SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OFProxy Statement Pursuant to Section 14(A)
of the Securities Exchange Act of 1934Filed by the Registrant / X /
Filed by a
partyParty other than the Registrant / /Check the appropriate box:
/ X / Preliminary Proxy Statement / / Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) (2)) / / Definitive Proxy Statement / / Definitive Additional Materials / / Soliciting Material Pursuant to Sec. 240.14a-11(c) or Sec. 240.14a-12
| / / | Preliminary Proxy Statement. |
| / / | Confidential, for use of the Commission Only (as permitted by Rule 14a-6(e) (2)). |
| / X / | Definitive Proxy Statement. |
| / / | Definitive Additional Materials. |
| / / | Soliciting Material Pursuant to § 240.14a-12. |
PUTNAM AMERICAN GOVERNMENT INCOME FUND
PUTNAM ARIZONA TAX EXEMPT INCOME FUND
PUTNAM ASSET ALLOCATION FUNDS
PUTNAM CALIFORNIA INVESTMENT GRADE MUNICIPAL TRUST
PUTNAM CALIFORNIA TAX EXEMPT INCOME FUND
PUTNAM CAPITAL APPRECIATION FUND
PUTNAM CLASSIC EQUITY FUND
PUTNAM CONVERTIBLE INCOME-GROWTH TRUST
PUTNAM DISCOVERY GROWTH FUND
PUTNAM DIVERSIFIED INCOME TRUST
PUTNAM EQUITY INCOME FUND
PUTNAM EUROPE EQUITY FUND
THE GEORGE PUTNAM FUND OF BOSTON
PUTNAM FUNDS TRUST
PUTNAM GLOBAL EQUITY FUND
PUTNAM GLOBAL NATURAL RESOURCES FUND
THE PUTNAM FUND FOR GROWTH AND INCOME
PUTNAM FUNDS TRUST
THE GEORGE PUTNAM FUND OF BOSTON
PUTNAM GLOBAL EQUITY FUND
PUTNAM GLOBAL INCOME TRUST
PUTNAM GLOBAL NATURAL RESOURCES FUND
PUTNAM HEALTH SCIENCES TRUST
PUTNAM HIGH INCOME SECURITIES FUND
PUTNAM HIGH YIELD ADVANTAGE FUND
PUTNAM HIGH YIELD MUNICIPAL TRUST
PUTNAM HIGH YIELD TRUST
PUTNAM INCOME FUND
PUTNAM INTERNATIONAL EQUITY FUND
PUTNAM INVESTMENT FUNDS
PUTNAM INVESTMENT GRADE MUNICIPAL TRUST
PUTNAM INVESTORS FUND
PUTNAM LIMITED DURATION GOVERNMENT INCOME FUND
PUTNAM MANAGED MUNICIPAL INCOME TRUST
PUTNAM MASSACHUSETTS TAX EXEMPT INCOME FUND
PUTNAM MASTER INTERMEDIATE INCOME TRUST
PUTNAM MICHIGAN TAX EXEMPT INCOME FUND
PUTNAM MINNESOTA TAX EXEMPT INCOME FUND
PUTNAM MONEY MARKET FUND
PUTNAM MUNICIPAL BOND FUND
PUTNAM MUNICIPAL OPPORTUNITIES TRUST
PUTNAM NEW JERSEY TAX EXEMPT INCOME FUND
PUTNAM NEW OPPORTUNITIES FUND
PUTNAM NEW YORK INVESTMENT GRADE MUNICIPAL TRUST
PUTNAM NEW YORK TAX EXEMPT INCOME FUND
PUTNAM OHIO TAX EXEMPT INCOME FUND
PUTNAM OTC & EMERGING GROWTH FUND
PUTNAM PENNSYLVANIA TAX EXEMPT INCOME FUND
PUTNAM PREMIER INCOME TRUST
PUTNAM RETIREMENTREADY® FUNDS
PUTNAM TAX EXEMPT INCOME FUND
PUTNAM TAX EXEMPT MONEY MARKET FUND
PUTNAM TAX-FREE HEALTH CARE FUND
PUTNAM TAX-FREE INCOME TRUST
PUTNAM TAX SMART FUNDS TRUST
PUTNAM U.S. GOVERNMENT INCOME TRUST
PUTNAM UTILITIES GROWTH AND INCOME FUND
PUTNAM VARIABLE TRUST
PUTNAM VISTA FUND
PUTNAM VOYAGER FUND
(Name
(Name of Registrant as Specified In Itsin its Charter)
(Name
(Name of Person(s) Filing Proxy Statement,
if other thanOther Than the Registrant)
Payment of Filing Fee (Check the appropriate box):
/ X / No fee required
/ / Fee computed on table below per Exchange Act Rule 14a 6(i)(1) and 0-11
(1) Title of each class of securities to which transaction applies:
(2) Aggregate number of securities to which transaction applies:
(3) Per unit price or other underlying value of transaction
computed pursuant to Exchange Act Rule 0-11 (set forth the
amount on which the filing fee is calculated and state how it
was determined):
(4) Proposed maximum aggregate value of transaction:
(5) Total fee paid:
/ / Fee paid previously with preliminary materials.
| / X / | No fee required. |
| / / | Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. |
| (1) Title of each class of securities to which transaction applies: | |
| (2) Aggregate number of securities to which transaction applies: | |
| (3) Per unit price or other underlying value of transaction | |
| computed pursuant to Exchange Act Rule 0-11 (set forth the | |
| amount on which the filing fee is calculated and state how it | |
| was determined): | |
| (4) Proposed maximum aggregate value of transaction: | |
| (5) Total fee paid: | |
| / / | Fee paid previously with preliminary materials. |
| / / | Check box if any part of the fee is offset as provided by Exchange Act Rule |
| 0-11(a)(2) and identify the filing for which the offsetting fee was paid | |
| previously. Identify the previous filing by registration statement | |
| number, or the form or schedule and the date of its filing. | |
| (1) Amount Previously Paid: | |
| (2) Form, Schedule or Registration Statement No.: | |
| (3) Filing Party: | |
| (4) Date Filed: | |
Proxy statement
March 9, 2007
A Message from the Chairman of the fee is offsetPutnam Funds
Dear Fellow Shareholder:
I am writing to ask you, as provided by Exchange
Act Rule 0-11(a)(2) and identify the filing for which the offsetting
fee was paid previously. Identify the previous filing by registration
statement number, or the Form or Schedule and the datea shareholder of its filing.
(1) Amount Previously Paid:
(2) Form, Schedule or Registration Statement No.:
(3) Filing Party:
(4) Date Filed:
Important information for shareholders of
THE PUTNAM FUNDS
The document you hold in your hands contains your proxy statement and
proxy card. Your proxy tells us howPutnam fund, to vote on the sale of Putnam Investments to Great-West Lifeco Inc., a subsidiary of Power Financial Corporation, by approving new management contracts. This proposal will be considered at a special meeting of shareholders called for May 15, 2007. Great-West Lifeco has agreed to acquire Putnam Investments Trust, which owns your behalffund’s investment adviser, Putnam Investment Management, LLC (“Putnam Management”).
The Putnam funds’ Board of Trustees has been actively involved in the sale process, and will continue in its role of overseeing the Putnam funds on important
issues relating to your fund. If you complete and sign the proxy, we'll
vote it exactly as you tell us. If you simply sign the proxy, we'll vote
it in accordance with the Trustees' recommendations on pages 8 and 9.behalf. We urgeare asking you to carefully reviewapprove a new management contract with Putnam Management that will become effective when the proxy statement,transaction with Great-West Lifeco is completed, so that there will not be any disruption in the investment management or in the services that your fund receives. The Trustees of the Putnam funds unanimously recommend that you vote FOR the approval of a new management contract.
It is important for you, as a Putnam fund shareholder, to know that no changes to the Putnam funds, to the way Putnam manages money, or to the funds’ management teams are expected as a result of this transaction. Putnam will continue to operate as a separate company headquartered in Boston, and providewill retain its name. There will be no change in your voting instructions by usingfund’s fee rates or in the services that your fund receives as a result of the transaction. In addition, the funds will not bear any of the methods shown on yourcosts associated with this proxy card.solicitation.
Please vote promptly. When shareholders don'tdo not return their proxies in sufficient numbers, we have to make follow upfollow-up solicitations whichare required. You can cost your
fund money.
We want to know how you would like to vote and welcome your comments.
Please take a few minutes with these materials and returnby returning your proxy to
us.
PUTNAM INVESTMENTS
[SCALE LOGO OMITTED]
Table of contents
A Message from the Chairman 1
Notice of Shareholder Meeting 2
Trustees' Recommendations 3
PROXY CARD ENCLOSED
If you have any questions, please contact us at 1-800-225-1581 or call
your financial advisor.
[GRAPHIC OMITTED: PHOTO OF JOHN A. HILL]
A Message from the Chairman
Dear Fellow Shareholder:
I am writing to you to ask for your vote on important matters that
affect your investmentballot in the Putnam funds. Whileenvelope provided. Or you are, of course,
welcome to join us at your fund's meeting, most shareholders cast their
vote by filling out and signingcan call the enclosed proxy cards, by callingtoll-free number or by voting viavisit the Internet. We are asking for your voteWeb site address indicated on the following
matters:
(1) Electing Trustees;
(2) Approving a number of changes to various funds' fundamental
investment restrictions and investment objectives;
(3) Approving an amendment to various funds' Agreements and Declarations
of Trust.
Please see page 5 for list of the affected funds.
Although we would like very much to have each shareholder attend this
meeting, we realize that it may not be possible. Whether or not you plan
to be present, we need your vote. We urge you to record your voting
instructions by telephone, via the Internet or by completing, signing,
and returning the enclosed proxy card promptly. A postage-paid envelope
is enclosed for mailing, and the telephone and Internet voting
instructions are listed at the top of your proxy card.
I'm sure that you, like most people, lead a busy life and are tempted to
put this proxy aside for another day. Please don't. When shareholders do
not vote their proxies, their fund may have to incur the expense of
follow-up solicitations. All shareholders benefit from the speedy return
of proxies.
ballot.
Your vote is important to us. We appreciate the time and consideration I am sure you will give these important matters. If you have questions about the proposals,proposal, please call a Putnam customer service
representativeour proxy information line at 1-800-225-15811-866-905-2396 or contact your financial advisor.
representative.
Sincerely yours,
/S/ JOHN A. HILL
John A. Hill
Chairman of the Trustees
Table of contents
| Notice of a Special Meeting of Shareholders | 1 | |
| Trustees’ Recommendations | 4 | |
| The Proposal | 4 | |
| Further Information About Voting and the | ||
| Special Meeting | 14 | |
| Fund Information | 18 | |
| Appendix A — | Number of Shares Outstanding | |
| as of the Record Date | A-1 | |
| Appendix B — | Form of New Management | |
| Contract | B-1 | |
| Appendix C — | Comparison of Terms of | |
| Management Contracts | C-1 | |
| Appendix D — | Management Contracts: | |
| Dates and Approvals | D-1 | |
| Appendix E — | Management Contracts: Fees | E-1 |
| Appendix F — | Current Sub-Management Contract | |
| and Sub-Advisory Contract | F-1 | |
| Appendix G — | Description of Contract | |
| Approval Process | G-1 | |
| Appendix H — | Other Similar Funds Advised | |
| by Putnam Management | H-1 | |
| Appendix I — | Payments to Putnam Management | |
| and its Affiliates | I-1 | |
| Appendix J — | 5% Beneficial Ownership | J-1 |
| Appendix K — | Security Ownership | K-1 |
PROXY CARD(S) ENCLOSED
If you have any questions, please call our proxy information line at 1-866-905-2396 or call your financial advisor.
Notice of a Special Meeting of Shareholders
To the Shareholders of:
| PUTNAM AMERICAN GOVERNMENT | PUTNAM INVESTMENT GRADE MUNICIPAL |
| INCOME FUND | TRUST |
| PUTNAM AMT-FREE INSURED MUNICIPAL | PUTNAM INVESTORS FUND |
| FUND | PUTNAM LIMITED DURATION |
| PUTNAM ARIZONA TAX EXEMPT INCOME | GOVERNMENT INCOME FUND |
| FUND | PUTNAM MANAGED MUNICIPAL INCOME |
| PUTNAM ASSET ALLOCATION: BALANCED | TRUST |
| PORTFOLIO | PUTNAM MASSACHUSETTS TAX EXEMPT |
| PUTNAM ASSET ALLOCATION: | INCOME FUND |
| CONSERVATIVE PORTFOLIO | PUTNAM MASTER INTERMEDIATE INCOME |
| PUTNAM ASSET ALLOCATION: GROWTH | TRUST |
| PORTFOLIO | PUTNAM MICHIGAN TAX EXEMPT INCOME |
| PUTNAM CALIFORNIA INVESTMENT | FUND |
| GRADE MUNICIPAL TRUST | PUTNAM MID CAP VALUE FUND |
| PUTNAM CALIFORNIA TAX EXEMPT | PUTNAM MINNESOTA TAX EXEMPT |
| INCOME FUND | INCOME FUND |
| PUTNAM CAPITAL APPRECIATION FUND | PUTNAM MONEY MARKET FUND |
| PUTNAM CAPITAL OPPORTUNITIES FUND | PUTNAM MUNICIPAL BOND FUND |
| PUTNAM CLASSIC EQUITY FUND | PUTNAM MUNICIPAL OPPORTUNITIES |
| PUTNAM CONVERTIBLE INCOME- | TRUST |
| GROWTH TRUST | PUTNAM NEW JERSEY TAX EXEMPT |
| PUTNAM DISCOVERY GROWTH FUND | INCOME FUND |
| PUTNAM DIVERSIFIED INCOME TRUST | PUTNAM NEW OPPORTUNITIES FUND |
| PUTNAM EQUITY INCOME FUND | PUTNAM NEW VALUE FUND |
| PUTNAM EUROPE EQUITY FUND | PUTNAM NEW YORK INVESTMENT GRADE |
| PUTNAM FLOATING RATE INCOME FUND | MUNICIPAL TRUST |
| THE PUTNAM FUND FOR GROWTH AND | PUTNAM NEW YORK TAX EXEMPT INCOME |
| INCOME | FUND |
| THE GEORGE PUTNAM FUND OF BOSTON | PUTNAM OHIO TAX EXEMPT INCOME |
| PUTNAM GLOBAL EQUITY FUND | FUND |
| PUTNAM GLOBAL INCOME TRUST | PUTNAM OTC & EMERGING GROWTH |
| PUTNAM GLOBAL NATURAL RESOURCES | FUND |
| FUND | PUTNAM PENNSYLVANIA TAX EXEMPT |
| PUTNAM GROWTH OPPORTUNITIES | INCOME FUND |
| FUND | PUTNAM PREMIER INCOME TRUST |
| PUTNAM HEALTH SCIENCES TRUST | PUTNAM PRIME MONEY MARKET FUND |
| PUTNAM HIGH INCOME SECURITIES FUND | PUTNAM RESEARCH FUND |
| PUTNAM HIGH YIELD ADVANTAGE FUND | PUTNAM RETIREMENTREADY 2050 FUND |
| PUTNAM HIGH YIELD MUNICIPAL TRUST | PUTNAM RETIREMENTREADY 2045 FUND |
| PUTNAM HIGH YIELD TRUST | PUTNAM RETIREMENTREADY 2040 FUND |
| PUTNAM INCOME FUND | PUTNAM RETIREMENTREADY 2035 FUND |
| PUTNAM INCOME STRATEGIES FUND | PUTNAM RETIREMENTREADY 2030 FUND |
| PUTNAM INTERNATIONAL CAPITAL | PUTNAM RETIREMENTREADY 2025 FUND |
| OPPORTUNITIES FUND | PUTNAM RETIREMENTREADY 2020 FUND |
| PUTNAM INTERNATIONAL EQUITY FUND | PUTNAM RETIREMENTREADY 2015 FUND |
| PUTNAM INTERNATIONAL GROWTH AND | PUTNAM RETIREMENTREADY 2010 FUND |
| INCOME FUND | PUTNAM RETIREMENTREADY MATURITY |
| PUTNAM INTERNATIONAL NEW | FUND |
| OPPORTUNITIES FUND | PUTNAM SMALL CAP GROWTH FUND |
1
| PUTNAM SMALL CAP VALUE FUND | PUTNAM VT GLOBAL EQUITY FUND |
| PUTNAM TAX EXEMPT INCOME FUND | PUTNAM VT GROWTH AND INCOME FUND |
| PUTNAM TAX EXEMPT MONEY MARKET | PUTNAM VT GROWTH OPPORTUNITIES |
| FUND | FUND |
| PUTNAM TAX-FREE HEALTH CARE FUND | PUTNAM VT HEALTH SCIENCES FUND |
| PUTNAM TAX-FREE HIGH YIELD FUND | PUTNAM VT HIGH YIELD FUND |
| PUTNAM TAX SMART EQUITY FUND® | PUTNAM VT INCOME FUND |
| PUTNAM U.S. GOVERNMENT INCOME | PUTNAM VT INTERNATIONAL EQUITY |
| TRUST | FUND |
| PUTNAM UTILITIES GROWTH AND | PUTNAM VT INTERNATIONAL GROWTH |
| INCOME FUND | AND INCOME FUND |
| PUTNAM VISTA FUND | PUTNAM VT INTERNATIONAL NEW |
| PUTNAM VOYAGER FUND | OPPORTUNITIES FUND |
| PUTNAM VT AMERICAN GOVERNMENT | PUTNAM VT INVESTORS FUND |
| INCOME FUND | PUTNAM VT MID CAP VALUE FUND |
| PUTNAM VT CAPITAL APPRECIATION | PUTNAM VT MONEY MARKET FUND |
| FUND | PUTNAM VT NEW OPPORTUNITIES FUND |
| PUTNAM VT CAPITAL OPPORTUNITIES | PUTNAM VT NEW VALUE FUND |
| FUND | PUTNAM VT OTC & EMERGING GROWTH |
| PUTNAM VT DISCOVERY GROWTH FUND | FUND |
| PUTNAM VT DIVERSIFIED INCOME FUND | PUTNAM VT RESEARCH FUND |
| PUTNAM VT EQUITY INCOME FUND | PUTNAM VT SMALL CAP VALUE FUND |
| PUTNAM VT THE GEORGE PUTNAM FUND | PUTNAM VT UTILITIES GROWTH AND |
| OF BOSTON | INCOME FUND |
| PUTNAM VT GLOBAL ASSET ALLOCATION | PUTNAM VT VISTA FUND |
| FUND | PUTNAM VT VOYAGER FUND |
* This is the formal agendanotice for your fund'sfund’s shareholder meeting. It tells you what proposalsproposal will be voted on and the time and place of the meeting, in the eventcase you wish to attend in person.
To the Shareholders of:
PUTNAM ASSET ALLOCATION: BALANCED PORTFOLIO
PUTNAM ASSET ALLOCATION: CONSERVATIVE PORTFOLIO
PUTNAM ASSET ALLOCATION: GROWTH PORTFOLIO
PUTNAM CAPITAL APPRECIATION FUND
PUTNAM CAPITAL OPPORTUNITIES FUND
PUTNAM CLASSIC EQUITY FUND
PUTNAM CONVERTIBLE INCOME-GROWTH TRUST
PUTNAM DISCOVERY GROWTH FUND
PUTNAM EQUITY INCOME FUND
PUTNAM EUROPE EQUITY FUND
THE GEORGE PUTNAM FUND OF BOSTON
PUTNAM GLOBAL EQUITY FUND
PUTNAM GLOBAL NATURAL RESOURCES FUND
THE PUTNAM FUND FOR GROWTH AND INCOME
PUTNAM GROWTH OPPORTUNITIES FUND
PUTNAM HEALTH SCIENCES TRUST
PUTNAM INTERNATIONAL CAPITAL OPPORTUNITIES FUND
PUTNAM INTERNATIONAL EQUITY FUND
PUTNAM INTERNATIONAL GROWTH AND INCOME FUND
PUTNAM INTERNATIONAL NEW OPPORTUNITIES FUND
PUTNAM INVESTORS FUND
PUTNAM MID CAP VALUE FUND
PUTNAM NEW OPPORTUNITIES FUND
PUTNAM NEW VALUE FUND
PUTNAM OTC & EMERGING GROWTH FUND
PUTNAM RESEARCH FUND
PUTNAM SMALL CAP GROWTH FUND
PUTNAM SMALL CAP VALUE FUND
PUTNAM TAX SMART EQUITY FUND
PUTNAM UTILITIES GROWTH AND INCOME FUND
PUTNAM VISTA FUND
PUTNAM VOYAGER FUND
A Special Meeting of Shareholders of your fund will be held on November 11, 2004Tuesday, May 15, 2007 at 11:00 a.m., Boston time, at the principal offices of the fund on the eighth8th floor of One Post Office Square, Boston, Massachusetts 02109, to consider the following:
1. ElectingApproving a new management contract for your fund's Trustees;
2A. Approving an amendment to certain funds' fundamental investment
restrictions with respect to borrowing;
2B. Approving an amendment to certain funds' fundamental investment
restrictions with respect to making loans;
2C. Approving an amendment to certain funds' fundamental investment
restrictions with respect to diversification of investments;
2D. Approving an amendment to certain funds' fundamental investment
restrictions with respect to issuance of senior securities;
2E. Approving an amendment to a fund's investment objective;fund.
By Judith Cohen, Clerk, and 3. Approving an amendment to certain funds' Agreements and Declarations
of Trust.
Byby the Trustees
John A. Hill, Chairman
Jameson A. Baxter, Vice Chairman
George Putnam, III, President
Jameson A. Baxter
Charles B. Curtis
Ronald J. Jackson
Myra R. Drucker
Charles E. Haldeman, Jr.
Paul L. Joskow
Elizabeth T. Kennan
John H. Mullin, III
Kenneth R. Leibler
Robert E. Patterson
A.J.C. Smith
W. Thomas Stephens
Richard B. Worley
We urge you to mark, sign, date, and mail the enclosed proxy in the postage-paid envelope provided or to record your voting instructions by telephone or via the Internet so that you will be represented at the meeting.
September 3, 2004
Pro-
posal Proposal Description Affected Funds Page
- ---------------------------------------------------------------------------------------------------------------------------------
1. Election of Trustees All funds
2.A. Approving an amendment Putnam Asset Allocation: Balanced Portfolio Putnam Capital Appreciation Fund
to a fund's fundamental Putnam Asset Allocation: Conservative Portfolio Putnam Classic Equity Fund
investment restriction Putnam Asset Allocation: Growth Portfolio Putnam Discovery Growth Fund
with respect to borrowing Putnam Convertible Income-Growth Trust Putnam Equity Income Fund
The George Putnam Fund of Boston Putnam Europe Equity Fund
The Putnam Fund for Growth and Income Putnam Global Equity Fund
Putnam Growth Opportunities Fund Putnam New Opportunities Fund
Putnam Health Sciences Trust Putnam New Value Fund
Putnam International Capital Opportunities Fund Putnam OTC & Emerging Growth Fund
Putnam International Equity Fund Putnam Research Fund
Putnam International Growth and Income Fund Putnam Utilities Growth and Income Fund
Putnam International New Opportunities Fund Putnam Vista Fund
Putnam Investors Fund Putnam Voyager Fund
- ---------------------------------------------------------------------------------------------------------------------------------
Pro-
posal Proposal Description Affected Funds Page
- ---------------------------------------------------------------------------------------------------------------------------------
2.B. Approving an amendment Putnam Asset Allocation: Balanced Portfolio Putnam Health Sciences Trust
to a fund's fundamental Putnam Asset Allocation: Conservative Portfolio Putnam International Capital Opportunities Fund
investment restriction Putnam Asset Allocation: Growth Portfolio Putnam International Equity Fund
with respect to making Putnam Capital Appreciation Fund Putnam New Opportunities Fund
loans Putnam Classic Equity Fund Putnam New Value Fund
Putnam Convertible Income-Growth Trust Putnam OTC & Emerging Growth Fund
Putnam Discovery Growth Fund Putnam Research Fund
Putnam Equity Income Fund Putnam Utilities Growth and Income Fund
Putnam Europe Equity Fund Putnam Vista Fund and
The George Putnam Fund of Boston Putnam Voyager Fund
Putnam Global Equity Fund
Putnam Global Natural Resources Fund
The Putnam Fund for Growth and Income
Putnam Growth Opportunities Fund
Putnam International Growth and Income Fund
Putnam International New Opportunities Fund
Putnam Investors Fund
- ---------------------------------------------------------------------------------------------------------------------------------
2.C. Approving an amendment All funds
to a fund's fundamental
investment restriction
with respect to
diversification of
investments
- ---------------------------------------------------------------------------------------------------------------------------------
Pro-
posal Proposal Description Affected Funds Page
- ---------------------------------------------------------------------------------------------------------------------------------
2.D. Approving an amendment Putnam Capital Opportunities Fund Putnam New Value Fund
to a fund's fundamental Putnam Classic Equity Fund Putnam Research Fund
investment restriction Putnam Global Natural Resources Fund Putnam Small Cap Growth Fund
with respect to issuance The Putnam Fund for Growth and Income Putnam Small Cap Value Fund
of senior securities Putnam International Capital Opportunities Fund Putnam Tax Smart Equity Fund
Putnam International New Opportunities Fund
- ---------------------------------------------------------------------------------------------------------------------------------
2.E. Approving an amendment Putnam Equity Income Fund
to a fund's investment
objective
- ---------------------------------------------------------------------------------------------------------------------------------
3. Approval of an amendment All funds, except Putnam Tax Smart Equity Fund
to a fund's Agreements and
Declarations of Trust
- ---------------------------------------------------------------------------------------------------------------------------------
March 9, 2007
2
Proxy statement
Statement
This document will givegives you the information you need to vote on the proposals.proposal. Much of the information is required under rules of the Securities and Exchange Commission ("SEC"(“SEC”); some of it is technical. If there is anything you don'tdon’t understand, please contact uscall our proxy information line at our
toll-free number, 1-800-225-1581,1-866-905-2396 or call your financial advisor.
representative.
* Why has a special meeting of shareholders been called?
On January 31, 2007, Marsh & McLennan Companies, Inc. (“Marsh & McLennan”), the ultimate parent company of Putnam Investment Management, LLC (“Putnam Management”), your fund’s investment adviser, entered into a Stock Purchase Agreement with Great-West Lifeco Inc. (“Lifeco”). Lifeco is a financial services holding company with operations in Canada, the United States and Europe and is a member of the Power Financial Corporation group of companies. Under the Stock Purchase Agreement, Lifeco will, through a direct or indirect wholly owned subsidiary (“Great-West”), acquire 100% of Putnam Investments Trust, which owns Putnam, LLC (Putnam Investments), the parent company of Putnam Management and the other Putnam companies.
As a result of this transaction, your fund’s management contract with Putnam Management will terminate. This is because the Investment Company Act of 1940, as amended (the “1940 Act”), which regulates investment companies such as your fund, requires management contracts to terminate automatically when there is a “change of control” of a fund’s investment adviser. The transaction with Lifeco will result in a “change of control” of Putnam Management, your fund’s investment adviser. Thus, your fund’s management contract with Putnam Management will automatically terminate when the transaction closes, and your fund’s shareholders must approve a new management contract. We are recommending that you approve a new management contract with Putnam Management so that Putnam Management can continue as your fund’s investment adviser after the transaction. This proxy statement describes Lifeco, the transaction, and the new ma nagement contract proposed for your fund.
*How will the change of control affect Putnam Management?
The change of control is not expected to have a material effect on Putnam Management. Putnam Management will operate as a stand-alone subsidiary of Lifeco and is expected to retain its brand and its existing management, investment and other service teams.
*How does the proposed new management contract differ from your fund’s current management contract?
The proposed new management contract is substantially identical to the current contract. Although there are some differences between your fund’s current management contract and the proposed new management contract, which are described in this proxy statement, there will be no change in the services that your fund will receive.
*Will your fund’s total fees for advisory and administrative services change?
No, there will be no change in your fund’s total fees for investment management and administrative services. For the two funds mentioned above that currently have separate management and administrative services contracts, both sets of services are proposed to be covered by a single management contract with a single fee that will not exceed the sum of the current investment management and administrative services fee.
*Who is asking for your vote?
The enclosed proxy is solicited by the Trustees of the Putnam funds for use at the Meetingspecial meeting of Shareholdersshareholders of each fund to be held on November
11, 2004,Tuesday, May 15, 2007 and, if your fund'sfund’s meeting is adjourned, at any later meetings, for the purposes stated in the Notice of a Special Meeting (see previous pages). The Notice of a Special Meeting, the proxy and the Proxy Statement are being mailed beginning on or about September March 14, 2007.
3 2004.
*How do your fund'sfund’s Trustees recommend that shareholders vote on these
proposals?
the proposal?
The Trustees unanimously recommend that you vote 1. For electing your fund's nominees for Trustees;
2A. For approving an amendment to certain funds' fundamental investment
restrictions with respect to borrowing;
2B. For approving an amendment to certain funds' fundamental investment
restrictions with respect to making loans;
2C. For approving an amendment to certain funds' fundamental investment
restrictions with respect to diversification of investments;
2D. For approving an amendment to certain funds' fundamental investment
restrictions with respect to issuance of senior securities;
2E. For approving an amendment to a fund's investment objective; and
3. For approving an amendment to certain funds' Agreements and
Declarations of Trust
Please seeFOR the descriptions of proposals 2 and 3 beginning on page 48 for
lists of the affected funds.
proposal.
*Who is eligible to vote?
Shareholders of record of each affected fund at the close of business on August 13, 2004Thursday, February 15, 2007 (the “Record Date”) are entitled to be present and to vote at the special meeting or any adjourned meeting.
The number of shares of each fund outstanding on the Record Date is shown inAppendix A. Each share is entitled to one vote.vote, with fractional shares voting proportionately. Shares represented by your duly executed proxy will be voted in accordance with your instructions. If you sign the proxy card but don'tdon’t fill in a vote, your shares will be voted in accordance with the Trustees' recommendations.Trustees’ recommendation. If any other business is brought before your fund'sfund’s special meeting, your shares will be voted at the Trustees' discretion.
discretion of the persons designated on the proxy card.
Shareholders of each fund vote separately with respect to each proposal
other than the election of Trustees and the amendment to a trust's
agreement and declaration of trust, in which case shareholders of each
series of a trust vote together as a single class.proposal. The outcome of a vote affecting one fund does not affect any other fund,fund.
The Proposal
1. APPROVING A NEW MANAGEMENTCONTRACT FOR YOUR FUND
*Background Information about the Transaction
On January 31, 2007, Marsh & McLennan, the ultimate parent company of Putnam Management, your fund’s investment adviser, entered into a Stock Purchase Agreement with Lifeco. Under the Stock Purchase Agreement, Lifeco will, through Great-West, its direct or indirect wholly owned subsidiary, acquire 100% of Putnam Investments Trust, a holding company that, except where seriesfor a minority stake owned by employees, is owned by Marsh & McLennan. Putnam Investments Trust owns Putnam, LLC (Putnam Investments), which in turn owns Putnam Management and the other Putnam companies.
After the transaction, Putnam Management will continue to be a wholly owned subsidiary of Putnam Investments. Putnam Investments will continue to be a trust vote together.
The Proposals
I. Electionwholly owned subsidiary of Trustees
* Who are the nominees for trustees?
The Board Policy and Nominating CommitteePutnam Investments Trust. Putnam Investments Trust will become a wholly owned subsidiary of the TrusteesGreat-West, which will be a wholly owned holding company subsidiary of each fund
makes recommendations concerning the Trustees of that fund. The Board
Policy and Nominating Committee consists solely of Trustees who are not
"interested persons" (as definedLifeco. Lifeco is a Canadian financial services holding company with interests in the Investment Company Act of 1940,
as amended (the "1940 Act"), of your fund or of Putnam Investment
Management, LLC, your fund's investment manager ("Putnam Management").
The Board Policylife insurance, health insurance, retirement, savings, and Nominating Committee of the Trustees of each fund
has fixed the number of Trustees of each fund at fourteen and recommends
that you vote for the election of the nominees described below.
The 14 nominees for election as Trustees at the shareholder meeting of
your fund who receive the greatest number of votes from shareholders
will be elected as Trustees of your fund.
The nominees for Trustees and their backgrounds are shownreinsurance businesses. Its businesses have operations in the table
below. The table discloses each Nominee's name, date of birth, principal
occupation(s) during the past five years, and other information about the
nominee's professional background, including other directorships the
nominee holds. For more in depth biographical information, please refer to
the website of Putnam, LLC ("Putnam Investments"): www.Putnam.com. Each
Trustee oversees all of the Putnam funds and serves until the election and
qualification of his or her successor, or until he or she sooner dies,
resigns or is removed. Each nominee other than Ms. Drucker and Messrs.
Haldeman and Worley currently serve as a Trustee. The address of all of
the Trustees and nominees is One Post Office Square, Boston, Massachusetts
02109. At December 31, 2003, there were 101 Putnam funds.
Jameson A. Baxter (9/6/43),
Trustee since 1994
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Ms. Baxter is the President of Baxter Associates, Inc., a private
investment firm that she founded in 1986.
Ms. Baxter serves as a Director of ASHTA Chemicals, Inc., Banta
Corporation (a printing and digital imaging firm), Ryerson Tull, Inc. (a
steel service corporation), Advocate Health Care, and BoardSource,
formerly the National Center for Nonprofit Boards. She is Chairman
Emeritus of the Board of Trustees, Mount Holyoke College, having served
as Chairman for five years and as a board member for thirteen years.
Until 2002, Ms. Baxter was a Director of Intermatic Corporation (a
manufacturer of energy control products).
Ms. Baxter has held various positions in investment banking and
corporate finance, including Vice President and Principal of the Regency
Group, and Vice President of and Consultant to First Boston Corporation.
She is a graduate of Mount Holyoke College.
Charles B. Curtis (4/27/40),
Trustee since 2001
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Mr. Curtis is President and Chief Operating Officer of the Nuclear
Threat Initiative (a private foundation dealing with national security
issues) and serves as Senior Advisor to the United Nations Foundation.
Mr. Curtis is a member of the Council on Foreign Relations and the
Trustee Advisory Council of the Applied Physics Laboratory, Johns
Hopkins University. Until 2003, Mr. Curtis was a member of the Electric
Power Research Institute Advisory Council and the University of Chicago
Board of Governors for Argonne National Laboratory. Prior to 2002, Mr.
Curtis was a Member of the Board of Directors of the Gas Technology
Institute and the Board of Directors of the Environment and Natural
Resources Program Steering Committee, John F. Kennedy School of
Government, Harvard University. Until 2001, Mr. Curtis was a member of
the Department of Defense Policy Board and Director of EG&G Technical
Services, Inc. (a fossil energy research and development support
company).
From August 1997 to December 1999, Mr. Curtis was a Partner at Hogan &
Hartson L.L.P., a Washington, D.C. law firm. Prior to May 1997, Mr.
Curtis was Deputy Secretary of Energy. He served as Chairman of the
Federal Energy Regulatory Commission from 1977 to 1981 and has held
positions on the staff of the U.S. House of Representatives, the U.S.
Treasury Department, and the SEC.
Myra R. Drucker (1/16/48)
Nominee for Trustee
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Ms. Drucker is Vice Chair of the Board of Trustees of Sarah Lawrence
College, a Trustee of Commonfund (a not-for-profit firm
specializing in asset management for educational endowments and
foundations), and a member of the Investment Committee of the Kresge
Foundation (a charitable trust). She is also Chair of the New
York Stock Exchange (NYSE) Pension Managers Advisory Committee and a
member of the Executive Committee of the Committee on Investment of
Employee Benefit Assets. Until August 31, 2004, Ms. Drucker was
Managing Director and a member of the Board of Directors of General
Motors Asset Management and Chief Investment Officer of General Motors
Trust Bank. Ms. Drucker also served as a member of the NYSE
Corporate Accountability and Listing Standards Committee and the
NYSE/NASD IPO Advisory Committee.
Prior to joining General Motors Asset Management in 2001, Ms. Drucker
held various executive positions in the investment management industry.
Ms. Drucker served as Chief Investment Officer of Xerox Corporation (a
technology and service company in the document industry), where she was
responsible for the investment of the company's pension assets. Ms.
Drucker was also Staff Vice President and Director of Trust Investments
for International Paper (a paper, paper distribution, packaging and
forest products company) and previously served as Manager of Trust
Investments for Xerox Corporation. Ms. Drucker received a B.A. degree
in Literature and Psychology from Sarah Lawrence College and pursued
graduate studies in economics, statistics and portfolio theory at Temple
University.
John A. Hill (1/31/42),
Trustee since 1985 and Chairman since 2000
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Mr. Hill is Vice Chairman of First Reserve Corporation, a private equity
buyout firm that specializes in energy investments in the diversified
worldwide energy industry.
Mr. Hill is a Director of Devon Energy Corporation, TransMontaigne Oil
Company, Continuum Health Partners of New York, and various private
companies controlled by First Reserve Corporation, as well as a Trustee
of TH Lee, Putnam Investment Trust (a closed-end investment company
advised by an affiliate of Putnam Management). He is also a Trustee of
Sarah Lawrence College.
Prior to acquiring First Reserve Corporation in 1983, Mr. Hill held
executive positions in investment banking and investment management with
several firms and with the federal government, including Deputy
Associate Director of the Office of Management and Budget, and Deputy
Director of the Federal Energy Administration. He is active in various
business associations, including the Economic Club of New York, and
lectures on energy issues inCanada, the United States and Europe. Power Financial Corporation (“Power Financial”), an international management and holding company of financial services businesses, owns approximately 70.6% of the voting shares of Lifeco. Power Corporation of Canada, a diversified international management and holding company, owns approximately 66.4% of the voting securities of Power Financial. The Honorable Paul Desmarais, Sr., through a g roup of private holding companies which he controls, has voting control of Power Corporation of Canada.
The address of Mr. Hill
holdsDesmarais, Power Corporation of Canada, and Power Financial is 751 Victoria Square, Montreal, Quebec H2Y 2J3. The address of Lifeco is 100 Osborne Street North, Winnipeg, Manitoba, R3C 3A5. The address of Great-West will be 8515 East Orchard Road, Greenwood Village, Colorado 80111.
The funds have been informed that Lifeco’s strategic purpose for acquiring Putnam Investments is to establish a B.A. degreestrong presence in Economics from Southern Methodist Universitythe United States asset management business. Lifeco values Putnam
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Investments’ focus on the advice segment of the U.S. market, its significant investment management capabilities and pursued graduate studies therediversified range of investment products, its high quality wholesaling organization with strong relationships with financial advisers, its distribution capabilities in Japan and Europe, and its experienced management team. Lifeco has said that it intends to operate Putnam Investments as a Woodrow Wilson Fellow.
Ronald J. Jackson (12/17/43),
Trustee since 1996
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Mr. Jackson is a private investor.
Mr. Jackson is President of the Kathleenseparate business unit, retaining Putnam Investments’ and Ronald J. Jackson
Foundation (a charitable trust). He is also a member of the Board of
Overseers of WGBH (a public televisionPutnam Management’s existing management team and radio station) as well as a
member of the Board of Overseers of the Peabody Essex Museum.
Mr. Jackson is the former Chairman, President,other key professionals. Although Lifeco may pursue sub-advisory and Chief Executive
Officer of Fisher-Price, Inc. (a major toy manufacturer), from which he
retired in 1993. He previously served as President and Chief Executive
Officer of Stride-Rite, Inc. (a manufacturer and distributor of
footwear) and of Kenner Parker Toys, Inc. (a major toy and game
manufacturer). Mr. Jackson was President of Talbots, Inc. (a distributor
of women's apparel) and has held financial and marketing positions with
General Mills, Inc. and Parker Brothers (a toy and game company). Mr.
Jackson is a graduate of the University of Michigan Business School.
Paul L. Joskow (6/30/47),
Trustee since 1997
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Dr. Joskow is the Elizabeth and James Killian Professor of Economics and
Management, and Director of the Centerother synergistic opportunities for Energy and Environmental
Policy Research at the Massachusetts Institute of Technology.
Dr. Joskow serves as a Director of National Grid Transco (a UK-based
holding company with interests in electric and gas transmission and
distribution, and telecommunications infrastructure) and TransCanada
Corporation (an energy company focused on natural gas transmission and
power services). He also serves on the board of the Whitehead Institute
for Biomedical Research (a non-profit research institution) and has been
President of the Yale University Council since 1993. Prior to February
2002, he was a Director of State Farm Indemnity Company (an automobile
insurance company) and prior to March 2000 he was a Director of New
England Electric System (a public utility holding company).
Dr. Joskow has published five books and numerous articles on topics in
industrial organization, government regulation of industry, and
competition policy. He is active in industry restructuring,
environmental, energy, competition, and privatization policies --
serving as an advisor to governments and corporations worldwide. Dr.
Joskow holds a Ph.D. and M. Phil from Yale University and B.A. from
Cornell University.
Elizabeth T. Kennan (2/25/38),
Trustee since 1992
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Dr. Kennan is a Partner of Cambus-Kenneth Farm (thoroughbred horse and
cattle breeding). She is President Emeritus of Mount Holyoke College.
Dr. Kennan served as Chairman and is now Lead Director of Northeast
Utilities and is a Director of Talbots, Inc. She has served as Director
on a number of other boards, including Bell Atlantic, Chastain Real
Estate, Shawmut Bank, Berkshire Life Insurance, and Kentucky Home Life
Insurance. She is a Trustee of the National Trust for Historic
Preservation, of Centre College and of Midway College in Midway,
Kentucky. She is also a member of The Trustees of Reservations. Dr.
Kennan has served on the oversight committee of the Folger Shakespeare
Library, as President of Five Colleges Incorporated, as a Trustee of
Notre Dame University, and is active in various educational and civic
associations.
As a member of the faculty of Catholic University for twelve years,
until 1978, Dr. Kennan directed the post-doctoral program in Patristic
and Medieval Studies, taught history, and published numerous articles.
Dr. Kennan holds a Ph.D. from the University of Washington in Seattle,
an M.S. from St. Hilda's College at Oxford University, and an A.B. from
Mount Holyoke College. She holds several honorary doctorates.
John H. Mullin, III (6/15/41),
Trustee since 1997
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Mr. Mullin is the Chairman and CEO of Ridgeway Farm (a limited liability
company engaged in timber and farming).
Mr. Mullin serves as a Director of Alex. Brown Realty, Inc., The Liberty
Corporation (a broadcasting company), Progress Energy, Inc. (a utility
company, formerly known as Carolina Power & Light), and Sonoco Products,
Inc. (a packaging company). Mr. Mullin is Trustee Emeritus of Washington
& Lee University, where he served as Chairman of the Investment
Committee. Prior to May 2001, he was a Director of Graphic Packaging
International Corp.
Mr. Mullin also served as a Director of Dillon, Read & Co., Inc. until
October 1997 and The Ryland Group, Inc. until January 1998. Mr. Mullin
is a graduate of Washington & Lee University and The Wharton Graduate
School, University of Pennsylvania.
Robert E. Patterson (3/15/45),
Trustee since 1984
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Mr. Patterson is Senior Partner of Cabot Properties, L.P. and Chairman
of Cabot Properties, Inc.
Mr. Patterson serves as Chairman of the Joslin Diabetes Center and as a
Director of Brandywine Trust Company. Prior to June 2003, he was a
Trustee of Sea Education Association. Prior to December 2001, he was
President and Trustee of Cabot Industrial Trust (a publicly traded real
estate investment trust), prior to February 1998, he was Executive Vice
President and Director of Acquisitions of Cabot Partners Limited
Partnership (a registered investment advisor involved in institutional
real estate investments); and prior to 1990, he served as Executive Vice
President of Cabot, Cabot & Forbes Realty Advisors, Inc. (the
predecessor company of Cabot Partners) and as a Senior Vice President of
the Beal Companies (a real estate management, investment, and
development firm).
Mr. Patterson practiced law and held various positions in state
government, and was the founding Executive Director of the Massachusetts
Industrial Finance Agency. Mr. Patterson is a graduate of Harvard
College and Harvard Law School.
W. Thomas Stephens (9/2/42),
Trustee since 1997
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Mr. Stephens serves on a number of corporate boards.
Mr. Stephens serves as a Director of Xcel Energy Incorporated (a public
utility company), TransCanada Pipelines Limited, Norske Canada, Inc. (a
paper manufacturer), and Qwest Communications. Until 2003, Mr. Stephens
was a Director of Mail-Well, Inc. (a diversified printing company). He
served as Chairman of Mail-Well until 2001 and as CEO of
MacMillan-Bloedel, Ltd. (a forest products company) until 1999.
Prior to 1996, Mr. Stephens was Chairman and Chief Executive Officer of
Johns Manville Corporation. He holds B.S. and M.S. degrees from the
University of Arkansas.
Richard B. Worley (11/15/45)
Nominee for Trustee
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Mr. Worley is Managing Partner of Permit Capital LLC, an investment
management firm.
Mr. Worley serves as a director of [ ]. Mr. Worley is also
on the Executive Committee of the University of Pennsylvania Medical Center,
is a Trustee of The Robert Wood Johnson Foundation (a philanthropic
organization devoted to health care issues) and is a Director of The
Colonial Williamsburg Foundation (a historical preservation organization).
Mr. Worley also serves on the investment committees of Mount Holyoke
College and World Wildlife Fund (a wildlife conservation organization).
Prior to joining Permit Capital LLC in 2002, Mr. Worley served as Chief
Strategic Officer of Morgan Stanley Investment Management. He previously
served as President, Chief Executive Officer and Chief Investment Officer
of Morgan Stanley Dean Witter Investment Management and as a Managing
Director of Morgan Stanley, a financial services firm. Mr. Worley also was
the Chairman of Miller Anderson & Sherrerd, an investment management firm.
Mr. Worley holds a B.S. degree from University of Tennessee and pursued
graduate studies in economics at the University of Texas.
* Interested trustees
Charles E. Haldeman Jr.* (10/29/48),
Nominee for Trustee
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Mr. Haldeman is President and Chief Executive Officer of Putnam
Investments. He is a member of Putnam Investments' Executive Board of
Directors and Advisory Counsel.
[Insert any outside board service.]
Prior to joining Putnam Investments within the Power Financial group of companies, it does not anticipate significant integration issues or other disruption, in 2002, Mr. Haldeman held executive
positions in the investment management industry. Mr. Haldeman previously
served as Chief Executive Officerlight of Delaware Investments and President &
Chief Operating Officer of United Asset Management. Mr. Haldeman was also
a partner and director of Cooke & Bieler, Inc. (an investment management
firm). Mr. Haldeman is a graduate of Dartmouth College, Harvard Law School
and Harvard Business School. Mr. Haldeman is also a Chartered Financial
Analyst (CFA) charterholder.
George Putnam III* (8/10/51),
Trustee since 1984 and President since 2000
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Mr. Putnam is President of New Generation Research, Inc. (a publisher of
financial advisory and other research services), and of New Generation
Advisers, Inc. (a registered investment advisorits intent to private funds). Mr.
Putnam founded the New Generation companies in 1986.
Mr. Putnam is a Director of The Boston Family Office, LLC (a registered
investment advisor). He is a Trustee of St. Mark's School, Shore Country
Day School, and until 2002 was a Trustee of the Sea Education
Association.
Mr. Putnam previously worked as an attorney with the law firm of Dechert
LLP (formerly known as Dechert Price & Rhoads) in Philadelphia. He is a
graduate of Harvard College, Harvard Business School, and Harvard Law
School.
A.J.C. Smith* (4/13/34),
Trustee since 1986
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Mr. Smith is the Chairman ofcontinue to operate Putnam Investments, and Director of and
Consultant to Marsh & McLennan Companies, Inc.
Mr. Smith is also a Director of Trident Corp. (a limited partnership
with over thirty institutional investors). He is also a Trustee of the
Carnegie Hall Society, the Educational Broadcasting Corporation, and the
National Museums of Scotland. He is Chairman of the Central Park
Conservancy and a Member of the Board of Overseers of the Joan and
Sanford I. Weill Graduate School of Medical Sciences of Cornell
University. Prior to May 2000 and November 1999, Mr. Smith was Chairman
and CEO, respectively, of Marsh & McLennan Companies, Inc.
* Nominees who are or may be deemed to be "interested persons" (as defined
in the 1940 Act) of a fund, Putnam Management, Putnam Retail Management
Limited Partnership ("Putnam Retail Management"), or Marsh & McLennan
Companies, Inc., the parent company of Putnam Investments and its
affiliated companies. Messrs. Haldeman, Putnam, and Smith are deemed
"interested persons" by virtue of their positions as officers or
shareholders of each fund, Putnam Management, Putnam Retail Management, or
Marsh & McLennan Companies, Inc. Mr. Haldeman is President and Chief
Executive Officer of Putnam Investments. Mr. Putnam, III is the President
of each of the funds. Mr. Smith is the Chairman of Putnam Investments and
serves as a Director of and Consultant to Marsh & McLennan Companies, Inc.
Ms. Drucker was nominated by [ ]. Mr. Worley was nominated by [ ]. Mr.
Haldeman was nominated by [ ].
The 14 nominees for election as Trustees will be elected as Trustees of
your fund. The current Trustees serve until their successors are elected
and qualified. Each of the nominees has agreed to serve as a Trustee if
elected. If any of the nominees is unavailable for election at the time
of the meeting, which is not anticipated, the Trustees may vote for
other nominees at their discretion, or the Trustees may fix the number
of Trustees at fewer than 14 for your fund.
* What are the trustees' responsibilities?
Your fund's Trustees are responsible for the general oversight of your
fund's affairs and for assuring that your fund is managed in the best
interests of its shareholders. The Trustees regularly review your fund's
investment performance as well as the quality of other services provided
to your fund and its shareholders by Putnam Management and the other Putnam companies on a stand-alone basis and its affiliates, including administration, distribution, custody, and
shareholder servicing. At least annually,experience in operating other companies that it has acquired as s tand-alone businesses. Lifeco has advised the Trustees review and
evaluate the fees and operating expenses paid by your fund for these
services and negotiatefunds that it has no current plans to make any changes that they deem appropriate. In carrying
out these responsibilities, the Trustees are assisted by an independent
administrative staff and by your fund's independent auditors,
independent counsel and other experts as appropriate, selected by and
responsible to the Trustees.
Your fund's Trustees have determined that the efficient conduct of your
fund's affairs makes it desirable to delegate responsibility for certain
specific matters to committees of the board. Certain committees (the
Executive Committee, Distributions Committee, and Audit and Pricing
Committee) are authorized to act for the Trustees as specified in their
charters. The other committees review and evaluate matters specified in
their charters and make recommendations to the Trustees as they deem
appropriate. Each committee may utilize the resources of your fund's
independent staff, counsel and auditors as well as other experts. The
committees meet as often as necessary, either in conjunction with
regular meetings of the Trustees or otherwise. The membership and
chairperson of each committee are appointed by the Trustees upon
recommendation of the Board Policy and Nominating Committee.
Audit and Pricing Committee. The Audit and Pricing Committee provides
oversight on matters relating to the preparation of the funds' financial
statements, compliance matters and Code of Ethics issues. This oversight
is discharged by regularly meeting with management and the funds'
independent auditors and keeping current on industry developments.
Duties of this Committee also include the review and evaluation of all
matters and relationships pertaining to the funds' independent auditors,
including their independence. The members of the Audit and Pricing
Committee of your fund include only Trustees who are not "interested
persons" of the fund or Putnam Management (as such term is defined in
the 1940 Act). The Committee also reviews the funds' policies and
procedures for achieving accurate and timely pricing of the funds'
shares, including oversight of fair value determinations of individual
securities made by Putnam Management or other designated agents of the
funds. The Committee oversees compliance by money market funds with Rule
2a-7, interfund transactions pursuant to Rule 17a-7, and the correction
of occasional pricing errors. The Committee also receives reports
regarding the liquidity of portfolio securities. The Trustees have
adopted a written charter for the Audit and Pricing Committee. The
Committee currently consists of Drs. Joskow (Chairperson) and Kennan and
Messrs. Patterson and Stephens.
Board Policy and Nominating Committee. The Board Policy and Nominating
Committee reviews policy matters pertaining to the operations of the Boardfunds. In particular, it has advised that it has no current plans to make changes with respect to existing management fees, expense limitations, distribution arrangements, or quality of Trusteesservices provided to shareholders. In addition, Lifeco has advised that it intends to retain the Putnam brand and its committees, the compensation of the Trusteesto support Putnam Investments’ current business strategy and their staff,Putnam Management’s investment management philosophy so as to minimize disruption and change for fund shareholders and the conduct of legal affairs for the Putnam funds.
The Committee also oversees the voting of proxies associatedorganization. Lifeco does not plan to consolidate any Putnam fund with portfolio investments of the Putnam funds, with the goal of ensuring
that these proxies are votedany other company in the best interestPower Financial group of companies. Putnam Management has been advised that, following the fund's
shareholders.transaction, it is contemplated that its organizational form will be converted from a Delaware limited liability company to a Delaware limited partnership. The Committee evaluates and recommends all candidates for election as
Trustees and recommendsGeneral Partner will be Putnam Investments LP. Th is will not have any effect on Putnam Management’s operations or the appointmentservices provided to your fund.
Although the transaction is not expected to result in significant change in the operations of members and chairs of each
board committee. The Committee also identifies prospective nominees for
election as trustee by considering individuals that come to its
attention through the recommendation of current Trustees, Putnam Management or shareholders. Candidates properly submitted by
shareholders (as described below) will be considered and evaluated on
the same basis as candidates recommended by other sources. The Committee
may, but is not required to, engage a third-party professional search
firm to assist it in identifying and evaluating potential nominees.
When evaluating a potential candidate for membership on the Board of
Trustees, the Board Policy and Nominating Committee considers the skills
and characteristics that it feels would most benefit the Putnam funds at
the time the evaluation is made. The Committee may take into account a
wide variety of attributes in considering potential trustee candidates,
including, but not limited to: (i) availability and commitment of a
candidate to attend meetings and perform his or her responsibilities to
the Board of Trustees, (ii) other board experience, (iii) relevant
industry and related experience, (iv) educational background, (v)
financial expertise, (vi) an assessment of the candidate's ability,
judgment and expertise, (vii) an assessment of the perceived needs of
the Board of Trustees and its committees at that point in time and
(viii) overall Board of Trustees composition. In connection with this
evaluation, the Committee will determine whether to interview
prospective nominees, and, if warranted, one or more members of the
Committee, and other Trustees and representativesmanagement of the funds, as appropriate,a result of this transaction, which is expected to close in the middle of 2007, your fund’s management contract with Putnam Management will interview prospective nomineesterminate. This is because the 1940 Act, which regulates investment companies such as your fund, requires management contracts to terminate automatically when there is a “change of control” of the investment adviser. The transaction with Lifeco will result in persona “change ofcontrol” of Putnam Management, your fund’s investment adviser. Thus, your fund’s shareholders must approve a new management contract. The Trustees are recommending that you approve a new management contract with Putnam Management so that Putnam Management can continue as your fund’s investment adviser.
*The Stock Purchase Agreement
Under the Stock Purchase Agreement, Lifeco will acquire 100% of the ownership interests of Putnam Investments Trust, which owns Putnam Investments, the owner of Putnam Management, your fund’s current investment adviser. These Putnam Investments Trust ownership interests are in the form of class A shares, all of which are owned by Marsh & McLennan, and class B shares and options to purchase class B shares, all of which are held by Putnam employees. The estimated total value of the transaction is approximately $3.9 billion (based on the estimated value of Putnam Investments Trust’s equity interests on September 30, 2006). The final price is subject to certain adjustments at closing.
The Stock Purchase Agreement requires Lifeco, or its permitted assignee, at the closing of the transaction, to purchase all of the issued and outstanding class A common shares of Putnam Investments Trust currently held by telephone. Once this evaluation is completed,Marsh & McLennan. Lifeco will assign its right to purchase the Committee recommends
such candidates as it determines appropriateclass A shares of Putnam Investments Trust to Great-West. Lifeco remains fully liable for its obligations under the Stock Purchase Agreement. Also at the closing, all of the issued and outstanding class B common shares and options currently held by Putnam employees under Putnam Investments Trust’s Equity Partnership Plan will be cancelled according to the independent Trusteesterms of the Equity Partnership Plan, and each Putnam employee will receive cash payments for nomination,these shares and options, a portion of which will be paid at the closing and the independent Trustees selectremainder of which will, subject to the nominees after
consideringsatisfaction of certain conditions, be paid over a three-year period, provided generally that the recommendation of the Committee.
The Board Policy and Nominating Committee will consider nominees for
trustee recommendedemployee is still em ployed by shareholders of a fund provided shareholders
submit their recommendations byPutnam on the date disclosed inof payment. These deferred payments to employees may increase or decrease based upon, among other things, the paragraph
entitled "Date for receipt of shareholders' proposals for subsequent
meeting of shareholders," and provided the shareholders' recommendations
otherwise comply with applicable securities laws, including Rule 14a-8
under the Securities Exchange Act of 1934, as amended (the "1934 Act").
The Committee consists only of Trustees who are not "interested persons"
of your fund or Putnam Management (as such term is defined in the 1940
Act). The Trustees have adopted a written charter for the Board Policy
and Nominating Committee, a copy of which is attached to this proxy
statement as Exhibit A. The Board Policy and Nominating Committee
currently consists of Dr. Kennan (Chairperson), Ms. Baxter and Messrs.
Hill, Mullin and Patterson.
Brokerage and Custody Committee. The Brokerage and Custody Committee
reviews the policies and procedures of the funds regarding the execution
of portfolio transactions for the funds, including policies regarding the
allocation of brokerage commissions and soft dollar credits. The Committee
reviews periodic reports regarding the funds' activities involving
derivative securities, and reviews and evaluates matters relating to the
funds' custody arrangements. The Committee currently consists of Messrs.
Jackson (Chairperson), Curtis, and Mullin, and Ms. Baxter.
Communication, Service and Marketing Committee. This Committee examines
the quality, cost and levels of services provided to the shareholdersperformance of the Putnam funds. The Committee also reviews communications senttransaction structure is subject to modification by Marsh & McLennan and Lifeco before closing to improve the tax efficiency of the transaction for Lifeco and to limit the extent to which the transaction consideration is subject to withholding requirements. It is not expected that any modification would result in any significant change in
5
Putnam Management’s operations or its management of the funds.
Consummation of the transaction is subject to customary terms and conditions, including, among others, Marsh & McLennan and Lifeco obtaining certain regulatory approvals and the approval of new management contracts by shareholders of a substantial number of the Putnam funds. Although there is no assurance that the transaction will be completed, if each of the terms and conditions is satisfied or waived, the parties to the transaction anticipate that the closing will take place in the middle of 2007. If the transaction is not completed, your fund’s current management contract with Putnam Management will not terminate because there will be no change of control. Putnam Management would continue to serve as your fund’s investment adviser under the current management contract or, if approved at the shareholder meeting, under the proposed new management contract described in this proxy statement, effective as of January 1, 2008 or such other date as the Trustees may establish.
*Section 15(f) of the 1940 Act
Lifeco has agreed to comply with Section 15(f) of the 1940 Act. Section 15(f) provides a non-exclusive “safe harbor” for an investment company’s adviser or any affiliated persons of the adviser to receive any amount or benefit in connection with a change of control of the investment adviser as long as two conditions are met. First, for a period of three years after the change of control, at least 75% of the directors of the investment company must not be interested persons of the adviser or the predecessor adviser. Second, there must not be any “unfair burden” imposed on the investment company as a result of the transaction or any express or implied terms, conditions or understandings relating to the transaction. Section 15(f) defines “unfair burden” to include any arrangement during the two-year period after the transaction in which the adviser or predecessor adviser, or any interested person of the adviser or predecessor adviser, rece ives or is entitled to receive any compensation, directly or indirectly, from the funds to their shareholders, including shareholder reports,
prospectuses, newsletters and other materials. In addition, the
Committee oversees marketing and sales communications of the funds'
distributor. The Committee currently consists of Messrs. Putnam
(Chairperson), Smith, and Stephens, and Dr. Joskow.
