealer shall be notified by Distributor of such repurchase or
redemption within ten days of such repurchase or redemption.
8. Representations. By signing this Agreement, Broker-Dealer represents and
warrants that it (i) is a registered broker-dealer under the Securities Exchange
Act of 1934, as amended; (ii) is qualified to act as a broker-dealer in each
jurisdiction and state in which it will offer Load Shares; (iii) is a member in
good standing of the NASD; and (iv) will maintain such registrations,
qualifications and memberships throughout the term of this Agreement. The
termination of Broker-Dealer's membership with the NASD will immediately and
automatically terminate this Agreement. Broker-Dealer shall comply with all
applicable federal laws, the laws of each jurisdiction and state in which it
will offer Load Shares and the rules, regulations and requirements of the NASD,
the U.S. Department of Treasury's Office of Foreign Assets Control, or any other
regulatory or self-regulatory organization now or hereafter in existence whose
rules and regulations govern the offer and sale of Shares.
B. INVESTOR CLASS SHARES
1. Asset Allocation Program. Broker-Dealer may, in connection with its asset
allocation program, sell Investor Class Shares of any Funds identified in
Exhibit A hereto to Customers participating in Broker-Dealer's asset allocation
program.
2. Determination of Net Asset Value. Broker-Dealer shall offer and sell
Investor Class Shares at the net asset value next determined after the order is
received, in accordance with the terms of the then current Trust prospectus and
statement of additional information for Investor Class Shares ("Investor Class
Prospectus").
3. Redemptions-Repurchases.
(a) Investor Class Shares presented to Distributor for redemption will be
redeemed at the net asset value of such Investor Class Shares in accordance with
the Investor Class Prospectus.
(b) Repurchases of Investor Class Shares will be made at the net asset
value of such Investor Class Shares.
4. Orders.
(a) All orders are subject to acceptance and rejection by the Distributor.
Distributor reserves the right in its discretion to suspend sales or to withdraw
the offering of Investor Class Shares of any Fund, in whole or in part, or to
make a limited offering of such Investor Class Shares.
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(b) Distributor shall not accept from Broker-Dealer any conditional orders
for Investor Class Shares. Delivery of share certificates, if any, for Investor
Class Shares purchased shall be made by the Funds only against receipt of the
purchase price. If payment for Investor Class Shares purchased is not received
within seven days, or any lesser period as may be required by law, the sale may
be canceled forthwith without any responsibility or liability on Distributor's
or the applicable Fund's part (in which case Broker-Dealer will be responsible
for any loss, including loss of profit, suffered by the Fund resulting from
Broker-Dealer's failure to make payment as aforesaid), or, at Distributor's
option, Distributor may sell the Investor Class Shares ordered back to the Fund
(in which case Distributor may hold Broker-Dealer responsible for any loss
including loss of profit suffered by Distributor resulting from Broker-Dealer's
failure to make payment as aforesaid).
(c) If Broker-Dealer uses telephonic, telex, telegraphic or facsimile means
to transmit orders, exchanges or redemptions on behalf of customers for Investor
Class Shares, Broker-Dealer hereby agrees to indemnify Distributor, the Funds,
XXX, the Transfer Agent and all directors, trustees, officers, and employees of
each, for any loss, injury, damage, expense or liability as a result of
Distributor's actions based on such telephonic, telex, telegraphic or facsimile
orders, exchanges or redemption requests if an order, exchange or redemption
request placed by Broker-Dealer was erroneous or not authentic and Distributor,
in good faith acts on such request, or if Distributor has refused to execute
such request for any reason.
(d) Broker-Dealer shall not withhold placing customers' orders for any
Investor Class Shares so as to profit as a result of such withholding.
Broker-Dealer shall not purchase any Investor Class Shares except for the
purpose of covering purchase orders already received by Broker-Dealer.
Broker-Dealer shall not purchase any Investor Class Shares from Distributor
other than for bona fide investment or for the purpose of covering purchase
orders already received. Neither Distributor nor Broker-Dealer shall, as
principal, purchase Investor Class Shares from a record holder at a price lower
than the net asset value next quoted by or for the issuing Fund.