Contract Committee. The Contract Committee reviews and evaluates, at
least annually, all arrangements pertaining to (i) the engagement of
Putnam Management and its affiliates to provide services to the funds,
(ii) the expenditure of the funds' assets for distribution purposes
pursuant to the Distribution Plans of the open-end funds, and (iii) the
engagement of other persons to provide material services to the funds,
including in particular those instances where the cost of services is
shared between the funds and Putnam Management and its affiliates or
where Putnam Managementinvestment company or its affiliates have a material interest. The
Committee recommendssecurity holders (other than fees forbona fideinvestment advisory or other services) or from any person in connection with the purchase or sale of securities or other property to, the Trustees such changes in arrangements as it
deems appropriate. The Committee also reviews the conversion of Class B
shares into Class A shares of the open-end funds in accordance with
procedures approved by the Trustees. After review and evaluation, the
Committee recommends to the Trustees the proposed organization of new
Fund products and proposed structural changes to existing funds. The
Committee consists only of Trustees who are not "interested persons" of
your fundfrom or Putnam Management ( as such term is defined in the 1940
Act). The Committee currently consists of Ms. Baxter (Chairperson), and
Messrs. Curtis, Jackson, and Mullin.
Distributions Committee. This Committee oversees all fund distributions
and approves the amount and timing of distributions paid by all the
funds to the shareholders when the Trustees are not in session. The
Committee also meets regularly with representatives of Putnam Management
and its affiliates to review distribution levels and the funds'
distribution policies. The Committee currently consists of Messrs.
Patterson (Chairperson) and Jackson, and Dr. Joskow.
Executive Committee. The functions of the Executive Committee are
twofold. The first is to ensure that the funds' business may be
conducted at times when it is not feasible to convene a meeting of the
Trustees or for the Trustees to act by written consent. The Committee
may exercise any or all of the power and authority of the Trustees when
the Trustees are not in session. The second is to establish annual and
ongoing goals, objectives and priorities for the Board of Trustees and
to ensure coordination of all efforts between the Trustees and Putnam
Management and its affiliates on behalf of the investment company (other thanbona fideordinary compensation as principal underwriter for the investment company). Putnam Management has advised the funds that neither it, Marsh & McLennan nor Lifeco, after reasonableinquiry, is aware of any express or implied term, condition, arrangement or understanding that would impose an “unfair burden” on the funds as a result of the transaction. Marsh & McLennan and Lifeco have agreed to pay all costs incurred by the funds in connection with this transaction, including all costs of this proxy solicitation.
*The Proposed New Management Contract; Comparison with the Funds’ Current Management Contracts
The Trustees have unanimously approved, and recommend to the shareholders of the
Putnam funds. The Committee currently consists of Messrs. Hill
(Chairperson), Jackson, and Putnam, Dr. Joskow, and Ms. Baxter.
Investment Oversight Committees. These Committees regularly meet with
investment personnel of Putnam Management to review the investment
performance and strategies of the Putnam funds in light of their stated
investment objectives and policies. Investment Oversight Committee A
currently consists of Ms. Baxter (Acting Chairperson) and Mr. Smith.
Investment Oversight Committee B currently consists of Messrs. Curtis
(Chairperson) and, Hill and Stephens. Investment Committee C currently
consists of Messrs. Mullin (Chairperson) and Putnam, and Dr. Kennan.
Investment Oversight Committee D currently consists of Messrs. Patterson
(Chairperson), Jackson and Joskow.
The 1940 Act and the rules and regulations promulgated thereunder
requireeach fund that your fund havethey approve, a minimum proportion of trustees who are
not affiliated in any way with your fund's investment manager, principal
underwriter or any broker-dealer. These independent Trustees must vote
separately to approve all financial arrangements and other agreements
with your fund's investment manager and other affiliated parties. The
role of independent trustees has been characterized as that of a
"watchdog" charged with oversight to protect shareholders' interests
against overreaching and abuse by those who are in a position to control
or influence a fund. Your fund's independent Trustees meet regularly as
a group in executive session. Eleven of the Fourteen nominees for
election as Trustee would be independent Trustees.
* How large a stake do the Trustees and nominees have in the Putnam funds?
The Trustees believe each Trustee should have a significant investment
in the Putnam funds. The Trustees allocate their investments among the
Putnam funds based on their own investment needs. The table below shows
the number of shares beneficially owned by each current Trustee and
nominee and the value of each Trustee's and each nominee's holdings innew management contract between each fund and in allPutnam Management. The form of the Putnam funds asproposed new management contract is attached atAppendix B. You should refer toAppendix Bfor the complete terms of June 30, 2004.
TRUSTEE HOLDINGS TABLE
Dollar Range Shares Dollar Range Shares Dollar Range Shares
of Shares Beneficially of Shares Beneficially of Shares Beneficially
Owned Owned Owned Owned Owned Owned
- ---------------------------------------------------------------------------------------------------------------------------------
Putnam Asset Allocation: Putnam Asset Allocation: Putnam Asset Allocation:
Trustees/Nominees Balanced Portfolio Conservative Portfolio Growth Portfolio
- ---------------------------------------------------------------------------------------------------------------------------------
Jameson A. Baxter $1-$10,000 180.145 $1-$10,000 190.105 $1-$10,000 355.477
- ---------------------------------------------------------------------------------------------------------------------------------
Charles B. Curtis $1-$10,000 112.712 $1-$10,000 133.775 $1-$10,000 113.244
- ---------------------------------------------------------------------------------------------------------------------------------
Myra R. Drucker
- ---------------------------------------------------------------------------------------------------------------------------------
Charles E. Haldeman, Jr. $10,001-$50,000 1459.542 $10,001-$50,000 1195.508 $10,001-$50,000 1019.417
- ---------------------------------------------------------------------------------------------------------------------------------
John A. Hill Over $100,000 20906.944 $1-$10,000 446.935 $1-$10,000 442.089
- ---------------------------------------------------------------------------------------------------------------------------------
Ronald J. Jackson $1-$10,000 333.567 $1-$10,000 153.456 $1-$10,000 820.551
- ---------------------------------------------------------------------------------------------------------------------------------
Paul L. Joskow $10,001-$50,000 1783.22 $1-$10,000 230.962 $1-$10,000 875.678
- ---------------------------------------------------------------------------------------------------------------------------------
Elizabeth T. Kennan $1-$10,000 335.530 $1-$10,000 321.669 $1-$10,000 455.450
- ---------------------------------------------------------------------------------------------------------------------------------
John H. Mullin, III $1-$10,000 327.998 $1-$10,000 382.184 $1-$10,000 319.132
- ---------------------------------------------------------------------------------------------------------------------------------
Robert E. Patterson $10,001-$50,000 1124.534 $10,001-$50,000 1147.178 $10,001-$50,000 1144.164
- ---------------------------------------------------------------------------------------------------------------------------------
George Putnam, III $10,001-$50,000 1128.658 $10,001-$50,000 1147.178 $10,001-$50,000 1156.813
- ---------------------------------------------------------------------------------------------------------------------------------
A.J.C. Smith $1-$10,000 170.336 $1-$10,000 172.664 $1-$10,000 178.221
- ---------------------------------------------------------------------------------------------------------------------------------
W. Thomas Stephens Over $100,000 89673.064 $10,001-$50,000 4700.348 $1-$10,000 100.000
- ---------------------------------------------------------------------------------------------------------------------------------
Richard B. Worley
- ---------------------------------------------------------------------------------------------------------------------------------
Dollar Range Shares Dollar Range Shares Dollar Range Shares
of Shares Beneficially of Shares Beneficially of Shares Beneficially
Owned Owned Owned Owned Owned Owned
- ---------------------------------------------------------------------------------------------------------------------------------
Trustees/Nominees Putnam Capital Appreciation Fund Putnam Capital Opportunities Fund Putnam Classic Equity Fund
- ---------------------------------------------------------------------------------------------------------------------------------
Jameson A. Baxter $10,001-$50,000 715.569 $1-$10,000 346.416 Over $100,000 16328.122
- ---------------------------------------------------------------------------------------------------------------------------------
Charles B. Curtis $1-$10,000 102.820 $1-$10,000 106.449 $1-$10,000 107.314
- ---------------------------------------------------------------------------------------------------------------------------------
Myra R. Drucker
- ---------------------------------------------------------------------------------------------------------------------------------
Charles E. Haldeman, Jr. $10,001-$50,000 996.205 $10,001-$50,000 1013.18
- ---------------------------------------------------------------------------------------------------------------------------------
John A. Hill $50,001-$100,000 3898.796 $10,001-$50,000 5992.578 $50,001-$100,000 10435.097
- ---------------------------------------------------------------------------------------------------------------------------------
Ronald J. Jackson $1-$10,000 262.089 $1-$10,000 207.450 $1-$10,000 234.306
- ---------------------------------------------------------------------------------------------------------------------------------
Paul L. Joskow $10,001-$50,000 723.839 $1-$10,000 183.608 $10,001-$50,000 2020.29
- ---------------------------------------------------------------------------------------------------------------------------------
Elizabeth T. Kennan $1-$10,000 251.929 $10,001-$50,000 1104.294 $1-$10,000 191.797
- ---------------------------------------------------------------------------------------------------------------------------------
John H. Mullin, III $50,001-$100,000 6477.672 $50,001-$100,000 5695.393 $10,001-$50,000 2769.75
- ---------------------------------------------------------------------------------------------------------------------------------
Robert E. Patterson $1-$10,000 482.640 $1-$10,000 837.144 $1-$10,000 687.503
- ---------------------------------------------------------------------------------------------------------------------------------
George Putnam, III $10,001-$50,000 1238.256 $10,001-$50,000 1192.389 $50,001-$100,000 6316.991
- ---------------------------------------------------------------------------------------------------------------------------------
A.J.C. Smith $1-$10,000 284.565 $1-$10,000 100.000 $1-$10,000 236.905
- ---------------------------------------------------------------------------------------------------------------------------------
W. Thomas Stephens $1-$10,000 137.383 $1-$10,000 100.000 $1-$10,000 143.732
- ---------------------------------------------------------------------------------------------------------------------------------
Richard B. Worley
- ---------------------------------------------------------------------------------------------------------------------------------
Dollar Range Shares Dollar Range Shares
of Shares Beneficially of Shares Beneficially
Owned Owned Owned Owned
- ---------------------------------------------------------------------------------------------------------------------------------
Putnam Convertible
Trustees/Nominees Income-Growth Trust Putnam Discovery Growth Fund
- ---------------------------------------------------------------------------------------------------------------------------------
Jameson A. Baxter $10,001-$50,000 1631.226 Over $100,000 12,579.229
- ---------------------------------------------------------------------------------------------------------------------------------
Charles B. Curtis $1-$10,000 115.191 $10,001-$50,000 1383.006
- ---------------------------------------------------------------------------------------------------------------------------------
Myra R. Drucker
- ---------------------------------------------------------------------------------------------------------------------------------
Charles E. Haldeman, Jr.
- ---------------------------------------------------------------------------------------------------------------------------------
John A. Hill Over $100,000 24183.105 $1-$10,000 2303.388
- ---------------------------------------------------------------------------------------------------------------------------------
Ronald J. Jackson $1-$10,000 431.317 $1-$10,000 243.964
- ---------------------------------------------------------------------------------------------------------------------------------
Paul L. Joskow $10,001-$50,000 835.066 $1-$10,000 360.285
- ---------------------------------------------------------------------------------------------------------------------------------
Elizabeth T. Kennan $10,001-$50,000 994.039 $1-$10,000 675.427
- ---------------------------------------------------------------------------------------------------------------------------------
John H. Mullin, III $10,001-$50,000 2077.602 $10,001-$50,000 2987.873
- ---------------------------------------------------------------------------------------------------------------------------------
Robert E. Patterson $10,001-$50,000 1732.636 $1-$10,000 799.281
- ---------------------------------------------------------------------------------------------------------------------------------
George Putnam, III $10,001-$50,000 1324.257 $1-$10,000 2101.545
- ---------------------------------------------------------------------------------------------------------------------------------
A.J.C. Smith $1-$10,000 364.960 $1-$10,000 323.142
- ---------------------------------------------------------------------------------------------------------------------------------
W. Thomas Stephens $1-$10,000 193.543 $1-$10,000 208.686
- ---------------------------------------------------------------------------------------------------------------------------------
Richard B. Worley
- ---------------------------------------------------------------------------------------------------------------------------------
Dollar Range Shares Dollar Range Shares
of Shares Beneficially of Shares Beneficially
Owned Owned Owned Owned
- ---------------------------------------------------------------------------------------------------------------------------------
Trustees/Nominees Putnam Equity Income Fund Putnam Europe Equity Fund
- ---------------------------------------------------------------------------------------------------------------------------------
Jameson A. Baxter $10,001-$50,000 2726.503 $10,001-$50,000 1215.293
- ---------------------------------------------------------------------------------------------------------------------------------
Charles B. Curtis $1-$10,000 109.101 $1-$10,000 104.829
- ---------------------------------------------------------------------------------------------------------------------------------
Myra R. Drucker
- ---------------------------------------------------------------------------------------------------------------------------------
Charles E. Haldeman, Jr.
- ---------------------------------------------------------------------------------------------------------------------------------
John A. Hill Over $100,000 10823.609 $1-$10,000 500.000
- ---------------------------------------------------------------------------------------------------------------------------------
Ronald J. Jackson $1-$10,000 299.929 $1-$10,000 244.253
- ---------------------------------------------------------------------------------------------------------------------------------
Paul L. Joskow $50,001-$100,000 5588.703 $1-$10,000 533.109
- ---------------------------------------------------------------------------------------------------------------------------------
Elizabeth T. Kennan $10,001-$50,000 1498.501 $1-$10,000 361.022
- ---------------------------------------------------------------------------------------------------------------------------------
John H. Mullin, III $10,001-$50,000 2392.515 $10,001-$50,000 665.610
- ---------------------------------------------------------------------------------------------------------------------------------
Robert E. Patterson $10,001-$50,000 1315.648 $10,001-$50,000 1958.550
- ---------------------------------------------------------------------------------------------------------------------------------
George Putnam, III $10,001-$50,000 1414.878 $10,001-$50,000 933.566
- ---------------------------------------------------------------------------------------------------------------------------------
A.J.C. Smith $1-$10,000 502.204 $1-$10,000 159.520
- ---------------------------------------------------------------------------------------------------------------------------------
W. Thomas Stephens $1-$10,000 152.322 $1-$10,000 134.409
- ---------------------------------------------------------------------------------------------------------------------------------
Richard B. Worley
- ---------------------------------------------------------------------------------------------------------------------------------
Dollar Range Shares Dollar Range Shares Dollar Range Shares
of Shares Beneficially of Shares Beneficially of Shares Beneficially
Owned Owned Owned Owned Owned Owned
- ---------------------------------------------------------------------------------------------------------------------------------
Trustees/Nominees The George Putnam Fund of Boston Putnam Global Equity Fund Putnam Global Natural Resources Fund
- ---------------------------------------------------------------------------------------------------------------------------------
Jameson A. Baxter $50,001-$100,000 4084.25 $50,001-$100,000 7703.029 $10,001-$50,000 920.093
- ---------------------------------------------------------------------------------------------------------------------------------
Charles B. Curtis $1-$10,000 248.590 $10,001-$50,000 5286.432 $1-$10,000 113.510
- ---------------------------------------------------------------------------------------------------------------------------------
Myra R. Drucker
- ---------------------------------------------------------------------------------------------------------------------------------
Charles E. Haldeman, Jr. $10,001-$50,000 625.693
- ---------------------------------------------------------------------------------------------------------------------------------
John A. Hill Over $100,000 19796.222 Over $100,000 29842.849 Over $100,000 6145.952
- ---------------------------------------------------------------------------------------------------------------------------------
Ronald J. Jackson $50,001-$100,000 5410.934 $1-$10,000 208.270 $10,001-$50,000 448.000
- ---------------------------------------------------------------------------------------------------------------------------------
Paul L. Joskow $10,001-$50,000 1729.101 $1-$10,000 700.412 $1-$10,000 123.590
- ---------------------------------------------------------------------------------------------------------------------------------
Elizabeth T. Kennan $10,001-$50,000 1155.086 $10,001-$50,000 3889.666 $10,001-$50,000 805.519
- ---------------------------------------------------------------------------------------------------------------------------------
John H. Mullin, III $10,001-$50,000 5249.942 $50,001-$100,000 8909.351 $10,001-$50,000 654.818
- ---------------------------------------------------------------------------------------------------------------------------------
Robert E. Patterson $10,001-$50,000 1092.513 $50,001-$100,000 10394.483 $1-$10,000 281.389
- ---------------------------------------------------------------------------------------------------------------------------------
George Putnam, III $50,001-$100,000 5592.022 Over $100,000 29645.314 $10,001-$50,000 1214.292
- ---------------------------------------------------------------------------------------------------------------------------------
A.J.C. Smith $10,001-$50,000 1330.678 $10,001-$50,000 2311.026 $1-$10,000 266.030
- ---------------------------------------------------------------------------------------------------------------------------------
W. Thomas Stephens $1-$10,000 257.335 $1-$10,000 624.816 $1-$10,000 149.739
- ---------------------------------------------------------------------------------------------------------------------------------
Richard B. Worley
- ---------------------------------------------------------------------------------------------------------------------------------
Dollar Range Shares Dollar Range Shares Dollar Range Shares
of Shares Beneficially of Shares Beneficially of Shares Beneficially
Owned Owned Owned Owned Owned Owned
- ---------------------------------------------------------------------------------------------------------------------------------
Trustees/Nominees The Putnam Fund for Growth and Income Putnam Growth Opportunities Fund Putnam Health Sciences Trust
- ---------------------------------------------------------------------------------------------------------------------------------
Jameson A. Baxter Over $100,000 9,350.354 $10,001-$50,000 1537.221 Over 100,000 2167.541
- ---------------------------------------------------------------------------------------------------------------------------------
Charles B. Curtis $10,001-$50,000 1924.766 $1-$10,000 105.029 $1-$10,000 100.00
- ---------------------------------------------------------------------------------------------------------------------------------
Myra R. Drucker
- ---------------------------------------------------------------------------------------------------------------------------------
Charles E. Haldeman, Jr. $10,001-$50,000 817.797
- ---------------------------------------------------------------------------------------------------------------------------------
John A. Hill Over $100,000 9913.376 $10,001-$50,000 2516.579 Over $100,000 3670.194
- ---------------------------------------------------------------------------------------------------------------------------------
Ronald J. Jackson Over $100,000 34075.751 $1-$10,000 193.855 $1-$10,000 100.00
- ---------------------------------------------------------------------------------------------------------------------------------
Paul L. Joskow Over-$100,000 7489.43 $1-$10,000 578.797 $10,001-$50,000 436.772
- ---------------------------------------------------------------------------------------------------------------------------------
Elizabeth T. Kennan $10,001-$50,000 603.004 $10,001-$50,000 1007.462 $1-$10,000 100.00
- ---------------------------------------------------------------------------------------------------------------------------------
John H. Mullin, III Over $100,000 4528.036 $10,001-$50,000 1152.083 $50,001-$100,000 1091.876
- ---------------------------------------------------------------------------------------------------------------------------------
Robert E. Patterson $1-$10,000 522.329 $1-$10,000 688.172 $10,001-$50,000 230.980
- ---------------------------------------------------------------------------------------------------------------------------------
George Putnam, III Over $100,000 42571.034 $10,001-$50,000 2762.012 $50,001-$100,000 939.498
- ---------------------------------------------------------------------------------------------------------------------------------
A.J.C. Smith Over $100,000 6875.284 $1-$10,000 100.000 $10,001-$50,000 455.658
- ---------------------------------------------------------------------------------------------------------------------------------
W. Thomas Stephens Over $100,000 12731.639 $1-$10,000 101.018 $1-$10,000 138.237
- ---------------------------------------------------------------------------------------------------------------------------------
Richard B. Worley
- ---------------------------------------------------------------------------------------------------------------------------------
Dollar Range Shares Dollar Range Shares Dollar Range Shares
of Shares Beneficially of Shares Beneficially of Shares Beneficially
Owned Owned Owned Owned Owned Owned
- ---------------------------------------------------------------------------------------------------------------------------------
Putnam International Putnam International Growth
Trustees/Nominees Capital Opportunities Fund Putnam International Equity Fund and Income Fund
- ---------------------------------------------------------------------------------------------------------------------------------
Jameson A. Baxter $10,001-$50,000 6392.319 Over $100,000 11,214.114 $1-$10,000 679.096
- ---------------------------------------------------------------------------------------------------------------------------------
Charles B. Curtis $1-$10,000 105.802 $1-$10,000 199.030 $1-$10,000 105.036
- ---------------------------------------------------------------------------------------------------------------------------------
Myra R. Drucker
- ---------------------------------------------------------------------------------------------------------------------------------
Charles E. Haldeman, Jr. $10,001-$50,000 710.359 $10,001-$50,000 1438.354
- ---------------------------------------------------------------------------------------------------------------------------------
John A. Hill Over $100,000 8211.346 Over $100,000 14909.236 Over $100,000 22658.411
- ---------------------------------------------------------------------------------------------------------------------------------
Ronald J. Jackson $1-$10,000 214.242 $1-$10,000 253.162 $1-$10,000 518.251
- ---------------------------------------------------------------------------------------------------------------------------------
Paul L. Joskow $1-$10,000 406.637 Over $100,000 5866.594 $1-$10,000 483.927
- ---------------------------------------------------------------------------------------------------------------------------------
Elizabeth T. Kennan $1-$10,000 1197.934 $10,001-$50,000 940.734 $1-$10,000 221.427
- ---------------------------------------------------------------------------------------------------------------------------------
John H. Mullin, III Over $100,000 5036.801 $10,001-$50,000 2350.4 $1-$10,000 954.473
- ---------------------------------------------------------------------------------------------------------------------------------
Robert E. Patterson $10,001-$50,000 427.582 $50,001-$100,000 2868.286 $1-$10,000 855.164
- ---------------------------------------------------------------------------------------------------------------------------------
George Putnam, III $10,001-$50,000 1113.326 $10,001-$50,000 749.876 $10,001-$50,000 2218.493
- ---------------------------------------------------------------------------------------------------------------------------------
A.J.C. Smith $1-$10,000 100.000 $1-$10,000 244.999 $1-$10,000 100.000
- ---------------------------------------------------------------------------------------------------------------------------------
W. Thomas Stephens $1-$10,000 119.660 $1-$10,000 179.103 $1-$10,000 149.025
- ---------------------------------------------------------------------------------------------------------------------------------
Richard B. Worley
- ---------------------------------------------------------------------------------------------------------------------------------
Dollar Range Shares Dollar Range Shares Dollar Range Shares
of Shares Beneficially of Shares Beneficially of Shares Beneficially
Owned Owned Owned Owned Owned Owned
- ---------------------------------------------------------------------------------------------------------------------------------
Putnam International Trustees
Trustees/Nominees New Opportunities Fund Putnam Investors Fund Putnam Mid Cap Value Fund
- ---------------------------------------------------------------------------------------------------------------------------------
Jameson A. Baxter $10,001-$50,000 2,191.36 Over $100,000 13,204.415 $10,001-$50,000 2053.445
- ---------------------------------------------------------------------------------------------------------------------------------
Charles B. Curtis $1-$10,000 102.166 $1-$10,000 102.415 $1-$10,000 105.982
- ---------------------------------------------------------------------------------------------------------------------------------
Myra R. Drucker
- ---------------------------------------------------------------------------------------------------------------------------------
Charles E. Haldeman, Jr. $10,001-$50,000 1149.541
- ---------------------------------------------------------------------------------------------------------------------------------
John A. Hill $1-$10,000 200.000 Over $100,000 25057.65 $1-$10,000 108.904
- ---------------------------------------------------------------------------------------------------------------------------------
Ronald J. Jackson $1-$10,000 313.103 Over $100,000 73276.008 $1-$10,000 352.798
- ---------------------------------------------------------------------------------------------------------------------------------
Paul L. Joskow $10,001-$50,000 1243.015 $50,001-$100,000 7015.402 $1-$10,000 120.072
- ---------------------------------------------------------------------------------------------------------------------------------
Elizabeth T. Kennan $1-$10,000 197.710 $10,001-$50,000 1359.807 $1-$10,000 490.096
- ---------------------------------------------------------------------------------------------------------------------------------
John H. Mullin, III $10,001-$50,000 3546.812 Over $100,000 8659.24 $50,001-$100,000 8192.574
- ---------------------------------------------------------------------------------------------------------------------------------
Robert E. Patterson $10,001-$50,000 1335.641 $10,001-$50,000 1314.557 $1-$10,000 680.668
- ---------------------------------------------------------------------------------------------------------------------------------
George Putnam, III $10,001-$50,000 1387.061 $10,001-$50,000 2437.122 $10,001-$50,000 2139.429
- ---------------------------------------------------------------------------------------------------------------------------------
A.J.C. Smith $1-$10,000 100.00 $50,001-$100,000 8623.297 $1-$10,000 100.000
- ---------------------------------------------------------------------------------------------------------------------------------
W. Thomas Stephens $1-$10,000 148.014 $1-$10,000 115.677 $1-$10,000 100.000
- ---------------------------------------------------------------------------------------------------------------------------------
Richard B. Worley
- ---------------------------------------------------------------------------------------------------------------------------------
Dollar Range Shares Dollar Range Shares
of Shares Beneficially of Shares Beneficially
Owned Owned Owned Owned
- ---------------------------------------------------------------------------------------------------------------------------------
Trustees/Nominees Putnam New Opportunities Fund Putnam New Value Fund
- ---------------------------------------------------------------------------------------------------------------------------------
Jameson A. Baxter $50,001-$100,000 1,734.607 Over 100,000 6,881.741
- ---------------------------------------------------------------------------------------------------------------------------------
Charles B. Curtis $50,001-$100,000 2254.69 $1-$10,000 107.243
- ---------------------------------------------------------------------------------------------------------------------------------
Myra R. Drucker
- ---------------------------------------------------------------------------------------------------------------------------------
Charles E. Haldeman, Jr. $10,001-$50,000 909.242
- ---------------------------------------------------------------------------------------------------------------------------------
John A. Hill $50,001-$100,000 2385.464 $50,001-$100,000 3872.531
- ---------------------------------------------------------------------------------------------------------------------------------
Ronald J. Jackson $1-$10,000 204.570 $1-$10,000 233.773
- ---------------------------------------------------------------------------------------------------------------------------------
Paul L. Joskow $10,001-$50,000 1111.62 $1-$10,000 584.206
- ---------------------------------------------------------------------------------------------------------------------------------
Elizabeth T. Kennan $1-$10,000 100.000 $10,001-$50,000 1333.438
- ---------------------------------------------------------------------------------------------------------------------------------
John H. Mullin, III Over $100,000 5927.957 $10,001-$50,000 2638.549
- ---------------------------------------------------------------------------------------------------------------------------------
Robert E. Patterson $10,001-$50,000 1038.444 $10,001-$50,000 1325.964
- ---------------------------------------------------------------------------------------------------------------------------------
George Putnam, III $10,001-$50,000 763.162 $10,001-$50,000 1398.657
- ---------------------------------------------------------------------------------------------------------------------------------
A.J.C. Smith $10,001-$50,000 638.496 $1-$10,000 100.000
- ---------------------------------------------------------------------------------------------------------------------------------
W. Thomas Stephens $1-$10,000 133.948 $1-$10,000 143.838
- ---------------------------------------------------------------------------------------------------------------------------------
Richard B. Worley
- ---------------------------------------------------------------------------------------------------------------------------------
Dollar Range Shares Dollar Range Shares Dollar Range Shares
of Shares Beneficially of Shares Beneficially of Shares Beneficially
Owned Owned Owned Owned Owned Owned
- ---------------------------------------------------------------------------------------------------------------------------------
Trustees/Nominees Putnam OTC & Emerging Growth Fund Putnam Research Fund Putnam Small Cap Growth Fund
- ---------------------------------------------------------------------------------------------------------------------------------
Jameson A. Baxter $10,001-$50,000 2,704.695 $1-$10,000 414.462 $10,001-$50,000 705.048
- ---------------------------------------------------------------------------------------------------------------------------------
Charles B. Curtis $1-$10,000 105.121 $1-$10,000 104.965 $10,001-$50,000 536.136
- ---------------------------------------------------------------------------------------------------------------------------------
Myra R. Drucker
- ---------------------------------------------------------------------------------------------------------------------------------
Charles E. Haldeman, Jr.
- ---------------------------------------------------------------------------------------------------------------------------------
John A. Hill $10,001-$50,000 1951.847 $50,001-$100,000 3902.146 $10,001-$50,000 2144.691
- ---------------------------------------------------------------------------------------------------------------------------------
Ronald J. Jackson $10,001-$50,000 1968.372 Over $100,000 8167.352 $1-$10,000 206.855
- ---------------------------------------------------------------------------------------------------------------------------------
Paul L. Joskow $1-$10,000 129.574 $50,001-$100,000 5449.857 $50,001-$100,000 4297.547
- ---------------------------------------------------------------------------------------------------------------------------------
Elizabeth T. Kennan $1-$10,000 1141.113 $10,001-$50,000 867.630 $10,001-$50,000 915.840
- ---------------------------------------------------------------------------------------------------------------------------------
John H. Mullin, III $10,001-$50,000 6484.534 $10,001-$50,000 849.291 $50,001-$100,000 3996.697
- ---------------------------------------------------------------------------------------------------------------------------------
Robert E. Patterson $1-$10,000 259.060 $1-$10,000 145.779 $1-$10,000 450.272
- ---------------------------------------------------------------------------------------------------------------------------------
George Putnam, III $50,001-$100,000 10112.593 $10,001-$50,000 1738.068 $10,001-$50,000 1235.585
- ---------------------------------------------------------------------------------------------------------------------------------
A.J.C. Smith $10,001-$50,000 3094.300 $1-$10,000 148.213 $1-$10,000 100.000
- ---------------------------------------------------------------------------------------------------------------------------------
W. Thomas Stephens $1-$10,000 144.331 $1-$10,000 100.000 $1-$10,000 100.000
- ---------------------------------------------------------------------------------------------------------------------------------
Richard B. Worley
- ---------------------------------------------------------------------------------------------------------------------------------
Dollar Range Shares Dollar Range Shares
of Shares Beneficially of Shares Beneficially
Owned Owned Owned Owned
- ---------------------------------------------------------------------------------------------------------------------------------
Trustees/Nominees Putnam Small Cap Value Fund Putnam Tax Smart Equity Fund
- ---------------------------------------------------------------------------------------------------------------------------------
Jameson A. Baxter $10,001-$50,000 1,867.779 $10,001-$50,000 1237.843
- ---------------------------------------------------------------------------------------------------------------------------------
Charles B. Curtis $1-$10,000 108.025 $1-$10,000 102.210
- ---------------------------------------------------------------------------------------------------------------------------------
Myra R. Drucker
- ---------------------------------------------------------------------------------------------------------------------------------
Charles E. Haldeman, Jr. $10,001-$50,000 1434.121
- ---------------------------------------------------------------------------------------------------------------------------------
John A. Hill Over $100,000 13881.248 $10,001-$50,000 2475.685
- ---------------------------------------------------------------------------------------------------------------------------------
Ronald J. Jackson $1-$10,000 460.660 Over $100,000 11228.341
- ---------------------------------------------------------------------------------------------------------------------------------
Paul L. Joskow $50,001-$100,000 2828.795 $50,000-$100,000 5392.129
- ---------------------------------------------------------------------------------------------------------------------------------
Elizabeth T. Kennan $10,001-$50,000 1355.865 $1-$10,000 106.693
- ---------------------------------------------------------------------------------------------------------------------------------
John H. Mullin, III/ Over $100,000 6633.668 $10,001-$50,000 3840.080
- ---------------------------------------------------------------------------------------------------------------------------------
Robert E. Patterson $1-$10,000 488.256 $1-$10,000 943.821
- ---------------------------------------------------------------------------------------------------------------------------------
George Putnam, III $10,001-$50,000 1095.726 $10,001-$50,000 1305.767
- ---------------------------------------------------------------------------------------------------------------------------------
A.J.C. Smith $1-$10,000 100.000 $1-$10,000 100.000
- ---------------------------------------------------------------------------------------------------------------------------------
W. Thomas Stephens $1-$10,000 100.000 $1-$10,000 100.000
- ---------------------------------------------------------------------------------------------------------------------------------
Richard B. Worley
- ---------------------------------------------------------------------------------------------------------------------------------
Dollar Range Shares Dollar Range Shares
of Shares Beneficially of Shares Beneficially
Owned Owned Owned Owned
- ---------------------------------------------------------------------------------------------------------------------------------
Trustees/Nominees Putnam Utilities Growth and Income Fund Putnam Vista Fund
- ---------------------------------------------------------------------------------------------------------------------------------
Jameson A. Baxter $10,001-$50,000 618.997 Over $100,000 13,673.755
- ---------------------------------------------------------------------------------------------------------------------------------
Charles B. Curtis $1-$10,000 112.628 $1-$10,000 108.696
- ---------------------------------------------------------------------------------------------------------------------------------
Myra R. Drucker
- ---------------------------------------------------------------------------------------------------------------------------------
Charles E. Haldeman, Jr. $10,001-$50,000 1759.930
- ---------------------------------------------------------------------------------------------------------------------------------
John A. Hill $10,001-$50,000 3240.898 Over $100,000 24573.347
- ---------------------------------------------------------------------------------------------------------------------------------
Ronald J. Jackson $1-$10,000 816.839 $1-$10,000 565.702
- ---------------------------------------------------------------------------------------------------------------------------------
Paul L. Joskow $1-$10,000 912.907 $10,001-$50,000 1657.718
- ---------------------------------------------------------------------------------------------------------------------------------
Elizabeth T. Kennan $1-$10,000 110.835 $1-$10,000 662.864
- ---------------------------------------------------------------------------------------------------------------------------------
John H. Mullin, III/ $10,001-$50,000 2307.695 $50,001-$100,000 10343.971
- ---------------------------------------------------------------------------------------------------------------------------------
Robert E. Patterson $1-$10,000 685.142 $10,001-$50,000 1479.233
- ---------------------------------------------------------------------------------------------------------------------------------
George Putnam, III $10,001-$50,000 2076.560 $10,001-$50,000 4475.699
- ---------------------------------------------------------------------------------------------------------------------------------
A.J.C. Smith $1-$10,000 248.838 $10,001-$50,000 3322.336
- ---------------------------------------------------------------------------------------------------------------------------------
W. Thomas Stephens $1-$10,000 162.025 $1-$10,000 177.190
- ---------------------------------------------------------------------------------------------------------------------------------
Richard B. Worley
- ---------------------------------------------------------------------------------------------------------------------------------
Dollar Range Shares Dollar Range
of Shares Beneficially of Shares
Owned Owned Owned
- ---------------------------------------------------------------------------------------
Trustees/Nominees Putnam Voyager Fund All Funds
- ---------------------------------------------------------------------------------------
Jameson A. Baxter $1-$10,000 5,759.153 Over $100,000
- ---------------------------------------------------------------------------------------
Charles B. Curtis $1-$10,000 108.848 Over $100,000
- ---------------------------------------------------------------------------------------
Myra R. Drucker
- ---------------------------------------------------------------------------------------
Charles E. Haldeman, Jr. $10,001-$50,000 920.802 Over $100,000
- ---------------------------------------------------------------------------------------
John A. Hill Over $100,000 23371.655 Over $100,000
- ---------------------------------------------------------------------------------------
Ronald J. Jackson Over $100,000 8722.033 Over $100,000
- ---------------------------------------------------------------------------------------
Paul L. Joskow Over $100,000 6528.631 Over $100,000
- ---------------------------------------------------------------------------------------
Elizabeth T. Kennan $1-$10,000 297.444 Over $100,000
- ---------------------------------------------------------------------------------------
John H. Mullin, III/ $50,001-$100,000 5970.143 Over $100,000
- ---------------------------------------------------------------------------------------
Robert E. Patterson $50,001-$100,000 3829.659 Over $100,000
- ---------------------------------------------------------------------------------------
George Putnam, III $10,001-$50,000 2182.800 Over $100,000
- ---------------------------------------------------------------------------------------
A.J.C. Smith $50,001-$100,000 3762.124 Over $100,000
- ---------------------------------------------------------------------------------------
W. Thomas Stephens $1-$10,000 148.108 Over $100,000
- ---------------------------------------------------------------------------------------
Richard B. Worley
- ---------------------------------------------------------------------------------------
At [May 31, 2004], the Trustees and officers of each fund owned less than 1% of the
outstanding shares of each class of each fund on that date.
* What are someyour fund’s proposed management contract.
On being presented with the need to approve new management contracts, the Trustees decided to take the opportunity to standardize, clarify and modernize various provisions of the wayscurrent contracts. Because they were implemented at different times, the funds’ current management contracts differ in which the trustees represent shareholder
interests?some cases from fund to fund, and some contain outdated provisions. The Trustees believe that as substantial investors inthis standardization will benefit shareholders by making the Putnam funds,
their interests are closely aligned with those of individual
shareholders. Among other ways, the Trustees seek to represent
shareholder interests:
* by carefully reviewing your fund's investment performance on an
individual basis with your fund's investment team;
* by carefully reviewing the qualityadministration of the various other services
provided to the funds and their shareholders by Putnam Management and
its affiliates;
* by discussing with seniorfunds’ management of Putnam Management steps being
taken to address any performance deficiencies;
* by conducting an in-depth review of the fees paid by each fund and by
negotiating with Putnam Management to ensure that such fees remain
reasonable and competitive with those of other mutual funds, while at
the same time providing Putnam Management sufficient resources to
continue to provide high quality services in the future;
* by reviewing brokerage costs and fees, allocations among brokers, soft
dollar expenditures and similar expenses of each fund;
* by monitoring potential conflicts between the funds and Putnam
Management and its affiliates to ensure that the funds continue to be
managed in the best interests of their shareholders; and
* by monitoring potential conflicts among funds to ensure that
shareholders continue to realize the benefits of participation in a
large and diverse family of funds.
* How can shareholders communicate with the trustees?
The Board of Trustees provides a process for shareholders to send
communications to the Trustees. Shareholders may direct communications to
the Board of Trustees as a whole or to specified individual Trustees by
submitting them in writing to the following address:
The Putnam Funds
Attention: "Board of Trustees" or any specified Trustee(s)
One Post Office Square
Boston, Massachusetts 02109
The written communication must include the shareholder's name, be signed
by the shareholder, refer to the Putnam fund(s) in which the shareholder
holds shares, and include the class and number of shares held by the
shareholder as of a recent date.
The Office of the Trustees will respond to all correspondence sent to
Trustees; however, due to the volume of correspondence, all
communications are not sent directly to the Trustees. The correspondence
is reviewed, summarized and presented to Trustees on a periodic basis.
* How often do the trustees meet?
The Trustees meet each month (except August) over a two-day period to
review the operations each Putnam fund. A portion of these meetings is
devoted to meetings of various committees of the board which focus on
particular matters. Each Trustee generally attends at least two formal
committee meetings during each regular meeting of the Trustees. During
2003, the average Trustee participated in approximately 49 committee and
board meetings.contracts more efficient. In addition, the Trustees meet in small groups with
Chief Investment Officers, Portfolio Leaders and Portfolio Members to
review recent performance and the current investment climate for
selected funds. These meetings ensure that each fund's performance is
reviewed in detail at least twice a year. The Contract Committee
typically meets on several additional occasions during the year to carry
out its responsibilities. Other committees, including the Executive
Committee, may also meet on special occasions as the need arises. The
number of times each committee met during calendar year 2003 is shown in
the table below:
Audit and Pricing Committee 15
- ----------------------------------------------------
Board Policy and Nominating Committee 7
- ----------------------------------------------------
Brokerage and Custody Committee 4
- ----------------------------------------------------
Communication, Service and Marketing Committee 9
- ----------------------------------------------------
Contract Committee 14
- ----------------------------------------------------
Distributions Committee 6
- ----------------------------------------------------
Executive Committee 1
- ----------------------------------------------------
Investment Oversight Committees 30
- ----------------------------------------------------
Your fund does not have a policy with regard to Trustees' attendance at
shareholder meetings. The funds are not required under their Agreements
and Declarations ofPutnam Municipal Opportunities Trust to hold annual meetings.
* What are the trustees paid for their services?
Each Trustee of your fund receives a fee for his or her services. Each
Trustee also receives fees for serving as Trustee of the other Putnam
funds. Each Trustee receives an annual fee and an additional fee for each
Trustees' meeting attended. Trustees who are not "interested persons" of
Putnam Management (as such term is defined in the 1940 Act) and who serve
on committees of the Trustees receive additional fees for attendance at
certain committee meetings and for special services rendered in that
connection. All of the current Trustees are Trustees of all the Putnam
funds and each receives fees for his or her services.
The Trustees periodically review their fees to ensure that such fees
continue to be appropriate in light of their responsibilities as well as
in relation to fees paid to trustees of other mutual fund complexes. The
Board Policy and Nominating Committee, which consists only of Trustees
who are not "interested persons" of your fund or Putnam Management (as
such term is defined in the 1940 Act), estimates that Committee and
Trustee meeting time, together with the appropriate preparation,
requires the equivalent of at least three business days per Trustee
meeting. The following table shows the fees paid to each current Trustee
by your fund for its most recent fiscal year and the fees paid to each
current Trustee by all of the Putnam funds during calendar year 2003:
Except as described below, the terms of the proposed new management contracts are substantially identical to those of the current contracts. The terms of the proposed new management contracts, and certain differences between the proposed new management contracts and the current contracts, are described generally below. A more detailed description of certain differences between the proposed and current management (and administrative services, as applicable) contracts is attached atAppendix C. The date of each Trustee who retires with at least five yearsfund’s current management contract, the date on which it was last approved by shareholders, and the date on which its continuance was last approved by the Board of serviceTrustees is set forth inAppendix D.
6
Fees.There is no change in the rate of the fees that the funds will pay Putnam Management under the proposed new management contract, except in the case of Putnam Municipal Opportunities Trust and Putnam Prime Money Market Fund (see below). The current fee schedule for investment management services and, if applicable, administrative services, for each fund is set forth inAppendix E.The actual fees paid by some funds are subject to expense limitations to which Putnam Management has agreed. It is not anticipated that any existing expense limitation commitment will change as a Trusteeresult of the fundstransaction.
Putnam Municipal Opportunities Trust and Putnam Prime Money Market Fund currently have separate investment management and administrative services contracts with Putnam Management. However, the proposed new management contract for each fund, including Putnam Municipal Opportunities Trust and Putnam Prime Money Market Fund, addresses the provision of both investment management and administrative services and includes a single fee for both of these services. There is entitledno change in the aggregate rate that Putnam Municipal Opportunities Trust and Putnam Prime Money Market Fund will pay to receivePutnam Management for investment management and administrative services.
Investment Management Services.The proposed new management contract for your fund provides that Putnam Management will furnish continuously an annual retirement benefit
equalinvestment program for the fund, determining what investments to one-halfpurchase, hold, sell or exchange and what portion of the average annualfund’s assets will be held uninvested, in compliance with the fund’s governing documents, investment objectives, policies and restrictions, and subject to the oversight and control of the Trustees. Putnam Management has assured the funds and the Trustees that after the transaction it will continue to provide the same level of services to each fund and that the transaction will not have an adverse impact on the scope or nature of the services that each fund receives.
Putnam Management is authorized under the proposed new management contract to place orders for the purchase and sale of portfolio investments for your fund with brokers or dealers that Putnam Management selects. Putnam Management must select brokers and dealers, and place orders, using its best efforts to obtain for the funds the most favorable price and execution available, except that Putnam Management may pay higher brokerage commissions if it determines ingood faith that the commission is reasonable in relation to the value of brokerage and research services provided by the broker or dealer (a practice commonly known as “soft dollars”). Putnam Management may make this determination in terms of either the particular transaction or Putnam Management’s overall responsibilities with respect to a fund and to other clients of Putnam Management as to which Putnam Management exercises investment discretion. Putnam Management 6;s use of soft dollars is subject to policies established by the SEC and by the Trustees from time to time.
Each of the funds’ current management contracts contains similar provisions relating to the provision of investment management services.
Delegation of Responsibilities.The proposed new management contract for your fund expressly provides that Putnam Management may, in its discretion and with the approval of the Trustees (including a majority of the Trustees who are not “interested persons”) and, if required, the approval of shareholders, delegate responsibilities under the contract to one or more sub-advisers or sub-administrators. The separate costs of employing any sub-adviser or sub-administrator must be borne by Putnam Management or the sub-adviser or sub-administrator, not by the fund. Putnam Management is responsible for overseeing the performance of any sub-adviser or sub-administrator and remains fully responsible to the fund under the proposed new management contract regardless of whether it delegates any responsibilities.
None of the current management contracts addresses delegation of responsibilities. Putnam Management has no plans to delegate services except as described below.
At present, Putnam Management has delegated certain responsibilities to sub-advisers, as described below under the heading “Sub-Adviser Arrangements.” The sub-management contracts governing these arrangements will terminate at the same time as the current management contracts of these funds. Pursuant to the proposed new management contract (and as otherwise permitted by law), Putnam Management will enter into equivalent sub-management contracts with these sub-advisers, effective at the time the proposed new management contracts become effective, with respect to these funds. See “Sub-Adviser Arrangements” below for a description of the sub-advisers, and seeAppendix Ffor copies of the current sub-management contracts. The new sub-management contracts will be identical to the
7
current sub-management contracts except for the effective dates. Shareholders should be aware that a vote to approve your fund’s new contract will have the effect of voting for the continuation of these arrangements.
In addition, Putnam Management has delegated certain administrative, pricing and bookkeeping services to State Street Bank and Trust Company. This delegation will not be affected by the transaction.
Administrative Services.The proposed new management contracts, and all of the current management contracts with the exception of those applying to Putnam Municipal Opportunities Trust and Putnam Prime Money Market Fund, provide that Putnam Management will manage, supervise and conduct the other (i.e., non-investment) affairs and business of the fund and incidental matters. These administrative services include providing suitable office space for the fund and administrative facilities, such as bookkeeping, clerical personnel and equipment necessary for the efficient conduct of the fund’s affairs, including determination of the net asset value of the fund, but excluding shareholder accounting services.
Expenses.The proposed new management contracts require Putnam Management to bear the expenses associated with (i) furnishing all necessary investment and management facilities, including salaries of personnel, required for it to execute its duties faithfully, (ii) providing suitable office space for the fund and (iii) providing administrative services. The proposed new management contracts also provide that the fund will pay the fees of its Trustees and will reimburse Putnam Management for compensation paid to officers and persons assisting officers of the fund, and all or part of the cost of suitable office space, utilities, support services and equipment used by such Trustee forofficers and persons, as the last three yearsTrustees may determine. Under this provision, the fund will bear the costs of service prior to retirement. This
retirement benefit is payable during a Trustee's lifetime, beginning the year following retirement, for a numberTrustees’ independent staff, which assists the Trustees in overseeing each of years equal to such Trustee's
yearsthe funds.
The current management contracts contain similar expense and reimbursement provisions.
Term and Termination.If approved by shareholders of service. A death benefit, also availableyour fund, the proposed new management contract will become effective upon its execution and will remain in effect continuously, unless terminated under the Plan,
assurestermination provisions of the contract. The proposed new management contract provides that the Trustee and hismanagement contract may be terminated at any time, without the payment of any penalty by the fund, by either Putnam Management or her beneficiaries will receive
benefit payments for the lesserfund by not less than 60 days’written notice to the other party. A fund may effect termination by vote of an aggregate perioda majority of (i) ten yearsits Trustees or (ii) such Trustee's total yearsby the affirmative vote of service.
The Plan Administrator (a committee compriseda “majority of Trustees that are not
"interested persons"the outstanding shares” of the fund, as defined in the 1940 Act) mayAct. The proposed new management contracts will also terminate or amend the Plan at any time, but no termination or amendment
will result in a reductionautomatically in the amountevent of benefitstheir “assignment.”
The proposed new management contract will, unless terminated as described above, continue until June 30, 2008 and will continue in effect from year to year thereafter so long as its continuance is approved at least annually by (i) currently being
paid to a Trustee at the time of such termination or amendment, or (ii) to
which a current Trustee would have been entitled had he or she retired
immediately prior to such termination or amendment.
2. Adoption of Standardized Fundamental Investment Restrictions
As described in the following proposals, the Trustees recommend that
shareholders of the affected funds approvefund or the eliminationshareholders by the affirmative vote of a majority of the outstanding shares of the fund and revisions to certain fundamental investment restrictions currently
observed(ii) a majority of the Trustees who are not “interested persons” of the fund or of Putnam Management, by such funds. Generally,vote cast in person at a meeting called for the purpose of thesevoting on such approval.
All of the current management contracts have similar provisions for their term and termination, except that the initial terms of the contracts differ and the current management contracts require that written notice be given not more than 60 nor less than 30 days before termination.
Limitation of Liability.Under the proposed changesnew management contract, Putnam Management is not liable to increasea fund or to any shareholder of the fund for any act or omission in the course of, or connected with, rendering services under the proposed management contract, unless there is willful misfeasance, bad faith or gross negligence on the part of Putnam Management or reckless disregard of its obligations and duties under the proposed management contract. Each current management contract contains substantially identical provisions.
As required under each fund's investment flexibilityfund’s Declaration of Trust, the proposed management contract contains a notice provision stating that the fund’s Declaration of Trust is on file with the Secretary of The Commonwealth of Massachusetts and reduce
administrativethat the proposed management contract is executed on behalf of the Trustees as Trustees of the fund and compliance burdens by simplifyingnot individually. Also, the obligations arising out of the proposed management contract are limited only to the assets and making uniform
these fundamental investment restrictions.
Background. property of the fund and are not binding on any of the Trustees, officers or shareholders individually. Each current management contract contains a substantially identical notice.
Amendments; Defined Terms.The proposed new management contract may only be amended in writing, and any amendments must be approved in a manner consistent with the 1940 Act, requires registered investment companies likethe rules and regulations under the 1940 Act and any applicable guidance or
8
interpretations of the SEC or its staff. Similarly, certain terms used in the proposed management contract are used as defined in the 1940 Act, the rules and regulations under the 1940 Act and any applicable guidance or interpretation of the SEC or its staff. The current management contracts contain similar terms, except that they generally do not make reference to guidance or interpretation of the SEC or its staff. Thus, the proposed new management contracts explicitly permit the funds and Manager to have "fundamental" investment restrictions governingoperate in a manner consistent with regulatory guidance and interpretations, which may provide advantages and operational flexibility from time to time.
*Sub-Adviser Arrangements
For certain of its investment practices. Investment companies may also
voluntarily designate restrictions relating to other investment
practices as fundamental. "Fundamental" investment restrictions can be
changed only by a shareholder vote.
The proposed elimination of and revisions to certain of the fundamental
investment restrictions of the funds are discussed below. By eliminating
those fundamental investment restrictions that are not required and
revising those fundamental investment restrictions that are required,
the Trustees believe thatlisted below, Putnam Management will be better ablehas retained an affiliate to manageprovide sub-management services. Putnam Management has retained Putnam Investments Limited (“PIL”), a wholly owned subsidiary of The Putnam Advisory Company, LLC (“PAC,” which is itself a subsidiary of Putnam Investments) and an affiliate of Putnam Management, as the funds insub-adviser for a changing regulatory or investment environment. In
addition,portion of certain funds’ assets as determined by Putnam Management from time to time. PIL is currently authorized to serve as the process of monitoring the funds' compliance with
investment restrictions will be simplified.
Tosub-adviser, to the extent multiple proposals applydetermined by Putnam Management from time to time, for the same fund, the adoption of
any of these proposals is not contingent on the adoption of any other
proposal.
2.A. Amending Fundamental Investment Restrictions with Respect to
Borrowing.
Affectedfollowing funds: Putnam Asset Allocation: Balanced Portfolio
Putnam Asset Allocation: Conservative Portfolio
Putnam Asset Allocation: Growth Portfolio
Putnam Capital Appreciation Fund
Putnam Classic Equity Fund
Putnam Convertible Income-GrowthDiversified Income Trust, Putnam Discovery Growth Fund
Putnam EquityVT Diversified Income Fund, Putnam Europe Equity Fund, The George Putnam Fund of Boston
Putnam Global Equity Fund, Putnam VT Global Equity Fund, Putnam Global Income Trust, Putnam Global Natural Resources Fund, The Putnam Fund for Growth andHigh Income Putnam Growth OpportunitiesSecurities Fund, Putnam Health SciencesHigh Yield Advantage Fund, Putnam High Yield Trust, Putnam VT High Yield Fund, Putnam International Capital Opportunities Fund, Putnam International Equity Fund, Putnam VT International Equity Fund, Putnam International Growth and Income Fund, Putnam VT International Growth and Income Fund, Putnam International New Opportunities Fund, Putnam Investors Fund
PutnamVT International New Opportunities Fund, Putnam New ValueMaster Intermediate Income Trust, Putnam Premier Income Trust, Putnam Research Fund, Putnam OTC & Emerging Growth Fund
PutnamVT Research Fund, Putnam Utilities Growth and Income Fund, and Putnam VistaVT Utilities Growth and Income Fund.
PIL serves as sub-adviser for those funds under a sub-management agreement between Putnam Management and PIL. Pursuant to the terms of the sub-management agreement, Putnam Management (and not the fund) pays a quarterly sub-management fee to PIL for its services at the annual rate of 0.35% of the average aggregate net asset value of the portion of a fund’sassets invested in equity securities and 0.40% of the portion of a fund’s assets invested in fixed-income securities, if any, that PIL manages from time to time except that, in the case of Putnam High Income Securities Fund, Putnam Voyager Fund
Master Intermediate Income Trust and Putnam Premier Income Trust, Putnam Management (and not the fund) pays PIL a quarterly sub-management fee for its services at the annual rate of 0.40% of the funds’ average weekly assets, if any, that PIL manages from time to time.
Under the terms of the sub-management contract, PIL, at its own expense, furnishes continuously an investment program for the portion of each fund that Putnam Management allocates to PIL from time to time and makes investment decisions on behalf of these portions of the fund, subject to Putnam Management’s supervision. Putnam Management may also, at its discretion, request PIL to provide assistance with purchasing and selling securities for the fund, including order placement with certain broker-dealers. PIL, at its expense, furnishes all necessary investment and management facilities, including salaries of personnel, required for it to execute its duties.
The Trustees are recommendingsub-management contract provides that each affected fund's fundamental
investment restrictionPIL is not subject to any liability to Putnam Management, the fund or any shareholder of the fund for any act or omission in the course of or connected with rendering services to the fund in the absence of PIL’s willful misfeasance, bad faith, gross negligence or reckless disregard of its obligations and duties.
The sub-management contract may be terminated with respect to borrowing be revised to reflect
the standard restriction expected to be used by other Putnam funds.
Under the 1940 Act, a fund may borrow up to 33 1/3%without penalty by vote of the Trustees or the shareholders of the fund, or by PIL or Putnam Management, on 30 days’ written notice. The sub-management contract also terminates without payment of any penalty in the event of its total assets.
Generally,assignment. Subject to applicable law, it may be amended by a majority of the Trustees who are not “interested persons” of Putnam Management or the fund. The sub-management contract provides that it will continue in effect only so long as such continuance is approved at least annually by vote of either the Trustees or the shareholders and, in either case, by a majority of the Trustees who are not “interested persons” of Putnam Management or the fund. In each of the affected fund's current restrictionforegoing cases, the vote of the shareholders is more
restrictive. Exhibit B lists the current fundamental investment
restrictionsaffirmative vote of a “majority of the outstanding voting securities” as defined in the 1940 Act.
9
PAC has been retained as a sub-adviser for a portion of the assets of Putnam International Equity Fund as determined from time to time by Putnam Management or, with respect to borrowingportions of that fund’s assets for which PIL acts as sub-adviser as described above, by PIL. PAC serves as sub-adviser under a sub-advisory agreement among Putnam Management, PIL and PAC.
Pursuant to the terms of the sub-advisory agreement, Putnam Management or, with respect to portions of Putnam International Equity Fund’s assets for which PIL acts as sub-adviser, PIL (and not the fund) pays a quarterly sub-advisory fee to PAC for its services at the annual rate of 0.10% of the average aggregate net asset value of the portion of the fund with respect to which PAC acts as sub-adviser.
Under the terms of the sub-advisory contract, PAC, at its own expense, furnishes recommendations to purchase, hold, sell or exchange investments, securities and assets for that portion of Putnam International Equity Fund that is allocated to PAC from time to time by Putnam Management or PIL. Putnam Management or PIL, as applicable, determines whether to execute each such recommendation by PAC, whose activities as sub-adviser are subject to the supervision of Putnam Management and PIL, as applicable. PAC, at its expense, furnishes all necessary investment and management facilities, including salaries of personnel, required for it to execute its duties.
The sub-advisory contract provides that PAC is not subject to any liability to Putnam Management, PIL, Putnam International Equity Fund or any shareholder of the fund for any act or omission in the course of or connected with rendering services to the fund in the absence of PAC’s willful misfeasance, bad faith, gross negligence or reckless disregard of its obligations and duties.
The sub-advisory contract may be terminated without penalty by vote of the Trustees or the shareholders of Putnam International Equity Fund, or by PAC, PIL or Putnam Management, on 30 days’ written notice. The sub-advisory contract also terminates without payment of any penalty in the event of its assignment. Subject to applicable law, it may be amended by a majority of the Trustees who are not “interested persons” of Putnam Management or the fund. The sub-advisory contract provides that it will continue in effect only so long as its continuance is approved at least annually by vote of either the Trustees or the shareholders and, in either case, by a majority of the Trustees who are not “interested persons” of Putnam Management or the fund. In each of the affectedforegoing cases, the vote of the shareholdersis the affirmative vote of a “majority of the outstanding voting securities” as defined in the 1940 Act.
A “change of control” that constitutes an assignment terminating automatically the funds’ management contracts will also terminate automatically the sub-management contract with PIL and the sub-advisory contract with PIL and PAC. So that your fund will not lose the benefit of PIL’s or PAC’s services, Putnam Management intends to enter into a new sub-management contract with PIL and a new sub-advisory contract with PIL and PAC, each identical to the current contract except for the effective date. The Trustees have unanimously approved these new contracts. SeeAppendix Ffor copies of the current contracts.
*What did the Trustees consider in evaluating the proposal?
The Trustees met in person on October 12 and 13, 2006 to discuss the implications of a possible sale of Putnam Investments in light of a decision made by its parent company, Marsh & McLennan, to explore the possibility of a sale. At this meeting, the Trustees considered information relating to the operations, competitive position in the mutual fund industry and recent history of a number of firms that had indicated to Marsh & McLennan a preliminary interest in acquiring Putnam Investments. During the course of this meeting, the Trustees received presentations on these matters from two consultants with recognized expertise in the mutual fund industry. In addition, the Trustees reviewed information about recent significant acquisitions in the mutual fund industry and considered the possible effects of a sale transaction on Putnam Management and the rest of the Putnam organization. The Trustees received a report from the chief executive officer of Marsh & McLenn an and considered analyst reports relating to Marsh & McLennan and its ownership of Putnam Investments. The Trustees also received advice from their independent legal counsel regarding their responsibilities in evaluating a possible sale transaction.
The Trustees actively monitored the sale process throughout the period leading up to the public announcement of a final sale agreement on February 1, 2007. The Trustees discussed developments at telephone meetings on October 18, October 25, November 1, November 29, December 20, January 12, January 18, and February 5, and at their regular in-person meetings on November 9-10, December 14-15, January 11-12, February 8-9, and March 8-9. The Trustees who are not affiliated with Putnam Investments met separately to discuss these matters during most of these meetings.
10
Mr. Haldeman, the only Trustee affiliated with Putnam Investments, participated in portions of these meetings to provide the perspective of the Putnam organization, but did not otherwise participate in the deliberations of the Trustees regarding a possible sale.
Over the course of these meetings, the Trustees discussed and developed general principles to guide their evaluation of a possible sale transaction. Following the emergence of a number of interested bidders by early November 2006, the Trustees conducted due diligence on these bidders with the assistance of their independent legal counsel. The Trustees communicated their perspectives on these bidders to Marsh & McLennan and also submitted specific requests for information to be provided by bidders. After learning in December 2006 that Marsh & McLennan was negotiating exclusively with Power Financial and Lifeco, the Trustees focused their diligence efforts on Power Financial and Lifeco.