5. Status. Broker-Dealer shall act in the capacity of independent contractor
and in no transaction shall Broker-Dealer have any authority to act or hold
itself out as agent for Distributor, the Trusts or any Fund. Nothing in this
Agreement shall cause Broker-Dealer to be a partner, employee or agent of the
Distributor or give Broker-Dealer any authority to act for Distributor, the
Trusts or any Fund. Neither Distributor, the Trusts or any Fund or any
affiliates, directors, officers, employees or agents of each shall be liable for
any obligation, act or omission of Broker-Dealer, its directors, officers,
associated persons, employees or agents. As an investment adviser to its
Customers, Broker-Dealer shall make investment recommendations for its Customers
based solely on the best interests of its Customers. Broker-Dealer and its
associated persons shall be responsible to determine the suitability of the
Funds and the Investor Class Shares as an investment for its Customers.
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6. Representations.
(a) Broker-Dealer represents and warrants that it shall comply with all
requirements applicable to it by reason of all applicable laws, including
federal and state securities laws, the Rules and Regulations of the SEC,
including, without limitation, all applicable requirements of the 1933 Act.
Broker-Dealer further represents and warrants that it shall maintain all records
required by applicable law or otherwise reasonably requested by the Trusts
relating to the services provided by it pursuant to the terms of this Agreement.
(b) Broker-Dealer represents and warrants that it is an investment adviser
registered with the SEC under the Investment Advisers Act of 1940 and/or
registered as an investment adviser with the various states as required.
C. GENERAL
1. Activities.
(a) No person is authorized to make any representations concerning the
Shares of the Funds and classes thereof for public use except those contained in
the Load or Investor Class Prospectus, as applicable, and other printed sales
literature authorized and issued by Distributor or the Funds' investment
manager, XXX. Broker-Dealer shall not use any sales literature, supplemental
sales literature or advertising material (including material disseminated
through radio, television or other electronic media) of any kind without prior
written approval of Distributor, unless it has been furnished by Distributor for
such purposes. Broker-Dealer agrees to indemnify Distributor, the Funds, XXX and
Transfer Agent, and all directors, trustees, officers, employees and "control
persons" within the meaning of the securities laws ("Control Persons") of each
of them, for any loss, injury, damage, expense or liability arising from or
based upon any alleged or untrue statements or representations made by
Broker-Dealer, other than statements contained in the Load or Investor Class
Prospectus(es), as applicable, or authorized printed sales literature.
Distributor agrees to indemnify Broker-Dealer, and all directors, trustees,
officers, employees, affiliates and Control Persons of each of them, for any
loss, injury, damage, expense or liability arising from or based upon the
Distributor's failure to fulfill its obligations hereunder, and any alleged
untrue or misleading statements or omissions contained in the Load or Investor
Class Prospectus(es), as applicable, for the Funds or authorized printed sales
literature supplied to the Broker-Dealer by the Distributor or any of its
affiliates.
(b) Distributor shall furnish Broker-Dealer, without charge and upon
request, reasonable quantities of the Load or Investor Class Prospectuses,
periodic shareholder reports and sales literature authorized by Distributor for
public use. Broker-Dealer shall not distribute or
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make available to investors any printed information furnished by Distributor
which is marked "FOR DEALER USE ONLY" or which otherwise indicates that it is
confidential or not intended to be distributed to investors.
(c) Broker-Dealer agrees to distribute the Load or Investor Class
Prospectuses, as appropriate, and shareholder reports to customers in compliance
with applicable regulatory requirements, except to the extent that Distributor
or its affiliates expressly undertake, in writing, to do so on Broker-Dealer's
behalf. In connection with sales and offers to sell Shares, Broker-Dealer will
furnish each person to whom any such sale or offer is made with a copy of the
Load or Investor Class Prospectus, as appropriate, for the issuing Fund prior to
or concurrently with the receipt of any order. Broker-Dealer shall not be
required to furnish a copy of the Funds' statement(s) of additional information,
unless applicable state law so requires.
(d) Broker-Dealer shall not offer or sell Shares in any state where the
Shares are not qualified for sale under the state's blue sky laws or other
regulations.
(e) Broker-Dealer and its Associated Persons shall be responsible to
determine the suitability of the Funds, and any class thereof, as an investment
for its customers.
(f) In performance of its distribution activities in connection with this
Agreement, Broker-Dealer and/or its representatives may be furnished with
personal customer information that is non-public and confidential in nature.
Except as required in order to perform its obligations and duties under this
Agreement, to perform joint marketing efforts with Distributor, or as permitted
by law, Broker-Dealer and/or its representatives shall not use or disclose such
non-public or confidential information received as a result of its distribution
activities.
2. Multiple Classes. Broker-Dealer agrees in connection with any Fund that
offers multiple classes of Shares to comply with any policies regarding the sale
of classes of Shares as provided to Broker-Dealer from time to time by the
Distributor.
3. Indemnification.
(a) Broker-Dealer shall indemnify and hold harmless the Trust, Distributor
and its affiliates, directors, officers, employees, agents and Control Persons
of each in the event that Broker-Dealer, its directors, officers, employees,
registered representatives or agents violate any law, rule or regulation, or any
provision of this Agreement, which results in losses, claims, damages,
liabilities or expenses (including reasonable attorneys' fees and expenses) to
the Trusts or any Fund, Distributor and its affiliates, directors, officers,
employees, agents or Control Persons. Broker-Dealer shall also indemnify and
hold harmless the Trusts and Funds, Distributor and its affiliates, directors,
officers, employees, agents and Control persons against all losses, claims,
damages, liabilities or expenses (including reasonable attorneys' fees and
expenses) resulting from (i) the willful, reckless or negligent violation of any
law, regulation,
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contract or any other arrangement by Broker-Dealer, its directors, officers,
employees, registered representatives or agents or (ii) any allegation arising
out of or in connection with any offers or sales of Shares by Broker-Dealer, its
registered representatives, other employees or agents.
(b) Distributor shall indemnify and hold harmless the Trust and the
Broker-Dealer, and the affiliates, directors, officers, employees, agents and
Control Persons of each in the event that Distributor, its directors, officers,
employees, registered representatives or agents violate any law, rule or
regulation, or any provision of this Agreement, which results in losses, claims,
damages, liabilities or expenses (including reasonable attorneys' fees and
expenses) to the Trusts or any Fund, Broker-Dealer and its affiliates, directors
officers, employees, agents or Control Persons. Distributor shall also indemnify
and hold harmless the Trust, Broker-Dealer and its affiliates, directors,
officers, employees, agents and Control persons against all losses, claims,
damages, liabilities or expenses (including reasonable attorneys' fees and
expenses) resulting from (i) the willful, reckless or negligent violation of any
law, regulation, contract or any other arrangement by Distributor, its
directors, officers, employees, registered representatives or agents or (ii) any
allegation arising out of or in connection with any offers or sales of Shares by
Distributor, its registered representatives, other employees or agents.
(c) In consideration of Distributor and Transfer Agent (the transfer agent,
dividend and distribution disbursement agent and shareholder services agent for
the Funds) liquidating, exchanging, or transferring unissued Shares of the Funds
for customers of the Broker-Dealer without the use of original or underlying
documentation supporting such instructions (e.g., a signed stock power or
----
signature guarantee), Broker-Dealer hereby agrees to indemnify Distributor,
Transfer Agent and each respective Fund against any losses (including reasonable
attorneys' fees and expenses) that may arise from such liquidation, exchange or
transfer of unissued Shares upon Broker-Dealer's direction. This indemnification
shall apply only to the liquidation, exchange or transfer of unissued Shares in
shareholder and house accounts executed as wire orders transmitted via the
National Securities Clearing Corporations Fund/SERV system. Broker-Dealer
represents and warrants to Distributor, Transfer Agent and the Funds that all
such transactions shall be properly authorized by Broker-Dealer's customers.