On January 2, 2007, a committee of the Trustees, together with their independent legal counsel, met with representatives of Power Financial and Lifeco to discuss the proposal to acquire Putnam Investments and responses to the Trustees’ diligence requests. The Trustees were advised in this meeting that Power Financial and Lifeco intended to maintain Putnam Investments as a separate, stand-alone organization under the Putnam brand and to retain Putnam Investments’ current management team. Power Financial and Lifeco expressed their intention to maintain the quality of services that the Putnam organization currently provides to the funds and the funds’ current cost structure. At the same time, they indicated their intention, consistent with this commitment, to pursue opportunities for improving the profitability of the Putnam organization. Power Financial and Lifeco indicated interest in pursuing the possibility of making the Putnam funds and other Putnam Investments products available through cer tain of their distribution channels, but indicated that no significant operational changes were envisioned. Power Financial and Lifeco also raised the possibility of using Putnam Investments’ distribution network to distribute certain of the products of one or more of the Power Financial or Lifeco companies. The Trustees noted that these proposals may benefit Lifeco and may also enable Putnam Investments to allocate the costs of its distribution network across a greater number of products. At this meeting, the Trustees reviewed with Power Financial and Lifeco the role and operation of the Board of Trustees, emphasizing its historical independence and activism in such areas as fees andexpenses, regulatory issues, quality of service provided by Putnam to the funds, soft dollars and proxy voting. On January 10, 2007, Ms. Baxter, Vice Chairman of the Trustees and the Chairman of the Contract Committee, also met with a representative of Power Financial and Lifeco for further d iscussion of these matters. At a telephonic meeting on January 18, 2007, the Trustees received a presentation on the terms of the proposed sale and unanimously expressed their support for the proposed sale, subject to their review of final agreements.
Mr. Hill, Chairman of the Board of Trustees, met with the Chairman and Co-Chief Executive Officer and the President and Co-Chief Executive Officer of Power Corporation of Canada and the Chairman of the Board and the President and Chief Executive Officer of Power Financial on January 28, 2007 to further discuss the role of the Board of Trustees in overseeing the funds and Power Financial’s and Lifeco’s commitment to the Putnam brand, to Putnam Investments’ management team, and to support Putnam Investments’ management team and the team’s strategy following the transaction with the aim of minimizing disruption and change for the Putnam shareholders. Following the public announcement of the transaction on February 1, 2007, the Trustees received a report from Putnam Investments on the final terms of the transaction at a telephonic meeting on February 5, 2007.
At an in-person meeting on February 8-9, 2007, the Trustees received further presentations regarding the final terms of the transaction. At this meeting, the Trustees considered the approval of new management contracts for each fund proposed to become effective upon the closing of the sale, and the filing of a preliminary proxy statement. At an in-person meeting on March 8-9, 2007, the Trustees considered the approval of the final forms of the proposed new management contracts for each fund and the proxy statement. They reviewed the terms of the proposed new management contracts and the differences between the proposed new management contracts and the current management contracts (and administrative services contracts, in the case of Putnam Municipal Opportunities Trust and Putnam Prime Money Market Fund). They noted that the terms of the proposed new management contracts were substantially identical to the current management contracts, except for certain changes develop ed at the initiative of the Trustees and designed largely to address inconsistencies among various of the existing contracts, which had been developed and implemented at different times in the past. (These differences are described elsewhere in this proxy statement.)
11
In considering the approval of the proposed new management contracts, the Trustees also considered the following matters:
(i) their belief that the transaction will not adversely affect the Putnam funds, and by addressing uncertainty regarding the ownership of Putnam Investments, should enhance the ability of Putnam Management and its affiliates to continue to provide high quality investment advisory and other services to the funds;
(ii) the intention expressed by representatives of Power Financial and Lifeco to retain the existing Putnam Investments’ management team and other key professionals and that Putnam Investments would be operated as a separate business unit;
(iii) Power Financial’s and Lifeco’s commitment to support the continued effort of Putnam Management’s current management team to rebuild Putnam’s reputation and enhance the investment process;
(iv) that representatives of Power Financial, Lifeco and Putnam Management advised that they have no current plans to make changes with respect to existing management fees, expense limitations, distribution arrangements or quality of services provided to fund shareholders and committed to maintain the current program of fund expense limitations, at least through June 30, 2009, which ensures that all Putnam funds will have expense levels at or below competitive industry averages;
(v) the financial condition and reputation of Power Financial and Lifeco, their record of operating acquired companies with minimal disruption to their businesses, their high level of respect for the mutual fund governance process and the independence of the Trustees and their decisions, and their commitment to maintain the high level of cooperation and support that the Putnam organization has historically provided;
(vi) the possible benefits that the funds may receive as a result of Putnam Management joining the Power Financial group of companies, which is expected to promote stability of the Putnam organization and eliminate the previous uncertainty with respect to the future ownership of Putnam Investments;
(vii) Power Financial’s and Lifeco’s commitment to maintaining competitive compensation arrangements to allow the Putnam organization to attract and retain highly qualified personnel;
(viii) that the current senior management team at Putnam Investments has indicated its strong support of the transaction; and
(ix) the commitments of Marsh & McLennan and Lifeco to bear all expenses incurred by the Putnam funds in connection with the transaction, including all costs associated with this proxy solicitation.
Finally, in considering the proposed new management contracts, the Trustees also took into account their deliberations and conclusions in connection with their most recent annual approval of the continuance of the funds’ management contracts effective July 1, 2006, and the extensive materials that they had reviewed in connection with that approval process. Appendix Gcontains a summary description of the matters considered by the Trustees in connection with that approval.
Based upon the foregoing considerations, on March 9, 2007, the Trustees, including all of the Trustees present who are not “interested persons” of the funds or Putnam Investments, unanimously approved the proposed new management contracts and determined to recommend their approval to the shareholders of the Putnam funds.
The proposed fundamental investment restriction
*Additional Information Regarding Potential Interests of Certain Trustees in the Transaction
Charles E. Haldeman, Jr., a Trustee of the funds, serves as the President and Chief Executive Officer of Putnam Investments. Mr. Haldeman is set forth below:
"The fundalso a stockholder of Putnam Investments Trust as a result of various equity compensation grants made to him in recent years. On March 15, 2005, Putnam Investments Trust granted Mr. Haldeman 210,635 shares of class B common stock pursuant to the Putnam Investments Trust Equity Partnership Plan. With respect to this grant, Mr. Haldeman’s shares vest over a four-year period, with 25% of the shares vesting on each anniversary of the grant, although vesting may not. . . [b]orrow moneybe accelerated under certain circumstances if Mr. Haldeman’s employment with Putnam terminates. On September 29, 2005, Mr. Haldeman participated in excessthe Putnam Option Exchange Program, in which holders of 33 1/3%eligible options to purchase class B common stock were permitted to elect to exchange their options for restricted shares of class B common stock with a value equal to the value of its total assets (not including the exchanged options. Mr. Haldeman was granted 14,226 restricted shares of class B common stock in exchange for an option to purchase 99,200 shares of
12
class B common stock. On March 15, 2006, Putnam Investments Trust granted Mr. Haldeman 111,693 restricted shares of class B common stock for his performance in 2005. With respect to such grant, Mr. Haldeman’s shares vest over a four-year period, with 25% of the shares vesting on each anniversary of the grant. On March 15, 2006, Mr. Haldeman received an additional grant of 314,136 restricted shares of class B common stock and an option to purchase 510,638 shares as a special grant as a result of his employment contract with Marsh & McLennan. With respect to each such grant, Mr. Haldeman’s shares vest 10%, 20%, 30% and 40% over the next four years, subject to acceleration provisions based on investment performance. Mr. Haldeman also holds other restricted shares of class B common stock from grants in years prior to 2005, and it is expected that an additional grant of such restricted shares will be made in March 2007.
As a result of his interests in the stock of Putnam Investments Trust as described above, Mr. Haldeman will benefit directly from the sale of your fund’s investment adviser to Lifeco in an estimated amount borrowed)of approximately $54 million, which is the value of his holdings in Putnam Investments Trust stock and stock options. Approximately 37% of this amount will be paid at the timeclosing of the borrowing is made."
Iftransaction and the proposed change is approved, each affected fundremainder will not be restrictedpaid, subject to borrowing only for redemption requests or for
extraordinary or emergency purposes, and would not be limitedthe satisfaction of certain conditions, over a three-year period. In addition, Mr. Haldeman has agreed to borrowing only from banks. The new restriction would not prohibit an
affected fund from borrowing for leveraging purposes, althoughamend his employment agreement with Putnam Management currently has no intention of borrowing for such purposes. If
a fund were to borrow money, its net assets would tend to increase or
decrease to a greater extentInvestments, which will remain in effect following the transaction with market changes than if the fund had
not borrowed money.
Putnam Management believes that this enhanced flexibility could assist
each affected fund in achieving its investment objective. In
circumstances in which an affected fund's available cash is not
sufficient to meet,Lifeco, among other things, shareholder redemptions,to defer his right to terminate his employment as a result of the transaction and receive severance payments (equal to two times his 2006 total compensation, or approximately $26 million), and Putnam Management believes that it may be advantageous at times for an affected
fundInvestments Trust has agreed to borrow money insteadpay Mr. Haldeman additional incentive compensation of raising cash by selling its portfolio
securities, which could be disruptive$8.5 million in the future, continge nt upon the achievement of certain specified business objectives.
In addition to the fund'sinterests described above, Mr. Haldeman currently owns 33,334 vested shares and 42,554 unvested shares, which will vest when the transaction with Lifeco closes, of stock and options to purchase 89,350 shares of stock of Marsh & McLennan and may benefit indirectly from the sale of your fund’s investment strategy.
In a separate proposal (see Proposal 2.B. below), shareholders of these
affected funds are being askedadviser to approve an amendment to each affected
fund's restriction on lending. The proposed revisions would, subjectLifeco to the limitations discussed below, permit an affectedextent of his interests in Marsh & McLennan.
George Putnam, III, is the President of your fund to participate
in an "interfund lending program," which would allow the fund, through a
master loan agreement, to lend available cash to and borrow from other
Putnam funds. As stated above, certain of the affected funds may
currently borrow money only from banks. Each affected fund would be able
to borrow money under the interfund lending program only if the interest
rate on the loan is more favorable to the fund than the interest rates
otherwise available for short-term bank loans, as well as being more
favorablea Trustee. Mr. Putnam is also a stockholder of Marsh & McLennan. As of December 31, 2006, he and his children own in the aggregate 12,110 shares of Marsh & McLennan. In addition, Mr. Putnam serves as a trustee of trusts holding in the aggregate 102,317 shares of Marsh & McLennan; Mr. Putnam is a likely beneficiary of these trusts. Mr. Putnam is also a director of a charitable organization that owns 12,000 shares of Marsh & McLennan in which Mr. Putnam has no economic interest. In addition, certain other members of Mr. Putnam’s family own in the aggregate 518,846 shares of Marsh & McLennan in which Mr. Putnam has no current economic interest. Mr. Putnam may benefit indirectly from the sale of your fund’s investment adviser to Lifeco to the lending fund than available repurchase agreement rates.
Putnam Management believes thatextent of his interests in shares of Marsh & McLennan.
*What is the ability to engage in such borrowing
transactions will allow an affected fund to pay lower interest rates on
its borrowings. An affected fund could, in certain circumstances, have
its loan recalled by a lending fund on one day's notice. In these
circumstances,voting requirement for approving the fund might have to borrow from a bank at a higher
interest rate if loans were not available from other Putnam funds.
The Putnam funds have received an exemptive order from the SEC which
permits interfund lending between Putnam funds so long as certain
conditions are satisfied.
Required Vote. proposal?
Approval of this proposalyour fund’s proposed new management contract requires the affirmative vote of the lesser of (1) more than 50% of the outstanding shares of the
affected fund, or (2) 67% or more of the shares of the affected fund
present at the meeting if more than 50% of the outstanding shares of
such affected fund are present at the meeting in person or by proxy.
2.B. Amending Fundamental Investment Restrictions with Respect to Making
Loans.
Affected funds:
Putnam Asset Allocation: Balanced Portfolio
Putnam Asset Allocation: Conservative Portfolio
Putnam Asset Allocation: Growth Portfolio
Putnam Capital Appreciation Fund
Putnam Classic Equity Fund
Putnam Convertible Income-Growth Trust
Putnam Discovery Growth Fund
Putnam Equity Income Fund
Putnam Europe Equity Fund
The George Putnam Fund of Boston
Putnam Global Equity Fund
Putnam Global Natural Resources Fund
The Putnam Fund for Growth and Income
Putnam Growth Opportunities Fund
Putnam Health Sciences Trust
Putnam International Capital Opportunities Fund
Putnam International Equity Fund
Putnam International Growth and Income Fund
Putnam International New Opportunities Fund
Putnam Investors Fund
Putnam New Opportunities Fund
Putnam New Value Fund
Putnam OTC & Emerging Growth Fund
Putnam Research Fund
Putnam Utilities Growth and Income Fund Putnam Vista Fund
Putnam Voyager Fund
The Trustees are recommending that each affected fund's fundamental
investment restriction with respect to making loans be revised to
reflect the standard restriction used by other Putnam funds, to remove
any limitations on each affected fund's ability to enter into repurchase
agreements and securities loans, and to clarify that each affected fund
is permitted (subject to the limitation discussed above) to participate
in the proposed interfund lending program described in Proposal 2.A.
Each affected fund currently has one of the following investment
restrictions which states that such affected fund may not:
"Make loans, except by purchase of debt obligations in which the fund
may invest consistent with its investment policies, by entering into
repurchase agreements, or by lending its portfolio securities." (All
affected funds except Putnam Classic Equity Fund, Putnam Growth
Opportunities Fund, Putnam International Capital Opportunities Fund,
Putnam International New Opportunities Fund, Putnam New Value Fund and
Putnam Research Fund.)
OR
"Make loans, except by purchase of debt obligations in which the fund
may invest consistent with its investment policies, by entering into
repurchase agreements with respect to not more than 25% of its total
assets (taken at current value) or through the lending of its portfolio
securities with respect to no more than 25% of its total assets (taken
at current value)." (Putnam Classic Equity Fund, Putnam Growth
Opportunities Fund, Putnam International Capital Opportunities Fund,
Putnam International New Opportunities Fund, Putnam New Value Fund and
Putnam Research Fund.)
The proposed amended fundamental investment restriction is set forth
below:
"The fund may not. . . [m]ake loans, except by purchase of debt
obligations in which the fund may invest consistent with its investment
policies, by entering into repurchase agreements, or by lending its
portfolio securities."
Following the amendment, each affected fund may, consistent with its
investment objective and policies and applicable law, enter into
repurchase agreements and securities loans without limit. Putnam
Management believes that this increased investment flexibility could
assist each affected fund in achieving its investment objective.
When a fund enters into a repurchase agreement, it typically purchases a
security for a relatively short period (usually not more than one week),
which the seller agrees to repurchase at a fixed time and price,
representing the fund's cost plus interest. When a fund enters into a
securities loan, it lends certain of its portfolio securities to
broker-dealers or other parties, typically in exchange for a portion of
the interest earned on the collateral posted by the borrower. These
transactions must be fully collateralized at all times, but involve some
risk to the fund if the borrower should default on its obligation. If
the borrower in these transactions should become involved in bankruptcy
insolvency proceedings, it is possible that the fund may be treated as
an unsecured creditor and be required to return the underlying
collateral to the other party's estate.
If the proposal is approved, each affected fund would be able to
participate in an interfund lending program and make loans to other
Putnam funds for short-term purposes. As discussed in Proposal 2.A, a fund
would only make loans under the program if it could receive an interest
rate higher than those available for repurchase agreements. There is a
risk that a fund could experience a delay in obtaining prompt repayment
of a loan and, unlike repurchase agreements, the fund would not
necessarily have received collateral for its loan. A delay in obtaining
prompt payment could cause a fund to miss an investment opportunity or
to incur costs to borrow money to replace the delayed payment.
Required vote. Approval of this proposal requires the affirmative vote
of the lesser of (1) more than 50% of the outstanding shares of each
affected fund, or (2) 67% or more of the shares of each affected fund
present at the meeting if more than 50% of the outstanding shares of
such fund are present at the meeting in person or by proxy.
2.C. Amending Fundamental Investment Restrictions with Respect to
Diversification of Investments.
Affected funds: All funds.
The Trustees recommend that each affected fund's fundamental investment
restriction with respect to the diversification of its investments be
revised to reflect the standard restriction expected to be used by the
other Putnam funds, depending on whether the affected fund is a "diversified"
fund or a "non-diversified" fund.
Under the 1940 Act, a "diversified" fund generally may not, with respect
to 75% of its total assets, invest more than 5% of its total assets in
the securities of any one issuer (except U.S. government securities,
cash, cash items or the securities of other regulated investment
companies). The remaining 25% of the fund's total assets is not subject
to this restriction.
A "non-diversified" fund is not subject to the 1940 Act restriction
discussed above, but is only subject to the rules under the Internal
Revenue Code of 1986, as amended (the "Code"), which require that a fund
diversify its holdings at the end of each fiscal quarter such that, with
respect to 50% of the fund's total assets, the fund does not have more
than 5% of its total assets invested in any one issuer. The remaining 50%
of the fund's assets is not subject to this 5% limitation, although with
respect to that portion of its assets the fund may not invest more than
25% in any issuer. Neither of these Code requirements applies to U.S.
government securities, cash, cash items or the securities of other
regulated investment companies.
Exhibit C lists the current fundamental investment restrictions with
respect to diversification of investments of each of the affected funds.
The proposed amended fundamental investment restrictions are set forth
below:
"The fund may not ... [w]ith respect to 50% of its total assets, invest in
securities of any issuer if, immediately after such investment, more than
5% of the total assets of the fund (taken at current value) would be
invested in the securities of such issuer; provided that this limitation
does not apply to obligations issued or guaranteed as to interest or
principal by the U.S. government or its agencies or instrumentalities or to
securities issued by other investment companies." (Putnam Health Sciences
Trust only.)
OR
"The fund may not ... [w]ith respect to 75% of its total assets, invest
in securities of any issuer if, immediately after such investment, more
than 5% of the total assets of the fund (taken at current value) would
be invested in the securities of such issuer; provided that this
limitation does not apply to obligations issued or guaranteed as to
interest or principal by the U.S. government or its agencies or
instrumentalities or to securities issued by other investment
companies." (For all funds except Putnam Health Sciences Trust.)
If the proposed change is approved, each affected fund will continue to be
able to invest up to 25% of its total assets in the securities of any one
issuer. The amended restrictions would continue to exclude from its
limitations U.S. government securities, cash and cash items, and would
also exclude from its limitations securities of other investment
companies. The proposed changes would not result in a "diversified" fund
becoming a "non-diversified" fund, or a "non-diversified" fund becoming a
"diversified" fund.
The purpose of these proposed changes is to reduce administrative and
compliance burdens by simplifying and making uniform these fundamental
investment restrictions with respect to diversification. The proposed
revisions would also permit each affected fund to invest in shares of
Putnam money market funds, Putnam short-term bond funds or other Putnam
entities that operate as cash management investment vehicles in excess
of the limitations discussed above, by excluding from these limitations
securities of other investment companies.
The Putnam funds have received an exemptive order from the SEC which
permits "cash sweep" arrangements in which a fund invests all or a
portion of its available cash in a Putnam cash management investment
vehicle, such as a Putnam money market fund, rather than directly in
short-term instruments. If the proposed change is approved, each
affected fund will be able to invest up to 25% of its total assets in a
Putnam money market fund or other Putnam cash management investment
vehicle, in accordance with the conditions set forth in the SEC
exemptive order. Putnam Management believes that use of a Putnam money
market fund or other Putnam cash management investment vehicle to invest
an affected fund's uninvested cash and cash collateral from securities
lending arrangements may achieve greater efficiencies, reduce fund
management expenses and increase returns. Moreover, use of a Putnam
money market fund or other Putnam cash management investment vehicle in
these instances would permit an affected fund's management team to focus
on the management of the principal investments of the fund.
Required Vote. Approval of this proposal requires the affirmative vote
of the lesser of (1) more than 50% of the outstanding shares of the
affected fund, or (2) 67% or more of the shares of the affected fund
present at the meeting if more than 50% of the outstanding shares of
such fund are present at the meeting in person or by proxy.
2.D. AMENDING FUNDAMENTAL INVESTMENT RESTRICTIONS WITH RESPECT TO THE
ISSUANCE OF SENIOR SECURITIES.
Affected funds:
Putnam Capital Opportunities Fund
Putnam Classic Equity Fund
Putnam Global Natural Resources Fund
The Putnam Fund for Growth and Income
Putnam International Capital Opportunities Fund
Putnam International New Opportunities Fund
Putnam New Value Fund
Putnam Research Fund
Putnam Small Cap Growth Fund
Putnam Small Cap Value Fund
Putnam Tax Smart Equity Fund
The Trustees recommend that each of the affected funds' fundamental
investment restriction with respect to the issuance of senior securities
be revised to reflect the standard restriction expected to be used by
the other Putnam funds and to make it clear that a fund is not
restricted from borrowing money consistent with its investment policies.
Generally, a "senior security" is a security which has priority over any
other security as to distribution of assets or dividends and technically
includes all indebtedness over 5% of the fund's assets. Each affected
fund currently has one of the following investment restrictions which
states that such fund may not:
"Issue any class of securities which is senior to the fund's shares of
beneficial interest." (All affected funds except Putnam Global Natural
Resources Fund.)
OR
"Issue senior securities (except insofar as the fund may be deemed to be
doing so by virtue of [the fund's other investment restrictions with
respect to investments in U.S. government securities and making
loans])." (Putnam Global Natural Resources Fund only.)
The proposed amended fundamental restriction is set forth below:
"The fund may not... [i]ssue any class of securities which is senior to
the fund's shares of beneficial interest, except for permitted
borrowings."
The 1940 Act imposes limitations on an investment company's ability to
issue senior securities. This revised investment restriction is intended
to simplify and standardize the language of the funds' policies
concerning senior securities, and to permit each fund to take full
advantage of all investment flexibility permitted under applicable law.
Required vote. Approval of this proposal requires the affirmative vote
of the lesser of (1) more than 50% of the outstanding shares of such
fund, or (2) 67% or more of the shares of such fund present at the
meeting if more than 50% of the outstanding shares of such fund are
present at the meeting in person or by proxy.
2.E AMENDING FUND'S INVESTMENT OBJECTIVE
Affected fund: Putnam Equity Income Fund
The Trustees recommend that the fund's shareholders approve an amendment
to the fund's investment objective, which, as disclosed in the fund's
prospectus, states:
The fund seeks current income. Capital growth is a secondary objective
when consistent with seeking current income.
The proposed new investment objective of the fund is the following:
The fund seeks capital growth and current income.
Putnam Management believes that the fund's current investment objective,
which gives priority to current income, has become more constraining for
the fund's management team. Putnam Management believes that by restating
the fund's investment objective to give greater emphasis to capital
growth, the fund's management team will be able to take advantage of more
opportunities in the market for growth stocks as well as income-generating
stocks, thereby better serving the long-term interests of the fund's
shareholders.
If approved, the proposed investment objective would not materially
alter the investment strategy of the fund. Under normal circumstances,
the fund invests at least 80% of its net assets in common stocks and
other equity investments that offer the potential for current income.
This non-fundamental investment policy cannot be changed without
providing shareholders with at least 60 days' advance notice.
Required Vote. Approval of this proposal requires the affirmative vote
of the lesser of (1)(a) more than 50% of the outstanding shares of the fund, or (2)(b) 67% or more of the shares of the fund present (in person or by proxy) at the meeting if more than 50% of the outstanding shares of the fund are present at the meeting in person or by proxy.
3. Adoption of Amendment to Declarations of Trust.
Affected funds: All funds, except Putnam Tax Smart Equity Fund
The Trustees, of each of the trusts of which a fund is a series (the
"Trusts") and of each fund that is not a series of a Trust (each a
"Fund") have approved and recommend shareholder approval of a proposal
to amend each Trust's and each Fund's Agreement and Declaration of Trust
("Declaration of Trust") to expressly provide that the Trust or Fund may
pay redemption proceeds in-kind (i.e., by distributing securities rather
than cash).
Exhibit D lists the Article and Section of each Declaration of Trust that
would be revised by the proposed amendment to each Declaration of Trust.
The proposed amendments to each Declaration of Trust are set forth below:
Article VI
Distributions, Redemptions and Repurchases
* * *
Redemption and Repurchases
Section 2. The Trust shall purchase such Shares as are offered by any
Shareholder for redemption, upon the presentation of any certificate for
the Shares to be purchased, a proper instrument of transfer and a request
directed to the Trust or a person designated by the Trust that the Trust
purchase such Shares, or in accordance with such other procedures for
redemption as the Trustees may from time to time authorize; and the Trust
will pay therefor the net asset value thereof, as next determined in
accordance with the Bylaws, less any redemption charge fixed by the
Trustees. Payment for said Shares shall be made by the Trust to the
Shareholder within seven days after the date on which the request is made.
The obligation set forth in this Section 2 is subject to the provision that
in the event that any time the New York Stock Exchange is closed for other
than customary weekends or holidays, or, if permitted by the rules of the
Securities and Exchange Commission, during periods when trading on the
Exchange is restricted or during any emergency which makes it impractical
for the Trust to dispose of its investments or to determine fairly the
value of its net assets, or during any other period permitted by order of
the Securities and Exchange Commission for the protection of investors,
such obligation may be suspended or postponed by the Trustees. The Trust
may also purchase or repurchase Shares at a price not exceeding the net
asset value of such Shares in effect when the purchase or repurchase or any
contract to purchase or repurchase is made. Payment for any redemption of
Shares pursuant may be made in cash or in other property, or in any
combination thereof. The composition of any such payment shall be
determined by the Trust in its sole discretion, and the Trust shall have no
obligation to effect a pro rata division of cash or other property in
making any such payment. In no event shall the Trust be liable for any
delay of any other person in transferring securities or other property
selected for delivery as all or part of any payment. (All affected funds
except The Putnam Fund for Growth and Income and The George Putnam Fund of
Boston.)
OR
Article IV
Rights and Privileges of Beneficiaries
* * *
Right to Sell Shares to Trust
Section 4. The Trust shall purchase such shares as are offered by any
beneficiary for redemption, upon the presentation of any certificate for
the shares to be purchased, a proper instrument of transfer and a request
directed to the Trust or a person designated by the Trust that the Trust
purchase such Shares, or in accordance with such other procedures for
redemption as the Trustees may from time to time authorize; and the Trust
will pay therefor the net asset value thereof, as next determined in
accordance with the Bylaws, less any redemption charge fixed by the
Trustees. Payment for said Shares shall be made by the Trust to the
beneficiary within seven days after the date on which the request is made.
The obligation set forth in this Section 4 is subject to the provision that
in the event that any time the New York Stock Exchange is closed for other
than customary weekends or holidays, or, if permitted by the rules of the
Securities and Exchange Commission, during periods when trading on the
Exchange is restricted or during any emergency which makes it impractical
for the Trust to dispose of its investments or to determine fairly the
value of its net assets, or during any other period permitted by order of
the Securities and Exchange Commission for the protection of investors,
such obligation may be suspended or postponed by the Trustees. The Trust
may also purchase or repurchase shares at a price not exceeding the net
asset value of such shares in effect when the purchase or repurchase or any
contract to purchase or repurchase is made. Payment for any redemption of
shares pursuant may be made in cash or in other property, or in any
combination thereof. The composition of any such payment shall be
determined by the Trust in its sole discretion, and the Trust shall have no
obligation to effect a pro rata division of cash or other property in
making any such payment. In no event shall the Trust be liable for any
delay of any other person in transferring securities or other property
selected for delivery as all or part of any payment. (The Putnam Fund for
Growth and Income.)
OR
Article IV
Rights and Privileges of Beneficiaries
* * *
Right to Sell Shares to Trust
Section 4. The Trust shall purchase such shares as are offered by any
beneficiary for redemption, upon the presentation of any certificate for
the shares to be purchased, a proper instrument of transfer and a request
directed to the Trust or a person designated by the Trust that the Trust
purchase such Shares, or in accordance with such other procedures for
redemption as the Trustees may from time to time authorize; and the Trust
will pay therefor the liquidating value thereof, as next determined in
accordance with the Bylaws, less any redemption charge fixed by the
Trustees. Payment for said Shares shall be made by the Trust to the
beneficiary within seven days after the date on which the request is made.
The obligation set forth in this Section 4 is subject to the provision that
in the event that any time the New York Stock Exchange is closed for other
than customary weekends or holidays, or, if permitted by the rules of the
Securities and Exchange Commission, during periods when trading on the
Exchange is restricted or during any emergency which makes it impractical
for the Trust to dispose of its investments or to determine fairly the
value of its net assets, or during any other period permitted by order of
the Securities and Exchange Commission for the protection of investors,
such obligation may be suspended or postponed by the Trustees. The Trust
may also purchase or repurchase shares at a price not exceeding the
liquidating value of such shares in effect when the purchase or repurchase
or any contract to purchase or repurchase is made. Payment for any
redemption of shares pursuant may be made in cash or in other property, or
in any combination thereof. The composition of any such payment shall be
determined by the Trust in its sole discretion, and the Trust shall have no
obligation to effect a pro rata division of cash or other property in
making any such payment. In no event shall the Trust be liable for any
delay of any other person in transferring securities or other property
selected for delivery as all or part of any payment. (The George Putnam
Fund of Boston.)
Putnam Management recommended the proposed change to modernize and
standardize this provision of each Trust's or Fund's Declaration of Trust.
The Declarations of Trust are currently silent on the matter of the
permitted form of redemption payments or permit only a cash payment.
Although the Trusts and Funds have no current intention to redeem their
shares other than for cash, Putnam Management believes that the explicit
authority to pay a redemption wholly or partially in kind may benefit a
fund's or Trust's remaining shareholders. If shares are redeemed in-kind,
the redeeming shareholder would incur brokerage costs in converting the
portfolio securities into cash.
Required Vote. For each Trust, all shares will vote together as a single
class, and approval of this proposal requires the affirmative vote of
shareholders holdingincluding a majority of the sharesTrustees who are not “interested persons” of Putnam Management or the Trust entitled to
vote.
For each Fundfunds, recommend that operates asshareholders approve the sole series of Trust, approval of
this proposal requires the affirmative vote of shareholders holding a
majority of the shares of such Fund outstanding.
proposed new management contracts.
13
Further information about votingInformation About Voting and the meeting
Special Meeting
Quorum and Methods of Tabulation.The shareholders of each fund vote separately with respect to each proposal other than the election of
Trustees (Proposal 1) and approving the amendment to a Trust's
Declaration of Trust (Proposal 3), in which case shareholders of each
series of a trust vote together as a single class.proposal. In the case of each
fund, 30%all closed-end funds, a majority of the shares entitled to vote constitutes a quorum for the transaction of business with respect to any proposal at the meeting
(unless otherwise noted inmeeting. In the proxy statement).case of each other fund, 30% of the shares entitled to vote constitutes a quorum. Shares of all classes of each fund vote together as a single class. Votes cast by proxy or in person at the meeting will be counted by persons appointed by your fund as tellers for the meeting. The tellers will count the total number of votes cast "for"“for” approval of athe proposal for purposes of determining whether sufficient affirmative votes have been cast. Shares represented by proxies that reflect abstentions and "broker non-votes"“broker non-votes” (i.e., shares held by brokers or nominees as to which (i) instructions have not been received from the beneficial owners or the persons entitled to vote and (ii) the broker or nominee does not have the discretionary voting power on a particular matter) will be counted as shares that are present and entitled to vote on the matter for purposes of determining the presence of a quorum. With respect
The documents that authorize Putnam Fiduciary Trust Company to act as Trustee for certain individual retirement accounts (including traditional, Roth and SEP IRAs, 403(b)(7) accounts and Coverdell Education Savings Accounts) provide that if an account owner does not submit voting instructions for his or her shares, Putnam Fiduciary Trust Company will vote such shares in the electionsame proportions as other shareholders with similar accounts have submitted voting instructions for their shares. Shareholders should be aware that this practice, known as “echo-voting,” may have the effect of Trustees, neither
abstentions nor broker non-votes have an effect onincreasing the outcomenumber of shares voted in favor of the proposal. With respect to any other proposals, abstentionsproposal (possibly increasing the likelihood that the proposal will be approved) and that Putnam Fiduciary Trust Company, which is an affiliate of Putnam Management, may benefit indirectly from the approval of the proposed new management contracts.
Abstentions and broker non-votes have the effect of a negative vote "against"on the proposal. Treating broker non-votes as negative votes may result in a proposal not being approved, even though the votes cast in favor would have been sufficient to approve the proposal if some or all of the broker non-votes had been withheld. In certain circumstances in which a fund has receivedsufficient votes to approve a matter being recommended for approval by the fund’s Trustees, the fund may request that brokers and nominees, in their discretion, withhold submission of broker non-votes in order to avoid the need for solicitation of additional votes in favor of the proposal. A fund may also request that selected brokers and nominees, in their discretion, submit broker non-votes, if doing so is necessary to obtain a quorum.
Shareholders who object to any proposal in this Proxy Statement will not be entitled under Massachusetts law or the Agreement and Declaration of Trust of the particular Putnam fund to demand payment for, or an appraisal of, their shares.
Special Rule for Proportional Voting(for Putnam High Yield Municipal Trust, Putnam Investment Grade Municipal Trust, Putnam Managed Municipal Income Trust, Putnam Municipal Bond Fund and Putnam Municipal Opportunities Trust).For funds listed on the New York Stock Exchange that have outstanding preferred shares, in accordance with the rules of the New York Stock Exchange, brokerage firms may vote for or against a proposal, on behalf of their clients who beneficially own the remarketed or auction rate preferred shares and from whom they have not received voting instructions, in the same proportion as votes for and against such proposal have been received from holders of preferred shares if (i) a minimum of 30% of the outstanding preferred shares have been voted by the holders of preferred shares, (ii) holders of less than 10% of the outstanding preferred shar es have voted against the proposal and (iii) the holders of the common shares have approved the proposal.
Other business.The Trustees know of no matters other than those set
forth hereindescribed in this proxy statement to be brought before the meeting. If, however, any other matters properly come before the Meeting, it is the Trustees' intention
thatmeeting, proxies will be voted on such matters in accordance with the judgment of the persons named in the enclosed form of proxy.
Simultaneous meetings.The meeting of shareholders of your fund is called to be held at the same time as the meetings of shareholders of certain of the other Putnam funds. It is anticipated that all meetings will be held simultaneously.
If any shareholder at the meeting objects to the holding of a simultaneous meeting and moves for an adjournment of the meeting to a time promptly after the simultaneous meetings, the persons named as proxies will vote in favor of such adjournment.
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Information for all Putnam fundsexceptfunds that are series of Putnam Variable Trust
Solicitation of proxies.In addition to soliciting proxies by mail, Trustees of your fund and employees of Putnam Management, Putnam Fiduciary Trust Company and Putnam Retail Management may solicit proxies in person or by telephone. Your fund may arrange to have a proxy solicitation firm call you to record your voting instructions by telephone. The procedures for voting proxies by telephone are designed to authenticate shareholders'shareholders’ identities, to allow them to authorize the voting of their shares in accordance with their instructions and to confirm that their instructions have been properly recorded. Your fund has been advised by counsel that these procedures are consistent with the requirements of applicable law. If these procedures were subject to a successful legal challenge, such votes would not be counted at the Meeting.meeting. Your fund is unaware of any such challenge at this time. Shareholders would be called at the phone numbernumb er Putnam Management has in its records for their accounts, and would be asked for their Social Security number or other identifying information. The shareholders would then be given an opportunity to authorize the proxies to vote their shares at the meeting in accordance with their instructions. To ensure that the shareholders'shareholders’ instructions have been recorded correctly, they will also receive a confirmation of their instructions in the mail. A special toll-free number will be available in case the information contained in the confirmation is incorrect.
Shareholders
Common shareholders have the opportunity to submit their voting instructions via the Internet by utilizingusing a program provided by a third partythird-party vendor hired by Putnam Management or by automated telephone service. The giving of such a proxy will not affect your right to vote in person should you decide to attend the Meeting.meeting. To use the Internet, please access the Internet address listed on your proxy card and follow the instructions on the internetInternet site. To record your voting instructions via automated telephone service, calluse the toll-free number listed on your proxy card. The Internet and telephone voting procedures are designed to authenticate shareholder identities, to allow shareholders to give their voting instructions, and to confirm that shareholders'shareholders’ instructions have been recorded properly. Shareholders voting via the Internet should understand that there may be costs associated with electronic access, such as usage charges from Internet access providers and telephone companies, that must be borne by the shareholders.
Your fund'sfund’s Trustees have adopted a general policy of maintaining confidentiality in the voting of proxies. Consistent with this policy, your fund may solicit proxies from shareholders who have not voted their shares or who have abstained from voting.
Persons holding shares as nominees will, upon request, be reimbursed for
their reasonable expenses in soliciting instructions from their
principals. The funds have retained at its own expense PFPC Inc., 4400
Computer Drive, Westborough, Massachusetts 01581, to aid in the
solicitation of instructions for registeredvoting, including brokers and nominee accounts, for a
fee expected not to exceed $1.3 million plus reasonable out-of-pocket
expenses for mailing. The expenses of the preparation of proxy
statements and related materials, including printing and delivery costs,
are borne by each fund.
nominees.
Revocation of proxies.Proxies, including proxies given by telephone or over the Internet, may be revoked at any time before they are voted either (i) by a written revocation received by the Clerk of your fund, (ii) by properly executing a later-dated proxy, (iii) by recording later-dated voting instructions by telephone or via the Internet, (iv) in the case of brokers and nominees, by submitting written instructions to your fund’s solicitation agent or the applicable record shareholders, or (v) by attending the meeting and voting in person.
Information for funds that are series of Putnam Variable Trust
Voting Process.With respect to funds that are series of Putnam Variable Trust only, as of the Record Date, certain insurance companies (each, an “Insurance Company”) were shareholders of record of each fund that is a series of Putnam Variable Trust. Each Insurance Company will vote shares of the fund or funds held by it in accordance with voting instructions received from variable annuity contract and variable life insurance policy owners (collectively, the “Contract Owners”) for whose accounts the shares are held. Accordingly, with respect to funds that are series of Putnam Variable Trust, this proxy statement is also intended to be used by each Insurance Company in obtaining these voting instructions from Contract Owners. In the event that a Contract Owner gives no instructions, the relevant Insurance Company will vote the shares of the appropriate fund attributable to the Contract Owner in the same proportion as shares of that fund for which it has received instructions. One effect of this system of proportional voting is that, if only a small number of Contract Owners provide voting instructions, this small number of Contract Owners may determine the outcome of a vote for a fund.
Solicitation of proxies.In addition to soliciting proxies and voting instructions by mail, the Trustees of your fund and employees of Putnam Management, Putnam Fiduciary Trust Company, Putnam Retail Management and the Insurance Companies may solicit voting instructions from Contract Owners in person or by telephone. Your fund may arrange to have a proxy solicitation firm call you to record your voting instructions by telephone. The procedures for solicitation of proxies and voting
15
instructions by telephone are designed to authenticate Contract Owners’ identities, to allow them to authorize the voting of their units in accordance with their instructions and to confirm that their instructions have been properly recorded. Your fund has been advised by counsel that these procedures are consistent with the requirements of applicable law. If these procedures were subject to a successful legal challenge, such votes would not be counted at the meeting. Your fund is unaware of any such challenge at this time. Contract Owners would be called at the phone number Putnam Management has in its records for their accounts (or that Putnam Management obtains from the Insurance Companies), and would be asked for their Social Security number or other identifying information. The Contract Owners would then be given an opportunity to give their instructions. To ensure that the Contract Owners’ instructions have been recorded correctly, they will also receive a confirmation of their instructions in the mail. A special toll-free number will be available in case the information contained in the confirmation is incorrect.
Contract Owner Instructions.Each Contract Owner is entitled to instruct his or her insurance company as to how to vote its shares and can do so by marking voting instructions on the ballot enclosed with this proxy statement and then signing, dating and mailing the ballot in the envelope provided. If a ballot is not marked to indicate voting instructions, but is signed, dated and returned, it will be treated as an instruction to vote the shares in favor of the proposal. Each Insurance Company will vote the shares for which it receives timely voting instructions from Contract Owners in accordance with those instructions and will vote those shares for which it receives no timely voting instructions for and against approval of a proposal, and as an abstention, in the same proportion as the shares for which it receives voting instructions. Shares attributable to accounts retained by each Insurance Company will be voted in the same propor tion as votes cast by Contract Owners. Accordingly, there are not expected to be any “broker non-votes.”
Contract Owners have the opportunity to submit their voting instructions via the Internet by utilizing a program provided by a third party vendor hired by Putnam Management or by automated telephone service. The giving of such voting instructions will not affect your right to vote in person should you decide to attend the meeting. To use the Internet, please access the Internet address listed on your proxy card, and follow the instructions on the Internet site. The Internet voting procedures are designed to authenticate ContractOwners’ identities, to allow Contract Owners to give their voting instructions and to confirm that their instructions have been recorded properly. Contract Owners voting via the Internet should understand that there may be costs associated with electronic access, such as usage charges from Internet access providers and telephone companies, that must be borne by the Contract Owners.
Your fund’s Trustees have adopted a general policy of maintaining confidentiality in the voting of proxies and the giving of voting instructions. Consistent with this policy, your fund may solicit proxies from Contract Owners who have not voted their shares or who have abstained from voting.
Revocation of instructions.Any Contract Owner giving instructions to an Insurance Company has the power to revoke such instructions by mail by providing superseding instructions. All properly executed instructions received in time for the meeting will be voted as specified in the instructions.
Revocation of proxies.Proxies, including proxies given by telephone or over the Internet, may be revoked at any time before they are voted either (i) by a written revocation received by the Clerk of your fund, (ii) by properly executing a later-dated proxy, (iii) by recording later-dated voting instructions by telephone or via the Internet, or (iv) by attending the Meetingmeeting and voting in person.
Information for all Putnam funds other than the closed-end funds
Date for receipt of shareholders'shareholders’ proposals for subsequent meetings of shareholders.Your fund does not regularly hold regularannual shareholder meetings, but may from time to time schedule special meetings. In addition, your fund has voluntarily undertaken to hold shareholder meetings at least every five years for the purpose of electing your fund’s Trustees; the last such meeting was held in 2004. In accordance with the regulations of the SEC, in order to be eligible for inclusion in the fund'sfund’s proxy statement for such a meeting, a shareholder or Contract Owner proposal must be received a reasonable time before the fund prints and mails its proxy statement. [The
The Board Policy and Nominating Committee of the Board of Trustees, which consists of Independent Trustees only, will also consider nominees recommended by shareholders of the fund to serve as Trustees. Shareholders who wishA shareholder or Contract Owner must submit the names of any such nominees in writing to propose, for consideration by
16
the Board Policy
and Nominating Committee, one or more nominees for election as Trustees
must provide written noticefund, to the fund (including all required
information) so that such notice is received in good order within a
reasonable time before your fund prints and mails its proxy statement
for any scheduled special meeting.]
attention of the Clerk, at the address of the principal offices of the fund.
If a shareholder who wishes to present a proposal at a special shareholder meeting fails to notify the fund within a reasonable time before the fund mails its proxy statement, the persons named as proxies solicited for the meeting will have discretionary authority to vote on the shareholder'sshareholder’s proposal if it is properly brought before the meeting. If a shareholder makes a timely notification, the proxies may still exercise discretionary voting authority under circumstances consistent with the SEC'sSEC’s proxy rules. All shareholder proposals must also comply with other requirements of the SEC'sSEC’s rules and the fund'sfund’s Agreement and Declaration of Trust.
Information for all Putnam closed-end funds
Date for receipt of shareholders’ proposals for the next annual meeting.It is currently anticipated that your fund’s next annual meeting of shareholders will be held in the month/year indicated below:
| Putnam California Investment Grade | |
| Municipal Trust | October 2007 |
| Putnam High Income Securities Fund | January 2008 |
| Putnam High Yield Municipal Trust | October 2007 |
| Putnam Investment Grade Municipal Trust | October 2007 |
| Putnam Managed Municipal Income Trust | October 2007 |
| Putnam Master Intermediate Income Trust | January 2008 |
| Putnam Municipal Bond Fund | October 2007 |
| Putnam Municipal Opportunities Trust | October 2007 |
| Putnam New York Investment Grade | |
| Municipal Trust | October 2007 |
| Putnam Premier Income Trust | January 2008 |
| Putnam Tax-Free Health Care Fund | October 2007 |
The Trustees of your fund reserve the right to set an earlier or later date for the next meeting. Shareholder proposals to be included in the proxy statement for that meeting must be received by your fund on or before July 23, 2007 for Putnam High Income Securities Fund, Putnam Master Intermediate Income Trust and Putnam Premier Income Trust and May 18, 2007 for the other closed-end funds identified above. In order for a shareholder proposal to be included in the proxy statement, both the submitting shareholder and the proposal itself must satisfy the requirements set forth in Rule 14a-8 under the Securities Exchange Act of 1934, as amended. Shareholders who wish to make a proposal at the next annual meeting — other than one that will be included in the fund’s proxy materials —should notify the fund no later than October 6, 2007 for Putnam High Income Securities Fund, Putnam Master Intermediate Income Trust and Putnam Premier Income Trust and August 1, 200 7 for the other closed-end funds identified above. Shareholders whowish to propose one or more nominees for election as Trustees, or to make a proposal fixing the number of Trustees, at the next annual meeting must provide written notice to the fund (including all required information) so that such notice is received in good order by the fund no earlier than October 13, 2007 and no later than November 12, 2007 for Putnam High Income Securities Fund, Putnam Master Intermediate Income Trust and Putnam Premier Income Trust and no earlier than August 1, 2007 and no later than August 31, 2007 for the other closed-end funds identified above.
The Board Policy and Nominating Committee will also consider nominees recommended by shareholders of each fund to serve as Trustees. A shareholder must submit the names of any such nominees in writing to the fund, to the attention of the Clerk, at the address of the principal offices of the fund.
If a shareholder who wishes to present a proposal fails to notify the fund by the dates specified above, the proxies solicited for the meeting will have discretionary authority to vote on the shareholder’s proposal if it is properly brought before the meeting. If a shareholder makes a timely notification, the proxies may still exercise discretionary voting authority under circumstances consistent with the SEC’s proxy rules. All shareholder proposals must also comply with other requirements of the SEC’s rules and the fund’s Agreement and Declaration of Trust.
Information for all Putnam funds
Expenses of Solicitation.Persons holding shares as nominees will, upon request, be reimbursed for their reasonable expenses in soliciting instructions from their principals. The Putnam funds have retained Computershare Fund Services to aid in the solicitation of instructions for registered and nominee accounts. Computershare Fund Services’ fee (estimated to be approximately $3 million), as well as the other expenses of the preparation of proxy statements and related materials, including printing and delivery costs and the proxy solicitation expenses, are borne by Marsh & McLennan and Lifeco.
Adjournment.If sufficient votes in favor of any of the proposalsproposal set forth in the Notice of thea Special Meeting of Shareholders are not received by the time scheduled for the Meeting,meeting or if the quorum required for the proposal has not been met, the persons named as proxies may propose adjournments of the Meetingspecial meeting for a period or periods of not more than 60 days in the aggregate to permit further solicitation of proxies. [Any
Any
17
adjournment will require the affirmative vote of a majority of the votes cast on the question in person or by proxy at the session of the Meetingmeeting to be adjourned.] The persons named as proxies will vote in favor of adjournment those proxies that they are entitled to vote in favor of the proposals.proposal. They will vote against any such adjournment those proxies required to be voted against the proposals. Your fund pays the costs of
any additional solicitation and of any adjourned session.proposal. Any proposalsproposal for which sufficient favorable votes have been received by the time of the meeting may be acted upon and considered final regardless of whether the meeting is adjourned to permit additional solicitation with respect to any other proposal.
Duplicate mailings.As permitted by SEC rules, Putnam’s policy is to send a single copy of the proxy statement to shareholders who share the same last name and address, unless a shareholder previously has requested otherwise. Separate proxy ballots will be included with the proxy statement for each account registered at that address. If you would prefer to receive your own copy of the proxy statement, please call our proxy information line at 1-866-905-2396.
Financial information. Your fundfund’s Clerk will furnish to you, upon request and without charge, a copy of the fund'sfund’s annual report for its most recent fiscal year, and a copy of its semiannual report for any subsequent semiannual period. SuchYou may direct such requests may be directed to Putnam Investor Services, P.O. Box 41203, Providence, RI 02940-1203 or 1-800-225-1581.
Fund Information
Putnam Investments.Putnam Investment Management, LLC, the fund'syour fund’s investment manager and administrator, is a subsidiary of Putnam, Management Trust, which is
in turn owned by Putnam Investments.LLC (Putnam Investments). Putnam Investments is a wholly-ownedwholly owned subsidiary of Putnam Investments Trust, a holding company that, except for a minority stake owned by employees, is in turn owned by Marsh & McLennan, Companies, Inc., a leading professional services firm that includes risk and insurance services, investment management and consulting businesses. Following the transaction described in this Proxy Statement, Putnam Investments Limited, Cassini House, 57-59 St. James's Street,
London SW1A 1LD, United Kingdom, serves as investment sub-adviser to
Putnam Europe Equity Fund and Putnam International Equity Fund. Putnam
Investments Limited is also an indirectTrust will be a wholly owned subsidiary of Putnam Investments
Trust. Putnam Fiduciary Trust Company,Great-West, as described above, and Power Corporation of Canada will be the fund's investor servicing agent
and custodian and Putnam Retail Management Limited Partnership, the fund's
principal underwriter, are also subsidiariesultimate parent company of Putnam Investments. Investment Management, LLC. Effective January 1, 2007, Putnam Management has delegated responsibility for providing certain administrative, pricing and bookkeeping services for the funds to State Street Bank and Trust Company.
The address of each of Putnam Investments Trust, Putnam Investments and Putnam Investment Management, LLC, Putnam Retail Management Limited Partnership and Putnam
Fiduciary Trust Company is One Post Office Square, Boston, Massachusetts 02109. The address of the executive offices of Marsh & McLennan Companies,
Inc. is 1166 Avenue of the Americas, New York, New York 10036. Litigation. Exhibit ECharles E. Haldeman, Jr. is the President and Chief Executive Officer of Putnam Investments. His address is One Post Office Square, Boston, Massachusetts 02109. The addresses of the Putnam companies and Mr. Haldeman are not expected to this proxy statement describeschange following the pending
legal proceedingscompletion of the transaction.
Putnam Management provides investment advisory services to other funds that may have investment objectives and policies similar to those of your fund. The table inAppendix Hidentifies these other funds and states their net assets and the management fees that they paid to Putnam Management during the fiscal years noted.
Putnam Investments Limited and The Putnam Advisory Company, LLC.Putnam Investments Limited, which has been retained by Putnam Investment Management, LLC as investment sub-adviser with respect to a portion of the Trusteesassets of certain funds, is a subsidiary of The Putnam Advisory Company, LLC, which is owned by Putnam Advisory Company LP, a subsidiary of Putnam Investments. Simon Davis, Co-Chief Investment Officer of Putnam’s
18
International Core Equity investment team, is a director and the Chief Executive Officer of Putnam Investments Limited. The other directors of Putnam Investments Limited, listed with their principal business occupations at Putnam Investments, are David Puddle (Senior International Account Manager), Joseph T. Phoenix (Head of European Distribution), Jeffrey R. Peters (Head of International Business), and Anton Simon (Team Leader, European High Yield investment team). Putnam Advisory Company LP’s general partner is Putnam Advisory Company GP, Inc. Putnam Advisory Company GP, Inc. is a wholly owned subsidiary of Putnam Investments, which is also the sole limited partner of Putnam Advisory Company LP. The Putnam Advisory Company, LLC has also been retained to serve as a sub-adviser for a portion of the assets of Putnam International Equity Fund.
The address of Putnam Investments Limited, Mr. Davis, and each director of Putnam Investments Limited is Cassini House, 57-59 St. James’s Street, London, England, SW1A 1LD. The address of each of The Putnam Advisory Company, LLC, Putnam Advisory Company LP, and Putnam Advisory Company GP, Inc. is One Post Office Square, Boston, Massachusetts 02109.
Putnam Fiduciary Trust Company.Putnam Fiduciary Trust Company, the fund’s investor servicing agent and custodian, is a subsidiary of Putnam Investments. Its address is One Post Office Square, Boston, Massachusetts 02109. The funds have retained State Street Bank and Trust Company as custodian, and it is expected that Putnam Fiduciary Trust Company’s service as custodian will terminate during the first half of 2007 when all of the funds’ assets in its custody or the custody of its sub-custodians have been named as parties
adversetransferred into State Street Bank and Trust Company’s safekeeping.
Putnam Retail Management.Putnam Retail Management Limited Partnership, the fund’s principal underwriter (“PRM”), is a subsidiary of Putnam Investments. Putnam Retail Management GP, Inc. is the general partner of PRM, and also owns a minority stake in PRM. Putnam Retail Management GP, Inc. is a wholly owned subsidiary of Putnam Investments. The address of PRM and Putnam Retail Management GP, Inc. is One Post Office Square, Boston, Massachusetts 02109.
Payments to your fund as of June 30, 2004.
Putnam Management or its affiliates. Appendix Ishows amounts paid to Putnam Management or its affiliates during each fund’s most recent fiscal year for the services noted. The funds made no other material payments to Putnam Management or its affiliates during the periods shown.
Limitation of Trustee liability. TheYour fund’s Agreement and Declaration of Trust
of each fund provides that the fund will indemnify its Trustees and officers against liabilities and expenses incurred in connection with litigation in which they may be involved because of their offices with the fund, except if it is determined in the manner specified in the Agreement and Declaration of Trust that they have not acted in good faith in the reasonable belief that their actions were in the best interests of the fund or that such indemnification would relieve any officer or Trustee of any liability to the fund or its shareholders arising by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of his or her duties. Your fund, at its expense, provides liability insurance for the benefit of its Trustees and officers.
Independent Auditors. As listed below, the Trustees have selected
PricewaterhouseCoopers LLP, 125 High Street, Boston, Massachusetts
02110, or KPMG LLP, 99 high Street Boston, Massachusetts 02110 as the
independent auditors for each fund's current fiscal year. Each of these
firms is among the country's preeminent accounting firms. Each firm was
selected primarily on the basis of its expertise as auditors of
investment companies, the quality of its audit services and the
competitiveness of its fees. Representatives of each
PricewaterhouseCoopers LLP and KPMG LLP are expected to be present at
the meeting to make statements and to respond to appropriate questions.
The following table presents fees billed in each of the last two fiscal
years for services rendered to each fund by PricewaterhouseCoopers LLP or
KPMG LLP:
Table to come
Audit Fees represents audit fees billed for a fund's last two fiscal
years.
Audit-Related Fees represents fees billed in a fund's last two fiscal
years for services traditionally performed by the fund's auditor,
including accounting consultation for proposed transactions or
concerning financial accounting and reporting standards and other audit
or attest services not required by statute or regulation.
Tax Fees represents fees billed in a fund's last two fiscal years for
tax compliance, tax planning and tax advice services. Tax planning and
tax advice services include assistance with tax audits, employee benefit
plans and requests for rulings or technical advice from taxing
authorities.
All Other Fees represents fees billed for services relating to calculation
of a fund's investment performance.
The following tables present the amounts the independent auditors for
each fund billed for aggregate non-audit fees in each of the last two
fiscal years to each fund, Putnam Management and any entity controlling,
controlled by or under common control with Putnam Management that
provides ongoing services to the fund:
Pre-Approval Policies of the Audit and Pricing Committee. The Audit and
Pricing Committee of the Putnam funds has determined that, as a matter
of policy, all work performed for the funds by the funds' independent
auditors will be pre-approved by the Committee and will generally not be
subject to pre-approval procedures.
Under certain circumstances, the Audit and Pricing Committee believes
that it may be appropriate for Putnam Management and certain of its
affiliates to engage the services of the funds' independent auditors,
but only after prior approval by the Committee. Such requests are
required to be submitted in writing to the Committee and explain, among
other things, the nature of the proposed engagement, the estimated fees,
and why this work must be performed by that particular audit firm. The
Committee will review the proposed engagement at its next meeting.
Since May 6, 2003, all work performed by the independent auditors for
the funds, Putnam Management and any entity controlling, controlled by
or under common control with Putnam Management that provides ongoing
services to the funds was pre-approved by the Committee or a member of
the Committee pursuant to the pre-approval policies discussed above.
Prior to that date, the Committee had a general policy to pre-approve
the independent auditors' engagements for non-audit services with the
funds, Putnam Management and any entity controlling, controlled by or
under common control with Putnam Management that provides ongoing
services to the funds.
For each fund's last two fiscal years, such fund's principal auditor did not
bill for services required to be approved pursuant to paragraph (c)(7)(ii)
of Rule 2-01 of Regulation S-X.
Officers and other information.All of the officers of your fund, with the exception of Mr.George Putnam, III, the fund’s President, are employees of Putnam Management or its affiliates.affiliates or serve on the staff of the Office of the Trustees. Because of their positions with Putnam Management Putnam
Retail Management or theirits affiliates or their ownership of stock of Marsh & McLennan, Companies, Inc., the parent corporation of Putnam Investments Trust and indirectly of Putnam LLC,Investments, Messrs. Haldeman Putnam, III and Smith (nominees for Trustees of your fund),Putnam, as well as the other officers of your fund, except those who serve on the staff of the Office of the Trustees, will benefit from the management fees, distribution fees, custodian fees, and investor servicing fees paid or allowed by theyour fund. In addition to Mr. Haldeman, certain of your fund’s executive officers (other than Mr. Putnam III,and those officers who are members of the Trustees’ independent administrative staff) own class B shares of Putnam Inves tments Trust or options to purchase class B shares and, accordingly, will benefit, pro rata with other holders of class B shares and options, from the payments to be made with respect to class B shares and options in connection with the transaction, as described above under “The Stock Purchase Agreement.” In addition to Mr. Putnam, the other officers of eachyour fund are as follows:
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| Name, Year of birth, | Year first | |
| Office with the fund | to office | Business experience during past |
| Charles E. Porter | 1989 | Executive Vice President, |
| Executive Vice President, Associate Treasurer, | Principal Executive Officer | |
| Principal Executive Officer and Compliance Liaison | The Putnam | |
| Jonathan S. Horwitz | 2004 | Senior Vice President and Treasurer, The Putnam Funds. |
| Senior Vice President and Treasurer | Prior to 2004, Mr. Horwitz was a Managing Director at | |
| Putnam Investments | ||
| Steven D. Krichmar | 2002 | Senior Managing Director, Putnam Investments |
| Vice President and Principal | ||
| Janet C. Smith (Born 1965) | 2006 | Managing Director, |
| Vice President, Assistant Treasurer and | ||
| Principal Accounting Officer | ||
| Susan G. Malloy (Born 1957) | 2007 | Managing Director, Putnam Investments |
| Vice President and Assistant Treasurer | ||
| Beth Mazor (Born 1958) | 2002 | Managing Director, Putnam Investments |
| Vice President | ||
| Robert R. Leveille (Born 1969) | 2007 | Managing Director, Putnam Investments. |
| Chief Compliance Officer | Prior to 2005, Mr. Leveille was a member of Bell Boyd & | |
| Lloyd LLC, and prior to 2003 he was Vice President and | ||
| Senior Counsel of Liberty Funds Group LLC | ||
| Mark C. Trenchard (Born 1962) | 2002 | Managing Director, Putnam Investments |
| Vice President and BSA Compliance Officer | ||
| Francis J. McNamara, | 2004 | Senior Managing Director, Putnam Investments, Putnam |
| Vice President and Chief Legal Officer | Management and Putnam Retail Management. Prior to | |
| 2004, Mr. McNamara was General Counsel of State Street | ||
| Research & Management | ||
| James P. Pappas | 2004 | Managing Director, |
| Vice President | Management. During 2002, Mr. Pappas was Chief Operating | |
| Officer of Atalanta/Sosnoff Management | ||
| Richard S. Robie III | 2004 | Senior Managing Director, |
| Vice President | Management and Putnam Retail Management. Prior to | |
| 2003, Mr. Robie was Senior Vice President of United Asset | ||
| Management Corporation | ||
| Judith Cohen | 1993 | Clerk and Assistant Treasurer, |
| Vice President, Assistant Treasurer and Clerk | The Putnam Funds | |
| Wanda M. McManus (Born 1947)* | 1993 | Vice President, Senior Associate Treasurer and Assistant |
| Vice President, Senior Associate Treasurer and | Clerk, The Putnam Funds | |
| Assistant Clerk | ||
| Nancy E. Florek (Born 1957)* | 2000 | Vice President, Assistant Clerk, Assistant Treasurer and |
| Vice President, Assistant Clerk, Assistant Treasurer | Proxy Manager, The Putnam | |
| and | ||
* Officers of each fund who are members of the Trustees’ independent administrative staff. Compensation for these individuals is fixed by the Trustees and reimbursed to Putnam Management.
5% Beneficial Ownership.As of June 30, 2004,February 9, 2007, to the knowledge of the fund, the following persons funds, no person other than those listed onAppendix Jowned beneficially or of record 5% or more of any class of shares of any Putnam fund.
Security Ownership.As of February 9, 2007, the Trustees, and the officers and Trustees of each fund:
Exhibit A
THE PUTNAM FUNDS
Board Policy and Nominating Committee Charter
* This Committee reviews matters pertaining to the operations of the
Board of Trustees and its Committees and the conduct of legal affairs
for the Funds. The Committee evaluates and recommends all candidates for
election as Trustees and recommends the appointment of members and
chairs of each board committee. The Committee also reviews policy
matters affecting the operation of the Board and its independent staff
and make recommendations to the Board as appropriate. The Committee also
oversees the voting of proxies associated with portfolio investments of
The Putnam Funds with the goal of ensuring that these proxies are voted
in the best interest of the Funds' shareholders. The Committee is
comprised exclusively of Independent Trustees.
Exhibit B
Current Fundamental Investment Restrictions with Respect to Borrowing
Putnam Asset Allocations: Balanced Portfolio
Putnam Asset Allocation: Conservative Portfolio
Putnam Asset Allocation: Growth Portfolio
Putnam Capital Appreciation Fund
Putnam Classic Equity Fund, Putnam Discovery Growth Fund
Putnam Equity Income Fund
Putnam Europe Equity Fund
The George Putnam Fund
Putnam Global Income Trust
The Putnam Fund for Growth and Income
Putnam Growth Opportunities Fund
Putnam Health Sciences Fund
Putnam International Capital Opportunities Fund
Putnam International Equity Fund
Putnam International Growth and Income Fund
Putnam International New Opportunities Fund
Putnam New Opportunities Fund
Putnam New ValueStrategies Fund, Putnam OTC & Emerging Growth Fund, Putnam ResearchPrime Money Market Fund, Putnam UtilitiesRetirementReady 2050 Fund, Putnam RetirementReady 2045 Fund, Putnam RetirementReady 2040 Fund, Putnam RetirementReady 2035 Fund, Putnam RetirementReady 2030 Fund, Putnam RetirementReady 2025 Fund, Putnam RetirementReady 2020 Fund, Putnam RetirementReady 2015 Fund, Putnam RetirementReady 2010 Fund, Putnam RetirementReady Maturity Fund, Putnam Tax-Free High Yield Fund, Putnam VT Capital Appreciation Fund, Putnam VT Capital Opportunities Fund, Putnam VT Discovery Growth andFund, Putnam VT Equity Income Fund, "The fund may not. and Putnam VT Mid Cap Value Fund. For all other Putnam funds, fees are computed and paidquarterly. . [b]orrow money in excess of 10%
2Fees are payable within15days after the close of the month for Putnam AMT-Free Insured Municipal Fund, Putnam Income Strategies Fund, Putnam Prime Money Market Fund, and Putnam Tax-Free High Yield Fund. Fees are payable within30days after the close of the month or quarter, as applicable, for all other Putnam funds.
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week, for each week which ends during the quarter. The fee is payable for each quarter within 30 days after the close of the quarter. As used in this Section 3, “leverage for investment purposes” means any incurrence of indebtedness the proceeds of which are to be invested in accordance with the Fund’s investment objective. For purposes of calculating Average Net Assets, liabilities associated with any instruments or transactions used to leverage the Fund’s portfolio for investment purposes (whether or not such instruments or transactions are “covered” within the meaning of the 1940 Act and the rules and regulations thereunder, giving effect to any interpretations of the Securities and Exchange Commission and its staff) are not considered liabilities. For purposes of calculating Average Net Assets, the total assets of the Fund will be deemed to include (a) any proceeds from the sale or transfer of an asset (the “Underlying Asset”) of the Fund to a counterparty in a reverse repurchase or dollar roll transaction and (b) the value (takenof such Underlying Asset as of the relevant measuring date.
[This paragraph included for Putnam Tax-Free Health Care Fund only] “Average Net Assets” means the average of the weekly determinations of the difference between the total assets of the Fund (including any assets attributable to leverage for investment purposes) and the total liabilities of the Fund (excluding liabilities incurred in connection with leverage for investment purposes), determined at the lower of cost or current value)close of the fund'slast business day of each week, for each week which ends during the quarter. The fee is payable for each quarter within 30 days after the close of the quarter. As used in this Section 3, “leverage for investment purposes” means any incurrence of indebtedness or issuance of Preferred Shares (as defined below), the proceeds of which are to be invested in accordance with the Fund’s investment objective. For purposes of calculating Average Net Assets, neither the liquidati on preference of any Preferred Shares nor any liabilities associated with any instruments or transactions used to leverage the Fund’s portfolio for investment purposes (whether or not such instruments or transactions are “covered” within the meaning of the 1940 Act and the rules and regulations thereunder, giving effect to any interpretations of the Securities and Exchange Commission and its staff), is considered a liability. For purposes of calculating Average Net Assets, the total assets (not
includingof the Fund will be deemed to include (a) any proceeds from the sale or transfer of an asset (the “Underlying Asset”) of the Fund to a counterparty in a reverserepurchase or dollar roll transaction and (b) the value of such Underlying Asset as of the relevant measuring date.
[This paragraph included for Putnam California Investment Grade Municipal Trust, Putnam High Yield Municipal Trust, Putnam Investment Grade Municipal Trust, Putnam Managed Municipal Income Trust, Putnam Municipal Bond Fund, Putnam Municipal Opportunities Trust, and Putnam New York Investment Grade Municipal Trust only] In the event that the amount borrowed) atof dividends payable with respect to any outstanding shares of beneficial interest of the timeFund with preference rights (“Preferred Shares”) during any period for which regular payments of dividends or other distributions on such Preferred Shares are payable (each, a “Dividend Period”) plus expenses attributable to such Preferred Shares for such Dividend Period exceeds the borrowing is made,portion of the Fund’s net income and then
only from banksnet short-term capital gains (but not long-term capital gains) accruing during such Dividend Period as a temporary measureresult of the fact that s uch Preferred Shares were outstanding during such Period, then the fee payable to facilitate the meetingManager pursuant to this Section 3 shall be reduced by the amount of redemption requests (notsuch excess; provided, however, that the amount of such reduction for leverage)any such Period shall not exceed the amount determined by multiplying (i) the aggregate liquidation preference of the average number of Preferred Shares outstanding during the Period by (ii) the percentage of the aggregate net asset value of the Fund which might otherwise require the untimely dispositionfee payable to the Manager during such Period pursuant to this Section 3 would constitute without giving effect to such reduction. The amount of such reduction attributable to any Dividend Period shall reduce the amount of the next quarterly payment of the fee payable pursuant to this Section 3 following the end of such Dividend Period, and of any subsequent quarterly or more frequent payments, as may be necessary. The expenses attributable to the Preferred Shares and the portion of the Fund’s net income and net short-term cap ital gains accruing during any Dividend Period as a result of the fact that Preferred Shares were outstanding during such Period shall be determined by the Trustees of the Fund.
[For Putnam High Income Securities Fund, Putnam Master Intermediate Income Trust, and Putnam Premier Income Trust only] In the event that, during any period for which payments of interest or fees (whether designated as such or implied) are payable in connection with any indebtedness or other obligation of the Fund incurred for investment purposes
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(a “Measurement Period”), the amount of interest payments and fees with respect to such indebtedness or other obligation, plus additional expenses attributable to any such leverage for investment purposes for such Measurement Period, exceeds the portion of the Fund’s net income and net short-term capital gains (but not long-term capital gains) accruing during such Measurement Period as a result of the fact that such indebtedness or other obligation was outstanding during the Measurement Period, then the fee payable to the Manager pursuant to this Section 3 shall be reduced by the amount of such excess; provided, however, that the amount of such reduction for any such Period shall not exceed the amount determined by multiplying (i) the aggregate value of all assets representing leverage for investment purposes by (ii) the percentage of the Average Net Assets of the Fund which the fee payable to the Manager during such Measurement Period pursuant to this Sec tion 3 would constitute without giving effect to such reduction. The amount of such reduction attributable to any Measurement Period shall reduce the amount of the next quarterly payment of the fee payable pursuant to this Section 3 following the end of such Measurement Period, and of any subsequent quarterly or more frequent payments, as may be necessary. The expenses attributable to leverage for investment purposes and the portion of the Fund’s net income and net short-term capital gains accruing during any Measurement Period as a result of the fact that leverage for investment purposes was outstanding during such Measurement Period shall be determined by the Trustees of the Fund.
[For Putnam Tax-Free Health Care Fund only] In the event that, during any period for which payments of dividends or other distributions on any outstanding shares of beneficial interest of the Fund having a preference as to dividends and/or in liquidation over the Fund’s common shares of beneficial interest (“Preferred Shares”) are payable or during which payments of interest or fees (whether designated as such or implied) are payable in connection with any indebtedness or other obligation of the Fund incurred for investment purposes (a “Measurement Period”), the amount of dividends or other distributions payable with respect to such Preferred Shares, plus the amount of interest payments and fees with respect to such indebtedness or other obligation, plus additional expenses attributable to any such leverage for investment purposes for such Measurement Period, exceeds the portion of the Fund’s net income and net short-term capital gains (but not long-term capital gains) accruing during such Measurement Period as a result of the fact that such Preferred Shares and/or such indebtedness or other obligation was outstanding during the Measurement Period, then the fee payable to the Manager pursuant to this Section 3 shall be reduced by the amount of such excess; provided, however, that the amount of such reduction for any such Period shall not exceed the amount determined by multiplying (i)(A) the aggregate liquidation preference of the average number of Preferred Shares outstanding during the Period plus (B) the aggregate value of all other assets representing leverage for investment purposes by (ii) the percentage of the Average Net Assets of the Fund which the fee payable to the Manager during such Measurement Period pursuant to this Section 3 would constitute without giving effect to such reduction. The amount of such reduction attributable to any Measurement Period shall reduce the amount of the next quarterly payment of the fee payable pursuant to this Section 3 following the end of such Measurement Period, and of any subsequent quarterly or more frequent payments, as may be necessary. The expenses attributable to leverage for investment purposes and the portion of the Fund’s net income and net short-term capital gains accruing during any Measurement Period as a result of the fact that Preferred Shares and/or other leverage for investment purposes were outstanding during such Measurement Period shall be determined by the Trustees of the Fund.
The fees payable by the Fund to the Manager pursuant to this Section 3 will be reduced by any commissions, fees, brokerage or similar payments received by the Manager or any affiliated person of the Manager in connection with the purchase and sale of portfolio investments of the Fund, less any direct expenses approved by the Trustees incurred by the Manager or any affiliated person of the Manager in connection with obtaining such payments.
In the event that expenses of the Fund for extraordinaryany fiscal year exceed the expense limitation on investment company expenses imposed by any statute or emergency purposes. Such borrowingsregulatory authority of any jurisdiction in which shares of the Fund are qualified for offer or sale, the compensation due the Manager for such fiscal year will be repaid beforereduced by the amount of excess by a reduction or refund thereof. In the event that the expenses of the Fund exceed any additional
investmentsexpense limitation which the Manager may, by written notice to the Fund, voluntarily declare to be effective subject to such terms and conditions as the Manager may prescribe in such notice, the compensation due
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the Manager will be reduced, and if necessary, the Manager will assume expenses of the Fund, to the extent required by the terms and conditions of such expense limitation.
If the Manager serves for less than the whole of a [month/quarter], the foregoing compensation will be prorated.
4. ASSIGNMENT TERMINATES THIS CONTRACT; AMENDMENTS OF THIS CONTRACT.
This Contract will automatically terminate, without the payment of any penalty, in the event of its assignment, provided that no delegation of responsibilities by the Manager pursuant to Section 1(f) will be deemed to constitute an assignment. No provision of this Contract may be changed, waived, discharged or terminated orally, but only by an instrument in writing signed by the party against which enforcement of the change, waiver, discharge or termination is sought. No amendment of this Contract is effective until approved in a manner consistent with the 1940 Act, the rules and regulations under the 1940 Act and any applicable guidance or interpretation of the Securities Exchange Commission or its staff.
5. EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT.
This Contract is effective upon its execution and will remain in full force and effect as to a Fund continuously thereafter (unless terminated automatically as set forth in Section 4 or terminated in accordance with the following paragraph) through June 30, 2008, and will continue in effect from year to year thereafter so long as its continuance is approved at least annually by (i) the Trustees, or the shareholders by the affirmative vote of a majority of the outstanding shares of the respective Fund, and (ii) a majority of the Trustees who are purchased.
Putnam Voyager Fund:
"The fundnot interested persons of the Fund or of the Manager, by vote cast in person at a meeting called for the purpose of voting on such approval.
Either party hereto may not. . . [b]orrowat any time terminate this Contract as to a Fund by not less than 60 days’ written notice delivered or mailed by registered mail, postage prepaid, to the other party. Action with respect to a Fund may be taken either (i) by vote of a majority of the Trustees or (ii) by the affirmative vote of a majority of the outstanding shares of the respective Fund.
Termination of this Contract pursuant to this Section 5 will be without the payment of any penalty.
6. CERTAIN DEFINITIONS.
For the purposes of this Contract, the “affirmative vote of a majority of the outstanding shares” of a Fund means the affirmative vote, at a duly called and held meeting of shareholders of the respective Fund, (a) of the holders of 67% or more of the shares of the Fund present (in person or by proxy) and entitled to vote at the meeting, if the holders of more than 50% of the valueoutstanding shares of the Fund entitled to vote at the meeting are present in person or by proxy or (b) of the holders of more than 50% of the outstanding shares of the Fund entitled to vote at the meeting, whichever is less.
For the purposes of this Contract, the terms “affiliated person,” “control,” “interested person” and “assignment” have their respective meanings defined in the 1940 Act, subject, however, to the rules and regulations under the 1940 Act and any applicable guidance or interpretation of the Securities Exchange Commission or its staff; the term “approve at least annually” will be construed in a manner consistent with the 1940 Act and the rules and regulations under the 1940 Act and any applicable guidance or interpretation of the Securities Exchange Commission or its staff; and the term “brokerage and research services” has the meaning given in the Securities Exchange Act of 1934 and the rules and regulations under the Securities Exchange Act of 1934 and under any applicable guidance or interpretation of the Securities Exchange Commission or its staff.
7. NON-LIABILITY OF MANAGER.
In the absence of willful misfeasance, bad faith or gross negligence on the part of the Manager, or reckless disregard of its totalobligations and duties hereunder, the Manager shall not be subject to any liability to the Fund or to any shareholder of the Fund for any act or omission in the course of, or connected with, rendering services hereunder.
8. LIMITATION OF LIABILITY OF THE TRUSTEES, OFFICERS, AND SHAREHOLDERS.
A copy of the Agreement and Declaration of Trust of the Fund is on file with the Secretary of The Commonwealth of Massachusetts, and notice is hereby given that this instrument is executed on behalf of the Trustees of the Fund as Trustees and not individually and that the obligations of or arising out of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets (excluding borrowings and stock index futuresproperty of the respective Fund.
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IN WITNESS WHEREOF, [NAME OF FUND] and
PUTNAM INVESTMENT MANAGEMENT, LLC have
each caused this instrument to be signed on its behalf
by its President or a Vice President thereunto duly
authorized, all as of the day and year first above written.
[NAME OF FUND]
By:
___________________________
PUTNAM INVESTMENT
MANAGEMENT, LLC
By:
___________________________
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| Schedule A | Schedule B |
| [LIST OF FUNDS] | [FEE SCHEDULE. SeeAppendix Eto this proxy |
| statement for each fund’s detailed fee information.] | |
B-7
APPENDIX C
Comparison of Terms of
Management Contracts
As noted above, the Trustees have taken the opportunity presented by the need to approve new management contracts to standardize, clarify and modernize various provisions of your fund’s management contract. ThisAppendix Cdescribes certain differences between the proposed new management contract and the current management contracts. Except as noted, the proposed new management contract for a fund does not differ in any substantive respects from a fund’s current management contract. Minor clarifications of language, corrections of obvious typographical errors and elimination of outdated provisions with no current or future application that do not change a reasonable substantive interpretation of a contract are not separately described. The complete text of the form of the proposed new management contract is included inAppendix Band you should refer to that Appendix for the complete terms of the contract. For each fund’s particular fee schedule, please refer toAppendix E. Note that defined terms reflected here are defined in the proposed management contract atAppendix B(i.e., Manager).
Names
The current management contracts for some funds have not been updated to reflect the current name and jurisdiction of organization of the funds’ investment adviser, Putnam Investment Management, LLC, a Delaware limited liability company. In addition, for a number of funds, the current management contracts have not been updated to reflect new fund names (as a result of the creation of a new fund) or the termination of a prior fund (e.g., in the case of a fund merger). The proposed management contracts reflect the current name and jurisdiction of organization of the funds’ investment adviser, Putnam Investment Management, LLC, as well as the current names of the funds.
Services
Putnam Municipal Opportunities TrustThese funds are currently party to separate investment management and administrative services contracts with the Manager. Each fund’s current investment management contract, in comparison with its proposed new management contract, does not include provisions relating to administrative services. If the proposed new management contracts for these funds are approved, these funds’ administrative services contracts will be terminated and the funds will receive administrative (and investment management) services under the proposed new management contract.
Sub-Advisers and Sub-Administrators
All Putnam fundsNone of the funds’ current management contracts specifically address the Manager’s ability to delegate responsibilities to sub-advisers or sub-administrators. A provision is included in the proposed new management contracts for all of the funds that explicitly recognizes the Manager’s ability to delegate responsibilities, in accordance with current interpretations and guidance of the SEC’s staff. In addition, the proposed new management contract provides that a delegation of the Manager’s responsibilities permitted under the contract is not deemed to constitute an “assignment” that would automatically cause the contract to terminate. The funds do not anticipate any change in the Manager’s delegation of responsibilities as a result of these changes.
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Fees
Putnam Municipal Opportunities TrustThe current management contracts and call
options on stock index futuresthe proposed new management contracts and stock indices) less
liabilities other than borrowings and stock index futures contracts and
call options on stock index futures and stock indices.
Putnam Vista Fund:
"The fund may not. . . [b]orrow money in excess of 5% of its net assets
(taken at current value) and then only as a temporary measure for extraordinary or emergency reasons and not for investment purposes. (The
fund may borrow only from banks and immediately after any such borrowings
there must be an asset coverage (total assets ofthese funds provide that the fund includingwill pay the amount borrowed less liabilities other than borrowings) of at least 300% ofManager compensation for the amount of all borrowings. InManager’s investment management services rendered, for the event that, duefacilities furnished to market decline or
other reasons, such asset coverage should at any time fall below 300%, the fund, is required within three days notand for the expenses borne by the Manager in connection with providing such services and facilities, including Sundaysplacing orders with brokers or dealers for the purchase and holidays to
reduce the amount of its borrowings to the extent necessary to cause the
asset coverage of such borrowings to be at least 300%. If this should
happen, the fund may have to sell securities at a time when it would be
disadvantageous to do so.)
Putnam Global Equity Fund:
"The fund may not [b]orrow money in excess of 10% of its gross assets
(taken at cost) and then only as a temporary measure for extraordinary or
emergency reasons and not for investment. (The fund may borrow only from
banks and immediately after any such borrowings there must be an asset
coverage (total assets of the fund including the amount borrowed less
liabilities other than such borrowings) of at least 300% of the amount of
all borrowings. In the event that, due to market decline or other reasons,
such asset coverage should at any time fall below 300%, the fund is
required within three days not including Sundays and holidays to reduce the
amount of its borrowings to the extent necessary to cause the asset
coverage of such borrowings to be at least 300%. If this should happen, the
fund may have to sell securities at a time when it would be disadvantageous
to do so.)
Putnam Money Market Fund:
"The fund may not. . . [b]orrow money in excess of one-third of the value
(taken at the lower of cost or current value) of its total assets (not
including the amount borrowed) at the time the borrowing is made, and then
only as a temporary measure to facilitate the meeting of redemption
requests (not for leverage) which might otherwise require the untimely
dispositionsale of portfolio investments or for extraordinary or emergency
purposes. Such borrowingsthe fund. As mentioned above, the proposed new management contracts for these funds also address the provision of administrative services. Thus, the proposed new management contracts for these funds include the fees for both investment and administrative services. There is no change in the aggregate fees that each of these funds will be repaid before any additional investments
are made. Interest paid on such borrowings would reducepay to the yield onManager for investment management and administrative services. Please refer toAppendix Efor information about the fund's investments."
Putnam Global Natural Resources Fund:
"The fund may not. . . [b]orrow money, except for temporary or emergency
purposes and then in an amount not in excess of 5% of the market value of
its total assets (not including the amount borrowed)."
applicable fee rates.
The current management contracts for these funds do not address a reduction of management fees through an expense limitation voluntarily agreed to 75% of its total assets, invest
in securities of any issuer if, immediately after such investment, more
than 5% ofwriting by the total assetsManager in the event that the expenses of the fund (takenexceed any expense limitation which the Manager may have declared to be effective. The proposed new management contracts include a provision addressing the possibility that management fees may be reduced where expenses of the fund exceed any voluntary expense limitations assumed by the Manager.
Term and Termination
All Putnam fundsThe current management contracts provide that either party may terminate the contract as to a fund by not more than 60 days’ nor less than 30 days’ written notice. Each proposed new management contract provides that either party to it may terminate the contract as to a fund at current value) would
be investedany time by not less than 60 days’ written notice, which, from the funds’ perspective, provides a more reasonable period of time during which to seek a new investment adviser if the Manager terminates the contract.
Each proposed new management contract provides that it is effective upon execution and will remain in full force and effect as to a fund continuously thereafter, unless terminated automatically in the securitiesevent of such issuer; providedassignment or by either party to the contract by written notice (as described above), through June 30, 2008, and that this
limitation doesafter June 30, 2008 it will continue from year to year so long as its continuance is approved at least annually in a specified manner. The current management contracts’ provisions addressing effective period and termination do not applycontain any reference to obligations issued or guaranteedJune 30, 2008 but are otherwise substantively the same as to
interest or principalthe provisions in the proposed new management contract.
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APPENDIX D
Management Contracts: Dates and Approvals
The following table contains information regarding the date of each fund’s current management contract, the date on which it was last approved by shareholders and the purpose for that submission. Except as noted, for each fund listed below, the date on which the continuance of its management contract was last approved by the U.S. government or its agencies or
instrumentalities."Board of Trustees was June 9, 2006.
| Purpose of Last | ||||||
| Submission of | ||||||
| Date Current | Current | |||||
| Management | Management | |||||
| Contract Last | Contract to | |||||
| Date of Current | Submitted to | Shareholder | ||||
| Fund | Management Contract | Shareholder Vote | Vote | |||
| Putnam American Government Income Fund | 03/05/98 | March 5, 1998 | Fee increase | |||
| Putnam AMT-Free Insured Municipal Fund | 07/26/85, as most recently | July 7, 1991 | Fee increase | |||
| revised 03/21/05 | ||||||
| Putnam Arizona Tax Exempt Income Fund | 07/16/99 | March 5, 1992 | Fee structure | |||
| change | ||||||
| Putnam Asset Allocation: Balanced Portfolio | 01/20/97 | November 4, 1993 | Organization of | |||
| the fund | ||||||
| Putnam Asset Allocation: Conservative Portfolio | 01/20/97 | November 4, 1993 | Organization of | |||
| the fund | ||||||
| Putnam Asset Allocation: Growth Portfolio | 01/20/97 | November 4, 1993 | Organization of | |||
| the fund | ||||||
| Putnam California Investment Grade Municipal Trust* | 01/01/06 | November 12, 1992 | Organization of | |||
| the fund | ||||||
| Putnam California Tax Exempt Income Fund | 07/01/99 | July 11, 1991 | Fee structure | |||
| change | ||||||
| Putnam Capital Appreciation Fund | 09/20/96 | May, 1993 | Organization of | |||
| the fund | ||||||
| Putnam Capital Opportunities Fund^ | 12/02/94, as most recently | June 1, 1998 | Organization of | |||
| revised 02/09/07 | the fund | |||||
| Putnam Classic Equity Fund | 10/07/94 | June 6, 1991 | Fee increase | |||
| Putnam Convertible Income-Growth Trust | 02/20/97 | July 1, 1994 | Fee increase | |||
| Putnam Discovery Growth Fund | 09/29/95 | September 8, 1995 | Fee increase | |||
| Putnam Diversified Income Trust | 01/20/97 | August, 1988 | Organization of | |||
| the fund | ||||||
| Putnam Equity Income Fund | 07/11/96 | July 11, 1996 | Fee increase | |||
| Putnam Europe Equity Fund | 10/21/96 | September 7, 1990 | Organization of | |||
| the fund | ||||||
| Putnam Floating Rate Income Fund | 06/07/96, as most recently | June, 2004 | Organization of | |||
| revised 06/25/04 | the fund | |||||
D-1
| Purpose of Last | ||||||
| Submission of | ||||||
| Date Current | Current | |||||
| Management | Management | |||||
| Contract Last | Contract to | |||||
| Date of Current | Submitted to | Shareholder | ||||
| Fund | Management Contract | Shareholder Vote | Vote | |||
| The Putnam Fund for Growth and Income | 07/01/00 | July 11, 1991 | Fee structure | |||
| change | ||||||
| The George Putnam Fund of Boston | 07/11/96 | July 11, 1996 | Fee increase | |||
| Putnam Global Equity Fund | 12/07/00 | December 7, 2000 | Fee increase | |||
| Putnam Global Income Trust | 07/01/99 | July 11, 1991 | Fee structure | |||
| change | ||||||
| Putnam Global Natural Resources Fund | 12/20/96 | July 9, 1992 | Fee decrease | |||
| Putnam Growth Opportunities Fund^ | 12/02/94, as most recently | October 2, 1995 | Organization of | |||
| revised 02/09/07 | the fund | |||||
| Putnam Health Sciences Trust | 10/20/96 | March 5, 1992 | Fee increase | |||
| Putnam High Income Securities Fund* | 01/01/06 | July 14, 2005 | Permit compensation | |||
| for the management | ||||||
| of leveraged assets | ||||||
| Putnam High Yield Advantage Fund | 03/20/97 | May 5, 1994 | Fee increase | |||
| Putnam High Yield Municipal Trust* | 01/01/06 | June 6, 1991 | Continuation of | |||
| contract without any | ||||||
| changes approved at | ||||||
| first shareholder meeting | ||||||
| Putnam High Yield Trust | 12/20/96 | July 8, 1993 | Fee increase | |||
| Putnam Income Fund | 04/06/95 | April 6, 1995 | Fee increase | |||
| Putnam Income Strategies Fund | 06/07/96, as most recently | September 13, 2004 | Organization of | |||
| revised 06/25/04 | the fund | |||||
| Putnam International Capital Opportunities Fund^ | 12/02/94, as most recently | December 28, 1995 | Organization of | |||
| revised 02/09/07 | the fund | |||||
| Putnam International Equity Fund | 10/21/96 | October, 1990 | Organization of | |||
| the fund | ||||||
| Putnam International Growth and Income Fund | 06/07/96, as most recently | August 1, 1996 | Organization of | |||
| revised 06/25/04 | the fund | |||||
| Putnam International New Opportunities Fund^ | 12/02/94, as most recently | January 3, 1995 | Organization of | |||
| revised 02/09/07 | the fund | |||||
| Putnam Investment Grade Municipal Trust* | 01/01/06 | July 11, 1991 | Continuation of | |||
| contract without any | ||||||
| changes approved at first | ||||||
| shareholder meeting | ||||||
D-2
| Purpose of Last | ||||||
| Submission of | ||||||
| Date Current | Current | |||||
| Management | Management | |||||
| Contract Last | Contract to | |||||
| Date of Current | Submitted to | Shareholder | ||||
| Fund | Management Contract | Shareholder Vote | Vote | |||
| Putnam Investors Fund | 11/20/96 | July 9, 1992 | Fee increase | |||
| Putnam Limited Duration Government Income Fund | 07/01/00 | February 16, 1993 | Organization of | |||
| the fund | ||||||
| Putnam Managed Municipal Income Trust* | 01/01/06 | February 24, 1989 | Organization of | |||
| the fund | ||||||
| Putnam Massachusetts Tax Exempt Income Fund | 07/01/99 | July 11, 1991 | Fee structure | |||
| change | ||||||
| Putnam Master Intermediate Income Trust* | 01/01/06 | July 14, 2005 | Permit compensation | |||
| for the management of | ||||||
| leveraged assets | ||||||
| Putnam Michigan Tax Exempt Income Fund | 07/01/99 | July 11, 1991 | Fee structure | |||
| change | ||||||
| Putnam Mid Cap Value Fund^ | 12/02/94, as most recently | November 1, 1999 | Organization of | |||
| revised 02/09/07 | the fund | |||||
| Putnam Minnesota Tax Exempt Income Fund | 07/01/99 | July 11, 1991 | Fee structure | |||
| change | ||||||
| Putnam Money Market Fund* | 01/01/06 | November 5, 1982 | Fee decrease | |||
| Putnam Municipal Bond Fund* | 01/01/06 | November 12, 1992 | Organization of | |||
| the fund | ||||||
| Putnam Municipal Opportunities Trust* | 01/01/06 | May 13, 1993 | Organization of | |||
| the fund | ||||||
| Putnam New Jersey Tax Exempt Income Fund | 07/01/99 | July 11, 1991 | Fee structure | |||
| change | ||||||
| Putnam New Opportunities Fund | 07/01/00 | December 5, 1991 | Fee decrease | |||
| Putnam New Value Fund^ | 12/02/94, as most recently | January 3, 1995 | Organization of | |||
| revised 02/09/07 | the fund | |||||
| Putnam New York Investment Grade Municipal Trust* | 01/01/06 | November 12, 1992 | Organization of | |||
| the fund | ||||||
| Putnam New York Tax Exempt Income Fund | 07/01/99 | July 11, 2001 | Fee increase | |||
| Putnam Ohio Tax Exempt Income Fund | 07/01/99 | July 11, 2001 | Fee structure | |||
| change | ||||||
| Putnam OTC & Emerging Growth Fund | 11/20/96 | July 8, 1993 | Fee structure | |||
| change | ||||||
| Putnam Pennsylvania Tax Exempt Income Fund | 07/01/99 | July 11, 1991 | Fee structure | |||
| change | ||||||
D-3
| Purpose of Last | ||||||
| Submission of | ||||||
| Date Current | Current | |||||
| Management | Management | |||||
| Contract Last | Contract to | |||||
| Date of Current | Submitted to | Shareholder | ||||
| Fund | Management Contract | Shareholder Vote | Vote | |||
| Putnam Premier Income Trust* | 01/01/06 | July 14, 2005 | Permit compensation for | |||
| the management of | ||||||
| leveraged assets | ||||||
| Putnam Prime Money Market Fund | 02/13/03 | February, 2003 | Organization of | |||
| the fund | ||||||
| Putnam Research Fund**^ | 12/02/94, as most recently | December 14, 2006 | Eliminating the incentive | |||
| revised 02/09/07 | fee component of the | |||||
| management fee | ||||||
| Putnam RetirementReady 2010 Fund | 06/11/04, as most recently | October 28, 2004 | Organization of | |||
| revised 03/10/05 | the fund | |||||
| Putnam RetirementReady 2015 Fund | 06/11/04, as most recently | October 28, 2004 | Organization of | |||
| revised 03/10/05 | the fund | |||||
| Putnam RetirementReady 2020 Fund | 06/11/04, as most recently | October 28, 2004 | Organization of | |||
| revised 03/10/05 | the fund | |||||
| Putnam RetirementReady 2025 Fund | 06/11/04, as most recently | October 28, 2004 | Organization of | |||
| revised 03/10/05 | the fund | |||||
| Putnam RetirementReady 2030 Fund | 06/11/04, as most recently | October 28, 2004 | Organization of | |||
| revised 03/10/05 | the fund | |||||
| Putnam RetirementReady 2035 Fund | 06/11/04, as most recently | October 28, 2004 | Organization of | |||
| revised 03/10/05 | the fund | |||||
| Putnam RetirementReady 2040 Fund | 06/11/04, as most recently | October 28, 2004 | Organization of | |||
| revised 03/10/05 | the fund | |||||
| Putnam RetirementReady 2045 Fund | 06/11/04, as most recently | October 28, 2004 | Organization of | |||
| revised 03/10/05 | the fund | |||||
| Putnam RetirementReady 2050 Fund | 06/11/04, as most recently | April 22, 2005 | Organization of | |||
| revised 03/10/05 | the fund | |||||
| Putnam RetirementReady Maturity Fund | 06/11/04, as most recently | October 28, 2004 | Organization of | |||
| revised 03/10/05 | the fund | |||||
| Putnam Small Cap Growth Fund | 06/07/96, as most recently | December 31, 1997 | Organization of | |||
| revised 06/25/04 | the fund | |||||
| Putnam Small Cap Value Fund^ | 12/02/94, as most recently | April 13, 1999 | Organization of | |||
| revised 02/09/07 | the fund | |||||
| Putnam Tax Exempt Income Fund | 07/01/99 | July 11, 1991 | Fee increase | |||
| Putnam Tax Exempt Money Market Fund | 01/20/97 | July 9, 1992 | Fee decrease | |||
| Putnam Tax-Free Health Care Fund*** | 01/01/06 | December 27, 2005 | Permit compensation for | |||
| the management of | ||||||
| leveraged assets | ||||||
| Putnam Tax-Free High Yield Fund | 07/26/85, as most recently | May 5, 1994 | Fee increase | |||
| revised 03/21/05 | ||||||
| Putnam Tax Smart Equity Fund® | 04/13/99 | April, 1999 | Organization of | |||
| the fund | ||||||
D-4
| Purpose of Last | ||||||
| Submission of | ||||||
| Date Current | Current | |||||
| Management | Management | |||||
| Contract Last | Contract to | |||||
| Date of Current | Submitted to | Shareholder | ||||
| Fund | Management Contract | Shareholder Vote | Vote | |||
| Putnam U.S. Government Income Trust | 07/08/94 | July 11, 1991 | Fee decrease | |||
| Putnam Utilities Growth and Income Fund | 02/20/97 | March 5, 1992 | Fee structure | |||
| change | ||||||
| Putnam Vista Fund | 11/20/96 | July 8, 1993 | Fee increase | |||
| Putnam Voyager Fund | 07/01/00 | July 11, 1991 | Fee increase | |||
| Putnam VT American Government Income Fund | 10/02/87, as most recently | February 1, 2000 | Organization of | |||
| revised 03/17/03 | the fund | |||||
| Putnam VT Capital Appreciation Fund | 10/02/87, as most recently | September 29, 2000 | Organization of | |||
| revised, 03/17/03 | the fund | |||||
| Putnam VT Capital Opportunities Fund | 10/02/87, as most recently | May 1, 2003 | Organization of | |||
| revised 03/17/03 | the fund | |||||
| Putnam VT Discovery Growth Fund | 10/02/87, as most recently | September 29, 2000 | Organization of | |||
| revised 03/17/03 | the fund | |||||
| Putnam VT Diversified Income Fund | 10/02/87, as most recently | September 15, 1993 | Organization of | |||
| revised 03/17/03 | the fund | |||||
| Putnam VT Equity Income Fund | 10/02/87, as most recently | May 1, 2003 | Organization of | |||
| revised 03/17/03 | the fund | |||||
| Putnam VT The George Putnam Fund of Boston | 10/02/87, as most recently | April 30, 1998 | Organization of | |||
| revised 03/17/03 | the fund | |||||
| Putnam VT Global Asset Allocation Fund | 10/02/87, as most recently | February 1, 1988 | Organization of | |||
| revised 03/17/03 | the fund | |||||
| Putnam VT Global Equity Fund | 10/02/87, as most recently | November 4, 1999 | Fee increase | |||
| revised 03/17/03 | ||||||
| Putnam VT Growth and Income Fund | 10/02/87, as most recently | February 1, 1988 | Organization of | |||
| revised 03/17/03 | the fund | |||||
| Putnam VT Growth Opportunities Fund | 10/02/87, as most recently | February 1, 2000 | Organization of | |||
| revised 03/17/03 | the fund | |||||
| Putnam VT Health Sciences Fund | 10/02/87, as most recently | April 30, 1998 | Organization of | |||
| revised 03/17/03 | the fund | |||||
| Putnam VT High Yield Fund | 10/02/87, as most recently | February 1, 1988 | Organization of | |||
| revised 03/17/03 | the fund | |||||
| Putnam VT Income Fund | 10/02/87, as most recently | July 13, 1995 | Fee increase | |||
| revised 03/17/03 | ||||||
| Putnam VT International Equity Fund | 10/02/87, as most recently | January 2, 1997 | Organization of | |||
| revised 03/17/03 | the fund | |||||
| Putnam VT International Growth and Income Fund | 10/02/87, as most recently | January 2, 1997 | Organization of | |||
| revised 03/17/03 | the fund | |||||
| Putnam VT International New Opportunities Fund | 10/02/87, as most recently | January 2, 1997 | Organization of | |||
| revised 03/17/03 | the fund | |||||
| Putnam VT Investors Fund | 10/02/87, as most recently | April 30, 1998 | Organization of | |||
| revised 03/17/03 | the fund | |||||
| Putnam VT Mid Cap Value Fund | 10/02/87, as most recently | May 1, 2003 | Organization of | |||
| revised 03/17/03 | the fund | |||||
D-5
| Purpose of Last | ||||||
| Submission of | ||||||
| Date Current | Current | |||||
| Management | Management | |||||
| Contract Last | Contract to | |||||
| Date of Current | Submitted to | Shareholder | ||||
| Fund | Management Contract | Shareholder Vote | Vote | |||
| Putnam VT Money Market Fund | 10/02/87, as most recently | February 1, 1988 | Organization of | |||
| revised 03/17/03 | the fund | |||||
| Putnam VT New Opportunities Fund | 10/02/87, as most recently | May 2, 1994 | Organization of | |||
| revised 03/17/03 | the fund | |||||
| Putnam VT New Value Fund | 10/02/87, as most recently | January 2, 1997 | Organization of | |||
| revised 03/17/03 | the fund | |||||
| Putnam VT OTC & Emerging Growth Fund | 10/02/87, as most recently | April 30, 1998 | Organization of | |||
| revised 03/17/03 | the fund | |||||
| Putnam VT Research Fund | 10/02/87, as most recently | September 30, 1998 | Organization of | |||
| revised 03/17/03 | the fund | |||||
| Putnam VT Small Cap Value Fund | 10/02/87, as most recently | April 30, 1999 | Organization of | |||
| revised 03/17/03 | the fund | |||||
| Putnam VT Utilities Growth and Income Fund | 10/02/87, as most recently | July 11, 1996 | Fee increase | |||
| revised 03/17/03 | ||||||
| Putnam VT Vista Fund | 10/02/87, as most recently | January 2, 1997 | Organization of | |||
| revised 03/17/03 | the fund | |||||
| Putnam VT Voyager Fund | 10/02/87, as most recently | February 1, 1988 | Organization of | |||
| revised 03/17/03 | the fund | |||||
* At a meeting held on January 13, 2006, the Board of Trustees formally approved revised management contracts for these funds reflecting management fee reductions.
** At a meeting held on October 13, 2006, the Board of Trustees formally approved a revised management contract for this fund, amending the management contract to remove the incentive fee component from the management fee.
*** At a meeting held on July 15, 2005, the Board of Trustees formally approved a revised management contract for this fund, reflecting a management fee reduction and changing the fee base under the contract to “average weekly assets,” which includes assets representing leverage for investment purposes.
^ At a meeting held on February 9, 2007, the Board of Trustees amended the management contract of Putnam Investment Funds, the Trust of which Putnam Capital Opportunities Fund
Putnam Classic Equity Fund, Putnam Growth Opportunities Fund, Putnam International Capital Opportunities Fund, Putnam International New Opportunities Fund, Putnam Mid Cap Value Fund, Putnam New Value Fund, Putnam Research Fund, Putnam Small Cap Growth Fundand Putnam Small Cap Value Fund "The fund may not. . . [w]ith respectare series, to 75% of its total assets, investeliminate references to funds no longer in securities of any issuer if, immediately after such investment, more
than 5% ofexistence or which have separate management contracts with Putnam Management.
D-6
APPENDIX E
| Management Contracts: Fees | ||||
| The following table sets forth the management fee schedule, the amount of management fees paid in the most recent fiscal year for each fund, and the annual rate at which fees were paid. | ||||
| Amount of Management Fee | ||||
| Paid in the Most Recent | ||||
| Fiscal Year | Annual Rate at | |||
| (after applicable waivers and | which Fees | |||
| Fund | Management Fee Schedule | reimbursements, if any) ($) | were Paid | |
| Putnam American | First $500 million | 0.65% | 4,373,306 | 0.55% of average |
| Government Income Fund | Next $500 million | 0.55% | net assets | |
| Next $500 million | 0.50% | |||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.425% | |||
| Next $5 billion | 0.405% | |||
| Next $5 billion | 0.39% | |||
| Any excess thereafter | 0.38% | |||
| Putnam AMT-Free | The lesser of 0.50%, or | 1,790,563 | 0.50% of average | |
| Insured Municipal Fund | First $500 million | 0.60% | net assets | |
| Next $500 million | 0.50% | |||
| Next $500 million | 0.45% | |||
| Next $5 billion | 0.40% | |||
| Next $5 billion | 0.375% | |||
| Next $5 billion | 0.355% | |||
| Next $5 billion | 0.34% | |||
| Any excess thereafter | 0.33% | |||
| Putnam Arizona Tax | The lesser of 0.50%, or | 396,902 | 0.41% of average | |
| Exempt Income Fund | First $500 million | 0.60% | net assets | |
| Next $500 million | 0.50% | |||
| Next $500 million | 0.45% | |||
| Next $5 billion | 0.40% | |||
| Next $5 billion | 0.375% | |||
| Next $5 billion | 0.355% | |||
| Next $5 billion | 0.34% | |||
| Any excess over $21.5 billion | 0.33% | |||
| Putnam Asset Allocation: | First $500 million | 0.70% | 10,841,716 | 0.58% of average |
| Balanced Portfolio | Next $500 million | 0.60% | net assets | |
| Next $500 million | 0.55% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.475% | |||
| Next $5 billion | 0.455% | |||
| Next $5 billion | 0.44% | |||
| Any excess over $21.5 billion | 0.43% | |||
| Putnam Asset Allocation: | First $500 million | 0.70% | 5,759,923 | 0.63% of average |
| Conservative Portfolio | Next $500 million | 0.60% | net assets | |
| Next $500 million | 0.55% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.475% | |||
| Next $5 billion | 0.455% | |||
| Next $5 billion | 0.44% | |||
| Any excess over $21.5 billion | 0.43% | |||
| Putnam Asset Allocation: | First $500 million | 0.70% | 9,639,295 | 0.60% of average |
| Growth Portfolio | Next $500 million | 0.60% | net assets | |
| Next $500 million | 0.55% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.475% | |||
| Next $5 billion | 0.455% | |||
| Next $5 billion | 0.44% | |||
| Any excess over $21.5 billion | 0.43% | |||
E-1
| Amount of Management Fee | ||||
| Paid in the Most Recent | ||||
| Fiscal Year | Annual Rate at | |||
| (after applicable waivers and | which Fees | |||
| Fund | Management Fee Schedule | reimbursements, if any) ($) | were Paid | |
| Putnam California Investment | The lesser of 0.55%, or | 531,472 | 0.77% of average | |
| Grade Municipal Trust | First $500 million | 0.65% | weekly net assets | |
| Next $500 million | 0.55% | attributable to | ||
| Next $500 million | 0.50% | common shares* | ||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.425% | |||
| Next $5 billion | 0.405% | |||
| Next $5 billion | 0.39% | |||
| Any excess thereafter | 0.38% | |||
| Putnam California Tax | The lesser of 0.50%, or | 10,368,635 | 0.48% of average | |
| Exempt Income Fund | First $500 million | 0.60% | net assets | |
| Next $500 million | 0.50% | |||
| Next $500 million | 0.45% | |||
| Next $5 billion | 0.40% | |||
| Next $5 billion | 0.375% | |||
| Next $5 billion | 0.355% | |||
| Next $5 billion | 0.34% | |||
| Any excess thereafter | 0.33% | |||
| Putnam Capital | First $500 million | 0.65% | 4,388,833 | 0.62% of average |
| Appreciation Fund | Next $500 million | 0.55% | net assets | |
| Next $500 million | 0.50% | |||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.425% | |||
| Next $5 billion | 0.405% | |||
| Next $5 billion | 0.39% | |||
| Any excess over $21.5 billion | 0.38% | |||
| Putnam Capital | First $500 million | 0.65% | 6,363,713 | 0.59% of average |
| Opportunities Fund | Next $500 million | 0.55% | net assets | |
| Next $500 million | 0.50% | |||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.425% | |||
| Next $5 billion | 0.405% | |||
| Next $5 billion | 0.39% | |||
| Any excess thereafter | 0.38% | |||
| Putnam Classic Equity Fund | First $500 million | 0.65% | 4,836,159 | 0.61% of average |
| Next $500 million | 0.55% | net assets | ||
| Next $500 million | 0.50% | |||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.425% | |||
| Next $5 billion | 0.405% | |||
| Next $5 billion | 0.39% | |||
| Any excess thereafter | 0.38% | |||
| Putnam Convertible | First $500 million | 0.65% | 4,231,616 | 0.62% of average |
| Income-Growth Trust | Next $500 million | 0.55% | net assets | |
| Next $500 million | 0.50% | |||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.425% | |||
| Next $5 billion | 0.405% | |||
| Next $5 billion | 0.39% | |||
| Any excess thereafter | 0.38% | |||
| Putnam Discovery | First $500 million | 0.70% | 5,497,942 | 0.60% of average |
| Growth Fund | Next $500 million | 0.60% | net assets | |
| Next $500 million | 0.55% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.475% | |||
| Next $5 billion | 0.455% | |||
| Next $5 billion | 0.44% | |||
| Any excess thereafter | 0.43% | |||
E-2
| Amount of Management Fee | ||||
| Paid in the Most Recent | ||||
| Fiscal Year | Annual Rate at | |||
| (after applicable waivers and | which Fees | |||
| Fund | Management Fee Schedule | reimbursements, if any) ($) | were Paid | |
| Putnam Diversified | First $500 million | 0.70% | 17,403,729 | 0.55% of average |
| Income Trust | Next $500 million | 0.60% | net assets | |
| Next $500 million | 0.55% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.475% | |||
| Next $5 billion | 0.455% | |||
| Next $5 billion | 0.44% | |||
| Any excess thereafter | 0.43% | |||
| Putnam Equity Income Fund | First $500 million | 0.65% | 18,067,258 | 0.50% of average |
| Next $500 million | 0.55% | net assets | ||
| Next $500 million | 0.50% | |||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.425% | |||
| Next $5 billion | 0.405% | |||
| Next $5 billion | 0.39% | |||
| Any excess thereafter | 0.38% | |||
| Putnam Europe Equity Fund | First $500 million | 0.80% | 4,213,337 | 0.79% of average |
| Next $500 million | 0.70% | net assets | ||
| Next $500 million | 0.65% | |||
| Next $5 billion | 0.60% | |||
| Next $5 billion | 0.575% | |||
| Next $5 billion | 0.555% | |||
| Next $5 billion | 0.54% | |||
| Any excess thereafter | 0.53% | |||
| Putnam Floating Rate | First $500 million | 0.65% | 1,719,001** | 0.62% of average |
| Income Fund | Next $500 million | 0.55% | net assets | |
| Next $500 million | 0.50% | |||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.425% | |||
| Next $5 billion | 0.405% | |||
| Next $5 billion | 0.39% | |||
| Next $5 billion | 0.38% | |||
| Next $5 billion | 0.37% | |||
| Next $5 billion | 0.36% | |||
| Next $5 billion | 0.35% | |||
| Next $5 billion | 0.34% | |||
| Next $8.5 billion | 0.33% | |||
| Any excess thereafter | 0.32% | |||
| The Putnam Fund for | First $500 million | 0.65% | 67,376,969 | 0.44% of average |
| Growth and Income | Next $500 million | 0.55% | net assets | |
| Next $500 million | 0.50% | |||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.425% | |||
| Next $5 billion | 0.405% | |||
| Next $5 billion | 0.39% | |||
| Next $5 billion | 0.38% | |||
| Next $5 billion | 0.37% | |||
| Next $5 billion | 0.36% | |||
| Next $5 billion | 0.35% | |||
| Next $5 billion | 0.34% | |||
| Next $8.5 billion | 0.33% | |||
| Any excess over $55 billion | 0.32% | |||
| The George Putnam Fund | First $500 million | 0.65% | 23,520,227 | 0.48% of average |
| of Boston | Next $500 million | 0.55% | net assets | |
| Next $500 million | 0.50% | |||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.425% | |||
| Next $5 billion | 0.405% | |||
| Next $5 billion | 0.39% | |||
| Any excess thereafter | 0.38% | |||
E-3
| Amount of Management Fee | ||||
| Paid in the Most Recent | ||||
| Fiscal Year | Annual Rate at | |||
| (after applicable waivers and | which Fees | |||
| Fund | Management Fee Schedule | reimbursements, if any) ($) | were Paid | |
| Putnam Global Equity Fund | First $500 million | 0.80% | 15,165,340 | 0.68% of average |
| Next $500 million | 0.70% | net assets | ||
| Next $500 million | 0.65% | |||
| Next $5 billion | 0.60% | |||
| Next $5 billion | 0.575% | |||
| Next $5 billion | 0.555% | |||
| Next $5 billion | 0.54% | |||
| Next $5 billion | 0.53% | |||
| Next $5 billion | 0.52% | |||
| Next $5 billion | 0.51% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.49% | |||
| Next $8.5 billion | 0.48% | |||
| Any excess over $55 billion | 0.47% | |||
| Putnam Global Income Trust | First $500 million | 0.70% | 528,321 | 0.39% of average |
| Next $500 million | 0.60% | net assets | ||
| Next $500 million | 0.55% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.475% | |||
| Next $5 billion | 0.455% | |||
| Next $5 billion | 0.44% | |||
| Any excess thereafter | 0.43% | |||
| Putnam Global Natural | First $500 million | 0.70% | 4,126,921 | 0.68% of average |
| Resources Fund | Next $500 million | 0.60% | net assets | |
| Next $500 million | 0.55% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.475% | |||
| Next $5 billion | 0.455% | |||
| Next $5 billion | 0.44% | |||
| Any excess thereafter | 0.43% | |||
| Putnam Growth | First $500 million | 0.70% | 2,913,736 | 0.36% of average |
| Opportunities Fund | Next $500 million | 0.60% | net assets | |
| Next $500 million | 0.55% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.475% | |||
| Next $5 billion | 0.455% | |||
| Next $5 billion | 0.44% | |||
| Any excess thereafter | 0.43% | |||
| Putnam Health Sciences Trust | First $500 million | 0.70% | 14,802,805 | 0.57% of average |
| Next $500 million | 0.60% | net assets | ||
| Next $500 million | 0.55% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.475% | |||
| Next $5 billion | 0.455% | |||
| Next $5 billion | 0.44% | |||
| Any excess over $21.5 billion | 0.43% | |||
| Putnam High Income | First $500 million | 0.70% | 1,372,004 | 0.71% of average |
| Securities Fund | Next $500 million | 0.60% | weekly net assets | |
| Next $500 million | 0.55% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.475% | |||
| Next $5 billion | 0.455% | |||
| Next $5 billion | 0.44% | |||
| Next $5 billion | 0.43% | |||
| Next $5 billion | 0.42% | |||
| Next $5 billion | 0.41% | |||
| Next $5 billion | 0.40% | |||
| Next $5 billion | 0.39% | |||
| Next $8.5 billion | 0.38% | |||
| Any excess thereafter | 0.37% | |||
E-4
| Amount of Management Fee | ||||
| Paid in the Most Recent | ||||
| Fiscal Year | Annual Rate at | |||
| (after applicable waivers and | which Fees | |||
| Fund | Management Fee Schedule | reimbursements, if any) ($) | were Paid | |
| Putnam High Yield | First $500 million | 0.70% | 5,676,755 | 0.66% of average |
| Advantage Fund | Next $500 million | 0.60% | net assets | |
| Next $500 million | 0.55% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.475% | |||
| Next $5 billion | 0.455% | |||
| Next $5 billion | 0.44% | |||
| Any excess thereafter | 0.43% | |||
| Putnam High Yield | The lesser of 0.55%, or | 1,448,462 | 0.83% of average | |
| Municipal Trust | First $500 million | 0.65% | weekly net assets | |
| Next $500 million | 0.55% | attributable to | ||
| Next $500 million | 0.50% | common shares* | ||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.425% | |||
| Next $5 billion | 0.405% | |||
| Next $5 billion | 0.39% | |||
| Any excess thereafter | 0.38% | |||
| Putnam High Yield Trust | First $500 million | 0.70% | 13,784,128 | 0.57% of average |
| Next $500 million | 0.60% | net assets | ||
| Next $500 million | 0.55% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.475% | |||
| Next $5 billion | 0.455% | |||
| Next $5 billion | 0.44% | |||
| Any excess thereafter | 0.43% | |||
| Putnam Income Fund | First $500 million | 0.65% | 11,940,410 | 0.47% of average |
| Next $500 million | 0.55% | net assets | ||
| Next $500 million | 0.50% | |||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.425% | |||
| Next $5 billion | 0.405% | |||
| Next $5 billion | 0.39% | |||
| Any excess thereafter | 0.38% | |||
| Putnam Income | First $500 million | 0.65% | 0*** | 0.00%*** |
| Strategies Fund | Next $500 million | 0.55% | ||
| Next $500 million | 0.50% | |||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.425% | |||
| Next $5 billion | 0.405% | |||
| Next $5 billion | 0.39% | |||
| Next $5 billion | 0.38% | |||
| Next $5 billion | 0.37% | |||
| Next $5 billion | 0.36% | |||
| Next $5 billion | 0.35% | |||
| Next $5 billion | 0.34% | |||
| Next $8.5 billion | 0.33% | |||
| Any excess thereafter | 0.32% | |||
| Putnam International | First $500 million | 1.00% | 13,345,775 | 0.92% of average |
| Capital Opportunities Fund | Next $500 million | 0.90% | net assets | |
| Next $500 million | 0.85% | |||
| Next $5 billion | 0.80% | |||
| Next $5 billion | 0.775% | |||
| Next $5 billion | 0.755% | |||
| Next $5 billion | 0.74% | |||
| Any excess thereafter | 0.73% | |||
E-5
| Amount of Management Fee | ||||
| Paid in the Most Recent | ||||
| Fiscal Year | Annual Rate at | |||
| (after applicable waivers and | which Fees | |||
| Fund | Management Fee Schedule | reimbursements, if any) ($) | were Paid | |
| Putnam International | First $500 million | 0.80% | 39,425,440 | 0.63% of average |
| Equity Fund | Next $500 million | 0.70% | net assets | |
| Next $500 million | 0.65% | |||
| Next $5 billion | 0.60% | |||
| Next $5 billion | 0.575% | |||
| Next $5 billion | 0.555% | |||
| Next $5 billion | 0.54% | |||
| Any excess over $21.5 billion | 0.53% | |||
| Putnam International | First $500 million | 0.80% | 5,732,946 | 0.72% of average |
| Growth and Income Fund | Next $500 million | 0.70% | net assets | |
| Next $500 million | 0.65% | |||
| Next $5 billion | 0.60% | |||
| Next $5 billion | 0.575% | |||
| Next $5 billion | 0.555% | |||
| Next $5 billion | 0.54% | |||
| Any excess thereafter | 0.53% | |||
| Putnam International New | First $500 million | 1.00% | 6,580,631 | 0.87% of average |
| Opportunities Fund | Next $500 million | 0.90% | net assets | |
| Next $500 million | 0.85% | |||
| Next $5 billion | 0.80% | |||
| Next $5 billion | 0.775% | |||
| Next $5 billion | 0.755% | |||
| Next $5 billion | 0.74% | |||
| Any excess thereafter | 0.73% | |||
| Putnam Investment Grade | The lesser of 0.55%, or | 2,059,634 | 0.91% of average | |
| Municipal Trust | First $500 million | 0.65% | weekly net assets | |
| Next $500 million | 0.55% | attributable to | ||
| Next $500 million | 0.50% | common shares* | ||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.425% | |||
| Next $5 billion | 0.405% | |||
| Next $5 billion | 0.39% | |||
| Any excess thereafter | 0.38% | |||
| Putnam Investors Fund | First $500 million | 0.65% | 19,513,803 | 0.49% of average |
| Next $500 million | 0.55% | net assets | ||
| Next $500 million | 0.50% | |||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.425% | |||
| Next $5 billion | 0.405% | |||
| Next $5 billion | 0.39% | |||
| Any excess over $21.5 billion | 0.38% | |||
| Putnam Limited Duration | The lesser of 0.50%, or | 2,392,584 | 0.48% of average | |
| Government Income Fund | First $500 million | 0.60% | net assets | |
| Next $500 million | 0.50% | |||
| Next $500 million | 0.45% | |||
| Next $5 billion | 0.40% | |||
| Next $5 billion | 0.375% | |||
| Next $5 billion | 0.355% | |||
| Next $5 billion | 0.34% | |||
| Any excess over $21.5 billion | 0.33% | |||
| Putnam Managed | The lesser of 0.55%, or | 3,167,820 | 0.84% of average | |
| Municipal Income Trust | First $500 million | 0.65% | weekly net assets | |
| Next $500 million | 0.55% | attributable to | ||
| Next $500 million | 0.50% | common shares* | ||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.425% | |||
| Next $5 billion | 0.405% | |||
| Next $5 billion | 0.39% | |||
| Any excess thereafter | 0.38% | |||
E-6
| Amount of Management Fee | ||||
| Paid in the Most Recent | ||||
| Fiscal Year | Annual Rate at | |||
| (after applicable waivers and | which Fees | |||
| Fund | Management Fee Schedule | reimbursements, if any) ($) | were Paid | |
| Putnam Massachusetts | The lesser of 0.50%, or | 1,675,201 | 0.50% of average | |
| Tax Exempt Income Fund | First $500 million | 0.60% | net assets | |
| Next $500 million | 0.50% | |||
| Next $500 million | 0.45% | |||
| Next $5 billion | 0.40% | |||
| Next $5 billion | 0.375% | |||
| Next $5 billion | 0.355% | |||
| Next $5 billion | 0.34% | |||
| Any excess over $21.5 billion | 0.33% | |||
| Putnam Master | First $500 million | 0.75% | 4,797,486 | 0.70% of average |
| Intermediate Income Trust | Next $500 million | 0.65% | weekly net assets | |
| Next $500 million | 0.60% | |||
| Next $5 billion | 0.55% | |||
| Next $5 billion | 0.525% | |||
| Next $5 billion | 0.505% | |||
| Next $5 billion | 0.49% | |||
| Next $5 billion | 0.48% | |||
| Next $5 billion | 0.47% | |||
| Next $5 billion | 0.46% | |||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.44% | |||
| Next $8.5 billion | 0.43% | |||
| Any excess thereafter | 0.42% | |||
| Putnam Michigan Tax | The lesser of 0.50%, or | 648,238 | 0.50% of average | |
| Exempt Income Fund | First $500 million | 0.60% | net assets | |
| Next $500 million | 0.50% | |||
| Next $500 million | 0.45% | |||
| Next $5 billion | 0.40% | |||
| Next $5 billion | 0.375% | |||
| Next $5 billion | 0.355% | |||
| Next $5 billion | 0.34% | |||
| Any excess over $21.5 billion | 0.33% | |||