The indemnification in this Section C.3(c) shall not apply to any losses
(including reasonable attorneys' fees and expenses) caused by a failure of
Distributor, Transfer Agent or a Fund to comply with any of the Broker-Dealer's
instructions governing any of the above transactions, or any negligent act or
omission of Distributor, Transfer Agent or a Fund, or any of their directors,
trustees, officers, employees or agents. All transactions shall be settled upon
Broker-Dealers confirmation through NSCC transmission to the Transfer Agent.
Distributor, Transfer Agent or Broker-Dealer may revoke the indemnity contained
in this Section 11(c) upon prior written notice to each of the other parties
hereto, and in the case of such revocation, this indemnity agreement shall
remain effective as to trades made prior to such revocation.
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4. Enforcement of Rights. Any controversy or claim arising out of or relating
to this Agreement or the validity, interpretation or breach thereof, which is
not settled by agreement among the parties, shall be settled exclusively by
arbitration in Seattle, Washington, in accordance with the rules then in effect
for the NASD and/or the American Arbitration Association. The arbitrators may
allocate attorneys' fees and arbitration costs between the parties. Judgment
upon the award rendered in any such arbitration may be enforced in any court
having jurisdiction.
5. Termination. Either party hereto may cancel this Agreement upon fifteen (15)
days' written notice to the other party. Upon termination of this Agreement, all
authorizations, rights and obligations hereunder shall cease except:
(i) the provisions with respect to status of Broker-Dealer set forth in
Sections A(6) and B(5);
(ii) the obligation to settle accounts set forth in Section A(7);
(iii) the provisions with respect to representations made by the Broker-Dealer
in Section A(8) and B(6);
(iv) the provisions with respect to indemnification set forth in Section
C(3); and
(v) the provisions with respect to enforcement of rights set forth in
Section C(4).
6. Communications. All communications to Distributor should be sent to SAFECO
Securities, Inc., XXXXXX Xxxxx, Xxxxxxx, XX 00000. Any notices to Broker-Dealer
shall be duly given if mailed, faxed or telegraphed to Broker-Dealer at the
address specified below.
7. Governing Law. This Agreement shall be binding upon receipt by the
Distributor in Seattle, Washington, of a counterpart hereof duly accepted and
signed by Broker-Dealer, and shall be construed in accordance with the laws of
the State of Washington.
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8. Non-Exclusivity. The Distributor may enter into other similar agreements with
any other person or persons without Broker-Dealer's consent.
9. Entire Agreement. This Agreement shall constitute the entire agreement
between the parties with respect to the matters addressed.
10. Counterparts. This Agreement may be signed in counterparts, each of which
shall be deemed to be an original, and all such counterparts together shall
constitute one and the same document.
SAFECO SECURITIES, INC.
By: ___________________________
Vice President
Accepted: _____________________________
Address:
By: ___________________________________
Signature
___________________________________
Name and Title
___________________________________
Contact Person
___________________________________
Date
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EXHIBIT A
SAFECO COMMON STOCK TRUST:
SAFECO Growth Opportunities Fund
SAFECO Equity Fund
SAFECO Dividend Income Fund
SAFECO Northwest Fund
SAFECO Balanced Fund **
SAFECO International Stock Fund
SAFECO Small Company Value Fund **
SAFECO U.S. Value Fund **
SAFECO U.S. Growth Fund
SAFECO Small Company Growth Fund
SAFECO TAXABLE BOND TRUST:
SAFECO Intermediate-Term U.S. Treasury Fund **
SAFECO U.S. Government Fund **
SAFECO High-Yield Bond Fund
SAFECO TAX-EXEMPT BOND TRUST:
SAFECO Municipal Bond Fund **
SAFECO California Tax-Free Income Fund **
SAFECO Intermediate-Term Municipal Bond Fund *
SAFECO MONEY MARKET TRUST:
SAFECO Money Market Fund
SAFECO Tax-Free Money Market Fund *
SAFECO MANAGED BOND TRUST:
SAFECO Managed Bond Fund **
* Investor Class Shares Only
** Investor Class, Class A and Class B Shares Only
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