| Putnam Mid Cap Value Fund | First $500 million | 0.70% | 5,871,795 | 0.66% of average |
| Next $500 million | 0.60% | net assets | ||
| Next $500 million | 0.55% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.475% | |||
| Next $5 billion | 0.455% | |||
| Next $5 billion | 0.44% | |||
| Any excess thereafter | 0.43% | |||
| Putnam Minnesota Tax | The lesser of 0.50%, or | 538,350 | 0.45% of average | |
| Exempt Income Fund | First $500 million | 0.60% | net assets | |
| Next $500 million | 0.50% | |||
| Next $500 million | 0.45% | |||
| Next $5 billion | 0.40% | |||
| Next $5 billion | 0.375% | |||
| Next $5 billion | 0.355% | |||
| Next $5 billion | 0.34% | |||
| Any excess over $21.5 billion | 0.33% | |||
| Putnam Money Market Fund | First $100 million | 0.50% | 10,390,443 | 0.30% of average |
| Next $100 million | 0.40% | net assets | ||
| Next $300 million | 0.35% | |||
| Next $500 million | 0.325% | |||
| Next $500 million | 0.30% | |||
| Next $2.5 billion | 0.275% | |||
| Next $2.5 billion | 0.25% | |||
| Next $5 billion | 0.225% | |||
| Next $5 billion | 0.205% | |||
| Next $5 billion | 0.19% | |||
| Any excess thereafter | 0.18% | |||
E-7
| Amount of Management Fee | ||||
| Paid in the Most Recent | ||||
| Fiscal Year | Annual Rate at | |||
| (after applicable waivers and | which Fees | |||
| Fund | Management Fee Schedule | reimbursements, if any) ($) | were Paid | |
| Putnam Municipal Bond Fund | The lesser of 0.55%, or | 2,290,901 | 0.97% of average | |
| First $500 million | 0.65% | weekly net assets | ||
| Next $500 million | 0.55% | attributable to | ||
| Next $500 million | 0.50% | common shares* | ||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.425% | |||
| Next $5 billion | 0.405% | |||
| Next $5 billion | 0.39% | |||
| Any excess thereafter | 0.38% | |||
| Putnam Municipal | The lesser of 0.35%, or | 1,394,604 | 0.66% of average | |
| Opportunities Trust^ | First $500 million | 0.45% | weekly net assets | |
| Next $500 million | 0.35% | attributable to | ||
| Next $500 million | 0.30% | common shares* | ||
| Next $5 billion | 0.25% | |||
| Next $5 billion | 0.225% | |||
| Next $5 billion | 0.205% | |||
| Next $5 billion | 0.19% | |||
| Any excess thereafter | 0.18% | |||
| Putnam New Jersey | The lesser of 0.50%, or | 1,101,027 | 0.50% of average | |
| Tax Exempt Income Fund | First $500 million | 0.60% | net assets | |
| Next $500 million | 0.50% | |||
| Next $500 million | 0.45% | |||
| Next $5 billion | 0.40% | |||
| Next $5 billion | 0.375% | |||
| Next $5 billion | 0.355% | |||
| Next $5 billion | 0.34% | |||
| Any excess over $21.5 billion | 0.33% | |||
| Putnam New | First $500 million | 0.70% | 30,814,799 | 0.53% of average |
| Opportunities Fund | Next $500 million | 0.60% | net assets | |
| Next $500 million | 0.55% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.475% | |||
| Next $5 billion | 0.455% | |||
| Next $5 billion | 0.44% | |||
| Next $5 billion | 0.43% | |||
| Next $5 billion | 0.42% | |||
| Next $5 billion | 0.41% | |||
| Next $5 billion | 0.40% | |||
| Next $5 billion | 0.39% | |||
| Next $8.5 billion | 0.38% | |||
| Any excess above $55 billion | 0.37% | |||
| Putnam New Value Fund | First $500 million | 0.70% | 11,478,217 | 0.59% of average |
| Next $500 million | 0.60% | net assets | ||
| Next $500 million | 0.55% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.475% | |||
| Next $5 billion | 0.455% | |||
| Next $5 billion | 0.44% | |||
| Any excess thereafter | 0.43% | |||
| Putnam New York | The lesser of 0.55%, or | 302,665 | 0.78% of average | |
| Investment Grade | First $500 million | 0.65% | weekly net assets | |
| Municipal Trust | Next $500 million | 0.55% | attributable to | |
| Next $500 million | 0.50% | common shares* | ||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.425% | |||
| Next $5 billion | 0.405% | |||
| Next $5 billion | 0.39% | |||
| Any excess thereafter | 0.38% | |||
E-8
| Amount of Management Fee | ||||
| Paid in the Most Recent | ||||
| Fiscal Year | Annual Rate at | |||
| (after applicable waivers and | which Fees | |||
| Fund | Management Fee Schedule | reimbursements, if any) ($) | were Paid | |
| Putnam New York | The lesser of 0.50%, or | 5,972,705 | 0.50% of average | |
| Tax Exempt Income Fund | First $500 million | 0.60% | net assets | |
| Next $500 million | 0.50% | |||
| Next $500 million | 0.45% | |||
| Next $5 billion | 0.40% | |||
| Next $5 billion | 0.375% | |||
| Next $5 billion | 0.355% | |||
| Next $5 billion | 0.34% | |||
| Any excess over $21.5 billion | 0.33% | |||
| Putnam Ohio Tax Exempt | The lesser of 0.50%, or | 849,434 | 0.49% of average | |
| Income Fund | First $500 million | 0.60% | ||
| Next $500 million | 0.50% | |||
| Next $500 million | 0.45% | |||
| Next $5 billion | 0.40% | |||
| Next $5 billion | 0.375% | |||
| Next $5 billion | 0.355% | |||
| Next $5 billion | 0.34% | |||
| Any excess over $21.5 billion | 0.33% | |||
| Putnam OTC & Emerging | First $500 million | 0.70% | 6,255,747 | 0.60% of average |
| Growth Fund | Next $500 million | 0.60% | net assets | |
| Next $500 million | 0.55% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.475% | |||
| Next $5 billion | 0.455% | |||
| Next $5 billion | 0.44% | |||
| Any excess thereafter | 0.43% | |||
| Putnam Pennsylvania Tax | The lesser of 0.50%, or | 926,507 | 0.50% of average | |
| Exempt Income Fund | First $500 million | 0.60% | net assets | |
| Next $500 million | 0.50% | |||
| Next $500 million | 0.45% | |||
| Next $5 billion | 0.40% | |||
| Next $5 billion | 0.375% | |||
| Next $5 billion | 0.355% | |||
| Next $5 billion | 0.34% | |||
| Any excess over $21.5 billion | 0.33% | |||
| Putnam Premier | First $500 million | 0.75% | 8,927,294 | 0.66% of average |
| Income Trust | Next $500 million | 0.65% | weekly net assets | |
| Next $500 million | 0.60% | |||
| Next $5 billion | 0.55% | |||
| Next $5 billion | 0.525% | |||
| Next $5 billion | 0.505% | |||
| Next $5 billion | 0.49% | |||
| Next $5 billion | 0.48% | |||
| Next $5 billion | 0.47% | |||
| Next $5 billion | 0.46% | |||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.44% | |||
| Next $8.5 billion | 0.43% | |||
| Any excess thereafter | 0.42% | |||
| Putnam Prime Money | 0.20% | 2,183,172 | 0.07% of average | |
| Market Fund√ | net assets | |||
| Putnam Research Fund† | First $500 million | 0.65% | 5,269,897 | 0.53% of average |
| Next $500 million | 0.55% | net assets | ||
| Next $500 million | 0.50% | |||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.425% | |||
| Next $5 billion | 0.405% | |||
| Next $5 billion | 0.39% | |||
| Any excess thereafter | 0.38% | |||
E-9
| Amount of Management Fee | ||||
| Paid in the Most Recent | ||||
| Fiscal Year | Annual Rate at | |||
| (after applicable waivers and | which Fees | |||
| Fund | Management Fee Schedule | reimbursements, if any) ($) | were Paid | |
| Putnam RetirementReady | 0.05% | 29,736 | 0.05% of average | |
| 2010 Fund | net assets | |||
| Putnam RetirementReady | 0.05% | 58,932 | 0.05% of average | |
| 2015 Fund | net assets | |||
| Putnam RetirementReady | 0.05% | 64,225 | 0.05% of average | |
| 2020 Fund | net assets | |||
| Putnam RetirementReady | 0.05% | 49,571 | 0.05% of average | |
| 2025 Fund | net assets | |||
| Putnam RetirementReady | 0.05% | 25,310 | 0.05% of average | |
| 2030 Fund | net assets | |||
| Putnam RetirementReady | 0.05% | 6,096 | 0.05% of average | |
| 2035 Fund | net assets | |||
| Putnam RetirementReady | 0.05% | 0†† | 0.00% of average | |
| 2040 Fund | net assets†† | |||
| Putnam RetirementReady | 0.05% | 0†† | 0.00% of average | |
| 2045 Fund | net assets†† | |||
| Putnam RetirementReady | 0.05% | 0†† | 0.00% of average | |
| 2050 Fund | net assets†† | |||
| Putnam RetirementReady | 0.05% | 0†† | 0.00% of average | |
| Maturity Fund | net assets†† | |||
| Putnam Small Cap | First $500 million | 1.00% | 3,840,676 | 0.88% of average |
| Growth Fund | Next $500 million | 0.90% | net assets | |
| Next $500 million | 0.85% | |||
| Next $5 billion | 0.80% | |||
| Next $5 billion | 0.775% | |||
| Next $5 billion | 0.755% | |||
| Next $5 billion | 0.74% | |||
| Any excess thereafter | 0.73% | |||
| Putnam Small Cap | First $500 million | 0.80% | 6,409,797** | 0.76% of average |
| Value Fund | Next $500 million | 0.70% | net assets | |
| Next $500 million | 0.65% | |||
| Next $5 billion | 0.60% | |||
| Next $5 billion | 0.575% | |||
| Next $5 billion | 0.555% | |||
| Next $5 billion | 0.54% | |||
| Any excess thereafter | 0.53% | |||
| Putnam Tax Exempt | The lesser of 0.50%, or | 6,301,826 | 0.50% of average | |
| Income Fund | First $500 million | 0.60% | net assets | |
| Next $500 million | 0.50% | |||
| Next $500 million | 0.45% | |||
| Next $5 billion | 0.40% | |||
| Next $5 billion | 0.375% | |||
| Next $5 billion | 0.355% | |||
| Next $5 billion | 0.34% | |||
| Any excess thereafter | 0.33% | |||
| Putnam Tax Exempt | First $500 million | 0.45% | 390,524 | 0.33% of average |
| Money Market Fund | Next $500 million | 0.35% | net assets | |
| Next $500 million | 0.30% | |||
| Next $5 billion | 0.25% | |||
| Next $5 billion | 0.225% | |||
| Next $5 billion | 0.205% | |||
| Next $5 billion | 0.19% | |||
| Any excess thereafter | 0.18% | |||
E-10
| Amount of Management Fee | ||||
| Paid in the Most Recent | ||||
| Fiscal Year | Annual Rate at | |||
| (after applicable waivers and | which Fees | |||
| Fund | Management Fee Schedule | reimbursements, if any) ($) | were Paid | |
| Putnam Tax-Free | The lesser of 0.55%, or | 1,177,515 | 0.61% of average | |
| Health Care Fund | First $500 million | 0.65% | weekly net assets | |
| Next $500 million | 0.55% | |||
| Next $500 million | 0.50% | |||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.425% | |||
| Next $5 billion | 0.405% | |||
| Next $5 billion | 0.39% | |||
| Any excess over $21.5 billion | 0.38% | |||
| Putnam Tax-Free | The lesser of 0.50%, or | 7,815,394 | 0.50% of average | |
| High Yield Fund | First $500 million | 0.60% | net assets | |
| Next $500 million | 0.50% | |||
| Next $500 million | 0.45% | |||
| Next $5 billion | 0.40% | |||
| Next $5 billion | 0.375% | |||
| Next $5 billion | 0.355% | |||
| Next $5 billion | 0.34% | |||
| Any excess thereafter | 0.33% | |||
| Putnam Tax Smart | First $500 million | 0.70% | 1,914,939 | 0.70% of average |
| Equity Fund® | Next $500 million | 0.60% | net assets | |
| Next $500 million | 0.55% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.475% | |||
| Next $5 billion | 0.455% | |||
| Next $5 billion | 0.44% | |||
| Any excess thereafter | 0.43% | |||
| Putnam U.S. Government | First $500 million | 0.57% | 6,820,873 | 0.50% of average |
| Income Trust | Next $500 million | 0.475% | net assets | |
| Next $500 million | 0.4275% | |||
| Any excess over $1.5 billion | 0.38% | |||
| Putnam Utilities Growth | First $500 million | 0.70% | 3,727,421 | 0.68% of average |
| and Income Fund | Next $500 million | 0.60% | net assets | |
| Next $500 million | 0.55% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.475% | |||
| Next $5 billion | 0.455% | |||
| Next $5 billion | 0.44% | |||
| Any excess thereafter | 0.43% | |||
| Putnam Vista Fund | First $500 million | 0.65% | 14,101,874 | 0.51% of average |
| Next $500 million | 0.55% | net assets | ||
| Next $500 million | 0.50% | |||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.425% | |||
| Next $5 billion | 0.405% | |||
| Next $5 billion | 0.39% | |||
| Any excess over $21.5 billion | 0.38% | |||
| Putnam Voyager Fund | First $500 million | 0.70% | 51,035,233 | 0.51% of average |
| Next $500 million | 0.60% | net assets | ||
| Next $500 million | 0.55% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.475% | |||
| Next $5 billion | 0.455% | |||
| Next $5 billion | 0.44% | |||
| Next $5 billion | 0.43% | |||
| Next $5 billion | 0.42% | |||
| Next $5 billion | 0.41% | |||
| Next $5 billion | 0.40% | |||
| Next $5 billion | 0.39% | |||
| Next $8.5 billion | 0.38% | |||
| Above $55 billion | 0.37% | |||
E-11
| Amount of Management Fee | ||||
| Paid in the Most Recent | ||||
| Fiscal Year | Annual Rate at | |||
| (after applicable waivers and | which Fees | |||
| Fund | Management Fee Schedule | reimbursements, if any) ($) | were Paid | |
| Putnam VT American | First $500 million | 0.65% | 693,021 | 0.43% of average |
| Government Income Fund | Next $500 million | 0.55% | net assets | |
| Next $500 million | 0.50% | |||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.425% | |||
| Next $5 billion | 0.405% | |||
| Next $5 billion | 0.39% | |||
| Next $5 billion | 0.38% | |||
| Next $5 billion | 0.37% | |||
| Next $5 billion | 0.36% | |||
| Next $5 billion | 0.35% | |||
| Any excess thereafter | 0.34% | |||
| Putnam VT Capital | First $500 million | 0.65% | 225,344 | 0.44% of average |
| Appreciation Fund | Next $500 million | 0.55% | net assets | |
| Next $500 million | 0.50% | |||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.425% | |||
| Next $5 billion | 0.405% | |||
| Next $5 billion | 0.39% | |||
| Next $5 billion | 0.38% | |||
| Next $5 billion | 0.37% | |||
| Next $5 billion | 0.36% | |||
| Next $5 billion | 0.35% | |||
| Next $5 billion | 0.34% | |||
| Next $8.5 billion | 0.33% | |||
| Any excess thereafter | 0.32% | |||
| Putnam VT Capital | First $500 million | 0.65% | 222,790 | 0.54% of average |
| Opportunities Fund | Next $500 million | 0.55% | net assets | |
| Next $500 million | 0.50% | |||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.425% | |||
| Next $5 billion | 0.405% | |||
| Next $5 billion | 0.39% | |||
| Any excess thereafter | 0.38% | |||
| Putnam VT Discovery | First $500 million | 0.70% | 105,127 | 0.27% of average |
| Growth Fund | Next $500 million | 0.60% | net assets | |
| Next $500 million | 0.55% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.475% | |||
| Next $5 billion | 0.455% | |||
| Next $5 billion | 0.44% | |||
| Next $5 billion | 0.43% | |||
| Next $5 billion | 0.42% | |||
| Next $5 billion | 0.41% | |||
| Next $5 billion | 0.40% | |||
| Next $5 billion | 0.39% | |||
| Next $8.5 billion | 0.38% | |||
| Any excess thereafter | 0.37% | |||
| Putnam VT Diversified | First $500 million | 0.70% | 2,933,530 | 0.61% of average |
| Income Fund | Next $500 million | 0.60% | net assets | |
| Next $500 million | 0.55% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.475% | |||
| Next $5 billion | 0.455% | |||
| Next $5 billion | 0.44% | |||
| Any excess thereafter | 0.43% | |||
E-12
| Amount of Management Fee | ||||
| Paid in the Most Recent | ||||
| Fiscal Year | Annual Rate at | |||
| (after applicable waivers and | which Fees | |||
| Fund | Management Fee Schedule | reimbursements, if any) ($) | were Paid | |
| Putnam VT Equity | First $500 million | 0.65% | 1,326,897 | 0.64% of average |
| Income Fund | Next $500 million | 0.55% | net assets | |
| Next $500 million | 0.50% | |||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.425% | |||
| Next $5 billion | 0.405% | |||
| Next $5 billion | 0.39% | |||
| Any excess thereafter | 0.38% | |||
| Putnam VT The George | First $500 million | 0.65% | 3,969,447 | 0.62% of average |
| Putnam Fund of Boston | Next $500 million | 0.55% | net assets | |
| Next $500 million | 0.50% | |||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.425% | |||
| Next $5 billion | 0.405% | |||
| Next $5 billion | 0.39% | |||
| Any excess thereafter | 0.38% | |||
| Putnam VT Global Asset | First $500 million | 0.70% | 2,392,952 | 0.60% of average |
| Allocation Fund | Next $500 million | 0.60% | net assets | |
| Next $500 million | 0.55% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.475% | |||
| Next $5 billion | 0.455% | |||
| Next $5 billion | 0.44% | |||
| Any excess thereafter | 0.43% | |||
| Putnam VT Global | First $500 million | 0.80% | 4,692,325 | 0.78% of average |
| Equity Fund | Next $500 million | 0.70% | net assets | |
| Next $500 million | 0.65% | |||
| Next $5 billion | 0.60% | |||
| Next $5 billion | 0.575% | |||
| Next $5 billion | 0.555% | |||
| Next $5 billion | 0.54% | |||
| Any excess thereafter | 0.53% | |||
| Putnam VT Growth | First $500 million | 0.65% | 20,729,712 | 0.49% of average |
| and Income Fund | Next $500 million | 0.55% | net assets | |
| Next $500 million | 0.50% | |||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.425% | |||
| Next $5 billion | 0.405% | |||
| Next $5 billion | 0.39% | |||
| Any excess thereafter | 0.38% | |||
| Putnam VT Growth | First $500 million | 0.70% | 243,122 | 0.46% of average |
| Opportunities Fund | Next $500 million | 0.60% | net assets | |
| Next $500 million | 0.55% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.475% | |||
| Next $5 billion | 0.455% | |||
| Next $5 billion | 0.44% | |||
| Next $5 billion | 0.43% | |||
| Any excess thereafter | 0.42% | |||
| Putnam VT Health | First $500 million | 0.70% | 2,204,609 | 0.70% of average |
| Sciences Fund | Next $500 million | 0.60% | net assets | |
| Next $500 million | 0.55% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.475% | |||
| Next $5 billion | 0.455% | |||
| Next $5 billion | 0.44% | |||
| Any excess thereafter | 0.43% | |||
E-13
| Amount of Management Fee | ||||
| Paid in the Most Recent | ||||
| Fiscal Year | Annual Rate at | |||
| (after applicable waivers and | which Fees | |||
| Fund | Management Fee Schedule | reimbursements, if any) ($) | were Paid | |
| Putnam VT High Yield Fund | First $500 million | 0.70% | 3,720,493 | 0.62% of average |
| Next $500 million | 0.60% | net assets | ||
| Next $500 million | 0.55% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.475% | |||
| Next $5 billion | 0.455% | |||
| Next $5 billion | 0.44% | |||
| Any excess thereafter | 0.43% | |||
| Putnam VT Income Fund | First $500 million | 0.65% | 3,498,163 | 0.45% of average |
| Next $500 million | 0.55% | net assets | ||
| Next $500 million | 0.50% | |||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.425% | |||
| Next $5 billion | 0.405% | |||
| Next $5 billion | 0.39% | |||
| Any excess thereafter | 0.38% | |||
| Putnam VT International | First $500 million | 0.80% | 8,271,996 | 0.74% of average |
| Equity Fund | Next $500 million | 0.70% | net assets | |
| Next $500 million | 0.65% | |||
| Next $5 billion | 0.60% | |||
| Next $5 billion | 0.575% | |||
| Next $5 billion | 0.555% | |||
| Next $5 billion | 0.54% | |||
| Any excess thereafter | 0.53% | |||
| Putnam VT International | First $500 million | 0.80% | 2,838,706 | 0.70% of average |
| Growth and Income Fund | Next $500 million | 0.70% | net assets | |
| Next $500 million | 0.65% | |||
| Next $5 billion | 0.60% | |||
| Next $5 billion | 0.575% | |||
| Next $5 billion | 0.555% | |||
| Next $5 billion | 0.54% | |||
| Any excess thereafter | 0.53% | |||
| Putnam VT International | First $500 million | 1.00% | 2,485,049 | 0.91% of average |
| New Opportunities Fund | Next $500 million | 0.90% | net assets | |
| Next $500 million | 0.85% | |||
| Next $5 billion | 0.80% | |||
| Next $5 billion | 0.775% | |||
| Next $5 billion | 0.755% | |||
| Next $5 billion | 0.74% | |||
| Any excess thereafter | 0.73% | |||
| Putnam VT Investors Fund | First $500 million | 0.65% | 3,216,355 | 0.65% of average |
| Next $500 million | 0.55% | net assets | ||
| Next $500 million | 0.50% | |||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.425% | |||
| Next $5 billion | 0.405% | |||
| Next $5 billion | 0.39% | |||
| Any excess thereafter | 0.38% | |||
| Putnam VT Mid Cap | First $500 million | 0.70% | 634,565 | 0.69% of average |
| Value Fund | Next $500 million | 0.60% | net assets | |
| Next $500 million | 0.55% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.475% | |||
| Next $5 billion | 0.455% | |||
| Next $5 billion | 0.44% | |||
| Any excess thereafter | 0.43% | |||
E-14
| Amount of Management Fee | ||||
| Paid in the Most Recent | ||||
| Fiscal Year | Annual Rate at | |||
| (after applicable waivers and | which Fees | |||
| Fund | Management Fee Schedule | reimbursements, if any) ($) | were Paid | |
| Putnam VT Money | First $500 million | 0.45% | 1,529,264 | 0.40% of average |
| Market Fund | Next $500 million | 0.35% | net assets | |
| Next $500 million | 0.30% | |||
| Next $5 billion | 0.25% | |||
| Next $5 billion | 0.225% | |||
| Next $5 billion | 0.205% | |||
| Next $5 billion | 0.19% | |||
| Any excess thereafter | 0.18% | |||
| Putnam VT New | First $500 million | 0.70% | 8,663,759 | 0.62% of average |
| Opportunities Fund | Next $500 million | 0.60% | net assets | |
| Next $500 million | 0.55% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.475% | |||
| Next $5 billion | 0.455% | |||
| Next $5 billion | 0.44% | |||
| Any excess thereafter | 0.43% | |||
| Putnam VT New Value Fund | First $500 million | 0.70% | 4,475,605 | 0.67% of average |
| Next $500 million | 0.60% | net assets | ||
| Next $500 million | 0.55% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.475% | |||
| Next $5 billion | 0.455% | |||
| Next $5 billion | 0.44% | |||
| Any excess thereafter | 0.43% | |||
| Putnam VT OTC & | First $500 million | 0.70% | 575,537 | 0.67% of average |
| Emerging Growth Fund | Next $500 million | 0.60% | net assets | |
| Next $500 million | 0.55% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.475% | |||
| Next $5 billion | 0.455% | |||
| Next $5 billion | 0.44% | |||
| Any excess thereafter | 0.43% | |||
| Putnam VT Research Fund | First $500 million | 0.65% | 1,213,099 | 0.65% of average |
| Next $500 million | 0.55% | net assets | ||
| Next $500 million | 0.50% | |||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.425% | |||
| Next $5 billion | 0.405% | |||
| Next $5 billion | 0.39% | |||
| Any excess thereafter | 0.38% | |||
| Putnam VT Small Cap | First $500 million | 0.80% | 6,827,461 | 0.75% of average |
| Value Fund | Next $500 million | 0.70% | net assets | |
| Next $500 million | 0.65% | |||
| Next $5 billion | 0.60% | |||
| Next $5 billion | 0.575% | |||
| Next $5 billion | 0.555% | |||
| Next $5 billion | 0.54% | |||
| Any excess thereafter | 0.53% | |||
| Putnam VT Utilities | First $500 million | 0.70% | 2,437,187 | 0.67% of average |
| Growth and Income Fund | Next $500 million | 0.60% | net assets | |
| Next $500 million | 0.55% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.475% | |||
| Next $5 billion | 0.455% | |||
| Next $5 billion | 0.44% | |||
| Any excess thereafter | 0.43% | |||
E-15
| Amount of Management Fee | ||||
| Paid in the Most Recent | ||||
| Fiscal Year | Annual Rate at | |||
| (after applicable waivers and | which Fees | |||
| Fund | Management Fee Schedule | reimbursements, if any) ($) | were Paid | |
| Putnam VT Vista Fund | First $500 million | 0.65% | 3,006,605 | 0.65% of average |
| Next $500 million | 0.55% | net assets | ||
| Next $500 million | 0.50% | |||
| Next $5 billion | 0.45% | |||
| Next $5 billion | 0.425% | |||
| Next $5 billion | 0.405% | |||
| Next $5 billion | 0.39% | |||
| Any excess thereafter | 0.38% | |||
| Putnam VT Voyager Fund | First $500 million | 0.70% | 11,832,070 | 0.59% of average |
| Next $500 million | 0.60% | net assets | ||
| Next $500 million | 0.55% | |||
| Next $5 billion | 0.50% | |||
| Next $5 billion | 0.475% | |||
| Next $5 billion | 0.455% | |||
| Next $5 billion | 0.44% | |||
| Any excess thereafter | 0.43% | |||
* Putnam California Investment Grade Municipal Trust, Putnam High Yield Municipal Trust, Putnam Investment Grade Municipal Trust, Putnam Managed Municipal Income Trust, Putnam Municipal Bond Fund, Putnam Municipal Opportunities Trust, and Putnam New York Investment Grade Municipal Trust are closed-end funds that have issued preferred shares. Management fees for these funds are calculated based on the totalaverage net assets of the fund, (taken at current value) would
be investedwhich includes assets attributable to both common and preferred shares. However, the annual rate stated in this column is determined by attributing the securities of such issuer; provided that this
limitation does not apply to obligations issued or guaranteed as to
interest or principal by the U.S. government or its political
subdivisions."
Putnam Asset Allocation: Balanced Portfolio, Putnam Asset Allocation:
Conservative Portfolio, and Putnam Asset Allocation: Growth Portfolio:
"The fund may not. . . [w]ith respect to 75% of its total assets, invest
in the securities of any issuer if, immediately after such investment,
more than 5%entire amount of the totalmanagement fee to the common shares, which may cause the stated annual rate in this column to exceed the management fee schedule.
** Amounts for fiscal year ended 02/28/06. Figures for the fund’s most recent fiscal year are not yet available.
*** Due to expense limitations in effect during the fund’s fiscal year ended 02/28/06, Putnam Income Strategies Fund did not pay a management fee to Putnam Management. Figures for the fund’s most recent fiscal year are not yet available.
^ The management fee rate for Putnam Municipal Opportunities Trust represents fees paid only for investment advisory services. As described in this proxy statement, the fund paid Putnam Management separately for administrative services. For the most recent fiscal year, the fund paid an administrative services fee of $662,851 to Putnam Management, totaling 0.32% of the average weekly net assets attributable to common shares. Under the proposed new management contract, the fund will pay a single fee of the lesser of 0.55% of average net assets or, for the first $500 million, 0.65%; next $500 million, 0.55%; next $500 million, 0.50%; next $5 billion, 0.45%; next $5 billion, 0.425%; next $5 billion, 0.405%; next $5 billion, 0.39%; and 0.38% for any excess thereafter.
√ The management fee rate for Putnam Prime Money Market Fund represents fees paid only for investment advisory services. As described in this proxy statement, the fund paid Putnam Management separately for administrative services. For the most recent fiscal year, the fund paid $1,549,992 in administrative services fees to Putnam Management, based on an annual rate of 0.05% of the average net assets of the fund. Under the proposed new management contract, the fund (takenwill pay a single fee of 0.25% of average net assets.
† A revised management contract for Putnam Research Fund was approved by shareholders on December 14, 2006 to remove the incentive fee component from the management fee. Under the fund’s previous management contract, the fund paid Putnam Management a quarterly fee consisting of an asset-based component and an incentive component. The asset-based fee was subject to a performance adjustment based on the investment performance of the fund compared to the Standard & Poor’s 500 (S&P 500) composite Stock Price Index. Performance was calculated for these purposes at current value)the beginning of each calendar quarter, for the thirty-six month period immediately preceding such quarter or the life of the fund, if shorter. The applicable asset-based fee was increased or decreased for each calendar quarter by an incentive payment or penalty at the annual rate of 0.01% of the fund’s average net assets for each 1.00% increment by which the fund outperformed or und erper-formed the S&P 500 in excess of 3.00%, subject to a maximum increase or decrease of 0.07% of average net assets. The revised management contract provides for an eighteen-month transition period during which the fund’s fee will be the lesser of (i) the asset-based fee and (ii) the performance-adjusted fee that would have been calculated under the previous contract. The fund is currently in this transition period, which will end on June 30, 2008, after which the asset-based management fee will apply without performance-based adjustments.
†† Due to expense limitations in effect during the most recent fiscal year, Putnam RetirementReady 2040 Fund, Putnam RetirementReady 2045 Fund, Putnam RetirementReady 2050 Fund and Putnam RetirementReady Maturity Fund did not pay management fees to Putnam Management.
E-16
APPENDIX F
Current Sub-Management Contractand Sub-Advisory Contract
PUTNAM FUNDS
AMENDED AND RESTATED SUB-MANAGEMENT CONTRACT
Amended and Restated Sub-Management Contract dated as of December 30, 2006 between PUTNAM INVESTMENT MANAGEMENT, LLC, a Delaware limited liability company (the “Manager”) and PUTNAM INVESTMENTS LIMITED, a company organized under the laws of England and Wales (the “Sub-Manager”), amending and restating in its entirety that certain Sub-Management Contract dated as of January 1, 2006, as amended (the “Prior Agreement”), between the Manager and the Sub-Manager.
WHEREAS, the Manager is the investment manager of each of the investment companies registered under the United States Investment Company Act of 1940, as amended, that are identified on Schedule A hereto, as it may from time to time be investedamended by the Manager (the “Funds”), and a registered investment adviser under the United States Investment Advisers Act of 1940, as amended;
WHEREAS, the Sub-Manager is licensed as an investment manager by the Financial Services Authority of the United Kingdom (the “FSA”);
WHEREAS, the Manager and the Sub-Manager previously entered into, and now wish to amend and restate, the Prior Agreement; and
WHEREAS, the Manager continues to desire to engage the Sub-Manager from time to time to manage a portion of certain of the Funds:
NOW THEREFORE, in consideration of the securitiesmutual covenants herein contained, it is agreed as follows:
1. SERVICES TO BE RENDERED BY SUB-MANAGER
(a) The Sub-Manager, at its expense, will furnish continuously an investment program for that portion of any Fund the management of which is allocated from time to time by the Manager to the Sub-Manager (an “Allocated Sleeve”). The Manager shall, in its sole discretion, determine which Funds will have an Allocated Sleeve and the amount of assets allocated from time to time to each suchAllocated Sleeve; provided that, with respect to any Fund, the Trustees of such issuer; provided that this
limitation does not apply to obligations issued or guaranteed as to
interest and principal byFund must have approved the U.S. government or its agencies or
instrumentalities."
Putnam Health Sciences Trust:
"The fund may not. . . [w]ith respect to 50% of its total assets, invest
in securities of any issuer if, immediately after such investment, more
than 5%use of the totalSub-Manager prior to the creation of an Allocated Sleeve for such Fund. The Sub-Manager will determine what investments shall be purchased, held, sold or exchanged by any Allocated Sleeve and what portion, if any, of the assets of the fund (taken at current value) wouldAllocated Sleeve shall be investedheld uninvested and shall, on behalf of the Fund, make changes in the Fund’s investments held in such Allocated Sleeve.
(b) The Manager may also, at its discretion, request the Sub-Manager to provide assistance with purchasing and selling securities for any Fund, including the placement of such issuer; provided that this
limitation does not apply to obligations issued or guaranteed as to
interest or principal by the U.S. government or its agencies or
instrumentalities."
Exhibit D
Current Provisions of Agreements and Declarations of Trustorders with Respect to
Redemptions of Fund Shares
Putnam Convertible Income-Growth Trust, Putnam Equity Income Fund, Putnam
Global Equity Fund, Putnam Global Natural Resources Fund, Putnam Health
Sciences Trust, Putnam International Equity Fund, Putnam Investors Fund,
Putnam OTC & Emerging Growth Fund, Putnam Vista Fund and Putnam Voyager
Fund:
Article VI
Distributions, Redemptions and Repurchases
Redemption and Repurchases
Section 2. The Trust shall purchase such Shares as are offered by any
Shareholder for redemption, upon the presentation of any certificate for
the Shares to be purchased, a proper instrument of transfer and a
request directed to the Trust or a person designated by the Trust that
the Trust purchase such Shares, orbroker-dealers selected in accordance with Section 1(d), even if the Manager has not established an Allocated Sleeve for such Fund.
(c) The Sub-Manager at its expense will furnish all necessary investment and management facilities, including salaries of personnel, required for it to execute its duties faithfully.
(d) The Sub-Manager shall place all orders for the purchase and sale of portfolio investments for any Allocated Sleeve with brokers or dealers selected by the Sub-Manager. In the selection of such brokers or dealers and the placing of such orders, the Sub-Manager shall use its best efforts to obtain for the related Fund the most favorable price and execution available, except to the extent it may be permitted to pay higher brokerage commissions for brokerage and research services as described below. In using its best efforts to obtain for the Fund the most favorable price and execution available, the Sub-Manager, bearing in mind the Fund’s best interests at all times, shall consider all factors it deems relevant, including by way of illustration, price, the size of the transaction, the nature of the market for the security, the amount of the commission, the timing of the transaction taking into account market prices and trends, the reputation, experience and financi al stability of the broker or dealer involved and the quality of service rendered by the broker or dealer in other procedurestransactions. Subject to such policies as the Trustees of the Funds may determine, the Sub-Manager shall not be deemed to have acted unlawfully or to have breached any duty created by this Contract or otherwise solely by reason of its having caused a Fund to pay a broker or dealer that provides brokerage and research services to the Manager or the Sub-Manager an amount of commission for redemptioneffecting a portfolio investment transaction in excess of the amount of commission another broker or dealer would have charged for effecting that
F-1
transaction, if the Sub-Manager determines in good faith that such amount of commission was reasonable in relation to the value of the brokerage and research services provided by such broker or dealer, viewed in terms of either that particular transaction or its overall responsibilities with respect to the Fund and to other clients of the Manager or the Sub-Manager as to which the Manager or the Sub-Manager exercises investment discretion. The Sub-Manager agrees that in connection with purchases or sales of portfolio investments for any Fund, neither the Sub-Manager nor any officer, director, employee or agent of the Sub-Manager shall act as a principal or receive any commission other than as provided in Section 3.
(e) The Sub-Manager shall not be obligated to pay any expenses of or for the Manager or any Fund not expressly assumed by the Sub-Manager pursuant to this Section 1.
(f) In the performance of its duties, the Sub-Manager will comply with the provisions of the Agreement and Declaration of Trust and By-Laws of each applicable Fund and such Fund’s stated investment objectives, policies and restrictions, and will use its best efforts to safeguard and promote the welfare of such Fund and to comply with other policies which the Manager or the Trustees may from time to time authorize;determine and shall exercise the Trustsame care and diligence expected of the Manager.
2. OTHER AGREEMENTS, ETC.
It is understood that any of the shareholders, Trustees, officers and employees of a Fund may be a shareholder, director, officer or employee of, or be otherwise interested in, the Sub-Manager, and in any person controlled by or under common control with the Sub-Manager, and that the Sub-Manager and any person controlled by or under common control with the Sub-Manager may have an interest in such Fund. It is also understood that the Sub-Manager and any person controlled by or under common control with the Sub-Manager have and may have advisory, management, service or other contracts with other organizations and persons, and may have other interests and business.
3. COMPENSATION.
Except as provided below, the Manager will pay thereforto the Sub-Manager as compensation for the Sub-Manager’s services rendered, a fee, computed and paid quarterly at the annual rate of 0.35% per annum of average aggregate net asset value thereof,of the assets in equity Allocated Sleeves and 0.40% per annum of average aggregate net asset value of the assets in fixed-income Allocated Sleeves. Such average net asset value shall be determined by taking an average of all of the determinations of such net asset value during a quarter at the close of business on each business day during such quarter while this Contract is in effect. Such fee shall be payable for each quarter within 30 days after the close of such quarter. The Sub-Manager shall look only to the Manager for payment of its fees. No Fund shall have any responsibility for paying any fees due the Sub-Manager.
With respect to each of Putnam High Income Securities Fund, Putnam Master Intermediate Income Trust and Putnam Premier Income Trust, the Manager will pay to the Sub-Manager as nextcompensation for the Sub-Manager’s services rendered, a fee, computed and paid quarterly at the annual rate of 0.40% of Average Weekly Assets in Allocated Sleeves. “Average Weekly Assets” means the average of the weekly determinations of the difference between the total assets of the Fund (including any assets attributable to leverage for investment purposes) attributable to an Allocated Sleeve and the total liabilities of the Fund (excluding liabilities incurred in connection with leverage for investment purposes) attributable to such Allocated Sleeve, determined at the close of the last business day of each week, for each week which ends during the quarter. Such fee shall be payable for each quarter within 30 days after the close of such quarter. As used in this Section 3, “le verage for investment purposes” means any incurrence of indebtedness the proceeds of which are to be invested in accordance with the Bylaws. PaymentFund’s investment objective. For purposes of calculating Average Weekly Assets, liabilities associated with any instruments or transactions used to leverage the Fund’s portfolio for said
Sharesinvestment purposes (whether or not such instruments or transactions are “covered” within the meaning of the Investment Company Act of 1940 and the rules and regulations thereunder, giving effect to any interpretations of the Securities and Exchange Commission and its staff) are not considered liabilities. For purposes of calculating Average Weekly Assets, the total assets of the Fund will be deemed to include (a) any proceeds from the sale or transfer of an asset (the “Underlying Asset”) of the Fund to a counterparty in a reverse repurchase or dollar roll transaction and (b) the value of such Underlying Asset as of the relevant measuring date.
In the event that the Manager’s management fee from any of Putnam High Income Securities Fund, Putnam Master Intermediate Income Trust or Putnam Premier Income Trust is reduced pursuant to the Amended and Restated Management Contract between such Fund and the Manager because during any Measurement Period (as defined below) the amount of interest payments and fees with respect to indebtedness or other obligation of the Fund incurred for investment leverage purposes, plus
F-2
additional expenses attributable to any such leverage for investment purposes, exceeds the portion of the Fund’s net income and net short-term capital gains (but not long-term capital gains) accruing during such Measurement Period as a result of the fact that such indebtedness or other obligation was outstanding during the Measurement Period, the fee payable to the Sub-Manager with respect to such Fund shall be madereduced in the same proportion as the fee paid to the Manager with respect to such Fund is so reduced. “Measurement Period” shall be any period for which payments of interest or fees (whether designated as such or implied) are payable in connection with any indebtedness or other obligation of the Fund incurred for investment purposes.
If the Sub-Manager shall serve for less than the whole of a quarter, the foregoing compensation shall be prorated.
4. ASSIGNMENT TERMINATES THIS CONTRACT; AMENDMENTS OF THIS CONTRACT.
This Contract shall automatically terminate without the payment of any penalty, in the event of its assignment; and this Contract shall not be amended with respect to any Allocated Sleeve unless such amendment be approved at a meeting by the Trust tovote, cast in person at a meeting called for the Shareholder within seven days
afterpurpose of voting on such approval, of a majority of the date on whichTrustees of the request is made. The obligationrelated Fund who are not interested persons of such Fund or of the Manager.
5. EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT.
This Contract shall become effective upon its execution, and shall remain in full force and effect continuously thereafter (unless terminated automatically as set forth in Section 4) until terminated as follows:
(a) Either party hereto or, with respect to any Allocated Sleeve, the related Fund may at any time terminate this Contract by not more than sixty days’ nor less than thirty days’ written notice delivered or mailed by registered mail, postage prepaid, to the other party, or
(b) With respect to any Allocated Sleeve, if (i) the Trustees of the related Fund or the shareholders by the affirmative vote of a majority of the outstanding shares of such Fund, and (ii) a majority of the Trustees of such Fund who are not interested persons of such Fund or of the Manager, by vote cast in person at a meeting called for the purpose of voting on such approval, do not specifically approve at least annually the continuance of this Contract, then this Contract shall automatically terminate at the close of business on the anniversary of its execution, or upon the expiration of one year from the effective date of the last such continuance, whichever is later, or
(c) With respect to any Allocated Sleeve, automatically upon termination of the Manager’s investment management contract with the related Fund.
Action by a Fund under (a) above may be taken either (i) by vote of a majority of its Trustees, or (ii) by the affirmative vote of a majority of the outstanding shares of such Fund.
Termination of this Contract pursuant to this Section 25 will be without the payment of any penalty.
6. CERTAIN DEFINITIONS.
For the purposes of this Contract, the “affirmative vote of a majority of the outstanding shares of a Fund” means the affirmative vote, at a duly called and held meeting of shareholders of such Fund, (a) of the holders of 67% or more of the shares of such Fund present (in person or by proxy) and entitled to vote at such meeting, if the holders of more than 50% of the outstanding shares of such Fund entitled to vote at such meeting are present in person or by proxy, or (b) of the holders of more than 50% of the outstanding shares of such Fund entitled to vote at such meeting, whichever is less.
For the purposes of this Contract, the terms “affiliated person,” “control,” “interested person” and “assignment” shall have their respective meanings defined in the United States Investment Company Act of 1940 and the Rules and Regulations thereunder (the “1940 Act”), subject, however, to such exemptions as may be granted by the Securities and Exchange Commission under said Act; the term “specifically approve at least annually” shall be construed in a manner consistent with the 1940 Act, and the Rules and Regulations thereunder; and the term “brokerage and research services” shall have the meaning given in the United States Securities Exchange Act of 1934 and the Rules and Regulations thereunder.
7. NON-LIABILITY OF SUB-MANAGER.
In the absence of willful misfeasance, bad faith or gross negligence on the part of the Sub-Manager, or reckless disregard of its obligations and duties hereunder, the Sub-Manager shall not be subject to any liability to the provisionManager, any Fund or to any shareholder of any Fund, for any act or omission in the course of, or connected with, rendering services hereunder.
8. ADDITIONAL PROVISIONS
(a) The Sub-Manager represents that it is regulated by the FSA in the conduct of its investment business. The Sub-Manager has in operation a written procedure in accordance with FSA rules for the effective consideration and proper handling of complaints from customers. Any
F-3
complaint by the Manager or any Fund should be sent to the Compliance Officer of the Sub-Manager. The Manager and any Fund is also entitled to make any complaints about the Sub-Manager to the Financial Ombudsman Service established by the FSA. The Manager and any Fund may also request a statement describing its rights to compensation in the event that any
time the New York Stock Exchange is closed for other than customary
weekends or holidays, or, if permitted by the rules of the [SecuritiesSub-Manager’s inability to meet its liabilities.
(b) The Manager represents that it and Exchange Commission], during periods when trading oneach Fund are “Intermediate Customers” in the Exchangemeaning of FSA rules. (c) Although each Fund is restricted or during any emergency which makes it impracticalnot a party hereto and shall have no responsibility for the Trust to dispose of its investmentsManager’s or to determine fairly the value of
its net assets, or during any other period permitted by orderSub-Manager’s obligations hereunder, each Fund is named as explicit third party beneficiary of the [Securitiesparties’ agreements hereunder.
IN WITNESS WHEREOF, PUTNAM INVESTMENTS LIMITED and Exchange Commission] forPUTNAM INVESTMENT MANAGEMENT, LLC have each caused this instrument to be signed in duplicate on its behalf by an officer duly authorized, all as of the protection of investors,
such obligation may be suspended or postponed by the Trustees. Theday and year first above written.
PUTNAM INVESTMENTS LIMITED
By: /s/ Jeffrey F. Peters
Name: Jeffrey F. Peters
PUTNAM INVESTMENT
MANAGEMENT, LLC
By: /s/ James P. Pappas
Name: James P. Pappas
Schedule A
(Updated through December 30, 2006)
Putnam Diversified Income Trust
may also purchase or repurchase Shares at a price not exceeding the net
asset value of such Shares in effect when the purchase or repurchase or
any contract to purchase or repurchase is made.
Putnam Asset Allocation: Growth Portfolio, Putnam Asset Allocation:
Balanced Portfolio, Putnam Asset Allocation: Conservative Portfolio,
Putnam Capital OpportunitiesVT Diversified Income Fund Putnam Classic Equity Fund, Putnam
Discovery Growth Fund,
Putnam Europe Equity Fund
Putnam Growth
OpportunitiesGlobal Equity Fund
Putnam VT Global Equity Fund
Putnam Global Income Trust
Putnam Global Natural Resources Fund
Putnam High Yield Advantage Fund
Putnam High Yield Trust
Putnam VT High Yield Fund
Putnam International Capital Opportunities Fund
Putnam International Equity Fund
Putnam VT International Equity Fund
Putnam International New Opportunities Fund
Putnam VT International New Opportunities Fund
Putnam International Growth and Income Fund
Putnam VT International New
OpportunitiesGrowth and Income Fund Putnam Mid Cap Value Fund, Putnam New Opportunities
Fund, Putnam New Value Fund,
Putnam Research Fund
Putnam Small Cap
GrowthVT Research Fund Putnam Small Cap Value Fund and
Putnam Utilities Growth and Income Fund:
Article VI
Distributions, RedemptionsFund
Putnam VT Utilities Growth and Repurchases
RedemptionIncome Fund
Putnam High Income Securities Fund
Putnam Master Intermediate Income Trust
Putnam Premier Income Trust
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PUTNAM FUNDS
SUB-ADVISORY CONTRACT
Sub-Advisory Contract dated as of July 14, 2006 between and Repurchases
Section 2.among PUTNAM INVESTMENT MANAGEMENT, LLC, a Delaware limited liability company (the “Manager”), PUTNAM INVESTMENTS LIMITED, a company organized under the laws of England and Wales (“PIL”), and THE PUTNAM ADVISORY COMPANY, LLC, a Delaware limited liability company (the “Sub-Advisor”).
WHEREAS, the Manager is the investment manager of each of the investment companies registered under the United States Investment Company Act of 1940, as amended, that are identified on Schedule A hereto, as it may from time to time be amended by the Manager (the “Funds”), and a registered investment adviser under the United States Investment Advisers Act of 1940, as amended;
WHEREAS, PIL is a registered investment adviser under the United States Investment Advisers Act of 1940, as amended, is licensed as an investment manager by the Financial Services Authority of the United Kingdom (the “FSA”) and is a sub-manager of each of the Funds pursuant to that certain Amended and Restated Sub-Management Contract dated as of January 1, 2006 (the “PIL Sub-Management Contract”), between the Manager and PIL;
WHEREAS, the Manager has contracted with PIL for the management of certain portions of each of the Funds (each, a “PIL-Advised Sleeve”);
WHEREAS, the Sub-Advisor is a registered investment adviser under the United States Investment Advisers Act of 1940, as amended, and is an investment adviser registered with the Kanto Local Finance Bureau to provide non-discretionary investment advice in Japan;
WHEREAS, the Manager and PIL desire to engage the Sub-Advisor from time to time to provide non-discretionary investment advice with respect to a portion of certain of the Funds:
NOW THEREFORE, in consideration of the mutual covenants herein contained, it is agreed as follows:
1. SERVICES TO BE RENDERED BY SUB-ADVISOR (a) The Trust shallSub-Advisor, at its expense, will from time to time furnish to either PIL or the Manager recommendations to purchase, such Shares as are offered by any
Shareholder for redemption, upon the presentationhold, sell or exchange investments, securities and assets (the “Assets”) in that portion of any certificateFund for which the Manager or PIL contracts for such services to be provided by the Sub-Advisor (an “Allocated Sleeve”). The Manager or PIL, as the case may be, shalldetermine whether to execute each recommendation of the Sub-Advisor provided hereunder. The Manager shall determine which Funds will have an Allocated Sleeve; provided that, with respect to any Fund, the Trustees of such Fund must have approved the use of the Sub-Advisor prior to the creation of an Allocated Sleeve for such Fund. The Manager, and in the case of a PIL-Advised Sleeve, PIL shall (at all times in the case of PIL subject to the oversight and supervision of the Manager), determine the am ount of assets allocated from time to time to each such Allocated Sleeve.
(b) The Sub-Advisor at its expense will furnish all necessary investment and management facilities, including salaries of personnel, required for it to execute its duties faithfully.
(c) The Sub-Advisor shall not be obligated to pay any expenses of or for the Shares to be purchased, a proper instrument of transfer and a
request directed to the TrustManager, PIL or a person designatedany Fund not expressly assumed by the Sub-Advisor pursuant to this Section 1.
(d) The Manager may, and in the case of a PIL-Advised Sleeve, PIL may, each at its discretion, also request the Sub-Advisor to perform certain services set forth in Section 1(a) with respect to any portion of a Fund, even if the Manager or PIL, as the case may be, has not established an Allocated Sleeve with respect to that portion of the Fund.
(e) In the performance of its duties, the Sub-Advisor will comply with the provisions of the Agreement and Declaration of Trust thatand By-Laws of each applicable Fund and such Fund’s stated investment objectives, policies and restrictions, and will use its best efforts to safeguard and promote the Trust purchasewelfare of such Shares,Fund and to comply with other policies which the Manager, PIL or in accordance with such other
procedures for redemption as the Trustees may from time to time authorize;determine and shall exercise the Trustsame care and diligence expected of the Manager and PIL.
2. OTHER AGREEMENTS, ETC.
It is understood that any of the shareholders, Trustees, officers and employees of a Fund may be a shareholder, director, officer or employee of, or be otherwise interested in, the Sub-Advisor, and in any person controlled by or under common control with the Sub-Advisor, and that the Sub-Advisor and any person controlled by or under common control with the Sub-Advisor may have an interest in such Fund. It is also understood that the Sub-Advisor and any person controlled by or under common control with the Sub-Advisor have and may have advisory, management, service or other contracts with other organizations and persons, and may have other interests and business.
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3. COMPENSATION.
Except as provided below, the Manager or PIL, as the case may be, will pay therefor the net asset value thereof,
as next determined in accordance with the Bylaws, less any redemption
charge fixed by the Trustees. Payment for said Shares shall be made by
the Trust to the Shareholder within seven days after the date on which
the request is made. The obligation set forth in this Section 2 is
subject to the provision that in the event that any time the New York
Stock Exchange is closed for other than customary weekends or holidays,
or, if permitted by the rules of the [Securities and Exchange
Commission], during periods when trading on the Exchange is restricted
or during any emergency which makes it impracticalSub-Advisor as compensation for the Trust to
disposeSub-Advisor’s services rendered a fee, computed and paid quarterly at the annual rate of its investments or to determine fairly the value0.10% per annum of its net
assets, or during any other period permitted by order of the [Securities
and Exchange Commission] for the protection of investors, such
obligation may be suspended or postponed by the Trustees. The Trust may
also purchase or repurchase Shares at a price not exceeding theaverage net asset value of the assets in each Allocated Sleeve. Such average net asset value shall be determined by taking an average of all of the determinations of such Sharesnet asset value during a quarter at the close of business on each business day during such quarter while this Contract is in effect. Such fee shall be payable for each quarter within 30 days after the close of such quarter. The Sub-Advisor shall look only to the Manager or PIL, as the case may be, for payment of its fees. No Fund shall have any responsibility for paying any fees due the Sub-Advisor.
If the Sub-Advisor shall serve for less than the whole of a quarter, the foregoing compensation shall be prorated.
4. ASSIGNMENT TERMINATES THIS CONTRACT; AMENDMENTS OF THIS CONTRACT.
This Contract shall automatically terminate, without the payment of any penalty, in the event of its assignment; and this Contract shall not be amended with respect to any Allocated Sleeve unless such amendment be approved at a meeting by the vote, cast in person at a meeting called for the purpose of voting on such approval, of a majority of the Trustees of the related Fund who are not interested persons of such Fund or of the Manager.
5. EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT.
This Contract shall become effective upon its execution, and shall remain in full force and effect whencontinuously thereafter (unless terminated automatically as set forth in Section 4) until terminated as follows:
(a) Any party hereto or, with respect to any Allocated Sleeve, the purchaserelated Fund may at any time terminate this Contract by not more than sixty days’ nor less than thirty days’ written notice delivered or repurchasemailed by registered mail, postage prepaid, to the other parties, or
(b) With respect to any contract to purchaseAllocated Sleeve, if (i) the Trustees of the related Fund or repurchase is made.
The George Putnamthe shareholders by the affirmative vote of a majority of the outstanding shares of such Fund, and (ii) a majority of Boston:
Article IV
Rights and Privilegesthe Trustees of Beneficiaries
Right to Sell Shares to Trust
Section 4. The Trustsuch Fund who are not interested persons of such Fund or of the Manager, by vote cast in person at a meeting called for the purpose of voting on such approval, do not specifically approve at least annually the continuance of this Contract, then this Contract shall purchase such shares as are offered by any
beneficiary for redemption,automatically terminate at theclose of business on the anniversary of its execution, or upon the presentationexpiration of one year from the effective date of the certificatelast such continuance, whichever is later, or
certificates therefore, if
(c) With respect to any Allocated Sleeve, automatically upon termination of the Manager’s investment management contract with the related Fund, or with respect to any Allocated Sleeve for which PIL has contracted with the Trust orSub-Advisor to provide services under this Contract, automatically upon termination of the Transfer Agent,
duly endorsed or accompaniedPIL Sub-Management Contract.
Action by a proper instrumentFund under (a) above may be taken either (i) by vote of transfer,
together with a request thatmajority of its Trustees, or (ii) by the Trust purchaseaffirmative vote of a majority of the outstanding shares represented
thereby;of such Fund.
Termination of this Contract pursuant to this Section 5 will be without the payment of any penalty.
6. CERTAIN DEFINITIONS.
For the purposes of this Contract, the “affirmative vote of a majority of the outstanding shares of a Fund” means the affirmative vote, at a duly called and held meeting of shareholders of such Fund, (a) of the Trust will pay therefor in cash the liquidating valueholders of 67% or more of the shares so presented determined as of such timeFund present (in person or by proxy) and entitled to vote at such meeting, if the holders of more than 50% of the outstanding shares of such Fund entitled to vote at such meeting are present in person or by proxy, or (b) of the holders of more than 50% of the outstanding shares of such Fund entitled to vote at such meeting, whichever is less.
For the purposes of this Contract, the terms “affiliated person,” “control,” “interested person” and “assignment” shall have their respective meanings defined in the United States Investment Company Act of 1940 and the Rules and Regulations thereunder (the “1940 Act”), subject, however, to such exemptions as the Trustees
may from time to time specify, subject to any applicable rule ofbe granted by the Securities and Exchange Commission adopted under said Act; and the Investment Companyterm “specifically approve at least annually” shall be construed in a manner consistent with the 1940 Act, and the Rules and Regulations thereunder.
7. NON-LIABILITY OF SUB-ADVISOR.
In the absence of 1940.
Forwillful misfeasance, bad faith or gross negligence on the protectionpart of the remaining beneficiariesSub-Advisor, or reckless disregard of its obligations and duties hereunder, the Trustees reserve
the right to demandSub-Advisor shall not more than seven (7) full business days' written
notice of the request to purchase such shares at such liquidating value,
which period may be extended by the Trustees for such time as the New
York Stock Exchange may at any time be closed for business or open upon
a restricted basis, all under such reasonable rules and regulations as
may be determined by the Trustees from time to time.
The Putnam Fund for Growth and Income:
Article IV
Rights and Privileges of Beneficiaries
Right to Sell Shares to Trust
Section 4. The Trust shall purchase such shares as are offered by any
beneficiary for redemption, upon the presentation of the certificate or
certificates therefore, if any, to the Trust or to the Transfer Agent,
duly endorsed or accompanied by a proper instrument of transfer,
together with a request that the Trust purchase the shares represented
thereby; and the Trust will pay therefor in cash the net asset value of
the shares so presented determined as of such time as the Trustees may
from time to time specify, subject to any applicable ruleliability to the Manager, PIL, any Fund or to any shareholder of any Fund, for any act or omission in the course of, or connected with, rendering services hereunder.
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8. ADDITIONAL PROVISIONS
(a) PIL represents that it is regulated by the FSA in the conduct of its investment business. PIL has in operation a written procedure in accordance with FSA rules for the effective consideration and proper handling of complaints from customers. Any complaint by the Manager or any Fund should be sent to the Compliance Officer of PIL. The Manager and any Fund is also entitled to make any complaints about PIL to the Financial Ombudsman Service established by the FSA. The Manager and any Fund may also request a statement describing its rights to compensation in the event of PIL’s inability to meet its liabilities.
(b) The Manager represents that it and each Fund are “Intermediate Customers” in the meaning of FSA rules.
(c) Although each Fund is not a party hereto and shall have no responsibility for the Manager’s, PIL’s or the Sub-Advisor’s obligations hereunder, each Fund is named as explicit third party beneficiary of the Securitiesparties’ agreements hereunder.
In witness whereof, PUTNAM INVESTMENT MANAGEMENT, LLC, PUTNAM INVESTMENTS LIMITED and Exchange Commission adopted under the Investment Company
Act of 1940.
For the protectionTHE PUTNAM ADVISORY COMPANY, LLC have each caused this instrument to be signed on its behalf by an officer duly authorized, all as of the remaining beneficiaries theday and year first above written.
PUTNAM INVESTMENT
MANAGEMENT, LLC
By: /s/ James P. Pappas
Name: James P. Pappas
PUTNAM INVESTMENTS LIMITED
By: /s/ Simon L. Davis
Name: Simon L. Davis
THE PUTNAM ADVISORY
COMPANY, LLC
By: /s/ Robert R. Leveille
Name: Robert R. Leveille
Putnam International Equity Fund
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APPENDIX G
Description of ContractApproval Process
General conclusions
The Board of Trustees reserve
the right to demand not more than seven (7) days' written notice of the
request to purchase such shares at such net asset value, which period
may be extended by the Trustees for such times as the New York Stock
Exchange may at any time be closed for business other than customary
week-end and holiday closings or open upon a restricted basis, all under
such reasonable rules and regulations as may be determined by the
Trustees from time to time.
EXHIBIT E
LITIGATION
1. The plaintiff named below alleges that the defendants engaged in, or
allowed others to engage in, activities that took advantage of the way
mutual fund shares are priced in exchange for investments that benefited
the managers and advisers of the funds, but which harmed investors and the
funds themselves. The plaintiff's complaint sets forth violations of
[SECTION] 36 of the 1940 Act, [SECTION] 206 of the Investment Advisers Act,
[SECTION] 10(b) and [SECTION] 20(a) of the 1934 Act, breach of fiduciary
duty, and civil conspiracy. The plaintiff seeks declaratory relief,
damages, pre and post judgment interest, and attorney's fees and costs.
Case Name Defendants Court Date Instituted
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Gladys Baker Putnam Management 1 United States April 5, 2004
(derivatively on Omid Kamshad District Court
behalf of the Putnam Justin Scott forfunds oversees the District
Fund formanagement of each fund and, as required by law, determines annually whether to approve the continuance of the funds’ management contracts with Putnam Trustees 2 of Delaware
GrowthManagement, and Income,with respect to certain funds, the administrative services contracts with Putnam Funds 3Management or the sub-management contracts between Putnam Europe (nominal)
Equity Fund,Management’s affiliate, Putnam Investments Limited (“PIL”), and Putnam Funds)
v. Putnam Investment
Management LLC, et al.
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2. The plaintiffs named below allege thatManagement. In this regard, the defendants engagedBoard of Trustees, with the assistance of its Contract Committee consisting solely of Trustees who are not “interested persons” (as such term is defined in
permitted, and/or failed to prevent market timing and short-term trading in
the Putnam Funds. Plaintiffs generally claim violations of [SECTION] 36 of the Investment Company Act of 1940, [SECTION] 206as amended) of the Putnam funds (the “Independent Trustees”), requests and evaluates all information it deems reasonably necessary under the circumstances. Over the course of several months ending in June 2006, the Contract Committee met four times to consider the information provided by Putnam Management and other information developed with the assistance of the Board’s independent counsel and independent staff. The Contract Committee reviewed and discussed key aspects of this information with all of the Independent Trustees. Upon completion of this review, the Contract Committee recommended, and the Independent Trustees approved, the continuance of the funds’ management contracts — and with respect to certain funds, the administrative services contracts or the sub-management contracts — effective July 1, 2006. (With respect to certain funds that may be sub-managed from time to time by PIL, because PIL is an affiliate of Putnam Management and Putnam Management remains fully responsible for all services provided by PIL, the Trustees have not evaluated PIL as a separate entity, and all subsequent references to Putnam Management below include reference to PIL as necessary or appropriate in the context.)
This approval was based on the following conclusions:
*That the fee schedules in effect for the funds (which, for those funds with administrative services contracts, included fees paid under such contracts) represented reasonable compensation in light of the nature and quality of the services being provided to the funds, the fees paid by competitive funds and the costs incurred by Putnam Management in providing such services, and
*That such fee schedules represented an appropriate sharing between the funds’ shareholders and Putnam Management of such economies of scale as may exist in the management of the funds at current asset levels.
These conclusions were based on a comprehensive consideration of all information provided to the Trustees and were not the result of any single factor. Some of the factors that figured particularly in the Trustees’ deliberations and how the Trustees considered these factors are described below, although individual Trustees may have evaluated the information presented differently, giving different weights to various factors. It is also important to recognize that the fee arrangements for the funds are the result of many years of review and discussion between the Independent Trustees and Putnam Management, that certain aspects of the arrangements may receive greater scrutiny in some years than others, and that the Trustees’ conclusions may be based, in part, on their consideration of these same arrangements in prior years.
Management fee schedules and categories; total expenses
The Trustees reviewed the management (and administrative services, if applicable) fee schedules in effect for all Putnam funds, including fee levels and breakpoints, and the assignment of funds to particular fee categories. In reviewing fees and expenses, the Trustees generally focused their attention on material changes in circumstances — for example, changes in a fund’s size or investment style, changes in Putnam Management’s operating costs, or changes in competitive practices in the mutual fund industry — that suggest that consideration of fee changes might be warranted. The Trustees concluded that the circumstances did not warrant changes to the management (and administrative services, if applicable) fee structures of the funds, which had been carefully developed over the years, re-examined on many occasions and adjusted where appropriate. The Trustees focused on two areas of particular interest, as discussed further below:
*Competitiveness.The Trustees reviewed comparative fee and expense information for competitive funds, which indicated that, in a custom peer group of competitive funds selected by Lipper Inc., each Putnam fund ranked in particular percentiles in management fees and in total expenses (less any applicable 12b-1 fees for open-end funds, and excluding charges and expenses at the insurance company separate account level for the funds of Putnam Variable Trust) as of December 31, 2005 (the first percentile being the least expensive funds and the 100th percentile being the most expensive funds). (The comparative fee and expense information for each
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Putnam RetirementReady Fund excluded the fees and expenses of the underlying Putnam funds in which a Putnam RetirementReady Fund invested, as well as the fees and expenses of the underlying funds in which other funds in the Lipper peer group invested.) With respect to the open-end funds, the Trustees noted that expense ratios for a number of Putnam funds, which show the percentage of fund assets used to pay for management and administrative services, distribution (12b-1) fees and other expenses, had been increasing recently as a result of declining net assets and the natural operation of fee breakpoints. With respect to all funds, the Trustees expressed their intention to monitor the funds’ percentile rankings in management fees and in total expenses to ensure that fees and expenses of the funds continue to meet evolving competitive standards.
With respect to the open-end funds, the Trustees noted that the expense ratio increases described above were currently being controlled by expense limitations implemented in January 2004 and which Putnam Management, in consultation with the Contract Committee, has committed to maintain at least through 2007. These expense limitations give effect to a commitment by Putnam Management that the expense ratio of each fund would be no higher than the average expense ratio of the competitive funds included in the fund’s relevant Lipper universe (exclusive of any applicable 12b-1 charges in each case). The Trustees observed that this commitment to limit fund expenses has served shareholders well since its inception. In order to ensure that the expenses of the Putnam funds continue to meet evolving competitive standards, the Trustees requested, and Putnam Management agreed, to implement an additional expense limitation for certain open-end funds for the twelve months beginni ng January 1, 2007 equal to the average expense ratio (exclusive of 12b-1 charges) of a custom peer group of competitive funds selected by Lipper based on the size of the fund. This additional expense limitation will be applied to those open-end funds that had above-average expense ratios (exclusive of 12b-1 charges) based on the Lipper custom peer group data for the period ended December 31, 2005.
*Economies of scale.Most funds currently have the benefit of breakpoints in their management fees that provide shareholders with significant economies of scale, which means that the effective management fee rate of a fund (as a percentage of fund assets) declines as a fund grows in size and crosses specified asset thresholds. Conversely, as a fund shrinks in size — as has been the case for many Putnam open-end funds in recent years — these breakpoints result in increasing fee levels.
In recent years, the Trustees have examined the operation of the existing breakpoint structure during periods of both growth and decline in asset levels. The Trustees concluded that the fee schedules in effect for the funds represented an appropriate sharing of economies of scale at current asset levels. In reaching this conclusion, the Trustees considered the Contract Committee’s stated intent to continue to work with Putnam Management to plan for an eventual resumption in the growth of assets, including a study of potential economies that might be produced under various growth assumptions.
In connection with their review of the management fees and total expenses of the Putnam funds, the Trustees also reviewed the costs of the services to be provided and profits to be realized by Putnam Management and its affiliates from the relationship with the funds. This information included trends in revenues, expenses and profitability of Putnam Management and its affiliates relating to the investment management and distribution services provided to the funds. In this regard, the Trustees also reviewed an analysis of Putnam Management’s revenues, expenses and profitability with respect to the funds’ management contracts, allocated on a fund-by-fund basis. Because many of the costs incurred by Putnam Management in managing the funds are not readily identifiable to particular funds, the Trustees observed that the methodology for allocating costs is an important factor in evaluating Putnam Management’s costs and profitability, both as to the Putnam funds i n the aggregate and as to individual funds. The Trustees reviewed Putnam Management’s cost allocation methodology with the assistance of independent consultants and concluded that this methodology was reasonable and well-considered.
Investment performance
The quality of the investment process provided by Putnam Management represented a major factor in the Trustees’ evaluation of the quality of services provided by Putnam Management under the funds’ management contracts. The Trustees were assisted in their review of the Putnam funds’ investment process and performance by the work of the Investment Advisers Act, [SECTION] 10(b)Process Committee of the Exchange ActTrustees and Rule 10b-5, [SECTION]
20(a)the Investment Oversight Committees of the Exchange Act, breach of fiduciary duty, aidingTrustees, which meet on a regular monthly basis with the funds’ portfolio teams throughout the year. The Trustees concluded that Putnam Management generally provides a high-quality investment process — as measured by the experience and abetting
breach of fiduciary duty, and civil conspiracy. The plaintiffs generally
seek injunctive relief including removalskills of the currentindividuals assigned to the management of fund portfolios, the resources made available to such personnel, and in general the ability of Putnam Management to attract and retain high-quality personnel — but also recognize that this does not guarantee favorable investment resul ts for every fund in every time period. The Trustees considered the investment performance of each fund over multiple time periods and considered information
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comparing each fund’s performance with various benchmarks and with the performance of competitive funds.
The Trustees noted the satisfactory investment performance of many Putnam funds. They also noted the disappointing investment performance of certain funds in recent years and discussed with senior management of Putnam Management the factors contributing to this underperformance and actions being taken to improve performance. The Trustees recognized that, in recent years, Putnam Management has made significant changes in its investment personnel and processes and in the fund product line to address areas of underperfor-mance. In particular, they noted the important contributions of Putnam Management’s leadership in attracting, retaining and supporting high-quality investment professionals and in systematically implementing an investment process that seeks to merge the best features of fundamental and quantitative analysis. The Trustees indicated their intention to continue to monitor performance trends to assess the effectiveness of these changes and to evaluate whet her additional changes to address areas of underperformance are warranted.
In the case of each open-end fund, the Trustees considered that each fund’s class A (class I, in the case of Putnam Prime Money Market Fund, and class IA in the case of Putnam Variable Trust) share cumulative total return performance at net asset value was in particular percentiles of its Lipper Inc. peer group for the one-, three- and five-year periods ended March 31, 2006 (the first percentile being the best performing funds and the 100th percentile being the worst performing funds). In the case of each closed-end fund, the Trustees considered the same Lipper peer group information for the fund’s common share cumulative total return performance at net asset value. In the case of tax-exempt open-end and closed-end funds, the funds’ total return performance was compared against the Lipper peer group performance information using tax-adjusted performance to recognize the different federal income tax treatment for capital gains distributions and exempt-inter est distributions.
As a general matter, the Trustees concluded that cooperative efforts between the Trustees and fund
managers, disgorgement of profits, monetary damages, punitive damages, and
attorney's fees and costs.
Case Name Defendants Court Date Instituted
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Joanne S. Baseman Putnam Management United States Dec. 16, 2003
(derivativelyrepresent the most effective way to address investment performance problems. The Trustees noted that investors in the Putnam funds have, in effect, placed their trust in the Putnam organization, under the oversight of the funds’ Trustees, to make appropriate decisions regarding the management of the funds. Based on behalf Omid Kamshad District Courtthe responsiveness of Putnam Management in the recent past to Trustee concerns about investment performance, the Trustees concluded that it is preferable to seek change within Putnam Management to address performance shortcomings. In the Trustees’ view, the alternative of terminating a management contract and engaging a new investment adviser for an underperforming fund would entail significant disruptionsand would not provide any greater assurance of improved investment performance.
Brokerage and soft-dollar allocations; other benefits
The Trustees considered various potential benefits that Putnam Management may receive in connection with the services it provides under the management contracts with the funds. These include benefits related to brokerage and soft-dollar allocations, whereby a portion of the commissions paid by a fund for brokerage may be used to acquire research services that may be useful to Putnam Management in managing the assets of the fund and of other clients. The Trustees indicated their continued intent to monitor the potential benefits associated with the allocation of fund brokerage to ensure that the principle of seeking “best price and execution” remains paramount in the portfolio trading process.
The Trustees’ annual review of the funds’ management contracts also included the review of the custodian and investor servicing agreements with Putnam Fiduciary Trust Company, which agreements provide benefits to an affiliate of Putnam Management. In the case of the open-end funds, the Trustees’ annual review of the funds’ management contracts also included the review of the funds’ distributor’s contracts and distribution plans with Putnam Retail Management Limited Partnership, which contracts and plans also provide benefits to an affiliate of Putnam Management.
Comparison of retail and institutional fee schedules
The information examined by the Trustees as part of their annual contract review has included for many years information regarding fees charged by Putnam Management and its affiliates to institutional clients such as defined benefit pension plans, college endowments, etc. This information included comparison of such fees with fees charged to the funds, as well as a detailed assessment of the differences in the services provided to these two types of clients. The Trustees observed, in this regard, that the differences in fee rates between institutional clients and the funds are by no means uniform when examined by individual asset sectors, suggesting that differences in the pricing of investment management services to these types of clients reflect to a substantial degree historical competitive forces operating in separate market places. The Trustees considered the fact that fee rates across all asset sectors are higher on average for funds than for institutional clients, as well as the differences between the services that Putnam Management provides to the Putnam funds and those that it provides to institutional clients of the firm, but did not rely on these comparisons to any significant extent in concluding that the management fees paid by the funds are reasonable.
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Approval of the Sub-Advisory Contract among PutnamManagement, Putnam Investments Limited and ThePutnam Advisory Company, LLC for PutnamInternational Equity Fund
In July 2006, the Trustees approved a sub-advisory contract among Putnam Management, PIL and The Putnam Advisory Company, LLC (“PAC”) for Putnam International Equity Fund. The Contract Committee reviewed information provided by Putnam Management and, upon completion of this review, recommended, and the Independent Trustees approved, Putnam International Equity Fund’s sub-advisory contract with PAC, effective July 14, 2006.
The Trustees considered numerous factors they believe relevant in approving Putnam International Equity Fund’s sub-advisory contract with PAC, including Putnam Management’s belief that the interest of shareholders would be best served by using Putnam’s Tokyo investment professionals who are employed by PAC to provide investment recommendations for certain equity sleeves of Putnam International Justin ScottEquity Fund that are currently managed by Putnam Management or PIL, and PAC’s expertise with respect to Asian markets. The Trustees also considered that Japanese securities laws require a sub-advisory relationship among Putnam Management, PIL and PAC in order for Putnam’s Tokyo investment professionals to provide investment recommendations for Putnam International Equity Fund. The Trustees noted that Putnam Management or PIL, and not Putnam International Equity Fund, would pay the sub-management fee to PAC for its services and that the sub-management contra ct with PAC will not reduce the nature, quality or overall level of service provided to Putnam International Equity Fund.
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APPENDIX H
Other Similar Funds Advised by Putnam Management
The following table contains certain information regarding funds for which Putnam Management provides investment advisory services and that may have similar investment objectives and policies to your fund.
| Has | ||||||
| Amount of | compensation | |||||
| Management | been waived, | |||||
| Fee Paid in the | reduced or | |||||
| Most Recent | otherwise | |||||
| Fiscal Year | agreed to be | |||||
| Net Assets | (after applicable | reduced | ||||
| as of | waivers and | under any | Current | |||
| December 31, | reimbursements, | applicable | Investment | |||
| Fund | 2006 ($) | Current Management Fee Schedule | if any) ($) | contract? | Objective | |
| Putnam American | 707,703,667 | First $500 million | 0.65% | 4,373,306 | Yes | High current income |
| Government | Next $500 million | 0.55% | with preservation of | |||
| Income Fund | Next $500 million | 0.50% | capital as its | |||
| Next $5 billion | 0.45% | secondary objective. | ||||
| Next $5 billion | 0.425% | |||||
| Next $5 billion | 0.405% | |||||
| Next $5 billion | 0.39% | |||||
| Any excess thereafter | 0.38% | |||||
| Putnam AMT-Free | 327,849,054 | The lesser of 0.50%, or | 1,790,563 | Yes | High current income | |
| Insured Municipal | First $500 million | 0.60% | exempt from federal | |||
| Fund | Next $500 million | 0.50% | income tax. | |||
| Next $500 million | 0.45% | |||||
| Next $5 billion | 0.40% | |||||
| Next $5 billion | 0.375% | |||||
| Next $5 billion | 0.355% | |||||
| Next $5 billion | 0.34% | |||||
| Any excess thereafter | 0.33% | |||||
| Putnam Arizona | 89,150,402 | The lesser of 0.50%, or | 396,902 | Yes | To provide as high a | |
| Tax Exempt | First $500 million | 0.60% | level of current | |||
| Income Fund | Next $500 million | 0.50% | income exempt | |||
| Next $500 million | 0.45% | from federal income | ||||
| Next $5 billion | 0.40% | tax and personal | ||||
| Next $5 billion | 0.375% | income tax (if any) | ||||
| Next $5 billion | 0.355% | of the state of | ||||
| Next $5 billion | 0.34% | Arizona as Putnam | ||||
| Any excess over $21.5 billion | 0.33% | Management | ||||
| believes is consistent | ||||||
| with preservation | ||||||
| of capital. | ||||||
| Putnam Asset | 2,109,899,934 | First $500 million | 0.70% | 10,841,716 | Yes | Total return. |
| Allocation: | Next $500 million | 0.60% | ||||
| Balanced Portfolio | Next $500 million | 0.55% | ||||
| Next $5 billion | 0.50% | |||||
| Next $5 billion | 0.475% | |||||
| Next $5 billion | 0.455% | |||||
| Next $5 billion | 0.44% | |||||
| Any excess over $21.5 billion | 0.43% | |||||
| Putnam Asset | 985,940,217 | First $500 million | 0.70% | 5,759,923 | Yes | Total return |
| Allocation: | Next $500 million | 0.60% | consistent with | |||
| Conservative | Next $500 million | 0.55% | preservation | |||
| Portfolio | Next $5 billion | 0.50% | of capital. | |||
| Next $5 billion | 0.475% | |||||
| Next $5 billion | 0.455% | |||||
| Next $5 billion | 0.44% | |||||
| Any excess over $21.5 billion | 0.43% | |||||
H-1
| Has | ||||||
| Amount of | compensation | |||||
| Management | been waived, | |||||
| Fee Paid in the | reduced or | |||||
| Most Recent | otherwise | |||||
| Fiscal Year | agreed to be | |||||
| Net Assets | (after applicable | reduced | ||||
| as of | waivers and | under any | Current | |||
| December 31, | reimbursements, | applicable | Investment | |||
| Fund | 2006 ($) | Current Management Fee Schedule | if any) ($) | contract? | Objective | |
| Putnam Asset | 2,156,488,751 | First $500 million | 0.70% | 9,639,295 | Yes | Capital appreciation. |
| Allocation: | Next $500 million | 0.60% | ||||
| Growth Portfolio | Next $500 million | 0.55% | ||||
| Next $5 billion | 0.50% | |||||
| Next $5 billion | 0.475% | |||||
| Next $5 billion | 0.455% | |||||
| Next $5 billion | 0.44% | |||||
| Any excess over $21.5 billion | 0.43% | |||||
| Putnam California | 83,373,293 | The lesser of 0.55%, or | 531,472 | Yes | To provide as high a | |
| Investment Grade | First $500 million | 0.65% | level of current | |||
| Municipal Trust | Next $500 million | 0.55% | income free from | |||
| Next $500 million | 0.50% | federal income tax | ||||
| Next $5 billion | 0.45% | and California | ||||
| Next $5 billion | 0.425% | personal income | ||||
| Next $5 billion | 0.405% | taxes as Putnam | ||||
| Next $5 billion | 0.39% | Management believes | ||||
| Any excess thereafter | 0.38% | is consistent with | ||||
| the preservation | ||||||
| of capital. | ||||||
| Putnam California | 2,076,820,792 | The lesser of 0.50%, or | 10,368,635 | Yes | To provide as high a | |
| Tax Exempt | First $500 million | 0.60% | level of current | |||
| Income Fund | Next $500 million | 0.50% | income exempt | |||
| Next $500 million | 0.45% | from federal income | ||||
| Next $5 billion | 0.40% | tax and California | ||||
| Next $5 billion | 0.375% | personal income | ||||
| Next $5 billion | 0.355% | tax as Putnam | ||||
| Next $5 billion | 0.34% | Management believes | ||||
| Any excess thereafter | 0.33% | to be consistent | ||||
| with the | ||||||
| preservation | ||||||
| of capital. | ||||||
| Putnam Capital | 649,313,138 | First $500 million | 0.65% | 4,388,833 | Yes | Capital appreciation. |
| Appreciation Fund | Next $500 million | 0.55% | ||||
| Next $500 million | 0.50% | |||||
| Next $5 billion | 0.45% | |||||
| Next $5 billion | 0.425% | |||||
| Next $5 billion | 0.405% | |||||
| Next $5 billion | 0.39% | |||||
| Any excess over $21.5 billion | 0.38% | |||||
| Putnam Capital | 1,125,906,050 | First $500 million | 0.65% | 6,363,713 | Yes | Long-term growth |
| Opportunities Fund | Next $500 million | 0.55% | of capital. | |||
| Next $500 million | 0.50% | |||||
| Next $5 billion | 0.45% | |||||
| Next $5 billion | 0.425% | |||||
| Next $5 billion | 0.405% | |||||
| Next $5 billion | 0.39% | |||||
| Any excess thereafter | 0.38% | |||||
| Putnam Classic | 766,747,810 | First $500 million | 0.65% | 4,836,159 | Yes | Capital growth. |
| Equity Fund | Next $500 million | 0.55% | Current income is a | |||
| Next $500 million | 0.50% | secondary goal. | ||||
| Next $5 billion | 0.45% | |||||
| Next $5 billion | 0.425% | |||||
| Next $5 billion | 0.405% | |||||
| Next $5 billion | 0.39% | |||||
| Any excess thereafter | 0.38% | |||||
H-2
| Has | ||||||
| Amount of | compensation | |||||
| Management | been waived, | |||||
| Fee Paid in the | reduced or | |||||
| Most Recent | otherwise | |||||
| Fiscal Year | agreed to be | |||||
| Net Assets | (after applicable | reduced | ||||
| as of | waivers and | under any | Current | |||
| December 31, | reimbursements, | applicable | Investment | |||
| Fund | 2006 ($) | Current Management Fee Schedule | if any) ($) | contract? | Objective | |
| Putnam Convertible | 724,297,978 | First $500 million | 0.65% | 4,231,616 | Yes | Current income and |
| Income-Growth Trust | Next $500 million | 0.55% | capital appreciation. | |||
| Next $500 million | 0.50% | Conservation of | ||||
| Next $5 billion | 0.45% | capital is a | ||||
| Next $5 billion | 0.425% | secondary objective. | ||||
| Next $5 billion | 0.405% | |||||
| Next $5 billion | 0.39% | |||||
| Any excess thereafter | 0.38% | |||||
| Putnam Discovery | 850,247,984 | First $500 million | 0.70% | 5,497,942 | Yes | Long-term growth |
| Growth Fund | Next $500 million | 0.60% | of capital. | |||
| Next $500 million | 0.55% | |||||
| Next $5 billion | 0.50% | |||||
| Next $5 billion | 0.475% | |||||
| Next $5 billion | 0.455% | |||||
| Next $5 billion | 0.44% | |||||
| Any excess thereafter | 0.43% | |||||
| Putnam Diversified | 2,770,991,703 | First $500 million | 0.70% | 17,403,729 | Yes | To provide as high a |
| Income Trust | Next $500 million | 0.60% | level of current | |||
| Next $500 million | 0.55% | income as Putnam | ||||
| Next $5 billion | 0.50% | Management believes | ||||
| Next $5 billion | 0.475% | is consistent with | ||||
| Next $5 billion | 0.455% | preservation | ||||
| Next $5 billion | 0.44% | of capital. | ||||
| Any excess thereafter | 0.43% | |||||
| Putnam Equity | 3,842,617,273 | First $500 million | 0.65% | 18,067,258 | Yes | Capital growth and |
| Income Fund | Next $500 million | 0.55% | current income. | |||
| Next $500 million | 0.50% | |||||
| Next $5 billion | 0.45% | |||||
| Next $5 billion | 0.425% | |||||
| Next $5 billion | 0.405% | |||||
| Next $5 billion | 0.39% | |||||
| Any excess thereafter | 0.38% | |||||
| Putnam Europe | 560,853,928 | First $500 million | 0.80% | 4,213,337 | Yes | Capital appreciation. |
| Equity Fund | Next $500 million | 0.70% | ||||
| Next $500 million | 0.65% | |||||
| Next $5 billion | 0.60% | |||||
| Next $5 billion | 0.575% | |||||
| Next $5 billion | 0.555% | |||||
| Next $5 billion | 0.54% | |||||
| Any excess thereafter | 0.53% | |||||
| Putnam Floating | 494,289,793 | First $500 million | 0.65% | 1,719,001^ | Yes | High current income. |
| Rate Income Fund | Next $500 million | 0.55% | Preservation of | |||
| Next $500 million | 0.50% | capital is a | ||||
| Next $5 billion | 0.45% | secondary goal. | ||||
| Next $5 billion | 0.425% | |||||
| Next $5 billion | 0.405% | |||||
| Next $5 billion | 0.39% | |||||
| Next $5 billion | 0.38% | |||||
| Next $5 billion | 0.37% | |||||
| Next $5 billion | 0.36% | |||||
| Next $5 billion | 0.35% | |||||
| Next $5 billion | 0.34% | |||||
| Next $8.5 billion | 0.33% | |||||
| Any excess thereafter | 0.32% | |||||
H-3
| Has | ||||||
| Amount of | compensation | |||||
| Management | been waived, | |||||
| Fee Paid in the | reduced or | |||||
| Most Recent | otherwise | |||||
| Fiscal Year | agreed to be | |||||
| Net Assets | (after applicable | reduced | ||||
| as of | waivers and | under any | Current | |||
| December 31, | reimbursements, | applicable | Investment | |||
| Fund | 2006 ($) | Current Management Fee Schedule | if any) ($) | contract? | Objective | |
| The Putnam Fund | 15,172,174,430 | First $500 million | 0.65% | 67,376,969 | Yes | Capital growth and |
| for Growth | Next $500 million | 0.55% | current income. | |||
| and Income | Next $500 million | 0.50% | ||||
| Next $5 billion | 0.45% | |||||
| Next $5 billion | 0.425% | |||||
| Next $5 billion | 0.405% | |||||
| Next $5 billion | 0.39% | |||||
| Next $5 billion | 0.38% | |||||
| Next $5 billion | 0.37% | |||||
| Next $5 billion | 0.36% | |||||
| Next $5 billion | 0.35% | |||||
| Next $5 billion | 0.34% | |||||
| Next $8.5 billion | 0.33% | |||||
| Any excess over $55 billion | 0.32% | |||||
| The George Putnam | 4,654,483,340 | First $500 million | 0.65% | 23,520,227 | Yes | To provide a |
| Fund of Boston | Next $500 million | 0.55% | balanced investment | |||
| Next $500 million | 0.50% | composed of a | ||||
| Next $5 billion | 0.45% | well-diversified | ||||
| Next $5 billion | 0.425% | portfolio of stocks | ||||
| Next $5 billion | 0.405% | and bonds which | ||||
| Next $5 billion | 0.39% | produce both capital | ||||
| Any excess thereafter | 0.38% | growth and | ||||
| current income. | ||||||
| Putnam Global | 2,116,008,457 | First $500 million | 0.80% | 15,165,340 | Yes | Capital appreciation. |
| Equity Fund | Next $500 million | 0.70% | ||||
| Next $500 million | 0.65% | |||||
| Next $5 billion | 0.60% | |||||
| Next $5 billion | 0.575% | |||||
| Next $5 billion | 0.555% | |||||
| Next $5 billion | 0.54% | |||||
| Next $5 billion | 0.53% | |||||
| Next $5 billion | 0.52% | |||||
| Next $5 billion | 0.51% | |||||
| Next $5 billion | 0.50% | |||||
| Next $5 billion | 0.49% | |||||
| Next $8.5 billion | 0.48% | |||||
| Any excess over $55 billion | 0.47% | |||||
| Putnam Global | 128,502,186 | First $500 million | 0.70% | 528,321 | Yes | High current income |
| Income Trust | Next $500 million | 0.60% | by investing | |||
| Next $500 million�� | 0.55% | principally in debt | ||||
| Next $5 billion | 0.50% | securities of | ||||
| Next $5 billion | 0.475% | sovereign and | ||||
| Next $5 billion | 0.455% | private issuers | ||||
| Next $5 billion | 0.44% | worldwide, including | ||||
| Any excess thereafter | 0.43% | supranational issuers. | ||||
| Putnam Global | 627,944,661 | First $500 million | 0.70% | 4,126,921 | Yes | Capital appreciation. |
| Natural Resources | Next $500 million | 0.60% | ||||
| Fund | Next $500 million | 0.55% | ||||
| Next $5 billion | 0.50% | |||||
| Next $5 billion | 0.475% | |||||
| Next $5 billion | 0.455% | |||||
| Next $5 billion | 0.44% | |||||
| Any excess thereafter | 0.43% | |||||
H-4
| Has | ||||||
| Amount of | compensation | |||||
| Management | been waived, | |||||
| Fee Paid in the | reduced or | |||||
| Most Recent | otherwise | |||||
| Fiscal Year | agreed to be | |||||
| Net Assets | (after applicable | reduced | ||||
| as of | waivers and | under any | Current | |||
| December 31, | reimbursements, | applicable | Investment | |||
| Fund | 2006 ($) | Current Management Fee Schedule | if any) ($) | contract? | Objective | |
| Putnam Growth | 659,146,436 | First $500 million | 0.70% | 2,913,736 | Yes | Capital appreciation. |
| Opportunities Fund | Next $500 million | 0.60% | ||||
| Next $500 million | 0.55% | |||||
| Next $5 billion | 0.50% | |||||
| Next $5 billion | 0.475% | |||||
| Next $5 billion | 0.455% | |||||
| Next $5 billion | 0.44% | |||||
| Any excess thereafter | 0.43% | |||||
| Putnam Health | 2,267,488,061 | First $500 million | 0.70% | 14,802,805 | Yes | Capital appreciation. |
| Sciences Trust | Next $500 million | 0.60% | ||||
| Next $500 million | 0.55% | |||||
| Next $5 billion | 0.50% | |||||
| Next $5 billion | 0.475% | |||||
| Next $5 billion | 0.455% | |||||
| Next $5 billion | 0.44% | |||||
| Any excess over $21.5 billion | 0.43% | |||||
| Putnam High Income | 198,149,622 | First $500 million | 0.70% | 1,372,004 | Yes | To provide high |
| Securities Fund | Next $500 million | 0.60% | current income as a | |||
| Next $500 million | 0.55% | primary objective | ||||
| Next $5 billion | 0.50% | and capital | ||||
| Next $5 billion | 0.475% | appreciation as a | ||||
| Next $5 billion | 0.455% | secondary objective. | ||||
| Next $5 billion | 0.44% | |||||
| Next $5 billion | 0.43% | |||||
| Next $5 billion | 0.42% | |||||
| Next $5 billion | 0.41% | |||||
| Next $5 billion | 0.40% | |||||
| Next $5 billion | 0.39% | |||||
| Next $8.5 billion | 0.38% | |||||
| Any excess thereafter | 0.37% | |||||
| Putnam High Yield | 801,711,721 | First $500 million | 0.70% | 5,676,755 | Yes | High current |
| Advantage Fund | Next $500 million | 0.60% | income. Capital | |||
| Next $500 million | 0.55% | growth is a | ||||
| Next $5 billion | 0.50% | secondary goal | ||||
| Next $5 billion | 0.475% | when consistent | ||||
| Next $5 billion | 0.455% | with achieving high | ||||
| Next $5 billion | 0.44% | current income. | ||||
| Any excess thereafter | 0.43% | |||||
| Putnam High Yield | 213,917,148 | The lesser of 0.55%, or | 1,448,462 | Yes | To provide high | |
| Municipal Trust | First $500 million | 0.65% | current income | |||
| Next $500 million | 0.55% | exempt from federal | ||||
| Next $500 million | 0.50% | income tax. | ||||
| Next $5 billion | 0.45% | |||||
| Next $5 billion | 0.425% | |||||
| Next $5 billion | 0.405% | |||||
| Next $5 billion | 0.39% | |||||
| Any excess thereafter | 0.38% | |||||
| Putnam High | 2,357,157,321 | First $500 million | 0.70% | 13,784,128 | Yes | High current |
| Yield Trust | Next $500 million | 0.60% | income. Capital | |||
| Next $500 million | 0.55% | growth is a | ||||
| Next $5 billion | 0.50% | secondary goal. | ||||
| Next $5 billion | 0.475% | |||||
| Next $5 billion | 0.455% | |||||
| Next $5 billion | 0.44% | |||||
| Any excess thereafter | 0.43% | |||||
H-5
| Has | ||||||
| Amount of | compensation | |||||
| Management | been waived, | |||||
| Fee Paid in the | reduced or | |||||
| Most Recent | otherwise | |||||
| Fiscal Year | agreed to be | |||||
| Net Assets | (after applicable | reduced | ||||
| as of | waivers and | under any | Current | |||
| December 31, | reimbursements, | applicable | Investment | |||
| Fund | 2006 ($) | Current Management Fee Schedule | if any) ($) | contract? | Objective | |
| Putnam Income | 2,447,632,260 | First $500 million | 0.65% | 11,940,410 | Yes | High current income |
| Fund | Next $500 million | 0.55% | consistent with | |||
| Next $500 million | 0.50% | what Putnam | ||||
| Next $5 billion | 0.45% | management | ||||
| Next $5 billion | 0.425% | believes to be | ||||
| Next $5 billion | 0.405% | prudent risk. | ||||
| Next $5 billion | 0.39% | |||||
| Any excess thereafter | 0.38% | |||||
| Putnam Income | 13,002,265 | First $500 million | 0.65% | 0* | Yes | Current income |
| Strategies Fund | Next $500 million | 0.55% | consistent with | |||
| Next $500 million | 0.50% | what Putnam | ||||
| Next $5 billion | 0.45% | Management believes | ||||
| Next $5 billion | 0.425% | to be prudent risk. | ||||
| Next $5 billion | 0.405% | Its secondary | ||||
| Next $5 billion | 0.39% | objective is | ||||
| Next $5 billion | 0.38% | capital appreciation. | ||||
| Next $5 billion | 0.37% | |||||
| Next $5 billion | 0.36% | |||||
| Next $5 billion | 0.35% | |||||
| Next $5 billion | 0.34% | |||||
| Next $8.5 billion | 0.33% | |||||
| Any excess thereafter | 0.32% | |||||
| Putnam International | 1,783,630,400 | First $500 million | 1.00% | 13,345,775 | Yes | Long-term |
| Capital | Next $500 million | 0.90% | capital appreciation. | |||
| Opportunities Fund | Next $500 million | 0.85% | ||||
| Next $5 billion | 0.80% | |||||
| Next $5 billion | 0.775% | |||||
| Next $5 billion | 0.755% | |||||
| Next $5 billion | 0.74% | |||||
| Any excess thereafter | 0.73% | |||||
| Putnam International | 7,003,286,336 | First $500 million | 0.80% | 39,425,440 | Yes | Capital appreciation. |
| Equity Fund | Next $500 million | 0.70% | ||||
| Next $500 million | 0.65% | |||||
| Next $5 billion | 0.60% | |||||
| Next $5 billion | 0.575% | |||||
| Next $5 billion | 0.555% | |||||
| Next $5 billion | 0.54% | |||||
| Any excess over $21.5 billion | 0.53% | |||||
| Putnam International | 1,037,228,946 | First $500 million | 0.80% | 5,732,946 | Yes | Capital growth. |
| Growth and | Next $500 million | 0.70% | Current income is a | |||
| Income Fund | Next $500 million | 0.65% | secondary objective. | |||
| Next $5 billion | 0.60% | |||||
| Next $5 billion | 0.575% | |||||
| Next $5 billion | 0.555% | |||||
| Next $5 billion | 0.54% | |||||
| Any excess thereafter | 0.53% | |||||
| Putnam International | 811,831,094 | First $500 million | 1.00% | 6,580,631 | Yes | Long-term |
| New Opportunities | Next $500 million | 0.90% | capital appreciation. | |||
| Fund | Next $500 million | 0.85% | ||||
| Next $5 billion | 0.80% | |||||
| Next $5 billion | 0.775% | |||||
| Next $5 billion | 0.755% | |||||
| Next $5 billion | 0.74% | |||||
| Any excess thereafter | 0.73% | |||||
H-6
| Has | ||||||
| Amount of | compensation | |||||
| Management | been waived, | |||||
| Fee Paid in the | reduced or | |||||
| Most Recent | otherwise | |||||
| Fiscal Year | agreed to be | |||||
| Net Assets | (after applicable | reduced | ||||
| as of | waivers and | under any | Current | |||
| December 31, | reimbursements, | applicable | Investment | |||
| Fund | 2006 ($) | Current Management Fee Schedule | if any) ($) | contract? | Objective | |
| Putnam Investment | 363,338,832 | The lesser of 0.55%, or | 2,059,634 | Yes | To provide as high a | |
| Grade Municipal | First $500 million | 0.65% | level of current | |||
| Trust | Next $500 million | 0.55% | income exempt | |||
| Next $500 million | 0.50% | from federal income | ||||
| Next $5 billion | 0.45% | tax as Putnam | ||||
| Next $5 billion | 0.425% | Management believes | ||||
| Next $5 billion | 0.405% | to be consistent | ||||
| Next $5 billion | 0.39% | with the preservation | ||||
| Any excess thereafter | 0.38% | of capital. | ||||
| Putnam Investors | 4,107,665,166 | First $500 million | 0.65% | 19,513,803 | Yes | Long-term growth |
| Fund | Next $500 million | 0.55% | of capital and any | |||
| Next $500 million | 0.50% | increased income | ||||
| Next $5 billion | 0.45% | that results from | ||||
| Next $5 billion | 0.425% | this growth. | ||||
| Next $5 billion | 0.405% | |||||
| Next $5 billion | 0.39% | |||||
| Any excess over $21.5 billion | 0.38% | |||||
| Putnam Limited | 439,936,540 | The lesser of 0.50%, or | 2,392,584 | Yes | As high a level of | |
| Duration | First $500 million | 0.60% | current income as | |||
| Government | Next $500 million | 0.50% | Putnam Management | |||
| Income Fund | Next $500 million | 0.45% | believes is consistent | |||
| Next $5 billion | 0.40% | with preservation | ||||
| Next $5 billion | 0.375% | of capital. | ||||
| Next $5 billion | 0.355% | |||||
| Next $5 billion | 0.34% | |||||
| Any excess over $21.5 billion | 0.33% | |||||
| Putnam Managed | 548,638,387 | The lesser of 0.55%, or | 3,167,820 | Yes | To provide high | |
| Municipal Income | First $500 million | 0.65% | current income free | |||
| Trust | Next $500 million | 0.55% | from federal | |||
| Next $500 million | 0.50% | income tax. | ||||
| Next $5 billion | 0.45% | |||||
| Next $5 billion | 0.425% | |||||
| Next $5 billion | 0.405% | |||||
| Next $5 billion | 0.39% | |||||
| Any excess thereafter | 0.38% | |||||
| Putnam | 309,261,461 | The lesser of 0.50%, or | 1,675,201 | Yes | As high a level of | |
| Massachusetts Tax | First $500 million | 0.60% | current income | |||
| Exempt Income | Next $500 million | 0.50% | exempt from federal | |||
| Fund | Next $500 million | 0.45% | income tax and | |||
| Next $5 billion | 0.40% | personal income tax | ||||
| Next $5 billion | 0.375% | (if any) of the | ||||
| Next $5 billion | 0.355% | Commonwealth of | ||||
| Next $5 billion | 0.34% | Massachusetts as | ||||
| Any excess over $21.5 billion | 0.33% | Putnam Management | ||||
| believes is consistent | ||||||
| with preservation | ||||||
| of capital. | ||||||
H-7
| Has | ||||||
| Amount of | compensation | |||||
| Management | been waived, | |||||
| Fee Paid in the | reduced or | |||||
| Most Recent | otherwise | |||||
| Fiscal Year | agreed to be | |||||
| Net Assets | (after applicable | reduced | ||||
| as of | waivers and | under any | Current | |||
| December 31, | reimbursements, | applicable | Investment | |||
| Fund | 2006 ($) | Current Management Fee Schedule | if any) ($) | contract? | Objective | |
| Putnam Master | 654,273,418 | First $500 million | 0.75% | 4,797,486 | Yes | With equal |
| Intermediate Income | Next $500 million | 0.65% | emphasis, to | |||
| Trust | Next $500 million | 0.60% | provide high current | |||
| Next $5 billion | 0.55% | income and relative | ||||
| Next $5 billion | 0.525% | stability of net | ||||
| Next $5 billion | 0.505% | asset value. | ||||
| Next $5 billion | 0.49% | |||||
| Next $5 billion | 0.48% | |||||
| Next $5 billion | 0.47% | |||||
| Next $5 billion | 0.46% | |||||
| Next $5 billion | 0.45% | |||||
| Next $5 billion | 0.44% | |||||
| Next $8.5 billion | 0.43% | |||||
| Any excess thereafter | 0.42% | |||||
| Putnam Michigan Tax | 117,691,883 | The lesser of 0.50%, or | 648,238 | Yes | As high a level of | |
| Exempt Income Fund | First $500 million | 0.60% | current income | |||
| Next $500 million | 0.50% | exempt from federal | ||||
| Next $500 million | 0.45% | income tax and | ||||
| Next $5 billion | 0.40% | personal income tax | ||||
| Next $5 billion | 0.375% | (if any) of the state | ||||
| Next $5 billion | 0.355% | of Michigan as | ||||
| Next $5 billion | 0.34% | Putnam Management | ||||
| Any excess over $21.5 billion | 0.33% | believes is consistent | ||||
| with preservation | ||||||
| of capital. | ||||||
| Putnam Mid Cap | 973,670,094 | First $500 million | 0.70% | 5,871,795 | Yes | Capital appreciation |
| Value Fund | Next $500 million | 0.60% | and, as a secondary | |||
| Next $500 million | 0.55% | objective, current | ||||
| Next $5 billion | 0.50% | income. | ||||
| Next $5 billion | 0.475% | |||||
| Next $5 billion | 0.455% | |||||
| Next $5 billion | 0.44% | |||||
| Any excess thereafter | 0.43% | |||||
| Putnam Minnesota | 108,716,812 | The lesser of 0.50%, or | 538,350 | Yes | As high a level of | |
| Tax Exempt | First $500 million | 0.60% | current income | |||
| Income Fund | Next $500 million | 0.50% | exempt from federal | |||
| Next $500 million | 0.45% | income tax and | ||||
| Next $5 billion | 0.40% | personal income tax | ||||
| Next $5 billion | 0.375% | (if any) of the state | ||||
| Next $5 billion | 0.355% | of Minnesota as | ||||
| Next $5 billion | 0.34% | Putnam Management | ||||
| Any excess over $21.5 billion | 0.33% | believes is consistent | ||||
| with preservation | ||||||
| of capital. | ||||||
| Putnam Money | 3,278,464,902 | First $100 million | 0.50% | 10,390,443 | Yes | As high a rate of |
| Market Fund | Next $100 million | 0.40% | current income as | |||
| Next $300 million | 0.35% | Putnam Management | ||||
| Next $500 million | 0.325% | believes is consistent | ||||
| Next $500 million | 0.30% | with preservation of | ||||
| Next $2.5 billion | 0.275% | capital and | ||||
| Next $2.5 billion | 0.25% | maintenance | ||||
| Next $5 billion | 0.225% | of liquidity. | ||||
| Next $5 billion | 0.205% | |||||
| Next $5 billion | 0.19% | |||||
| Any excess thereafter | 0.18% | |||||
H-8
| Has | ||||||
| Amount of | compensation | |||||
| Management | been waived, | |||||
| Fee Paid in the | reduced or | |||||
| Most Recent | otherwise | |||||
| Fiscal Year | agreed to be | |||||
| Net Assets | (after applicable | reduced | ||||
| as of | waivers and | under any | Current | |||
| December 31, | reimbursements, | applicable | Investment | |||
| Fund | 2006 ($) | Current Management Fee Schedule | if any) ($) | contract? | Objective | |
| Putnam Municipal | 363,454,277 | The lesser of 0.55%, or | 2,290,901 | Yes | To provide as high a | |
| Bond Fund | First $500 million | 0.65% | level of current | |||
| Next $500 million | 0.55% | income exempt | ||||
| Next $500 million | 0.50% | from federal income | ||||
| Next $5 billion | 0.45% | tax as Putnam | ||||
| Next $5 billion | 0.425% | Management | ||||
| Next $5 billion | 0.405% | believes is consistent | ||||
| Next $5 billion | 0.39% | with preservation | ||||
| Any excess thereafter | 0.38% | of capital. | ||||
| Putnam Municipal | 322,775,012 | The lesser of 0.35%, or | 1,394,604 | Yes | The fund seeks to | |
| Opportunities Trust** | First $500 million | 0.45% | provide as high a | |||
| Next $500 million | 0.35% | level of current | ||||
| Next $500 million | 0.30% | income free from | ||||
| Next $5 billion | 0.25% | federal income tax | ||||
| Next $5 billion | 0.225% | as Putnam | ||||
| Next $5 billion | 0.205% | Management believes | ||||
| Next $5 billion | 0.19% | is consistent with | ||||
| Any excess thereafter | 0.18% | the preservation | ||||
| of capital. | ||||||
| Putnam New Jersey | 204,244,200 | The lesser of 0.50%, or | 1,101,027 | Yes | As high a level of | |
| Tax Exempt | First $500 million | 0.60% | current income | |||
| Income Fund | Next $500 million | 0.50% | exempt from federal | |||
| Next $500 million | 0.45% | income tax and | ||||
| Next $5 billion | 0.40% | personal income tax | ||||
| Next $5 billion | 0.375% | (if any) of the state | ||||
| Next $5 billion | 0.355% | of New Jersey as | ||||
| Next $5 billion | 0.34% | Putnam Management | ||||
| Any excess over $21.5 billion | 0.33% | believes is | ||||
| consistent with | ||||||
| preservation | ||||||
| of capital. | ||||||
| Putnam New | 4,697,260,397 | First $500 million | 0.70% | 30,814,799 | Yes | Long-term |
| Opportunities Fund | Next $500 million | 0.60% | capital appreciation. | |||
| Next $500 million | 0.55% | |||||
| Next $5 billion | 0.50% | |||||
| Next $5 billion | 0.475% | |||||
| Next $5 billion | 0.455% | |||||
| Next $5 billion | 0.44% | |||||
| Next $5 billion | 0.43% | |||||
| Next $5 billion | 0.42% | |||||
| Next $5 billion | 0.41% | |||||
| Next $5 billion | 0.40% | |||||
| Next $5 billion | 0.39% | |||||
| Next $8.5 billion | 0.38% | |||||
| Any excess above $55 billion | 0.37% | |||||
| Putnam New | 2,074,162,525 | First $500 million | 0.70% | 11,478,217 | Yes | Long-term |
| Value Fund | Next $500 million | 0.60% | capital appreciation. | |||
| Next $500 million | 0.55% | |||||
| Next $5 billion | 0.50% | |||||
| Next $5 billion | 0.475% | |||||
| Next $5 billion | 0.455% | |||||
| Next $5 billion | 0.44% | |||||
| Any excess thereafter | 0.43% | |||||
H-9
| Has | ||||||
| Amount of | compensation | |||||
| Management | been waived, | |||||
| Fee Paid in the | reduced or | |||||
| Most Recent | otherwise | |||||
| Fiscal Year | agreed to be | |||||
| Net Assets | (after applicable | reduced | ||||
| as of | waivers and | under any | Current | |||
| December 31, | reimbursements, | applicable | Investment | |||
| Fund | 2006 ($) | Current Management Fee Schedule | if any) ($) | contract? | Objective | |
| Putnam New York | 48,297,644 | The lesser of 0.55%, or | 302,665 | Yes | To provide as high a | |
| Investment Grade | First $500 million | 0.65% | level of current | |||
| Municipal Trust | Next $500 million | 0.55% | income free from | |||
| Next $500 million | 0.50% | federal income tax | ||||
| Next $5 billion | 0.45% | and New York state | ||||
| Next $5 billion | 0.425% | and city personal | ||||
| Next $5 billion | 0.405% | income taxes as | ||||
| Next $5 billion | 0.39% | Putnam Management | ||||
| Any excess thereafter | 0.38% | believes is consistent | ||||
| with the preservation | ||||||
| of capital. | ||||||
| Putnam New York | 1,158,329,137 | The lesser of 0.50%, or | 5,972,705 | Yes | As high a level of | |
| Tax Exempt | First $500 million | 0.60% | current income | |||
| Income Fund | Next $500 million | 0.50% | exempt from federal | |||
| Next $500 million | 0.45% | income tax and | ||||
| Next $5 billion | 0.40% | New York State and | ||||
| Next $5 billion | 0.375% | City personal income | ||||
| Next $5 billion | 0.355% | taxes as Putnam | ||||
| Next $5 billion | 0.34% | Management believes | ||||
| Any excess over $21.5 billion | 0.33% | to be consistent | ||||
| with preservation | ||||||
| of capital. | ||||||
| Putnam Ohio Tax | 162,665,349 | The lesser of 0.50%, or | 849,434 | Yes | As high a level of | |
| Exempt Income Fund | First $500 million | 0.60% | current income | |||
| Next $500 million | 0.50% | exempt from federal | ||||
| Next $500 million | 0.45% | income tax and | ||||
| Next $5 billion | 0.40% | personal income tax | ||||
| Next $5 billion | 0.375% | (if any) of the state | ||||
| Next $5 billion | 0.355% | of Ohio as Putnam | ||||
| Next $5 billion | 0.34% | Management believes | ||||
| Any excess over $21.5 billion | 0.33% | is consistent with | ||||
| preservation | ||||||
| of capital. | ||||||
| Putnam OTC & | 707,529,454 | First $500 million | 0.70% | 6,255,747 | Yes | Capital appreciation. |
| Emerging Growth | Next $500 million | 0.60% | ||||
| Fund | Next $500 million | 0.55% | ||||
| Next $5 billion | 0.50% | |||||
| Next $5 billion | 0.475% | |||||
| Next $5 billion | 0.455% | |||||
| Next $5 billion | 0.44% | |||||
| Any excess thereafter | 0.43% | |||||
| Putnam Pennsylvania | 170,561,420 | The lesser of 0.50%, or | 926,507 | Yes | As high a level of | |
| Tax Exempt | First $500 million | 0.60% | current income | |||
| Income Fund | Next $500 million | 0.50% | exempt from federal | |||
| Next $500 million | 0.45% | income tax and | ||||
| Next $5 billion | 0.40% | personal income tax | ||||
| Next $5 billion | 0.375% | (if any) of the | ||||
| Next $5 billion | 0.355% | Commonwealth of | ||||
| Next $5 billion | 0.34% | Pennsylvania as | ||||
| Any excess over $21.5 billion | 0.33% | Putnam Management | ||||
| believes is consistent | ||||||
| with preservation | ||||||
| of capital. | ||||||
H-10
| Has | ||||||
| Amount of | compensation | |||||
| Management | been waived, | |||||
| Fee Paid in the | reduced or | |||||
| Most Recent | otherwise | |||||
| Fiscal Year | agreed to be | |||||
| Net Assets | (after applicable | reduced | ||||
| as of | waivers and | under any | Current | |||
| December 31, | reimbursements, | applicable | Investment | |||
| Fund | 2006 ($) | Current Management Fee Schedule | if any) ($) | contract? | Objective | |
| Putnam Premier | 1,290,918,588 | First $500 million | 0.75% | 8,927,294 | Yes | To provide high |
| Income Trust | Next $500 million | 0.65% | current income. | |||
| Next $500 million | 0.60% | |||||
| Next $5 billion | 0.55% | |||||
| Next $5 billion | 0.525% | |||||
| Next $5 billion | 0.505% | |||||
| Next $5 billion | 0.49% | |||||
| Next $5 billion | 0.48% | |||||
| Next $5 billion | 0.47% | |||||
| Next $5 billion | 0.46% | |||||
| Next $5 billion | 0.45% | |||||
| Next $5 billion | 0.44% | |||||
| Next $8.5 billion | 0.43% | |||||
| Any excess thereafter | 0.42% | |||||
| Putnam Prime | 6,828,544,083 | 0.20% | 2,183,172 | Yes | As high a rate of | |
| Money Market | current income as | |||||
| Fund*** | Putnam Management | |||||
| believes is consistent | ||||||
| with preservation | ||||||
| of capital and | ||||||
| maintenance | ||||||
| of liquidity. | ||||||
| Putnam Research | 825,539,509 | First $500 million | 0.65% | 5,269,897 | Yes | Capital appreciation. |
| Fund**** | Next $500 million | 0.55% | ||||
| Next $500 million | 0.50% | |||||
| Next $5 billion | 0.45% | |||||
| Next $5 billion | 0.425% | |||||
| Next $5 billion | 0.405% | |||||
| Next $5 billion | 0.39% | |||||
| Any excess thereafter | 0.38% | |||||
| Putnam | 82,508,709 | 0.05% | 29,736 | Yes | Capital appreciation | |
| RetirementReady | and current income | |||||
| 2010 Fund | consistent with a | |||||
| decreasing emphasis | ||||||
| on capital | ||||||
| appreciation and an | ||||||
| increasing emphasis | ||||||
| on current income | ||||||
| as it approaches its | ||||||
| target date. | ||||||
| Putnam | 150,347,628 | 0.05% | 58,932 | Yes | Capital appreciation | |
| RetirementReady | and current income | |||||
| 2015 Fund | consistent with a | |||||
| decreasing emphasis | ||||||
| on capital | ||||||
| appreciation and an | ||||||
| increasing emphasis | ||||||
| on current income | ||||||
| as it approaches its | ||||||
| target date. | ||||||
H-11
| Has | ||||||||
| Amount of | compensation | |||||||
| Management | been waived, | |||||||
| Fee Paid in the | reduced or | |||||||
| Most Recent | otherwise | |||||||
| Fiscal Year | agreed to be | |||||||
| Net Assets | (after applicable | reduced | ||||||
| as of | waivers and | under any | Current | |||||
| December 31, | reimbursements, | applicable | Investment | |||||
| Fund | 2006 ($) | Current Management Fee Schedule | if any) ($) | contract? | Objective | |||
| Putnam | 162,096,359 | 0.05% | 64,225 | Yes | Capital appreciation | |||
| RetirementReady | and current income | |||||||
| 2020 Fund | consistent with a | |||||||
| decreasing emphasis | ||||||||
| on capital | ||||||||
| appreciation and an | ||||||||
| increasing emphasis | ||||||||
| on current income | ||||||||
| as it approaches its | ||||||||
| target date. | ||||||||
| Putnam | 133,811,161 | 0.05% | 49,571 | Yes | Capital appreciation | |||
| RetirementReady | and current income | |||||||
| 2025 Fund | consistent with a | |||||||
| decreasing emphasis | ||||||||
| on capital | ||||||||
| appreciation and an | ||||||||
| increasing emphasis | ||||||||
| on current income | ||||||||
| as it approaches its | ||||||||
| target date. | ||||||||
| Putnam | 101,690,671 | 0.05% | 25,310 | Yes | Capital appreciation | |||
| RetirementReady | and current income | |||||||
| 2030 Fund | consistent with a | |||||||
| decreasing emphasis | ||||||||
| on capital | ||||||||
| appreciation and an | ||||||||
| increasing emphasis | ||||||||
| on current income | ||||||||
| as it approaches its | ||||||||
| target date. | ||||||||
| Putnam | 68,748,550 | 0.05% | 6,096 | Yes | Capital appreciation | |||
| RetirementReady | and current income | |||||||
| 2035 Fund | consistent with a | |||||||
| decreasing emphasis | ||||||||
| on capital | ||||||||
| appreciation and an | ||||||||
| increasing emphasis | ||||||||
| on current income | ||||||||
| as it approaches its | ||||||||
| target date. | ||||||||
| Putnam | 44,524,474 | 0.05% | 0† | Yes | Capital appreciation | |||
| RetirementReady | and current income | |||||||
| 2040 Fund | consistent with a | |||||||
| decreasing emphasis | ||||||||
| on capital | ||||||||
| appreciation and an | ||||||||
| increasing emphasis | ||||||||
| on current income | ||||||||
| as it approaches its | ||||||||
| target date. | ||||||||
H-12
| Has | ||||||
| Amount of | compensation | |||||
| Management | been waived, | |||||
| Fee Paid in the | reduced or | |||||
| Most Recent | otherwise | |||||
| Fiscal Year | agreed to be | |||||
| Net Assets | (after applicable | reduced | ||||
| as of | waivers and | under any | Current | |||
| December 31, | reimbursements, | applicable | Investment | |||
| Fund | 2006 ($) | Current Management Fee Schedule | if any) ($) | contract? | Objective | |
| Putnam | 34,373,111 | 0.05% | 0† | Yes | Capital appreciation | |
| RetirementReady | and current income | |||||
| 2045 Fund | consistent with a | |||||
| decreasing emphasis | ||||||
| on capital | ||||||
| appreciation and an | ||||||
| increasing emphasis | ||||||
| on current income | ||||||
| as it approaches its | ||||||
| target date. | ||||||
| Putnam | 8,214,863 | 0.05% | 0† | Yes | Capital appreciation | |
| RetirementReady | and current income | |||||
| 2050 Fund | consistent with a | |||||
| decreasing emphasis | ||||||
| on capital | ||||||
| appreciation and an | ||||||
| increasing emphasis | ||||||
| on current income | ||||||
| as it approaches its | ||||||
| target date. | ||||||
| Putnam | 48,280,916 | 0.05% | 0† | Yes | As high a rate of | |
| RetirementReady | current income as | |||||
| Maturity Fund | Putnam Management | |||||
| believes is | ||||||
| consistent with | ||||||
| preservation | ||||||
| of capital. | ||||||
| Putnam Small Cap | 499,218,523 | First $500 million | 1.00% | 3,840,676 | Yes | Capital appreciation. |
| Growth Fund | Next $500 million | 0.90% | ||||
| Next $500 million | 0.85% | |||||
| Next $5 billion | 0.80% | |||||
| Next $5 billion | 0.775% | |||||
| Next $5 billion | 0.755% | |||||
| Next $5 billion | 0.74% | |||||
| Any excess thereafter | 0.73% | |||||
| Putnam Small Cap | 774,255,867 | First $500 million | 0.80% | 6,409,797^ | Yes | Capital appreciation. |
| Value Fund | Next $500 million | 0.70% | ||||
| Next $500 million | 0.65% | |||||
| Next $5 billion | 0.60% | |||||
| Next $5 billion | 0.575% | |||||
| Next $5 billion | 0.555% | |||||
| Next $5 billion | 0.54% | |||||
| Any excess thereafter | 0.53% | |||||
| Putnam Tax | 1,200,407,523 | The lesser of 0.50%, or | 6,301,826 | Yes | As high a level of | |
| Exempt Income | First $500 million | 0.60% | current income | |||
| Fund | Next $500 million | 0.50% | exempt from federal | |||
| Next $500 million | 0.45% | income tax as | ||||
| Next $5 billion | 0.40% | Putnam Management | ||||
| Next $5 billion | 0.375% | believes to be | ||||
| Next $5 billion | 0.355% | consistent with | ||||
| Next $5 billion | 0.34% | preservation | ||||
| Any excess thereafter | 0.33% | of capital. | ||||
H-13
| Has | ||||||
| Amount of | compensation | |||||
| Management | been waived, | |||||
| Fee Paid in the | reduced or | |||||
| Most Recent | otherwise | |||||
| Fiscal Year | agreed to be | |||||
| Net Assets | (after applicable | reduced | ||||
| as of | waivers and | under any | Current | |||
| December 31, | reimbursements, | applicable | Investment | |||
| Fund | 2006 ($) | Current Management Fee Schedule | if any) ($) | contract? | Objective | |
| Putnam Tax Exempt | 130,101,465 | First $500 million | 0.45% | 390,524 | Yes | As high a level of |
| Money Market Fund | Next $500 million | 0.35% | current income | |||
| Next $500 million | 0.30% | exempt from federal | ||||
| Next $5 billion | 0.25% | income tax as | ||||
| Next $5 billion | 0.225% | Putnam Management | ||||
| Next $5 billion | 0.205% | believes is | ||||
| Next $5 billion | 0.19% | consistent with | ||||
| Any excess thereafter | 0.18% | preservation of | ||||
| capital, maintenance | ||||||
| of liquidity and | ||||||
| stability of principal. | ||||||
| Putnam Tax-Free | 192,025,045 | The lesser of 0.55%, or | 1,177,515 | Yes | The fund seeks to | |
| Health Care Fund | First $500 million | 0.65% | provide as high a | |||
| Next $500 million | 0.55% | level of current | ||||
| Next $500 million | 0.50% | income free from | ||||
| Next $5 billion | 0.45% | federal income tax | ||||
| Next $5 billion | 0.425% | as Putnam | ||||
| Next $5 billion | 0.405% | Management | ||||
| Next $5 billion | 0.39% | believes is | ||||
| Any excess over $21.5 billion | 0.38% | consistent with the | ||||
| preservation | ||||||
| of capital. | ||||||
| Putnam Tax-Free | 1,463,606,993 | The lesser of 0.50%, or | 7,815,394 | Yes | High current income | |
| High Yield Fund | First $500 million | 0.60% | exempt from federal | |||
| Next $500 million | 0.50% | income tax. | ||||
| Next $500 million | 0.45% | |||||
| Next $5 billion | 0.40% | |||||
| Next $5 billion | 0.375% | |||||
| Next $5 billion | 0.355% | |||||
| Next $5 billion | 0.34% | |||||
| Any excess thereafter | 0.33% | |||||
| Putnam Tax Smart | 282,128,891 | First $500 million | 0.70% | 1,914,939 | Yes | Long-term growth |
| Equity Fund® | Next $500 million | 0.60% | of capital on an | |||
| Next $500 million | 0.55% | after-tax basis. | ||||
| Next $5 billion | 0.50% | |||||
| Next $5 billion | 0.475% | |||||
| Next $5 billion | 0.455% | |||||
| Next $5 billion | 0.44% | |||||
| Any excess thereafter | 0.43% | |||||
| Putnam U.S. | 1,209,378,791 | First $500 million | 0.57% | 6,820,873 | Yes | As high a level of |
| Government | Next $500 million | 0.475% | current income as | |||
| Income Trust | Next $500 million | 0.4275% | Putnam Management | |||
| Any excess over $1.5 billion | 0.38% | believes is | ||||
| consistent with | ||||||
| preservation | ||||||
| of capital. | ||||||
| Putnam Utilities | 622,775,796 | First $500 million | 0.70% | 3,727,421 | Yes | Capital growth and |
| Growth and | Next $500 million | 0.60% | current income. | |||
| Income Fund | Next $500 million | 0.55% | ||||
| Next $5 billion | 0.50% | |||||
| Next $5 billion | 0.475% | |||||
| Next $5 billion | 0.455% | |||||
| Next $5 billion | 0.44% | |||||
| Any excess thereafter | 0.43% | |||||
H-14
| Has | ||||||
| Amount of | compensation | |||||
| Management | been waived, | |||||
| Fee Paid in the | reduced or | |||||
| Most Recent | otherwise | |||||
| Fiscal Year | agreed to be | |||||
| Net Assets | (after applicable | reduced | ||||
| as of | waivers and | under any | Current | |||
| December 31, | reimbursements, | applicable | Investment | |||
| Fund | 2006 ($) | Current Management Fee Schedule | if any) ($) | contract? | Objective | |
| Putnam Vista Fund | 2,389,026,658 | First $500 million | 0.65% | 14,101,874 | Yes | Capital appreciation. |
| Next $500 million | 0.55% | |||||
| Next $500 million | 0.50% | |||||
| Next $5 billion | 0.45% | |||||
| Next $5 billion | 0.425% | |||||
| Next $5 billion | 0.405% | |||||
| Next $5 billion | 0.39% | |||||
| Any excess over $21.5 billion | 0.38% | |||||
| Putnam Voyager Fund | 8,241,571,476 | First $500 million | 0.70% | 51,035,233 | Yes | Capital appreciation. |
| Next $500 million | 0.60% | |||||
| Next $500 million | 0.55% | |||||
| Next $5 billion | 0.50% | |||||
| Next $5 billion | 0.475% | |||||
| Next $5 billion | 0.455% | |||||
| Next $5 billion | 0.44% | |||||
| Next $5 billion | 0.43% | |||||
| Next $5 billion | 0.42% | |||||
| Next $5 billion | 0.41% | |||||
| Next $5 billion | 0.40% | |||||
| Next $5 billion | 0.39% | |||||
| Next $8.5 billion | 0.38% | |||||
| Above $55 billion | 0.37% | |||||
| Putnam VT | 149,012,146 | First $500 million | 0.65% | 693,021 | Yes | High current income |
| American | Next $500 million | 0.55% | with preservation of | |||
| Government | Next $500 million | 0.50% | capital as a | |||
| Income Fund | Next $5 billion | 0.45% | secondary objective. | |||
| Next $5 billion | 0.425% | |||||
| Next $5 billion | 0.405% | |||||
| Next $5 billion | 0.39% | |||||
| Next $5 billion | 0.38% | |||||
| Next $5 billion | 0.37% | |||||
| Next $5 billion | 0.36% | |||||
| Next $5 billion | 0.35% | |||||
| Any excess thereafter | 0.34% | |||||
| Putnam VT Capital | 50,843,215 | First $500 million | 0.65% | 225,344 | Yes | Capital appreciation. |
| Appreciation Fund | Next $500 million | 0.55% | ||||
| Next $500 million | 0.50% | |||||
| Next $5 billion | 0.45% | |||||
| Next $5 billion | 0.425% | |||||
| Next $5 billion | 0.405% | |||||
| Next $5 billion | 0.39% | |||||
| Next $5 billion | 0.38% | |||||
| Next $5 billion | 0.37% | |||||
| Next $5 billion | 0.36% | |||||
| Next $5 billion | 0.35% | |||||
| Next $5 billion | 0.34% | |||||
| Next $8.5 billion | 0.33% | |||||
| Any excess thereafter | 0.32% | |||||
H-15
| Has | ||||||
| Amount of | compensation | |||||
| Management | been waived, | |||||
| Fee Paid in the | reduced or | |||||
| Most Recent | otherwise | |||||
| Fiscal Year | agreed to be | |||||
| Net Assets | (after applicable | reduced | ||||
| as of | waivers and | under any | Current | |||
| December 31, | reimbursements, | applicable | Investment | |||
| Fund | 2006 ($) | Current Management Fee Schedule | if any) ($) | contract? | Objective | |
| Putnam VT Capital | 46,989,019 | First $500 million | 0.65% | 222,790 | Yes | Long-term growth |
| Opportunities Fund | Next $500 million | 0.55% | of capital. | |||
| Next $500 million | 0.50% | |||||
| Next $5 billion | 0.45% | |||||
| Next $5 billion | 0.425% | |||||
| Next $5 billion | 0.405% | |||||
| Next $5 billion | 0.39% | |||||
| Any excess thereafter | 0.38% | |||||
| Putnam VT Discovery | 36,740,778 | First $500 million | 0.70% | 105,127 | Yes | Long-term growth |
| Growth Fund | Next $500 million | 0.60% | of capital. | |||
| Next $500 million | 0.55% | |||||
| Next $5 billion | 0.50% | |||||
| Next $5 billion | 0.475% | |||||
| Next $5 billion | 0.455% | |||||
| Next $5 billion | 0.44% | |||||
| Next $5 billion | 0.43% | |||||
| Next $5 billion | 0.42% | |||||
| Next $5 billion | 0.41% | |||||
| Next $5 billion | 0.40% | |||||
| Next $5 billion | 0.39% | |||||
| Next $8.5 billion | 0.38% | |||||
| Any excess thereafter | 0.37% | |||||
| Putnam VT | 479,813,483 | First $500 million | 0.70% | 2,933,530 | Yes | As high a level of |
| Diversified | Next $500 million | 0.60% | current income as | |||
| Income Fund | Next $500 million | 0.55% | Putnam Management | |||
| Next $5 billion | 0.50% | believes is consistent | ||||
| Next $5 billion | 0.475% | with preservation | ||||
| Next $5 billion | 0.455% | of capital. | ||||
| Next $5 billion | 0.44% | |||||
| Any excess thereafter | 0.43% | |||||
| Putnam VT Equity | 241,424,798 | First $500 million | 0.65% | 1,326,897 | Yes | Capital growth and |
| Income Fund | Next $500 million | 0.55% | current income. | |||
| Next $500 million | 0.50% | |||||
| Next $5 billion | 0.45% | |||||
| Next $5 billion | 0.425% | |||||
| Next $5 billion | 0.405% | |||||
| Next $5 billion | 0.39% | |||||
| Any excess thereafter | 0.38% | |||||
| Putnam VT The | 608,279,822 | First $500 million | 0.65% | 3,969,447 | Yes | To provide a balanced |
| George Putnam | Next $500 million | 0.55% | investment composed | |||
| Fund of Boston | Next $500 million | 0.50% | of a well diversified | |||
| Next $5 billion | 0.45% | portfolio of stocks | ||||
| Next $5 billion | 0.425% | and bonds which | ||||
| Next $5 billion | 0.405% | produce both capital | ||||
| Next $5 billion | 0.39% | growth and | ||||
| Any excess thereafter | 0.38% | current income. | ||||
| Putnam VT Global | 400,137,286 | First $500 million | 0.70% | 2,392,952 | Yes | A high level of |
| Asset Allocation | Next $500 million | 0.60% | long-term total | |||
| Fund | Next $500 million | 0.55% | return consistent | |||
| Next $5 billion | 0.50% | with preservation | ||||
| Next $5 billion | 0.475% | of capital. | ||||
| Next $5 billion | 0.455% | |||||
| Next $5 billion | 0.44% | |||||
| Any excess thereafter | 0.43% | |||||
H-16
| Has | ||||||
| Amount of | compensation | |||||
| Management | been waived, | |||||
| Fee Paid in the | reduced or | |||||
| Most Recent | otherwise | |||||
| Fiscal Year | agreed to be | |||||
| Net Assets | (after applicable | reduced | ||||
| as of | waivers and | under any | Current | |||
| December 31, | reimbursements, | applicable | Investment | |||
| Fund | 2006 ($) | Current Management Fee Schedule | if any) ($) | contract? | Objective | |
| Putnam VT Global | 608,067,124 | First $500 million | 0.80% | 4,692,325 | Yes | Capital appreciation. |
| Equity Fund | Next $500 million | 0.70% | ||||
| Next $500 million | 0.65% | |||||
| Next $5 billion | 0.60% | |||||
| Next $5 billion | 0.575% | |||||
| Next $5 billion | 0.555% | |||||
| Next $5 billion | 0.54% | |||||
| Any excess thereafter | 0.53% | |||||
| Putnam VT Growth | 4,101,216,725 | First $500 million | 0.65% | 20,729,712 | Yes | Capital growth and |
| and Income Fund | Next $500 million | 0.55% | current income. | |||
| Next $500 million | 0.50% | |||||
| Next $5 billion | 0.45% | |||||
| Next $5 billion | 0.425% | |||||
| Next $5 billion | 0.405% | |||||
| Next $5 billion | 0.39% | |||||
| Any excess thereafter | 0.38% | |||||
| Putnam VT Growth | 50,923,698 | First $500 million | 0.70% | 243,122 | Yes | Capital appreciation. |
| Opportunities Fund | Next $500 million | 0.60% | ||||
| Next $500 million | 0.55% | |||||
| Next $5 billion | 0.50% | |||||
| Next $5 billion | 0.475% | |||||
| Next $5 billion | 0.455% | |||||
| Next $5 billion | 0.44% | |||||
| Next $5 billion | 0.43% | |||||
| Any excess thereafter | 0.42% | |||||
| Putnam VT Health | 270,659,925 | First $500 million | 0.70% | 2,204,609 | Yes | Capital appreciation. |
| Sciences Fund | Next $500 million | 0.60% | ||||
| Next $500 million | 0.55% | |||||
| Next $5 billion | 0.50% | |||||
| Next $5 billion | 0.475% | |||||
| Next $5 billion | 0.455% | |||||
| Next $5 billion | 0.44% | |||||
| Any excess thereafter | 0.43% | |||||
| Putnam VT High | 599,035,287 | First $500 million | 0.70% | 3,720,493 | Yes | High current income. |
| Yield Fund | Next $500 million | 0.60% | Capital growth is a | |||
| Next $500 million | 0.55% | secondary goal | ||||
| Next $5 billion | 0.50% | when consistent | ||||
| Next $5 billion | 0.475% | with achieving high | ||||
| Next $5 billion | 0.455% | current income. | ||||
| Next $5 billion | 0.44% | |||||
| Any excess thereafter | 0.43% | |||||
| Putnam VT | 737,543,099 | First $500 million | 0.65% | 3,498,163 | Yes | High current income |
| Income Fund | Next $500 million | 0.55% | consistent with what | |||
| Next $500 million | 0.50% | Putnam Management | ||||
| Next $5 billion | 0.45% | believes to be | ||||
| Next $5 billion | 0.425% | prudent risk. | ||||
| Next $5 billion | 0.405% | |||||
| Next $5 billion | 0.39% | |||||
| Any excess thereafter | 0.38% | |||||
H-17
| Has | ||||||
| Amount of | compensation | |||||
| Management | been waived, | |||||
| Fee Paid in the | reduced or | |||||
| Most Recent | otherwise | |||||
| Fiscal Year | agreed to be | |||||
| Net Assets | (after applicable | reduced | ||||
| as of | waivers and | under any | Current | |||
| December 31, | reimbursements, | applicable | Investment | |||
| Fund | 2006 ($) | Current Management Fee Schedule | if any) ($) | contract? | Objective | |
| Putnam VT | 1,267,657,390 | First $500 million | 0.80% | 8,271,996 | Yes | Capital appreciation. |
| International | Next $500 million | 0.70% | ||||
| Equity Fund | Next $500 million | 0.65% | ||||
| Next $5 billion | 0.60% | |||||
| Next $5 billion | 0.575% | |||||
| Next $5 billion | 0.555% | |||||
| Next $5 billion | 0.54% | |||||
| Any excess thereafter | 0.53% | |||||
| Putnam VT | 460,469,163 | First $500 million | 0.80% | 2,838,706 | Yes | Capital growth. |
| International Growth | Next $500 million | 0.70% | Current income is a | |||
| and Income Fund | Next $500 million | 0.65% | secondary objective. | |||
| Next $5 billion | 0.60% | |||||
| Next $5 billion | 0.575% | |||||
| Next $5 billion | 0.555% | |||||
| Next $5 billion | 0.54% | |||||
| Any excess thereafter | 0.53% | |||||
| Putnam VT | 287,674,855 | First $500 million | 1.00% | 2,485,049 | Yes | Long-term |
| International New | Next $500 million | 0.90% | capital appreciation. | |||
| Opportunities Fund | Next $500 million | 0.85% | ||||
| Next $5 billion | 0.80% | |||||
| Next $5 billion | 0.775% | |||||
| Next $5 billion | 0.755% | |||||
| Next $5 billion | 0.74% | |||||
| Any excess thereafter | 0.73% | |||||
| Putnam VT | 494,282,635 | First $500 million | 0.65% | 3,216,355 | Yes | Long-term growth |
| Investors Fund | Next $500 million | 0.55% | of capital and any | |||
| Next $500 million | 0.50% | increased income | ||||
| Next $5 billion | 0.45% | that results from | ||||
| Next $5 billion | 0.425% | this growth. | ||||
| Next $5 billion | 0.405% | |||||
| Next $5 billion | 0.39% | |||||
| Any excess thereafter | 0.38% | |||||
| Putnam VT Mid | 95,124,663 | First $500 million | 0.70% | 634,565 | Yes | Capital appreciation |
| Cap Value Fund | Next $500 million | 0.60% | and, as a secondary | |||
| Next $500 million | 0.55% | objective, current | ||||
| Next $5 billion | 0.50% | income. | ||||
| Next $5 billion | 0.475% | |||||
| Next $5 billion | 0.455% | |||||
| Next $5 billion | 0.44% | |||||
| Any excess thereafter | 0.43% | |||||
| Putnam VT Money | 399,752,655 | First $500 million | 0.45% | 1,529,264 | Yes | As high a rate of |
| Market Fund | Next $500 million | 0.35% | current income as | |||
| Next $500 million | 0.30% | Putnam Management | ||||
| Next $5 billion | 0.25% | believes is consistent | ||||
| Next $5 billion | 0.225% | with preservation of | ||||
| Next $5 billion | 0.205% | capital and | ||||
| Next $5 billion | 0.19% | maintenance | ||||
| Any excess thereafter | 0.18% | of liquidity. | ||||
| Putnam VT New | 1,291,099,249 | First $500 million | 0.70% | 8,663,759 | Yes | Long-term |
| Opportunities Fund | Next $500 million | 0.60% | capital appreciation. | |||
| Next $500 million | 0.55% | |||||
| Next $5 billion | 0.50% | |||||
| Next $5 billion | 0.475% | |||||
| Next $5 billion | 0.455% | |||||
| Next $5 billion | 0.44% | |||||
| Any excess thereafter | 0.43% | |||||
H-18
| Has | ||||||
| Amount of | compensation | |||||
| Management | been waived, | |||||
| Fee Paid in the | reduced or | |||||
| Most Recent | otherwise | |||||
| Fiscal Year | agreed to be | |||||
| Net Assets | (after applicable | reduced | ||||
| as of | waivers and | under any | Current | |||
| December 31, | reimbursements, | applicable | Investment | |||
| Fund | 2006 ($) | Current Management Fee Schedule | if any) ($) | contract? | Objective | |
| Putnam VT New | 679,407,446 | First $500 million | 0.70% | 4,475,605 | Yes | Long-term |
| Value Fund | Next $500 million | 0.60% | capital appreciation. | |||
| Next $500 million | 0.55% | |||||
| Next $5 billion | 0.50% | |||||
| Next $5 billion | 0.475% | |||||
| Next $5 billion | 0.455% | |||||
| Next $5 billion | 0.44% | |||||
| Any excess thereafter | 0.43% | |||||
| Putnam VT OTC & | 79,065,231 | First $500 million | 0.70% | 575,537 | Yes | Capital appreciation. |
| Emerging Growth | Next $500 million | 0.60% | ||||
| Fund | Next $500 million | 0.55% | ||||
| Next $5 billion | 0.50% | |||||
| Next $5 billion | 0.475% | |||||
| Next $5 billion | 0.455% | |||||
| Next $5 billion | 0.44% | |||||
| Any excess thereafter | 0.43% | |||||
| Putnam VT | 177,820,555 | First $500 million | 0.65% | 1,213,099 | Yes | Capital appreciation. |
| Research Fund | Next $500 million | 0.55% | ||||
| Next $500 million | 0.50% | |||||
| Next $5 billion | 0.45% | |||||
| Next $5 billion | 0.425% | |||||
| Next $5 billion | 0.405% | |||||
| Next $5 billion | 0.39% | |||||
| Any excess thereafter | 0.38% | |||||
| Putnam VT Small | 978,000,195 | First $500 million | 0.80% | 6,827,461 | Yes | Capital appreciation. |
| Cap Value Fund | Next $500 million | 0.70% | ||||
| Next $500 million | 0.65% | |||||
| Next $5 billion | 0.60% | |||||
| Next $5 billion | 0.575% | |||||
| Next $5 billion | 0.555% | |||||
| Next $5 billion | 0.54% | |||||
| Any excess thereafter | 0.53% | |||||
| Putnam VT Utilities | 382,902,568 | First $500 million | 0.70% | 2,437,187 | Yes | Capital growth and |
| Growth and Income | Next $500 million | 0.60% | current income. | |||
| Fund | Next $500 million | 0.55% | ||||
| Next $5 billion | 0.50% | |||||
| Next $5 billion | 0.475% | |||||
| Next $5 billion | 0.455% | |||||
| Next $5 billion | 0.44% | |||||
| Any excess thereafter | 0.43% | |||||
| Putnam VT | 420,426,636 | First $500 million | 0.65% | 3,006,605 | Yes | Capital appreciation. |
| Vista Fund | Next $500 million | 0.55% | ||||
| Next $500 million | 0.50% | |||||
| Next $5 billion | 0.45% | |||||
| Next $5 billion | 0.425% | |||||
| Next $5 billion | 0.405% | |||||
| Next $5 billion | 0.39% | |||||
| Any excess thereafter | 0.38% | |||||
H-19
| Has | ||||||
| Amount of | compensation | |||||
| Management | been waived, | |||||
| Fee Paid in the | reduced or | |||||
| Most Recent | otherwise | |||||
| Fiscal Year | agreed to be | |||||
| Net Assets | (after applicable | reduced | ||||
| as of | waivers and | under any | Current | |||
| December 31, | reimbursements, | applicable | Investment | |||
| Fund | 2006 ($) | Current Management Fee Schedule | if any) ($) | contract? | Objective | |
| Putnam VT | 1,860,346,341 | First $500 million | 0.70% | 11,832,070 | Yes | Capital appreciation. |
| Voyager Fund | Next $500 million | 0.60% | ||||
| Next $500 million | 0.55% | |||||
| Next $5 billion | 0.50% | |||||
| Next $5 billion | 0.475% | |||||
| Next $5 billion | 0.455% | |||||
| Next $5 billion | 0.44% | |||||
| Any excess thereafter | 0.43% | |||||
* Due to expense limitations in effect during the fund’s fiscal year ended 02/28/06, Putnam Income Strategies Fund did not pay a management fee to Putnam Management. Figures for the District
Equityfund’s most recent fiscal year are not yet available.
** The management fee schedule for Putnam Municipal Opportunities Trust represents fees paid only for investment advisory services. As described in this proxy statement, the fund also paid administrative fees to Putnam Management for administrative services.
*** The management fee schedule for Putnam Prime Money Market Fund represents fees paid only for investment advisory services. As described in this proxy statement, the fund also pays administrative fees to Putnam Management for administrative services.
****A revised management contract for Putnam Research Fund was approved by shareholders on December 14, 2006 to remove the incentive fee component from the management fee. Under the fund’s previous management contract, the fund paid Putnam Management a quarterly fee consisting of an asset-based component and an incentive component. The asset-based fee was subject to a performance adjustment based on the investment performance of the fund compared to the Standard & Poor’s 500 (S&P 500) composite Stock Price Index. Performance was calculated for these purposes at the beginning of each calendar quarter, for the thirty-six month period immediately preceding such quarter or the life of the fund, if shorter. The applicable asset-based fee was increased or decreased for each calendar quarter by an incentive payment or penalty at the annual rate of 0.01% of the fund’s average net assets for each 1.00% increment by which the fund outperformed or underp erformed the S&P 500 in excess of 3.00%, subject to a maximum increase or decrease of 0.07% of average net assets. The revised management contract provides for an eighteen-month transition period during which the fund’s fee will be the lesser of (i) the asset-based fee and (ii) the performance-adjusted fee that would have been calculated under the previous contract. The fund is currently in this transition period, which will end on June 30, 2008, after which the asset-based management fee will apply without performance-based adjustments.
† Due to expense limitations in effect during the most recent fiscal year, Putnam RetirementReady 2040 Fund, Putnam RetirementReady 2045 Fund, Putnam RetirementReady 2050 Fund and Putnam RetirementReady Maturity Fund did not pay management fees to Putnam Management.
^ Amounts for fiscal year ended 02/28/06. Figures for the William Woolverton of Maryland
Putnam Funds) Putnam Trustees
v. Putnam Investment Putnam Funds
Management, Inc., et al. (nominal)
- -------------------------------------------------------------------------------
John K. Clementfund’s most recent fiscal year are not yet available.
H-20
The following table contains certain information regarding other funds for which Putnam Management United States Nov. 26, 2003
(derivatively on behalf Omid Kamshad District Courtprovides investment advisory services as a sub-adviser. Unlike the other funds addressed in this proxy statement, Putnam Management does not provide administrative or other services to these funds.
| Has | |||||||||
| compensation | |||||||||
| been waived, | |||||||||
| reduced or | |||||||||
| otherwise | |||||||||
| Amount of | agreed to be | ||||||||
| Net Assets | Sub-Advisory | reduced | |||||||
| as of | Fee Paid in the | under any | Current | ||||||
| December 31, | Most Recent | applicable | Investment | Fiscal | |||||
| Fund | 2006 ($) | Sub-Advisory Fee Rate | Fiscal Year ($) | contract? | Objective | Year | |||
| Met Investors | 44,828,654 | 0.54% of average daily net assets†† | 244,961 | No | Long-term | Dec. 31, 2006 | |||
| Series Trust: | growth of capital. | ||||||||
| Met/Putnam | |||||||||
| Capital | |||||||||
| Opportunities | |||||||||
| Portfolio | |||||||||
| Valic Company I: | 432,979,141 | 0.50% of average daily net assets†† | 17,697√ | No | Capital | May 31,2006 | |||
| Global Equity Fund | appreciation. | ||||||||
| Valic Company I: | 185,427,002 | 0.63% of average daily net assets†† | 14,918√ | No | To produce | May 31, 2006 | |||
| Small Cap Special | growth of capital | ||||||||
| Values Fund√√ | by investing | ||||||||
| primarily in | |||||||||
| common stocks. | |||||||||
| Seasons Series Trust | 393,715,244 | 0.45% of average daily net assets†† | 1,728,770 �� | Yes | Capital | May 31, 2006 | |||
| — Asset Allocation: | appreciation. | ||||||||
| Diversified Growth | |||||||||
| Portfolio | |||||||||
| JNL/Putnam | 141,960,660 | First $150 million | 0.45% | 694,815 | No | Long-term | May 31, 2006 | ||
| Equity Fund | Next $150 million | 0.35% | capital growth. | ||||||
| Excess thereafter | 0.30% | ||||||||
| JNL/Putnam Midcap | 31,233,273 | First $250 million | 0.475% | 188,472 | No | Capital | May 31, 2006 | ||
| Growth Fund | Excess thereafter | 0.40% | appreciation. | ||||||
| SunAmerica Series | 234,230,726 | First $100 million | 0.85% | 1,891,099 | No | Long-term capital | Jan. 31, 2007 | ||
| Trust Emerging | Next $100 million | 0.80% | appreciation. | ||||||
| Markets Portfolio | Excess thereafter | 0.75% | |||||||
| SunAmerica Series | 455,306,042 | First $150 million | 0.65% | 2,227,733 | No | Growth of capital, | Jan. 31, 2007 | ||
| Trust: International | Next $150 million | 0.55% | and secondarily, | ||||||
| Growth & Income | Excess thereafter | 0.45% | current income. | ||||||
| Portfolio | |||||||||
| SunAmerica Series | 170,785,085 | First $150 million | 0.50% | 709,398 | Yes | Capital | Jan. 31, 2007 | ||
| Trust: Putnam Growth: | Next $150 million | 0.45% | appreciation. | ||||||
| Voyager Portfolio | Excess thereafter | 0.35% | |||||||
†† The effective annual management fee rate is provided for these funds as the management fee schedule for each fund is not publicly disclosed.
√These amounts represent fees paid by each fund for a partial fiscal year, since each fund’s inception was December 5, 2005.
√√Putnam Management currently sub-advises approximately 50% of several individual Justin Scottthe fund’s assets, with the remainder being advised by another investment adviser. The net assets provided here represent only those assets of the fund sub-advised by Putnam Management.
H-21
APPENDIX I
Payments to Putnam Managementand its Affiliates
The following fees were paid by the funds to Putnam Management and its affiliates during each fund’s most recent fiscal year (other than under a management contract). These services will continue to be provided after the proposed management contract is approved; however, the funds have retained State Street Bank and Trust Company as custodian, and it is expected that Putnam Fiduciary Trust Company’s service as custodian will terminate during the first half of 2007 when all of the funds’ assets in its custody or the custody of its sub-custodians have been transferred into State Street Bank and Trust Company’s safekeeping.
Also, as described in this proxy statement, Putnam Prime Money Market Fund and Putnam Municipal Opportunities Trust paid administrative services fees to Putnam Management. Please refer to the footnotes to these particular funds inAppendix Efor information about the administrative services fees paid to Putnam Management during the most recent fiscal year.
| Fees paid to | |||||
| Fees paid to | Fees paid to | Putnam Retail | |||
| Putnam Fiduciary | Putnam | Management | |||
| Trust Company | Fiduciary | Limited | |||
| for serving as | Trust Company | Partnership | |||
| investor servicing | for serving as | pursuant to | |||
| Fund | agent ($)* | custodian ($)* | distribution plans ($) | Fiscal Year End | |
| Putnam American Government Income Fund | 1,306,503 | 236,148 | 2,407,457 | September 30, 2006 | |
| Putnam AMT-Free Insured Municipal Fund | 168,922 | 116,080 | 1,281,572 | July 31, 2006 | |
| Putnam Arizona Tax Exempt Income Fund | 38,915 | 46,131 | 283,374 | May 31, 2006 | |
| Putnam Asset Allocation: Balanced Portfolio | 3,197,418 | 722,008 | 7,690,831 | September 30, 2006 | |
| Putnam Asset Allocation: Conservative Portfolio | 1,751,830 | 450,008 | 2,498,757 | September 30, 2006 | |
| Putnam Asset Allocation: Growth Portfolio | 3,385,542 | 1,560,157 | 7,209,776 | September 30, 2006 | |
| Putnam California Investment Grade Municipal Trust | 34,777 | 41,090 | Not Applicable | April 30, 2006 | |
| Putnam California Tax Exempt Income Fund | 687,684 | 169,424 | 5,547,728 | September 30, 2006 | |
| Putnam Capital Appreciation Fund | 2,448,787 | 219,444 | 3,461,183 | May 31, 2006 | |
| Putnam Capital Opportunities Fund | 3,432,751 | 347,870 | 3,827,544 | April 30, 2006 | |
| Putnam Classic Equity Fund | 1,952,796 | 175,325 | 3,180,135 | November 30, 2006 | |
| Putnam Convertible Income-Growth Trust | 781,757 | 137,389 | 2,235,945 | October 31, 2006 | |
| Putnam Discovery Growth Fund | 5,314,129 | 180,530 | 4,788,597 | December 31, 2006 | |
| Putnam Diversified Income Trust | 3,299,040 | 581,814 | 14,908,977 | September 30, 2006 | |
| Putnam Equity Income Fund | 6,951,658 | 245,063 | 14,113,121 | November 30, 2006 | |
| Putnam Europe Equity Fund | 1,372,486 | 573,492 | 2,634,957 | June 30, 2006 | |
| Putnam Floating Rate Income Fund** | 175,806 | 129,462 | 1,244,466 | February 28, 2006 | |
| The Putnam Fund for Growth and Income | 26,869,135 | 599,513 | 51,322,232 | October 31, 2006 | |
| The George Putnam Fund of Boston | 9,125,947 | 480,131 | 18,216,870 | July 31, 2006 | |
| Putnam Global Equity Fund | 5,695,273 | 1,368,894 | 8,397,834 | October 31, 2006 | |
| Putnam Global Income Trust | 254,473 | 130,104 | 546,850 | October 31, 2006 | |
| Putnam Global Natural Resources Fund | 1,043,084 | 301,780 | 2,729,494 | August 31, 2006 | |
| Putnam Growth Opportunities Fund | 5,034,903 | 170,468 | 4,889,338 | July 31, 2006 | |
| Putnam Health Sciences Trust | 6,313,802 | 507,220 | 12,527,764 | August 31, 2006 | |
| Putnam High Income Securities Fund | 96,278 | 137,361 | Not Applicable | August 31, 2006 | |
| Putnam High Yield Advantage Fund | 701,060 | 188,244 | 3,305,078 | November 30, 2006 | |
| Putnam High Yield Municipal Trust | 86,711 | 104,108 | Not Applicable | March 31, 2006 | |
| Putnam High Yield Trust | 3,593,375 | 247,504 | 9,404,607 | August 31, 2006 | |
I- 1
| Fees paid to | |||||||
| Fees paid to | Fees paid to | Putnam Retail | |||||
| Putnam Fiduciary | Putnam | Management | |||||
| Trust Company | Fiduciary | Limited | |||||
| for serving as | Trust Company | Partnership | |||||
| investor servicing | for serving as | pursuant to | |||||
| Fund | agent ($)* | custodian ($)* | distribution plans ($) | Fiscal Year End | |||
| Putnam Income Fund | 5,188,989 | 406,144 | 6,057,170 | October 31, 2006 | |||
| Putnam Income Strategies Fund** | 1,014 | 6,428 | 9,348 | February 28, 2006 | |||
| Putnam International Capital Opportunities Fund | 3,486,799 | 1,655,998 | 7,485,283 | August 31, 2006 | |||
| Putnam International Equity Fund | 15,299,530 | 6,653,687 | 24,900,584 | June 30, 2006 | |||
| Putnam International Growth and Income Fund | 2,170,028 | 851,927 | 3,774,490 | June 30, 2006 | |||
| Putnam International New Opportunities Fund | 2,552,793 | 777,569 | 3,072,562 | September 30, 2006 | |||
| Putnam Investment Grade Municipal Trust | 112,961 | 124,251 | Not Applicable | November 30, 2006 | |||
| Putnam Investors Fund | 11,541,559 | 295,418 | 16,725,612 | July 31, 2006 | |||
| Putnam Limited Duration Government Income Fund | 1,035,304 | 174,392 | 1,485,486 | November 30, 2006 | |||
| Putnam Managed Municipal Income Trust | 188,595 | 145,207 | Not Applicable | October 31, 2006 | |||
| Putnam Massachusetts Tax Exempt Income Fund | 141,481 | 110,395 | 1,112,889 | May 31, 2006 | |||
| Putnam Master Intermediate Income Trust | 340,900 | 289,863 | Not Applicable | September 30, 2006 | |||
| Putnam Michigan Tax Exempt Income Fund | 75,770 | 56,902 | 411,398 | May 31, 2006 | |||
| Putnam Mid Cap Value Fund | 2,439,108 | 144,668 | 4,523,402 | April 30, 2006 | |||
| Putnam Minnesota Tax Exempt Income Fund | 78,884 | 54,736 | 405,217 | May 31, 2006 | |||
| Putnam Money Market Fund | 7,108,735 | 26,396 | 1,813,923 | September 30, 2006 | |||
| Putnam Municipal Bond Fund | 118,092 | 126,202 | Not Applicable | April 30, 2006 | |||
| Putnam Municipal Opportunities Trust | 105,176 | 117,534 | Not Applicable | April 30, 2006 | |||
| Putnam New Jersey Tax Exempt Income Fund | 109,963 | 87,009 | 815,048 | May 31, 2006 | |||
| Putnam New Opportunities Fund | 18,449,214 | 284,869 | 19,722,612 | June 30, 2006 | |||
| Putnam New Value Fund | 4,874,321 | 175,324 | 8,846,785 | August 31, 2006 | |||
| Putnam New York Investment Grade Municipal Trust | 19,398 | 26,438 | Not Applicable | April 30, 2006 | |||
| Putnam New York Tax Exempt Income Fund | 572,969 | 147,793 | 2,977,860 | November 30, 2006 | |||
| Putnam Ohio Tax Exempt Income Fund | 96,299 | 91,003 | 504,029 | May 31, 2006 | |||
| Putnam OTC & Emerging Growth Fund | 5,529,799 | 169,354 | 4,424,411 | July 31, 2006 | |||
| Putnam Pennsylvania Tax Exempt Income Fund | 107,359 | 78,985 | 613,022 | May 31, 2006 | |||
| Putnam Premier Income Trust | 677,416 | 366,332 | Not Applicable | July 31, 2006 | |||
| Putnam Prime Money Market Fund | 320,694 | 49,161 | 10,226 | September 30, 2006 | |||
| Putnam Research Fund | 3,274,639 | 168,708 | 4,752,048 | July 31, 2006 | |||
| Putnam RetirementReady 2010 Fund | Not Applicable | Not Applicable | 108,176 | July 31, 2006 | |||
| Putnam RetirementReady 2015 Fund | Not Applicable | Not Applicable | 153,376 | July 31, 2006 | |||
| Putnam RetirementReady 2020 Fund | Not Applicable | Not Applicable | 175,406 | July 31, 2006 | |||
| Putnam RetirementReady 2025 Fund | Not Applicable | Not Applicable | 143,679 | July 31, 2006 | |||
| Putnam RetirementReady 2030 Fund | Not Applicable | Not Applicable | 100,250 | July 31, 2006 | |||
| Putnam RetirementReady 2035 Fund | Not Applicable | Not Applicable | 67,617 | July 31, 2006 | |||
| Putnam RetirementReady 2040 Fund | Not Applicable | Not Applicable | 42,154 | July 31, 2006 | |||
| Putnam RetirementReady 2045 Fund | Not Applicable | Not Applicable | 29,079 | July 31, 2006 | |||
| Putnam RetirementReady 2050 Fund | Not Applicable | Not Applicable | 3,856 | July 31, 2006 | |||
| Putnam RetirementReady Maturity Fund | Not Applicable | Not Applicable | 74,474 | July 31, 2006 | |||
| Putnam Small Cap Growth Fund | 1,303,853 | 172,809 | 1,727,604 | June 30, 2006 | |||
I- 2
| Fees paid to | ||||||
| Fees paid to | Fees paid to | Putnam Retail | ||||
| Putnam Fiduciary | Putnam | Management | ||||
| Trust Company | Fiduciary | Limited | ||||
| for serving as | Trust Company | Partnership | ||||
| investor servicing | for serving as | pursuant to | ||||
| Fund | agent ($)* | custodian ($)* | distribution plans ($) | Fiscal Year End | ||
| Putnam Small Cap Value Fund** | 1,721,218 | 189,821 | 4,206,106 | February 28, 2006 | ||
| Putnam Tax Exempt Income Fund | 619,569 | 157,244 | 2,965,084 | September 30, 2006 | ||
| Putnam Tax Exempt Money Market Fund | 92,314 | 7,225 | Not Applicable | September 30, 2006 | ||
| Putnam Tax-Free Health Care Fund | 96,730 | 89,104 | Not Applicable | May 31, 2006 | ||
| Putnam Tax-Free High Yield Fund | 876,144 | 181,530 | 4,924,806 | July 31, 2006 | ||
| Putnam Tax Smart Equity Fund® | 308,021 | 136,425 | 1,725,253 | October 31, 2006 | ||
| Putnam U.S. Government Income Trust | 1,912,986 | 524,492 | 4,893,122 | September 30, 2006 | ||
| Putnam Utilities Growth and Income Fund | 969,213 | 343,106 | 1,921,475 | October 31, 2006 | ||
| Putnam Vista Fund | 7,285,460 | 292,982 | 10,325,341 | July 31, 2006 | ||
| Putnam Voyager Fund | 30,585,086 | 398,461 | 32,965,281 | July 31, 2006 | ||
| Putnam VT American Government Income Fund | 48,941 | 114,013 | 173,639 | December 31, 2006 | ||
| Putnam VT Capital Appreciation Fund | 15,725 | 65,351 | 57,034 | December 31, 2006 | ||
| Putnam VT Capital Opportunities Fund | 12,527 | 54,559 | 46,005 | December 31, 2006 | ||
| Putnam VT Discovery Growth Fund | 11,659 | 63,423 | 65,208 | December 31, 2006 | ||
| Putnam VT Diversified Income Fund | 145,032 | 268,013 | 425,943 | December 31, 2006 | ||
| Putnam VT Equity Income Fund | 61,671 | 104,545 | 236,721 | December 31, 2006 | ||
| Putnam VT The George Putnam Fund of Boston | 194,190 | 268,645 | 744,815 | December 31, 2006 | ||
| Putnam VT Global Asset Allocation Fund | 118,715 | 433,160 | 193,024 | December 31, 2006 | ||
| Putnam VT Global Equity Fund | 178,611 | 512,462 | 184,854 | December 31, 2006 | ||
| Putnam VT Growth and Income Fund | 1,270,937 | 311,396 | 1,981,707 | December 31, 2006 | ||
| Putnam VT Growth Opportunities Fund | 15,810 | 48,399 | 75,526 | December 31, 2006 | ||
| Putnam VT Health Sciences Fund | 95,118 | 155,996 | 444,903 | December 31, 2006 | ||
| Putnam VT High Yield Fund | 181,736 | 189,665 | 413,089 | December 31, 2006 | ||
| Putnam VT Income Fund | 231,988 | 265,541 | 738,885 | December 31, 2006 | ||
| Putnam VT International Equity Fund | 338,452 | 1,358,361 | 1,823,795 | December 31, 2006 | ||
| Putnam VT International Growth and Income Fund | 121,377 | 546,929 | 291,287 | December 31, 2006 | ||
| Putnam VT International New Opportunities Fund | 82,490 | 369,808 | 400,747 | December 31, 2006 | ||
| Putnam VT Investors Fund | 148,076 | 182,489 | 563,681 | December 31, 2006 | ||
| Putnam VT Mid Cap Value Fund | 27,834 | 51,386 | 73,775 | December 31, 2006 | ||
| Putnam VT Money Market Fund | 110,530 | 135,076 | 411,984 | December 31, 2006 | ||
| Putnam VT New Opportunities Fund | 415,595 | 187,781 | 381,899 | December 31, 2006 | ||
| Putnam VT New Value Fund | 200,902 | 140,816 | 676,015 | December 31, 2006 | ||
| Putnam VT OTC & Emerging Growth Fund | 25,507 | 60,623 | 91,357 | December 31, 2006 | ||
| Putnam VT Research Fund | 56,664 | 91,120 | 272,176 | December 31, 2006 | ||
| Putnam VT Small Cap Value Fund | 276,850 | 215,429 | 1,582,848 | December 31, 2006 | ||
| Putnam VT Utilities Growth and Income Fund | 113,131 | 278,585 | 146,590 | December 31, 2006 | ||
| Putnam VT Vista Fund | 167,571 | 190,972 | 628,075 | December 31, 2006 | ||
| Putnam VT Voyager Fund | 569,884 | 211,176 | 1,114,380 | December 31, 2006 | ||
* Excludes custody credits and investor servicing credits.
** Amounts for fiscal year ended 02/28/06. Figures for the District
funds andfund’s most recent fiscal year are not yet available.
I- 3
APPENDIX J
5% Beneficial Ownership
As of February 9, 2007, to the William Woolverton of Maryland
Putnam Funds) Putnam Trustees
v. Putnam Investment Putnam Funds
Management Inc., et al. (nominal)
- -------------------------------------------------------------------------------
Simon J. Denenberg Putnam Management United States Jan. 30, 2004
(derivatively on behalf Omid Kamshad District Courtknowledge of the Putnam U.S. Justin Scottfunds, no person owned beneficially or of record 5% or more of any class of shares of any Putnam fund, except as shown in the tables below. Additional ownership information for the District
Government Income William WoolvertonPutnam closed-end funds is shown separately at the end of Maryland
Trust and the Putnam Putnam Trustees
Funds) v. Putnam Putnam Funds
Investment Management, (nominal)
Inc., et al.
- -------------------------------------------------------------------------------
Diane Hutto and Putnam Management United States Nov. 12, 2003
Dina Rozenbaum Putnam Trustees District Court
(derivative on behalf Justin M. Scottthis Appendix J.
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam American Government Income Fund | ||
| CLASS C | ||
| Bickley Printing SEP IRA Plan | ||
| 1225 Norton Ave | ||
| Glendale, CA 91202-2030 | 32,166.81 | 8.90% |
| CLASS M | ||
| Harold Azmelian, Philip Arpiarian & | ||
| Armen Kalbian As TTEE | ||
| Holy Cross Church Endowment Trst | ||
| 770 Anderson Ave Apt 15K | ||
| Cliffside Pk, NJ 07010-2169 | 22,881.20 | 9.70% |
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 52,560.96 | 22.30% |
| Travel Store, Inc.** | 18,454.00 | 7.84% |
| American Broadcast EFCU 401(K) & | ||
| Profit Sharing Plan* | 16,565.00 | 7.04% |
| CLASS R | ||
| MCB Trust Services As Agent For | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 6,299.05 | 97.80% |
| CLASS Y | ||
| Building Service Local 32b-J | ||
| Supplemental Retirement Savings Plan** | 605,464.00 | 57.29% |
| Putnam Investments Profit Sharing Plan* | 188,566.00 | 17.84% |
| Putnam AMT-Free Insured Municipal Fund | ||
| CLASS A | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 937,040.19 | 5.10% |
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 2,570,441.82 | 14.10% |
| CLASS B | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 178,615.89 | 5.80% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 212,789.69 | 6.90% |
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 258,300.36 | 8.40% |
| CLASS C | ||
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 98,771.20 | 17.20% |
| J.J.B. Hilliard, W.L. Lyons, Inc | ||
| 501 S.4th Street | ||
| Louisville, KY 40202 | 41,802.53 | 7.30% |
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| CLASS C | ||
| NFS LLC FEBO | ||
| its Customers | ||
| 5769 Pray St | ||
| Bonita, CA 91902 | 31,698.04 | 5.50% |
| CLASS M | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 32,385.59 | 44.70% |
| Pershing LLC | ||
| P. O. Box 2052 | ||
| Jersey City, NJ 07303 | 13,828.44 | 19.00% |
| Joan M Novak & Eugene S. Novak | ||
| 2091 E Parkview Cir | ||
| Hoffman Est, IL 60169-2644 | 4,915.46 | 6.70% |
| Putnam Arizona Tax Exempt Income Fund | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 1,635,301.84 | 19.50% |
| CLASS B | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 67,236.23 | 6.60% |
| CLASS C | ||
| Putnam LLC | ||
| The Putnam Companies, Inc. | ||
| One Post Office Square | ||
| Boston, MA 02109-2106 | 1,098.02 | 100.00% |
| CLASS M | ||
| LPL Financial Services | ||
| 9785 Towne Centre Drive | ||
| San Diego, CA 92121-1968 | 28,739.25 | 19.40% |
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 31,196.03 | 21.10% |
| Pershing LLC | ||
| P.O. Box 2052 | ||
| Jersey City, NJ 07303-9998 | 19,602.04 | 13.20% |
| L & F Investments Ltd Partnership | ||
| 4121 N 64th Pl | ||
| Scottsdale, AZ 85251-3109 | 33,437.68 | 22.70% |
| Putnam Asset Allocation: Balanced Portfolio | ||
| CLASS A | ||
| Mercer Trust Company | ||
| 1 Investors Way | ||
| Norwood, MA 02062-1599 | 9,371,204.58 | 7.60% |
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 12,828,440.93 | 10.50% |
J-1
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam Asset Allocation: Balanced Portfolio, continued | ||
| CLASS C | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 596,561.87 | 5.10% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 1,121,584.97 | 9.60% |
| CLASS M | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 264,326.80 | 8.80% |
| CLASS R | ||
| Counsel Trust Co | ||
| Corporate Benefit Services Of | ||
| American And Affiliates Retirement Plan | ||
| 336 4th Ave Ste 5 | ||
| PIttsburgh, PA 15222-2004 | 558,406.74 | 66.50% |
| CLASS Y | ||
| IBEW Local 3** | 3,682,426.00 | 23.87% |
| Kinder Morgan Savings Plan** | 2,708,037.00 | 17.56% |
| Ironworkers St. Louis District | ||
| Council Annuity Trust Fund** | 1,146,805.00 | 7.43% |
| Cenveo Corporation 401(K) Plan** | 897,297.00 | 5.82% |
| Arch Coal, Inc. Employee Thrift Plan** | 854,655.00 | 5.54% |
| Putnam Investments | ||
| Profit Sharing Plan* | 824,774.00 | 5.35% |
| Genlyte Thomas Group Retirement | ||
| Savings And Investment Plan** | 791,025.00 | 5.13% |
| United Way Of Massachusetts | ||
| 51 Sleeper St. | ||
| Boston, MA 02210-1208 | 779,157.00 | 5.00% |
| Putnam Asset Allocation: Conservative Portfolio | ||
| CLASS A | ||
| Ironworkers St. Louis District | ||
| Council Annuity Trust Fund** | 3,367,899.00 | 7.08% |
| Edward D. Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 3,156,069.00 | 6.60% |
| CLASS B | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 485,679.63 | 5.50% |
| CLASS C | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 383,578.45 | 7.50% |
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 320,521.96 | 6.30% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 408,205.01 | 8.00% |
| CLASS M | ||
| Mercer Trust Company | ||
| 1 Investors Way | ||
| Norwood, MA 02062-1599 | 85,547.78 | 6.80% |
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| CLASS M | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 74,227.36 | 6.00% |
| National City Bank | ||
| P.O. Box 94984 | ||
| Cleveland, OH 44101-4984 | 228,185.22 | 18.40% |
| CLASS R | ||
| MG Trust Company As Agent For | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 8,218.71 | 6.80% |
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 20,601.75 | 17.10% |
| MG Trust Company FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 7,249.71 | 6.00% |
| Counsel Trust Co | ||
| Corporate Benefit Services | ||
| Of America And Affiliates | ||
| Retirement Plan | ||
| 336 4th Ave Ste 5 | ||
| PIttsburgh, PA 15222-2004 | 31,902.23 | 26.80% |
| CLASS Y | ||
| Building Service Local 32b-J | ||
| Supplemental Retirement | ||
| Savings Plan** | 37,485,779.00 | 89.47% |
| Putnam Asset Allocation: Growth Portfolio | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 12,325,377.19 | 12.20% |
| CLASS B | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 1,505,905.82 | 5.10% |
| CLASS C | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 1,112,482.10 | 8.20% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 1,919,512.93 | 14.20% |
| CLASS M | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 186,629.23 | 5.70% |
| CLASS R | ||
| Counsel Trust Co | ||
| Corporate Benefit Services | ||
| Of American And Affiliates | ||
| Retirement Plan | ||
| 336 4th Ave Ste 5 | ||
| PIttsburgh, PA 15222-2004 | 192,346.35 | 36.90% |
J-2
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| CLASS Y | ||
| IBEW Local 3** | 4,835,022.00 | 36.67% |
| Kinder Morgan Savings Plan** | 2,109,804.00 | 16.00% |
| Putnam Investments | ||
| Profit Sharing Plan* | 1,854,414.00 | 14.07% |
| Ironworkers St. Louis District | ||
| Council Annuity Trust Fund** | 1,599,228.00 | 12.13% |
| Cenveo Corporation 401(K) Plan** | 879,500.00 | 6.67% |
| Putnam California Investment Grade Municipal Trust | ||
| COMMON SHARES | ||
| Cede & Co Fast | ||
| 20 Bowling Green | ||
| New York, NY 10004-1408 | 4,293,448.79 | 95.00% |
| Putnam California Tax Exempt Income Fund | ||
| CLASS A | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 21,321,710.75 | 9.00% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 17,371,696.27 | 7.30% |
| CLASS B | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 1,354,535.44 | 10.50% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 1,130,699.39 | 8.80% |
| CLASS C | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 268,293.77 | 9.90% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 346,116.45 | 12.80% |
| CLASS M | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 191,262.38 | 27.20% |
| Kathleen L Bernath, as Trustee | ||
| Of The Edward & Kathleen Bernath | ||
| Revocable Trust | ||
| 650 Harrison Ave | ||
| Claremont, CA 91711-4538 | 37,496.86 | 5.30% |
| William L Rosenberg, as Trustee | ||
| Rosenberg Family Trust | ||
| 4754 La Villa Marina | ||
| Marina Dl Rey, CA 90292-7049 | 63,519.47 | 9.00% |
| Dawn Brenner, as Trustee | ||
| Simms Survivor Trust | ||
| Grant Bennett Associates | ||
| 425 River Park Dr Ste 250 | ||
| Sacramento, CA 95815 | 42,034.28 | 5.90% |
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam Capital Appreciation Fund | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 2,092,848.38 | 8.90% |
| CLASS C | ||
| UBS Financial Services Inc. FBO | ||
| its Customers | ||
| Montgomery Pulmonary Consultants PA | ||
| 1440 Narrow Lane Pkwy | ||
| Montgomery, AL 36111-2654 | 9,353.40 | 5.40% |
| CLASS M | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 31,300.47 | 5.10% |
| CLASS R | ||
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 1,509.68 | 32.60% |
| MG Trust Custodian | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 2,312.41 | 49.90% |
| Julianna R Kinstler | ||
| 223 E Wisconsin Ave | ||
| Monticello, WI 53570-9632 | 286.71 | 6.20% |
| CLASS Y | ||
| Putnam Investments Profit | ||
| Sharing Plan* | 236,920.00 | 75.10% |
| Putnam Investments** | 31,040.00 | 9.84% |
| Putnam Capital Opportunities Fund | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 4,519,578.42 | 10.90% |
| CLASS B | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 825,313.08 | 5.00% |
| CLASS C | ||
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 148,509.35 | 5.00% |
| CLASS M | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 87,590.84 | 6.20% |
| CLASS R | ||
| MCB Trust Services As Agent For | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 11,955.82 | 7.10% |
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 19,019.52 | 11.30% |
J-3
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam Capital Opportunities Fund, continued | ||
| CLASS R | ||
| MG Trust Custodian | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 30,455.20 | 18.00% |
| CLASS Y | ||
| Ohio Tuition Trust Authority/ | ||
| College Advantage Program*** | 11,242,432.00 | 31.70% |
| Putnam Classic Equity Fund | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 9,127,506.06 | 22.40% |
| CLASS B | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 730,619.77 | 11.30% |
| CLASS M | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 367,860.58 | 20.40% |
| CLASS R | ||
| MG Trust Custodian | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 833.71 | 33.60% |
| Trustlynx & Co | ||
| P.O. Box 173736 | ||
| Denver, CO 80217-3736 | 1,449.18 | 58.50% |
| CLASS Y | ||
| Putnam Investments Profit Sharing Plan* | 284,837.00 | 78.28% |
| Putnam Convertible Income-Growth Trust | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 3,915,801.31 | 12.20% |
| CLASS B | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 121,822.36 | 5.10% |
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 144,529.65 | 6.10% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 170,971.62 | 7.20% |
| CLASS C | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 79,363.54 | 6.10% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 439,968.63 | 34.10% |
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| CLASS M | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 25,671.50 | 8.50% |
| Nationwide Trust Co | ||
| C/O IPO Portfolio Accounting | ||
| P.O. Box 182029 | ||
| Columbus, OH 43218-2029 | 16,486.10 | 5.40% |
| CLASS R | ||
| MG Trust Company Cust | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 32,926.36 | 55.50% |
| MG Trust Custodian | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 3,309.08 | 5.50% |
| Reliance Trust Company | ||
| P.O. Box 48529 | ||
| Atlanta, GA 30362-1529 | 17,849.27 | 30.10% |
| CLASS Y | ||
| Putnam Investments Profit Sharing Plan* | 222,631.00 | 17.76% |
| Madison Paper Industries Savings & | ||
| Investment Plan** | 95,412.00 | 7.61% |
| Putnam Discovery Growth Fund | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 2,460,000.57 | 9.50% |
| CLASS B | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 731,207.18 | 5.70% |
| CLASS C | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 135,360.24 | 8.00% |
| CLASS M | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 71,537.95 | 6.80% |
| CLASS R | ||
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 600.62 | 14.50% |
| MG Trust Custodian | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 3,244.52 | 78.40% |
| CLASS Y | ||
| Putnam Investments Profit Sharing Plan* | 386,717.00 | 76.51% |
| Putnam Investments** | 36,581.00 | 7.24% |
J-4
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam Diversified Income Trust | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 13,538,140.81 | 9.70% |
| CLASS B | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 1,556,245.16 | 6.20% |
| CLASS C | ||
| SMBC Friend Securities Co., Ltd | ||
| Foreign Securities Dept | ||
| 7-12 Kabuto-Cho Nihonbashi, | ||
| CHUO-KU | ||
| Tokyo 103 Japan | 5,782,900.00 | 49.70% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 798,898.53 | 6.80% |
| CLASS M | ||
| SMBC Friend Securities Co., Ltd | ||
| Foreign Securities Dept | ||
| 7-12 Kabuto-Cho Nihonbashi, | ||
| CHUO-KU | ||
| Tokyo 103 Japan | 91,082,520.00 | 97.30% |
| CLASS R | ||
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 19,962.07 | 23.00% |
| MG Trust Custodian | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 37,020.27 | 42.50% |
| CLASS Y | ||
| Marsh & McLennan Deferred | ||
| Compensation Plans | ||
| 1166 Avenue Of The Americas | ||
| New York, NY 10036-2774 | 758,765.00 | 47.37% |
| Putnam Investments Profit Sharing Plan* | 518,652.00 | 31.15% |
| Putnam Equity Income Fund | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 37,931,042.36 | 24.10% |
| CLASS B | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 4,408,083.78 | 13.30% |
| CLASS C | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 307,531.42 | 5.50% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 417,653.61 | 7.40% |
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| CLASS M | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 667,002.28 | 20.70% |
| CLASS R | ||
| Martin Prakken & Tom O’Connell, | ||
| Blueprint Automation Ret Pln | ||
| 16037 Innovation Dr | ||
| Colonial Hgts, VA 23834-5951 | 13,936.94 | 5.10% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 29,226.65 | 10.70% |
| Hartford Life Insurance | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 31,936.51 | 11.70% |
| CLASS Y | ||
| IBEW Local 3** | 3,545,775.00 | 22.13% |
| Marsh & McLennan Supplemental | ||
| Retirement Plan** | 3,393,455.00 | 21.18% |
| Emerson Electric Co. Employee | ||
| Savings Investment Plan** | 1,876,013.00 | 11.71% |
| Putnam Europe Equity Fund | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 817,402.34 | 5.70% |
| CLASS C | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 19,014.05 | 9.10% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 23,756.63 | 11.40% |
| CLASS M | ||
| SMBC Friend Securities Co., Ltd | ||
| Foreign Securities Dept | ||
| 7-12 Kabuto-Cho Nihonbashi, | ||
| CHUO-KU | ||
| Tokyo 103 Japan | 130,450.00 | 28.60% |
| CLASS R | ||
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 1,489.38 | 78.20% |
| CLASS Y | ||
| Putnam Investments Profit Sharing Plan* | 224,234.00 | 69.79% |
| Putnam Investments** | 37,594.00 | 11.70% |
| Putnam Floating Rate Income Fund | ||
| CLASS A | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 2,192,572.81 | 6.40% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 5,710,932.18 | 16.80% |
J-5
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam Floating Rate Income Fund, continued | ||
| CLASS A | ||
| Charles Schwab & Co Inc | ||
| 101 Montgomery St | ||
| San Francisco, CA 94022-3120 | 1,947,843.94 | 5.70% |
| CLASS C | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 1,207,960.68 | 10.80% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 3,502,943.68 | 31.30% |
| CLASS M | ||
| McDonald Investments Inc | ||
| (FBO its Customers) | ||
| 4900 Tiedeman Rd | ||
| Brooklyn, OH 44144 | 100,359.63 | 13.60% |
| NFS LLC FEBO | ||
| its Customers | ||
| 5769 Pray St | ||
| Bonita, CA 91902 | 72,558.72 | 9.90% |
| Pershing LLC | ||
| P. O. Box 2052 | ||
| Jersey City, NJ 07303 | 50,049.45 | 6.80% |
| Morgan Stanley DW Inc. FBO | ||
| its Customers | ||
| P.O. Box 250 Church Street Station | ||
| New York, NY 10008-0250 | 78,133.63 | 10.60% |
| CLASS R | ||
| MG Trust Custodian | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 22,857.71 | 69.30% |
| Pershing LLC | ||
| P. O. Box 2052 | ||
| Jersey City, NJ 07303 | 3,299.00 | 10.00% |
| CLASS Y | ||
| Putnam Investments Profit Sharing Plan* | 188,627.00 | 54.54% |
| Putnam Investments** | 139,302.00 | 40.27% |
| The Putnam Fund for Growth and Income | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 73,509,660.93 | 12.40% |
| CLASS B | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 6,362,082.59 | 8.30% |
| CLASS C | ||
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 249,475.66 | 5.20% |
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 286,637.16 | 6.00% |
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| CLASS M | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 849,730.86 | 16.00% |
| CLASS R | ||
| MG Trust Company As Agent For | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 4,372.41 | 6.10% |
| MG Trust Custodian | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 22,061.49 | 30.60% |
| CLASS Y | ||
| Electrical Contractors Association And | ||
| Local Union 134, IBEW Joint | ||
| Pension Trust Of Chicago** | 9,728,228.00 | 14.67% |
| Abbott Laboratories Stock | ||
| Retirement Programs** | 7,393,069.00 | 11.15% |
| The George Putnam Fund of Boston | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 31,807,107.59 | 17.60% |
| CLASS B | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy, | ||
| Maryland Hts, MO 63043-3003 | 3,469,674.47 | 11.60% |
| CLASS C | ||
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 279,122.58 | 6.90% |
| CLASS M | ||
| Carwash & Co | ||
| ADP/State St Collective Trust | ||
| 200 Newport Avenue Ext, | ||
| Quincy, MA 02171-2102 | 7,083,002.28 | 68.00% |
| CLASS R | ||
| MG Trust Company Cust | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 5,231.18 | 5.00% |
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 11,740.95 | 11.30% |
| MG Trust Custodian | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 13,190.13 | 12.50% |
| MG Trust Company As Agent For | ||
| its Customers | ||
| P.O. Box 10699 | ||
| Fargo, ND 58106-0699 | 25,414.78 | 24.50% |
| CLASS Y | ||
| Abbott Laboratories Stock | ||
| Retirement Programs** | 3,887,847.00 | 18.16% |
| IBEW Local 3** | 2,614,706.00 | 12.22% |
| Marsh & McLennan Supplemental | ||
| Retirement Plan** | 2,107,279.00 | 9.85% |
J-6
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| The George Putnam Fund of Boston, continued | ||
| CLASS Y | ||
| Electrical Contractors Association And | ||
| Local Union 134, IBEW Joint Pension | ||
| Trust Of Chicago** | 1,323,838.00 | 6.19% |
| Cenveo Corporation 401(K) Plan** | 1,211,292.00 | 5.66% |
| The Canadaigua Brands, Inc. 401(K) | ||
| And Profit Sharing Plan** | 1,163,239.00 | 5.43% |
| Putnam Global Equity Fund | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 13,205,302.77 | 8.50% |
| CLASS C | ||
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 186,523.37 | 6.00% |
| CLASS M | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 217,202.27 | 7.40% |
| CLASS R | ||
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 47,942.22 | 40.10% |
| MG Trust Custodian | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 8,829.14 | 7.30% |
| MG Trust Company As Agent For | ||
| its Customers | ||
| P.O. Box 10699 | ||
| Fargo, ND 58106-0699 | 28,305.74 | 23.70% |
| CLASS Y | ||
| Putnam Investments Profit Sharing Plan* | 1,023,118.00 | 41.74% |
| Marsh & McLennan Deferred | ||
| Compensation Plans | ||
| 1166 Avenue Of The Americas | ||
| New York, NY 10036-2774 | 581,636.00 | 23.73% |
| Putnam Investments** | 323,948.00 | 13.22% |
| Putnam Global Income Trust | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 558,663.42 | 7.80% |
| CLASS C | ||
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 37,112.90 | 15.00% |
| CLASS M | ||
| Mitsubishi UFJ Securities Co Ltd | ||
| Marunouchi Building 2-4-1 | ||
| Marunouchi Chiyoda-Ku | ||
| Tokyo 100-6317 Japan 104 | 1,417,900.00 | 83.60% |
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| CLASS R | ||
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 3,765.04 | 36.40% |
| MG Trust Custodian | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 4,724.50 | 45.60% |
| CLASS Y | ||
| Putnam Investments Profit Sharing Plan* | 162,556.00 | 72.28% |
| Putnam Investments** | 45,470.00 | 20.22% |
| Putnam Global Natural Resources Fund | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 1,142,000.65 | 7.20% |
| CLASS B | ||
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 194,271.03 | 5.10% |
| CLASS C | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 40,437.09 | 5.20% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 54,105.86 | 7.00% |
| CLASS M | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 18,409.47 | 7.00% |
| CLASS R | ||
| MG Trust Company Cust | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 5,779.84 | 6.20% |
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 8,945.36 | 9.50% |
| MG Trust Custodian | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 8,924.01 | 9.40% |
| Capital Bank & Trust Co | ||
| Hillerich & Bradsby | ||
| 8515 E Orchard Rd # 2T2 | ||
| Greenwood Vlg, CO 80111-5002 | 13,217.59 | 14.10% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers, | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 4,740.14 | 5.00% |
| Reliance Trust Company | ||
| P.O. Box 48529 | ||
| Atlanta, GA 30362-1529 | 5,991.19 | 6.40% |
| Wachovia Bank Various Retirement Plans | ||
| 1525 West Wt Harris Blvd | ||
| Charlotte, NC 28288-1151 | 6,433.38 | 6.90% |
J-7
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam Global Natural Resources Fund, continued | ||
| CLASS Y | ||
| Putnam Investments Profit Sharing Plan* | 293,572.00 | 60.98% |
| Putnam Investments** | 73,269.00 | 15.22% |
| Putnam Growth Opportunities Fund | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 2,112,021.68 | 8.50% |
| CLASS B | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 918,723.11 | 5.30% |
| CLASS C | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 131,431.00 | 7.10% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 138,270.20 | 7.50% |
| CLASS M | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 32,837.85 | 5.00% |
| CLASS R | ||
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 408.91 | 5.60% |
| MG Trust Company Trustee | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 490.82 | 6.80% |
| MG Trust Custodian | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 5,008.79 | 69.50% |
| CLASS Y | ||
| Putnam Investments Profit Sharing Plan* | 446,666.00 | 81.87% |
| Putnam Investments** | 27,438.00 | 5.03% |
| Putnam Health Sciences Trust | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 3,029,024.60 | 10.40% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 2,269,683.05 | 7.80% |
| CLASS B | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 473,264.44 | 5.60% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 572,007.59 | 6.80% |
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| CLASS C | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 79,260.65 | 12.00% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 81,335.73 | 12.30% |
| CLASS M | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 33,563.70 | 7.50% |
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 30,231.28 | 6.70% |
| CLASS R | ||
| Wachovia Bank | ||
| 1525 West Wt Harris Blvd | ||
| Charlotte, NC 28288 | 775.47 | 5.70% |
| MG Trust Custodian | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 1,900.40 | 13.90% |
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 739.48 | 5.40% |
| Capital Bank & Trust Co Hancock | ||
| Concrete Products Inc | ||
| 8515 E Orchard Rd # 2T2 | ||
| Greenwood Vlg, CO 80111-5002 | 2,033.30 | 14.90% |
| CLASS Y | ||
| Putnam Investments Profit Sharing Plan* | 188,688.00 | 54.71% |
| Putnam Investments** | 55,513.00 | 16.18% |
| Putnam High Income Securities Fund | ||
| COMMON SHARES | ||
| Cede & Co Fast | ||
| 20 Bowling Green | ||
| New York, NY 10004-1408 | 20,309,109.29 | 94.20% |
| Putnam High Yield Advantage Fund | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 8,501,964.89 | 12.30% |
| Hartford Life Insurance | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 5,584,317.22 | 8.10% |
| CLASS B | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 188,490.57 | 7.80% |
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 212,054.56 | 8.80% |
J-8
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam High Yield Advantage Fund, continued | ||
| CLASS M | ||
| Mitsubishi UFJ Securities Co Ltd | ||
| Marunouchi Building 2-4-1 | ||
| Marunouchi Chiyoda-Ku | ||
| Tokyo 100-6317 Japan | 52,087,286.00 | 97.10% |
| CLASS Y | ||
| Putnam Investments Profit Sharing Plan* | 682,831.00 | 40.27% |
| Marsh & McLennan Deferred | ||
| Compensation Plans | ||
| 1166 Avenue Of The Americas | ||
| New York, NY 10036-2774 | 602,851.00 | 35.56% |
| Spectraserv Inc 401k and | ||
| Profit Sharing Plan** | 159,363.00 | 9.40% |
| Putnam High Yield Municipal Trust | ||
| COMMON SHARES | ||
| Cede & Co Fast | ||
| 20 Bowling Green | ||
| New York, NY 10004-1408 | 19,082,078.58 | 90.20% |
| Putnam High Yield Trust | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 41,735,991.99 | 19.40% |
| CLASS B | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 3,921,329.56 | 11.00% |
| CLASS C | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 426,605.74 | 5.30% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 569,240.08 | 7.00% |
| CLASS M | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 269,115.22 | 10.90% |
| CLASS R | ||
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 24,539.09 | 25.00% |
| MG Trust Custodian | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 23,129.08 | 23.50% |
| Orchard Trust Co c/o Great West Life | ||
| & Annuity | ||
| 8515 E Orchard Rd # 2T2 | ||
| Greenwood Vlg, CO 80111-5002 | 5,765.30 | 5.80% |
| CLASS Y | ||
| Ohio Tuition Trust Authority/ | ||
| College Advantage Program*** | 12,180,258.00 | 44.50% |
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam Income Fund | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 15,803,891.84 | 13.70% |
| CLASS B | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 1,511,310.10 | 7.20% |
| CLASS C | ||
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 256,487.72 | 8.10% |
| CLASS M | ||
| Mizuho Investors Securities | ||
| Investment Trust Division | ||
| Shibusawa City Place | ||
| 1-13-16 Kayaba-Cho Nihonbashi | ||
| CHUO-KU Tokyo Japan | 43,631,300.00 | 95.90% |
| CLASS R | ||
| MG Trust Custodian | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 54,922.00 | 43.90% |
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 18,470.58 | 14.70% |
| CLASS Y | ||
| Ohio Tuition Trust Authority/ | ||
| College Advantage Program*** | 9,112,237.00 | 5.10% |
| Putnam Income Strategies Fund | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 81,742.80 | 7.30% |
| Putnam LLC | ||
| One Post Office Square | ||
| Boston, MA 02109-2106 | 549,326.00 | 49.40% |
| CLASS B | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 8,980.49 | 9.90% |
| Pershing LLC | ||
| P. O. Box 2052 | ||
| Jersey City, NJ 07303 | 23,334.49 | 25.60% |
| American Enterprise Investment Svcs | ||
| P.O Box 9446 | ||
| Minneapolis, MN 55440 | 11,447.61 | 12.50% |
| CLASS C | ||
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 35,084.00 | 38.50% |
| Pershing LLC | ||
| P. O. Box 2052 | ||
| Jersey City, NJ 07303 | 9,871.96 | 10.70% |
J-9
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam Income Strategies Fund, continued | ||
| CLASS M | ||
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 1,020.62 | 6.90% |
| AG Edwards & Sons Inc | ||
| 1 N Jefferson Ave | ||
| Saint Louis, MO 63103 | 2,977.56 | 20.20% |
| Gloria J Callihan | ||
| 3469 Elmhurst Cir | ||
| Uniontown, OH 44685-8143 | 1,983.14 | 13.40% |
| Robert F Klingensmith | ||
| 3370 Bristol Ln | ||
| Cuyahoga Fls, OH 44223-3348 | 3,726.71 | 25.30% |
| Thomas A Romes & Anne E. Romes | ||
| 615 Slingerland Dr | ||
| Schaumburg, IL 60193-2362 | 3,100.56 | 21.00% |
| Walter Callihan | ||
| 3469 Elmhurst Cir | ||
| Uniontown, OH 44685-8143 | 991.57 | 6.70% |
| CLASS R | ||
| Putnam LLC | ||
| One Post Office Square | ||
| Boston, MA 02109-2106 | 100.00 | 100.00% |
| CLASS Y | ||
| Putnam Investments Profit Sharing Plan* | 9,397.00 | 95.81% |
| Putnam International Capital Opportunities Fund | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 2,625,157.19 | 8.50% |
| Charles Schwab & Co Inc | ||
| 101 Montgomery St | ||
| San Francisco, CA 94022-3120 | 1,786,905.55 | 5.80% |
| CLASS B | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 720,441.83 | 5.90% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 681,086.34 | 5.60% |
| CLASS C | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 346,447.25 | 13.60% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, Fl 32246-6484 | 295,698.46 | 11.60% |
| CLASS R | ||
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 9,323.32 | 12.80% |
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| CLASS R | ||
| MG Trust Company As Agent For | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 8,563.97 | 11.70% |
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 4,737.45 | 6.40% |
| GPC As Agent For Comms Web Systems | ||
| 401k Plan | ||
| P.O. Box 79377 | ||
| Atlanta, GA 30357-7377 | 6,388.96 | 8.80% |
| CLASS Y | ||
| Ohio Tuition Trust Authority/ | ||
| College Advantage Program*** | 787,271.00 | 35.50% |
| Putnam Investments Profit Sharing Plan* | 614,703.00 | 27.88% |
| Putnam Investments** | 120,581.00 | 5.47% |
| Putnam International Equity Fund | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 9,873,131.41 | 7.80% |
| CLASS B | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 2,374,202.80 | 6.60% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 2,639,722.68 | 7.30% |
| CLASS C | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 985,872.69 | 10.70% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 1,671,268.85 | 18.20% |
| CLASS M | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 172,758.96 | 5.70% |
| CLASS R | ||
| MG Trust Company | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 17,181.88 | 10.80% |
| GPC As Agent For Chinburg | ||
| Builders Inc 401k Plan | ||
| P.O. Box 79377 | ||
| Atlanta, GA 30357-7377 | 8,020.00 | 5.00% |
| Emjay Corporation Plans Of | ||
| RPSA Customers C/O Great-West | ||
| 8515 E Orchard Rd # 2T2 | ||
| Greenwood Vlg, CO 80111-5002 | 25,081.36 | 15.80% |
| Hartford Life Insurance | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 31,298.28 | 19.70% |
J-10
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam International Equity Fund, continued | ||
| CLASS Y | ||
| Abbott Laboratories Stock | ||
| Retirement Programs** | 13.55% | |
| Ohio Tuition Trust Authority/ | ||
| College Advantage Program*** | 9.40% | |
| Marsh & McLennan Supplemental | ||
| Retirement Plan** | 5.62% | |
| Putnam International Growth and Income Fund | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 15,733,147.52 | 31.30% |
| CLASS B | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 670,212.38 | 5.70% |
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 1,649,042.06 | 14.10% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 632,507.82 | 5.40% |
| CLASS C | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 284,676.91 | 10.20% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 430,994.81 | 15.50% |
| CLASS M | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 282,721.54 | 21.40% |
| CLASS R | ||
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 28,312.22 | 33.50% |
| MG Trust Custodian | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 13,500.47 | 15.90% |
| CLASS Y | ||
| Putnam Investments Profit Sharing Plan* | 479,940.00 | 44.67% |
| Putnam Investments** | 409,371.00 | 38.10% |
| Putnam Investment Grade Municipal Trust | ||
| COMMON SHARES | ||
| Cede & Co Fast | ||
| 20 Bowling Green | ||
| New York, NY 10004-1408 | 18,578,261.76 | 91.80% |
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam International New Opportunities Fund | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 3,499,239.87 | 9.50% |
| CLASS B | ||
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 427,723.80 | 5.50% |
| CLASS C | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 85,460.10 | 8.00% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 90,428.48 | 8.50% |
| CLASS M | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 107,988.85 | 9.20% |
| CLASS R | ||
| MLPF&S For The Sole Benefit Of | ||
| its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 1,460.47 | 6.10% |
| MG Trust Company Cust | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 7,770.05 | 32.40% |
| MG Trust Company | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 2,783.15 | 11.60% |
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 5,890.25 | 24.50% |
| MG Trust Custodian | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 1,284.24 | 5.30% |
| CLASS Y | ||
| Putnam Investments Profit Sharing Plan* | 925,841.00 | 86.50% |
| Putnam Investments** | 68,370.00 | 6.39% |
| Putnam Investors Fund | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 17,414,401.79 | 10.70% |
| CLASS B | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 2,682,090.33 | 5.00% |
| CLASS C | ||
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 681,853.00 | 14.10% |
J-11
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam Investors Fund, continued | ||
| CLASS C | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 331,759.87 | 6.80% |
| CLASS M | ||
| Mercer Trust Company | ||
| 1 Investors Way | ||
| Norwood, MA 02062-1599 | 164,883.21 | 5.40% |
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 191,279.33 | 6.30% |
| CLASS R | ||
| MG Trust Company Cust | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 7,211.60 | 9.10% |
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 28,598.84 | 36.00% |
| MG Trust Custodian | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 13,754.48 | 17.30% |
| CLASS Y | ||
| Ohio Tuition Trust Authority/ | ||
| College Advantage Program*** | 10,085,385.00 | 22.50% |
| IBEW Local 3** | 6,767,272.00 | 15.23% |
| Putnam Limited Duration Government Income Fund | ||
| CLASS A | ||
| Boston Safe Deposit & Tr Co TTEE | ||
| Marsh & McLennan Employer | ||
| 1166 Avenue Of The Americas | ||
| New York, NY 10036-2708 | 2,774,735.24 | 7.00% |
| Marsh & McLennan Co Inc. | ||
| 1166 Avenue Of The Americas | ||
| New York, NY 10036-2708 | 2,560,430.16 | 6.50% |
| CLASS B | ||
| MLPF&S For The Sole Benefit Of | ||
| its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 704,423.70 | 5.70% |
| CLASS M | ||
| Janney Montgomery Scott LLC | ||
| 1801 Market Street | ||
| Philadelphia, PA 19103 | 67,680.89 | 5.90% |
| Concetta Lacorte, Joann Ambrosio & | ||
| Ann Marie Derario | ||
| 9005 165th Ave | ||
| Howard Beach, NY 11414-3737 | 71,687.65 | 6.30% |
| CLASS R | ||
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 14,062.71 | 36.10% |
| MG Trust Custodian | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 19,206.69 | 49.30% |
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| CLASS Y | ||
| Electrical Contractors Association And | ||
| Local Union 134, IBEW Joint Pension | ||
| Trust Of Chicago** | 30,476,187.00 | 95.66% |
| Putnam Managed Municipal Income Trust | ||
| COMMON SHARES | ||
| Cede & Co Fast | ||
| 20 Bowling Green | ||
| New York, NY 10004-1408 | 40,310,303.64 | 90.20% |
| Putnam Massachusetts Tax Exempt Income Fund | ||
| CLASS A | ||
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 1,403,572.48 | 5.30% |
| CLASS B | ||
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 396,892.57 | 8.70% |
| CLASS C | ||
| Jeanne Craig | ||
| 28 Tower Hill Rd | ||
| Braintree, MA 02184-5315 | 27,844.61 | 6.10% |
| Joan A Fitzgerald, Elaine Greene | ||
| JTWROS TOD, Walter D Fitzgerald, III | ||
| 40 Rockingham Ave Apt 214 | ||
| West Roxbury, MA 02132-4523 | 30,132.02 | 6.60% |
| NFS LLC FEBO, Joe G Naylor, Maile Naylor | ||
| 1083 Beacon St Apt 4 | ||
| Brookline, MA 02446 | 131,022.12 | 28.60% |
| Elizabeth F Oshea TOD | ||
| Multiple Beneficiaries | ||
| P.O. Box 719 | ||
| Dennis, MA 02638-0719 | 26,489.03 | 5.80% |
| CLASS M | ||
| NFS LLC FEBO, Andrea Matoes | ||
| 238 Plymouth Ave | ||
| E Wareham, MA 02538 | 59,043.96 | 11.80% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 29,314.38 | 5.90% |
| UBS Financial Services Inc. FBO, | ||
| John M. Whittier Jr GST, | ||
| Bancroft R Wheeler TTEE | ||
| 155 Seaport Blvd 7th Floor | ||
| Boston, MA 02210-2698 | 72,016.00 | 14.50% |
| Leonard Joiner & Leigh A Joiner JTWROS | ||
| 150 Hampshire Rd | ||
| Methuen, MA 01844-1117 | 33,481.00 | 6.70% |
| Putnam Master Intermediate Income Trust | ||
| COMMON SHARES | ||
| Cede & Co Fast | ||
| 20 Bowling Green | ||
| New York, NY 10004-1408 | 87,198,558.59 | 95.40% |
J-12
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam Michigan Tax Exempt Income Fund | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 2,292,562.25 | 20.60% |
| Putnam Michigan Tax Exempt Income Fund, continued | ||
| CLASS B | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 113,485.59 | 6.60% |
| CLASS C | ||
| Raymond James & Assoc Inc | ||
| 880 Carillon Pkwy | ||
| St Petersburg, FL 33716 | 2,639.35 | 70.10% |
| Putnam LLC | ||
| The Putnam Companies, Inc. | ||
| One Post Office Square | ||
| Boston, MA 02109-2106 | 1,122.21 | 29.80% |
| CLASS M | ||
| Frank R Farkas | ||
| 840 Ducey Ave | ||
| Muskegon, MI 49442-2102 | 23,432.95 | 16.60% |
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 9,353.41 | 6.60% |
| Pauline B Pickford Trust | ||
| 64 Pleasant St | ||
| Oxford, MI 48371-4648 | 14,317.89 | 10.10% |
| UBS Financial Services Inc. FBO, | ||
| Robert E. Hunter Trust | ||
| 5470 Waterfield Ct | ||
| Ann Arbor, MI 48108-2749 | 10,032.16 | 7.10% |
| AG Edwards & Sons Inc | ||
| 1 N Jefferson Ave | ||
| Saint Louis, MO 63103 | 16,603.41 | 11.80% |
| AG Edwards & Sons Inc FBO | ||
| its Customers | ||
| 1 N Jefferson Ave | ||
| Saint Louis, MO 63103 | 46,004.92 | 32.60% |
| Putnam Mid Cap Value Fund | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 4,563,143.89 | 10.70% |
| CLASS B | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 876,811.77 | 5.50% |
| CLASS M | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 49,902.02 | 5.20% |
| CLASS R | ||
| AST Trust Company Cust | ||
| Anderson Zurmuehlen & Co 401k | ||
| P.O. Box 52129 | ||
| Phoenix, AZ 85072-2129 | 25,381.29 | 7.00% |
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| CLASS R | ||
| MFS Heritage Trust Co FBO, Certain | ||
| Company Benefit Plans | ||
| P.O. Box 55824 | ||
| Boston, MA 02205-5824 | 18,557.60 | 5.10% |
| GPC As Agent For DMG Inc. | ||
| 401k Plan & Trust | ||
| P.O. Box 79377 | ||
| Atlanta, GA 30357-7377 | 45,642.71 | 12.70% |
| CLASS R | ||
| Capital Bank & Trust Co | ||
| Hillerich & Bradsby | ||
| 8515 E Orchard Rd # 2T2 | ||
| Greenwood Vlg, CO 80111-5002 | 24,121.68 | 6.70% |
| CLASS Y | ||
| Marsh & McLennan Supplemental | ||
| Retirement Plan** | 2,075,797.00 | 65.23% |
| Putnam Investments Profit Sharing Plan* | 638,891.00 | 20.08% |
| Marsh & McLennan Deferred | ||
| Compensation Plans | ||
| 1166 Avenue Of The Americas | ||
| New York, NY 10036-2774 | 246,603.00 | 7.76% |
| Putnam Minnesota Tax Exempt Income Fund | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 2,550,777.62 | 24.70% |
| CLASS B | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 130,657.17 | 7.50% |
| CLASS C | ||
| Putnam LLC | ||
| The Putnam Companies, Inc. | ||
| One Post Office Square | ||
| Boston, MA 02109-2106 | 1,125.02 | 100.00% |
| CLASS M | ||
| LPL Financial Services | ||
| 9785 Towne Centre Dr | ||
| San Diego, CA 92121 | 9,793.50 | 12.90% |
| Stifel Nicolaus & Co Inc, Richard E & | ||
| Charlotte A Wuttke | ||
| 501 North Broadway | ||
| St Louis, MO 63102 | 8,402.97 | 11.00% |
| Barbara A Aune | ||
| 2510 Oregon Ave S | ||
| St Loius Park, MN 55426-2608 | 4,511.77 | 5.90% |
| Barbara J Greenhalgh | ||
| 2224 E 36th St | ||
| Minneapolis, MN 55407-3015 | 3,974.23 | 5.20% |
| Gertrude L Palubicki | ||
| 576 E 2nd St | ||
| Winona, MN 55987-4217 | 10,788.38 | 14.20% |
| James T Biesanz Jr | ||
| 270 W Broadway St | ||
| Winona, MN 55987-5224 | 4,593.98 | 6.00% |
| Mernab & Company | ||
| P.O. Box 248 | ||
| Winona, MN 55987-0248 | 4,593.51 | 6.00% |
J-13
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam Minnesota Tax Exempt Income Fund | ||
| CLASS M | ||
| Scott K Biesanz | ||
| 724 Washington St | ||
| Winona, MN 55987-3350 | 4,593.99 | 6.00% |
| Steven T Biesanz | ||
| 11 Knollwood Ln | ||
| Winona, MN 55987-9303 | 4,593.98 | 6.00% |
| Putnam Money Market Fund | ||
| CLASS M | ||
| Mercer Trust Company | ||
| 1 Investors Way | ||
| Norwood, MA 02062-1599 | 5,374,937.35 | 13.50% |
| CLASS R | ||
| Pershing LLC | ||
| P. O. Box 2052 | ||
| Jersey City, NJ 07303 | 145,910,080.14 | 96.80% |
| CLASS T | ||
| Mercer Trust Company | ||
| 1 Investors Way | ||
| Norwood, MA 02062-1599 | 4,165,894.21 | 33.00% |
| MG Trust Company | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 2,759,727.09 | 21.90% |
| Putnam Municipal Bond Fund | ||
| COMMON SHARES | ||
| Cede & Co Fast | ||
| 20 Bowling Green | ||
| New York, NY 10004-1408 | 15,797,882.01 | 94.10% |
| Putnam Municipal Opportunities Trust | ||
| COMMON SHARES | ||
| Cede & Co Fast | ||
| 20 Bowling Green | ||
| New York, NY 10004-1408 | 14,524,380.40 | 95.70% |
| Putnam New Jersey Tax Exempt Income Fund | ||
| CLASS A | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 1,539,482.67 | 8.90% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 1,360,352.20 | 7.90% |
| CLASS B | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 382,219.59 | 8.50% |
| CLASS C | ||
| Putnam LLC | ||
| The Putnam Companies, Inc. | ||
| One Post Office Square | ||
| Boston, Ma 02109-2106 | 1,091.55 | 16.70% |
| UBS Financial Services Inc. FBO | ||
| its Customers | ||
| P.O. Box 3321 | ||
| Weehawken, NJ 07086-8154 | 5,434.78 | 83.20% |
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| CLASS M | ||
| Shaila Y Karandikar | ||
| 203 Sherwood Ct | ||
| Somerset, NJ 08873-6029 | 21,367.52 | 12.70% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 19,576.32 | 11.60% |
| CLASS M | ||
| Leonard Cavaliere & | ||
| Joseph Cavaliere JTWROS | ||
| 21 King George Rd | ||
| Warren, NJ 07059-7014 | 13,688.77 | 8.10% |
| Marie Franklin Marsh Exec | ||
| 683 Rt 579 | ||
| Pittstown, NJ 08867 | 66,842.56 | 39.80% |
| Putnam New Opportunities Fund | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 4,292,680.74 | 6.00% |
| CLASS C | ||
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 52,182.88 | 6.60% |
| CLASS M | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 82,978.87 | 5.30% |
| CLASS R | ||
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 8,353.65 | 25.10% |
| MG Trust Custodian | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 4,364.54 | 13.20% |
| GPC As Agent For Chinburg | ||
| Builders Inc 401k Plan | ||
| P.O. Box 79377 | ||
| Atlanta, GA 30357-7377 | 5,747.85 | 17.40% |
| CLASS Y | ||
| IBEW Local 3** | 3,896,791.00 | 47.92% |
| United Technology Carriers** | 1,438,457.00 | 17.69% |
| Marsh & McLennan Supplemental | ||
| Retirement Plan** | 574,225.00 | 7.06% |
| Putnam Investments Profit Sharing Plan* | 461,519.00 | 5.67% |
| Putnam New Value Fund | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 20,686,008.05 | 28.10% |
| CLASS B | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 2,610,553.58 | 12.10% |
J-14
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam New Value Fund, continued | ||
| CLASS C | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 336,850.66 | 9.00% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 569,822.38 | 15.30% |
| CLASS M | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 128,220.60 | 7.20% |
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 377,251.33 | 21.20% |
| CLASS R | ||
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 22,730.23 | 17.10% |
| MG Trust Custodian | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 32,097.08 | 24.30% |
| Union Bank Of California N.A., | ||
| C Ceronix Inc PSP | ||
| P.O. Box 85484 | ||
| San Diego, CA 92186-5484 | 13,372.75 | 10.10% |
| CLASS Y | ||
| Ohio Tuition Trust Authority/ | ||
| College Advantage Program*** | 5,231,927.00 | 77.40% |
| Putnam Investments Profit Sharing Plan* | 825,301.00 | 12.27% |
| Putnam New York Investment Grade Municipal Trust | ||
| COMMON SHARES | ||
| Cede & Co Fast | ||
| 20 Bowling Green | ||
| New York, NY 10004-1408 | 2,606,021.83 | 93.80% |
| Putnam New York Tax Exempt Income Fund | ||
| CLASS A | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 9,090,340.21 | 7.30% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 11,326,818.45 | 9.00% |
| CLASS B | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 471,385.07 | 6.90% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 483,768.19 | 7.10% |
| CLASS C | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 120,582.81 | 9.50% |
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| CLASS C | ||
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 257,484.93 | 20.30% |
| CLASS M | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 32,386.37 | 12.00% |
| CLASS M | ||
| NFS LLC FEBO | ||
| its Customers | ||
| Joan Gramolini | ||
| 208 West Street | ||
| Mamaroneck, NY 10543 | 28,166.17 | 10.40% |
| Albert Detiberiis, Louise Detiberiis, | ||
| Paul Detiberiis & Louis Detiberiis JTWROS | ||
| 8905 103rd Ave | ||
| Ozone Park, NY 11417-1358 | 29,656.43 | 11.00% |
| Pershing LLC | ||
| P.O. Box 2052 | ||
| Jersey City, NY 07303-9998 | 84,485.70 | 31.30% |
| Putnam Ohio Tax Exempt Income Fund | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 3,045,736.47 | 19.10% |
| CLASS B | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 124,627.35 | 7.30% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, Fl 32246-6484 | 176,952.21 | 10.40% |
| CLASS C | ||
| LPL Financial Services | ||
| 9785 Towne Centre Dr | ||
| San Diego, CA 92121 | 929.20 | 21.80% |
| Putnam LLC | ||
| The Putnam Companies, Inc. | ||
| One Post Office Square | ||
| Boston, MA 02109-2106 | 1,111.73 | 26.10% |
| Dean Witter For The Benefit Of | ||
| its Customers | ||
| P.O. Box 250 Church Street Station | ||
| New York, NY 10008-0250 | 2,209.25 | 51.90% |
| CLASS M | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 29,555.79 | 19.30% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 17,687.58 | 11.50% |
| UBS Financial Services Inc. FBO | ||
| Pine Hills Golf Club Inc | ||
| 433 West 130th Street | ||
| Hinckley, OH 44233-9566 | 56,763.50 | 37.10% |
J-15
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam OTC & Emerging Growth Fund | ||
| CLASS C | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 88,721.40 | 5.90% |
| CLASS M | ||
| Mercer Trust Company | ||
| 1 Investors Way | ||
| Norwood, MA 02062-1599 | 119,356.83 | 6.80% |
| Carwash & Co ADP/State St Collective Trust | ||
| 200 Newport Avenue Ext | ||
| Quincy, MA 02171-2102 | 133,715.89 | 7.80% |
| CLASS R | ||
| MLPF&S For The Sole Benefit Of | ||
| its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 3,573.67 | 19.20% |
| MG Trust Custodian | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 10,936.63 | 58.70% |
| D Nederveld & J Mckelvey TTEES | ||
| 5925 Imperial Pkwy Ste 226 | ||
| Mulberry, FL 33860-8690 | 1,289.94 | 6.90% |
| Trustlynx & Co | ||
| P.O. Box 173736 | ||
| Denver, CO 80217-3736 | 969.74 | 5.20% |
| CLASS Y | ||
| Chicago District Council Of Carpenters | ||
| Pension Fund Supplemental Annuity Plan* | 2,325,671.00 | 45.36% |
| Putnam Investments Profit Sharing Plan* | 1,218,509.00 | 23.77% |
| The Idaho Power Company | ||
| Employee Savings Plan** | 638,153.00 | 12.45% |
| Putnam Pennsylvania Tax Exempt Income Fund | ||
| CLASS A | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 815,461.02 | 5.20% |
| CLASS C | ||
| NFS LLC FEBO David W Stracener, | ||
| Tod Myrna F Stracener | ||
| 1566 Carousel Dr | ||
| Warminster, PA 18974 | 11,049.21 | 32.30% |
| J.J.B. Hilliard, W.L. Lyons, Inc | ||
| George P Fertenbaugh | ||
| 500 West Jefferson Street | ||
| Louisville, KY 40202 | 10,893.24 | 31.90% |
| Kim L Szoke | ||
| 4827 N Cypress Rd | ||
| Walnutport, PA 18088-9117 | 5,538.28 | 16.20% |
| Randal L Szoke | ||
| 4827 N Cypress Rd | ||
| Walnutport, PA 18088-9117 | 5,538.28 | 16.20% |
| CLASS M | ||
| Lawrence A Dangelo & | ||
| Elizabeth B Dangelo JTWROS | ||
| 906 General Howe Dr | ||
| West Chester, PA 19382-7106 | 28,034.17 | 11.00% |
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| CLASS M | ||
| J.J.B. Hilliard, W.L. Lyons, Inc | ||
| Jill F Willcox | ||
| 501 S.4th Street | ||
| Louisville, KY 40202 | 16,718.21 | 6.60% |
| John J Handley & Joyce A Handley | ||
| Ten In Comm | ||
| RR 3 Box 294-4 | ||
| Dallas, PA 18612-9454 | 102,150.68 | 40.30% |
| UBS Financial Services Inc. | ||
| FBO Mary N Stewart | ||
| Light House Point-Apt 316 | ||
| 500 Chapel Harbor Drive | ||
| Pittsburgh, PA 15238-3144 | 32,422.63 | 12.70% |
| Putnam Premier Income Trust | ||
| COMMON SHARES | ||
| Cede & Co Fast | ||
| 20 Bowling Green | ||
| New York, NY 10004-1408 | 167,609,373.23 | 93.70% |
| Putnam Prime Money Market Fund | ||
| CLASS A | ||
| The Putnam Companies, Inc. | ||
| One Post Office Square | ||
| Boston, MA 02108-2106 | 1,091.28 | 100.00% |
| CLASS I | ||
| Band & Co C/O US Bank | ||
| P.O. Box 1787 | ||
| Milwaukee, WI 53201-1787 | 140,843,767.48 | 5.60% |
| Bear Stearns Securities Corp | ||
| 1 Metrotech Ctr | ||
| Brooklyn, NY 11201-3831 | 276,317,506.89 | 11.10% |
| Goldman Sachs Global Cash Svcs | ||
| 71 S Wacker Dr Ste 500 | ||
| Chicago, IL 60606-4673 | 508,853,807.57 | 20.50% |
| Hare & Co | ||
| C/O Bank Of New York | ||
| 1 Wall St Fl 3 | ||
| New York, NY 10005 | 448,653,089.53 | 18.10% |
| Mellon Bank | ||
| One Freedom Valley Drive | ||
| Oaks, PA 19456 | 644,200,818.59 | 26.00% |
| CLASS P | ||
| The George Putnam Fund of Boston | ||
| 1 Investors Way | ||
| Norwood, MA 02062-1599 | 213,232,130.00 | 9.00% |
| Putnam Income Fund | ||
| 1 Investors Way | ||
| Norwood, MA 02062-1599 | 210,012,399.00 | 8.90% |
| Putnam Premier Income Trust | ||
| 1 Investors Way | ||
| Norwood, MA 02062-1599 | 180,912,188.00 | 7.70% |
| Putnam Master Intermediate | ||
| Income Trust | ||
| 1 Investors Way | ||
| Norwood, MA 02062-1599 | 134,746,325.00 | 5.70% |
| Putnam Asset Allocation: | ||
| Growth Portfolio | ||
| 1 Investors Way | ||
| Norwood, MA 02062-1599 | 122,418,253.00 | 5.20% |
J-16
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam Prime Money Market Fund, continued | ||
| CLASS P | ||
| Putnam Asset Allocation: | ||
| Balanced Portfolio | ||
| 1 Investors Way | ||
| Norwood, MA 02062-1599 | 296,067,637.00 | 12.60% |
| Putnam Asset Allocation: | ||
| Conservative Portfolio | ||
| 1 Investors Way | ||
| Norwood, MA 02062-1599 | 117,488,972.00 | 5.00% |
| PYXIS ABS | ||
| c/o Maples Finance Limited | ||
| P.O. Box 1039GT | ||
| Queensgate House, South Church St. | ||
| George Town, Grand Cayman | ||
| Cayman Islands | 130,000,000.00 | 5.50% |
| CLASS R | ||
| Putnam LLC | ||
| One Post Office Square | ||
| Boston, MA 02109-2106 | 1,084.00 | 100.00% |
| CLASS S | ||
| Putnam LLC | ||
| One Post Office Square | ||
| Boston , MA 02109-2106 | 1,095.00 | 100.00% |
| Putnam Research Fund | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 3,421,284.12 | 11.60% |
| CLASS B | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 686,594.71 | 5.30% |
| CLASS C | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 97,808.65 | 5.10% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 112,741.37 | 5.90% |
| CLASS M | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 66,473.96 | 8.30% |
| CLASS R | ||
| Transamerica Life Insurance Company | ||
| 1150 S Olive St | ||
| Los Angeles, CA 90015-2209 | 11,311.54 | 78.40% |
| CLASS Y | ||
| Marsh & McLennan Supplemental | ||
| Retirement Plan** | 2,394,507.00 | 51.61% |
| Ardent Health Services** | 1,313,185.00 | 28.30% |
| Putnam Investments Profit Sharing Plan* | 415,217.00 | 8.95% |
| Lovelace Pension Plan** | 283,713.00 | 6.11% |
| Putnam RetirementReady 2010 Fund | ||
| CLASS A | ||
| The TXI Inc. Retirement Plan** | 133,899.00 | 17.38% |
| Radio Shack 401(K) Plan** | 111,288.00 | 14.45% |
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| CLASS B | ||
| First Baptist Church Of West | ||
| 13350 Maxella Ave Unit 3 | ||
| Marina Dl Rey, CA 90292 | 608.17 | 13.10% |
| USD LLC | ||
| 1415 Franklin Ave | ||
| River Forest, IL 60305 | 342.16 | 7.40% |
| Unified School District 409 | ||
| 17727 286th Rd | ||
| Atchison, KS 66002 | 1,206.78 | 26.10% |
| Cheryl S. Smith | ||
| 435 E Shoreline Dr | ||
| North Augusta, SC 29841 | 245.67 | 5.30% |
| Hua Hsing Wei | ||
| 9146 Emperor Ave | ||
| San Gabriel, CA 91775 | 281.20 | 6.10% |
| LPL Financial Services | ||
| 9785 Towne Centre Dr | ||
| San Diego, CA 92121 | 465.12 | 10.00% |
| CLASS C | ||
| Mark J Ruthenberg | ||
| 1001 N Stockton Hill Rd Apt B | ||
| Kingman, AZ 86401 | 124.17 | 11.20% |
| Shin Nan Ho | ||
| 14321 Don Julian Rd | ||
| City Industry, CA 91746 | 123.48 | 11.20% |
| Nancy A. Smith | ||
| 49 E 27th Cir | ||
| Fayetteville, AR 72701 | 65.41 | 5.90% |
| City Of Taunton | ||
| 75 Bayview Ave | ||
| Berkley, MA 02779 | 389.62 | 35.30% |
| Peggy J. Ward | ||
| 8609 Jenner Ln S | ||
| Cottage Grove, MN 55016 | 75.13 | 6.80% |
| Midland Schools | ||
| 913 Country Club Dr | ||
| Maquoketa, IA 52060 | 59.84 | 5.40% |
| CLASS M | ||
| California State University | ||
| 1205 Riverside Dr | ||
| Fullerton, CA 92831 | 130.56 | 5.30% |
| Dora G. Cota | ||
| 2109 Hillcrest St | ||
| Carlsbad, NM 88220 | 177.50 | 7.30% |
| Midland Schools | ||
| 913 Country Club Dr | ||
| Maquoketa, IA 52060 | 738.41 | 30.50% |
| Sarah A. Dobroth | ||
| P.O. Box 368 | ||
| Grover Beach, CA 93483 | 187.25 | 7.70% |
| CLASS R | ||
| MG Trust Company Cust | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 930.79 | 24.10% |
| MG Trust Company Trustee | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 1,211.73 | 31.40% |
| Wachovia Bank Various Retirement Plans | ||
| 1525 West Wt Harris Blvd | ||
| Charlotte, NC 28288-1151 | 359.25 | 9.30% |
J-17
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam RetirementReady 2010 Fund, continued | ||
| CLASS A | ||
| Union Bank Tr Nominee FBO | ||
| its Customers | ||
| P.O. Box 85484 | ||
| San Diego, CA 92186-5484 | 1,282.29 | 33.30% |
| CLASS Y | ||
| Quebecor World (USA) Inc. 401(K) Plan** | 114,297.00 | 22.30% |
| First Hawaiian Future Plan** | 104,803.00 | 20.45% |
| Ardent Health Services** | 55,186.00 | 10.77% |
| Genlyte Thomas Group Retirement | ||
| Savings And Investment Plan** | 44,503.00 | 8.68% |
| Briggs & Stratton Corporation Employee | ||
| Savings And Investment Plan** | 40,291.00 | 7.86% |
| National Waterworks, Inc. | ||
| Retirement Savings Plan** | 30,781.00 | 6.01% |
| The Canadaigua Brands, Inc. 401(K) | ||
| And Profit Sharing Plan** | 28,787.00 | 5.62% |
| Church & Dwight Co., Inc.** | 33,110.00 | 6.46% |
| Putnam RetirementReady 2015 Fund | ||
| CLASS A | ||
| Asbestos Workers Local No. 6* | 247,961.00 | 18.01% |
| Radio Shack 401(K) Plan** | 195,899.00 | 14.23% |
| The TXI Inc. Retirement Plan** | 106,907.00 | 7.76% |
| CLASS B | ||
| Dean C. Holmquist | ||
| 1255 Brighton Sq | ||
| Saint Paul, MN 55112 | 608.81 | 5.50% |
| HSBC Securities (USA) Inc. | ||
| 452 Fifth Avenue | ||
| New York, NY 10018 | 890.86 | 8.10% |
| NFS LLC FEBO | ||
| its Customers | ||
| 77 Rocky Rd E | ||
| Harwinton, CT 06791 | 763.62 | 7.00% |
| Pershing LLC | ||
| P.O. Box 2052 | ||
| Jersey City, NJ 07303-9998 | 2,545.03 | 23.30% |
| CLASS C | ||
| Kathy W. Rodgers | ||
| 127 Township Road 1266 | ||
| Proctorville, OH 45669 | 1,119.34 | 31.40% |
| James Schall | ||
| 9396 Jonathan Rd | ||
| Woodbury, MN 55125 | 235.27 | 6.60% |
| Judy A. Schall | ||
| 9396 Jonathan Rd | ||
| Woodbury, MN 55125 | 235.27 | 6.60% |
| Ann Dobroth | ||
| P.O. Box 368 | ||
| Grover Beach, CA 93483 | 1,122.56 | 31.50% |
| CLASS M | ||
| Mercer Trust Company | ||
| 1 Investors Way | ||
| Norwood, MA 02062-1599 | 176.68 | 7.20% |
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| CLASS M | ||
| Jackie L. Hallack | ||
| 10120 Arrowhead Dr Apt 7 | ||
| Jacksonville, FL 32257 | 219.46 | 9.00% |
| Doris M. Foster | ||
| 1827 Miami Ave | ||
| Kingman, AZ 86401 | 791.00 | 32.60% |
| Terry A. Stewart | ||
| 215 Ridge Rock Rd | ||
| Sedona, AZ 86351 | 353.45 | 14.50% |
| Sarah A. Dobroth | ||
| P.O. Box 368 | ||
| Grover Beach, CA 93483 | 166.98 | 6.80% |
| CLASS R | ||
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 231.53 | 77.20% |
| Wachovia Bank Various Retirement Plans | ||
| 1525 West Wt Harris Blvd | ||
| Charlotte, NC 28288-1151 | 22.33 | 7.40% |
| CLASS Y | ||
| First Hawaiian Future Plan** | 163,575.00 | 19.95% |
| Quebecor World (USA) Inc. 401(K) Plan** | 150,493.00 | 18.35% |
| Church & Dwight Co., Inc.** | 104,823.00 | 12.78% |
| The Canadaigua Brands, Inc. 401(K) | ||
| And Profit Sharing Plan** | 96,333.00 | 11.75% |
| Ardent Health Services** | 92,087.00 | 11.23% |
| Briggs & Stratton Corporation Employee | ||
| Savings And Investment Plan** | 53,135.00 | 6.47% |
| Putnam RetirementReady 2020 Fund | ||
| CLASS A | ||
| Radio Shack 401(K) Plan** | 233,578.00 | 16.12% |
| The TXI Inc. Retirement Plan** | 103,808.00 | 7.17% |
| CLASS B | ||
| Patricia A. Eaton | ||
| 14 Woods Ln | ||
| Lancaster, MA 01523 | 869.70 | 8.10% |
| NFS LLC FEBO | ||
| its Customers | ||
| 5769 Pray St | ||
| Bonita, CA 91902 | 586.82 | 5.50% |
| Paul H. Batchelder Ira | ||
| P.O. Box 438 | ||
| Drexel, MO 64742 | 555.90 | 5.20% |
| CLASS C | ||
| George A. Ozuna | ||
| 405 Happy Trl | ||
| Shavano Park, TX 78231 | 582.33 | 27.10% |
| Nancy A. Smith | ||
| 49 E 27th Cir | ||
| Fayetville, AR 72701 | 141.21 | 6.50% |
| Mark E. Hall | ||
| 5121 N Bank Rd | ||
| Crescent City, CA 95531 | 331.25 | 15.40% |
| Victoria A. Skajewski | ||
| 6176 Gettysburg Ave N | ||
| New Hope, MN 55428 | 123.69 | 5.70% |
J-18
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam RetirementReady 2020 Fund, continued | ||
| CLASS C | ||
| Kristine Dierks | ||
| 697 Blue Jay Ln | ||
| Hudson, WI 54016 | 156.90 | 7.30% |
| Todd Dierks | ||
| 697 Blue Jay Ln | ||
| Hudson, WI 54016 | 156.90 | 7.30% |
| CLASS M | ||
| John J. McClary | ||
| 205 E 26th St | ||
| Yuma, AZ 85364 | 509.35 | 5.90% |
| Margaret C. Smith | ||
| 4425 Saddleback St | ||
| Cocoa, FL 32927 | 620.04 | 7.20% |
| Barstow Unified School District | ||
| 481 McBroom Ave | ||
| Barstow, CA 92311 | 569.17 | 6.60% |
| Beverly R Mracek | ||
| 6505 E Crumb Rd | ||
| Kingman, AZ 86401-6565 | 1,110.77 | 13.00% |
| Sarah A Dobroth | ||
| P.O. Box 368 | ||
| Grover Beach, CA 93483 | 555.06 | 6.50% |
| CLASS R | ||
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 761.14 | 34.40% |
| Wachovia Bank | ||
| Various Retirement Plans | ||
| 1525 West Wt Harris Blvd | ||
| Charlotte, NC 28288-1151 | 1,298.78 | 59.30% |
| CLASS Y | ||
| Quebecor World (USA) Inc. 401(K) Plan** | 199,833.00 | 24.47% |
| First Hawaiian Future Plan** | 127,167.00 | 15.57% |
| Ardent Health Services** | 107,728.00 | 13.19% |
| The Canadaigua Brands, Inc. 401(K) | ||
| And Profit Sharing Plan** | 80,310.00 | 9.83% |
| Church & Dwight Co., Inc.** | 84,010.00 | 10.29% |
| Briggs & Stratton Corporation Employee | ||
| Savings And Investment Plan** | 77,745.00 | 9.52% |
| Putnam RetirementReady 2025 Fund | ||
| CLASS A | ||
| Radio Shack 401(K) Plan** | 208,704.00 | 20.84% |
| DS Waters Of America LP** | 83,399.00 | 8.33% |
| The TXI Inc. Retirement Plan** | 75,616.00 | 7.55% |
| CLASS B | ||
| Daniel L Kiskis | ||
| 4968 S Ridgeside Cir | ||
| Ann Arbor, MI 48105-9447 | 1,156.91 | 8.70% |
| LPL Financial Services | ||
| 9785 Towne Centre Drive | ||
| San Diego, CA 92121-1968 | 1,031.58 | 7.70% |
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| CLASS B | ||
| Memorial Medical Center (IL) | ||
| 2500 E Lake Shore Dr | ||
| Springfield, IL 62712-5500 | 1,094.45 | 8.20% |
| NFS LLC FEBO | ||
| its Customers | ||
| 2653 Sawmill Rd | ||
| Hickory Grove, SC 29717 | 1,570.12 | 11.70% |
| James E Rembert | ||
| P.O. Box 101 | ||
| Greenwood, IL 60425 | 698.24 | 5.20% |
| CLASS C | ||
| Debra F Parsons | ||
| 19 Webster Ave | ||
| Wheeling, WV 26003 | 171.05 | 8.80% |
| George A Ozuna | ||
| 405 Happy Trl | ||
| Shavano Park, TX 78231 | 543.46 | 28.00% |
| Muriel B Quesenberry | ||
| 5105 E Camelback Loop | ||
| Kingman, AZ 86409 | 226.62 | 11.60% |
| Otto Eachus | ||
| 805 Mason Dr | ||
| Roswell, NM 88201 | 331.43 | 17.00% |
| CLASS M | ||
| Barbara M Toth | ||
| 2151 Chinook Dr | ||
| Kingman, AZ 86401 | 227.11 | 5.40% |
| Joan S Walker | ||
| 2490 Avalon Ln | ||
| Lk Havasu City, AZ 86404 | 226.03 | 5.40% |
| Susan M Stalhut | ||
| 3089 W Carmichael Rd | ||
| Kingman, AZ 86413 | 389.39 | 9.40% |
| Corinne C Kovacsics | ||
| 3620 S Pima Dr | ||
| Flagstaff, AZ 86001 | 338.01 | 8.10% |
| Robyn S Allen | ||
| 3815 N Melody St | ||
| Kingman, AZ 86409 | 229.23 | 5.50% |
| Sarah A Dobroth | ||
| P.O. Box 368 | ||
| Grover Beach, CA 93483 | 388.44 | 9.40% |
| CLASS R | ||
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 1,832.06 | 88.90% |
| CLASS Y | ||
| Quebecor World (USA) Inc. 401(K) Plan** | 170,363.00 | 22.83% |
| Ardent Health Services** | 107,363.00 | 14.39% |
| First Hawaiian Future Plan** | 100,349.00 | 13.45% |
| The Canadaigua Brands, Inc. 401(K) | ||
| And Profit Sharing Plan** | 78,835.00 | 10.57% |
| Church & Dwight Co., Inc.** | 60,280.00 | 8.08% |
| Kohl’s Department Stores, Inc.** | 43,362.00 | 5.81% |
| Briggs & Stratton Corporation Employee | ||
| Savings And Investment Plan** | 47,435.00 | 6.36% |
J-19
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam RetirementReady 2030 Fund | ||
| CLASS A | ||
| Radio Shack 401(K) Plan** | 125,612.00 | 15.49% |
| DS Waters Of America LP** | 68,040.00 | 8.39% |
| DR Horton, Inc. Profit Sharing Plan** | 53,930.00 | 6.65% |
| CLASS B | ||
| Hamilton Southeastern Schools | ||
| 1371 Bentley Way | ||
| Carmel, IN 46032 | 745.73 | 9.30% |
| John B Adams | ||
| 40 Northeast St | ||
| New Columbia, PA 17856 | 495.38 | 6.10% |
| Elliot Popper | ||
| 4275 Congressional Dr | ||
| Myrtle Beach, SC 29579 | 601.67 | 7.50% |
| Matthew Finn | ||
| 4647 Hannover Ave | ||
| Saint Louis, MO 63123 | 410.19 | 5.10% |
| Cuzin G Inc | ||
| 584 Fieldstone Ln | ||
| Ballwin, MO 63011 | 661.07 | 8.20% |
| John F Keating | ||
| 7330 Darien Ln | ||
| Darien, IL 60561 | 777.05 | 9.70% |
| CLASS C | ||
| Karla J Stein | ||
| 1026 Atkins St | ||
| Porterville, CA 93257 | 123.79 | 21.50% |
| Amy Disbury | ||
| 108 Miller Dr | ||
| East Syracuse, NY 13057 | 142.60 | 24.80% |
| Randall L Case | ||
| 11194 Thornberry Dr | ||
| Freeland, MI 48623 | 43.81 | 7.60% |
| Noah R Ring | ||
| 27 Kirkwood Dr | ||
| Newton, PA 18940 | 74.61 | 13.00% |
| Michelle L Kvernmo | ||
| 503 Grindstone Ln | ||
| Dundas, MN 55019 | 64.42 | 11.20% |
| Steve Kvernmo | ||
| 503 Grindstone Ln | ||
| Dundas, MN 55019 | 75.56 | 13.10% |
| CLASS M | ||
| Mercer Trust Company | ||
| 1 Investors Way | ||
| Norwood, MA 02062-1599 | 9,259.38 | 89.20% |
| CLASS R | ||
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 696.77 | 36.20% |
| Wachovia Bank Various Retirement Plans | ||
| 1525 West Wt Harris Blvd | ||
| Charlotte, NC 28288-1151 | 942.41 | 49.30% |
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| CLASS Y | ||
| Quebecor World (USA) Inc. 401(K) Plan** | 108,781.00 | 21.36% |
| First Hawaiian Future Plan** | 91,181.00 | 17.91% |
| Ardent Health Services** | 54,862.00 | 10.77% |
| The Canadaigua Brands, Inc. 401(K) | ||
| And Profit Sharing Plan** | 44,176.00 | 8.67% |
| Church & Dwight Co., Inc.** | 43,473.00 | 8.54% |
| Kohl’s Department Stores, Inc.** | 38,383.00 | 7.54% |
| National Waterworks, Inc. | ||
| Retirement Savings Plan** | 25,958.00 | 5.10% |
| Briggs & Stratton Corporation Employee | ||
| Savings And Investment Plan** | 33,259.00 | 6.41% |
| Putnam RetirementReady 2035 Fund | ||
| CLASS A | ||
| Radio Shack 401(K) Plan** | 80,724.00 | 14.24% |
| DR Horton, Inc. Profit Sharing Plan** | 60,399.00 | 10.65% |
| DS Waters Of America LP** | 58,875.00 | 10.38% |
| ASML US Employees Savings** | 33,638.00 | 5.94% |
| CLASS B | ||
| USD LLC | ||
| 1415 Franklin Ave | ||
| River Forest, IL 60305 | 796.34 | 13.50% |
| Primevest Financial Services (FB) | ||
| 400 First Street So Suite 300 | ||
| St Cloud, MN 56302 | 314.95 | 5.30% |
| HSBC Securities (USA) Inc. | ||
| 452 Fifth Avenue | ||
| New York, NY 10018 | 751.00 | 12.70% |
| Michelle M Presby | ||
| 77 Arnold Rd | ||
| South China, ME 04358 | 359.82 | 6.10% |
| Pershing LLC | ||
| P. O. Box 2052 | ||
| Jersey City, NJ 07303 | 301.13 | 5.10% |
| CLASS C | ||
| Laura L Weber | ||
| 118 Atglen St | ||
| Lyndora, PA 16045 | 322.56 | 43.30% |
| Brian J McVay | ||
| 2748 Bradfordt Dr # 316 | ||
| W Melbourne, FL 32904 | 63.28 | 8.50% |
| Joy P Olson-McVay | ||
| 2748 Bradfordt Dr # 316 | ||
| W Melbourne, FL 32904 | 63.28 | 8.50% |
| San Diego Unified School Dist | ||
| 7445 Charmant Dr Unit 1714 | ||
| San Diego, CA 92122 | 207.29 | 27.90% |
| Karen Nixon | ||
| 993 Mount View Rd | ||
| Wheeling, WV 26003 | 64.85 | 8.70% |
| CLASS M | ||
| Mercer Trust Company | ||
| 1 Investors Way | ||
| Norwood, MA 02062-1599 | 52.20 | 6.90% |
J-20
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam RetirementReady 2035 Fund, continued | ||
| CLASS M | ||
| Mark J Ruthenberg | ||
| 1001 N Stockton Hill Rd Apt B | ||
| Kingman, AZ 86401 | 81.66 | 10.80% |
| Daryl M Eason | ||
| 12415 Pathos Ln | ||
| San Diego, CA 92129 | 307.77 | 40.60% |
| Otto G Eachus | ||
| 805 Mason Dr | ||
| Roswell, NM 88201 | 77.35 | 10.20% |
| Sarah A Dobroth | ||
| P.O. Box 368 | ||
| Grover Beach, CA 93483 | 124.99 | 16.50% |
| CLASS R | ||
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 1,133.16 | 59.70% |
| Wachovia Bank Various Retirement Plans | ||
| 1525 West Wt Harris Blvd | ||
| Charlotte, NC 28288-1151 | 509.23 | 26.90% |
| CLASS Y | ||
| The Canadaigua Brands, Inc. 401(K) | ||
| And Profit Sharing Plan** | 61,117.00 | 18.04% |
| Quebecor World (USA) Inc. 401(K) Plan** | 57,305.00 | 16.92% |
| Ardent Health Services** | 43,585.00 | 12.87% |
| Kohl’s Department Stores, Inc.** | 38,206.00 | 11.28% |
| First Hawaiian Future Plan** | 33,960.00 | 10.03% |
| Church & Dwight Co., Inc.** | 29,147.00 | 8.61% |
| Briggs & Stratton Corporation Employee | ||
| Savings And Investment Plan** | 19,190.00 | 5.67% |
| Putnam RetirementReady 2040 Fund | ||
| CLASS A | ||
| Radio Shack 401(K) Plan** | 51,303.00 | 13.10% |
| DR Horton, Inc. Profit Sharing Plan** | 49,462.00 | 12.63% |
| DS Waters Of America LP** | 46,559.00 | 11.89% |
| CLASS B | ||
| Jacob Hoida | ||
| 1006 Hillside Cir | ||
| Verona, WI 53593 | 203.23 | 6.90% |
| Lauren M Hall | ||
| 11941 Havermale Rd | ||
| New Lebanon, OH 45345 | 246.52 | 8.40% |
| Ryan Hall | ||
| 11941 Havermale Rd | ||
| New Lebanon, OH 45345 | 251.21 | 8.60% |
| Heather M Prondzinski | ||
| 19685 Near Mountain Blvd | ||
| Excelsior, MN 55331 | 147.94 | 5.00% |
| Joel J Klein | ||
| 22102 Stonehedge St | ||
| Boyds, MD 20841 | 209.92 | 7.20% |
| Mark J Funk | ||
| 36022 Rimcrest Rd | ||
| Freeport, MN 56331 | 352.29 | 12.00% |
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| CLASS B | ||
| David J Walters | ||
| 583 Halverson Ct | ||
| Jacksonville, FL 32225 | 332.50 | 11.40% |
| Deborah L Gruneberg | ||
| 825 Foxland Dr | ||
| Pittsburgh, PA 15243 | 188.78 | 6.40% |
| Pershing LLC | ||
| P. O. Box 2052 | ||
| Jersey City, NJ 07303 | 227.17 | 7.70% |
| CLASS C | ||
| John P Dold | ||
| 14536 55th St NE | ||
| Saint Michael, MN 55376 | 8.21 | 17.50% |
| Victoria D Dold | ||
| 14536 55th St NE | ||
| Saint Michael, MN 55376 | 8.21 | 17.50% |
| Heather M Preston | ||
| 17486 308th St | ||
| Shafer, MN 55074 | 4.23 | 9.00% |
| John R Preston | ||
| 17486 308th St | ||
| Shafer, MN 55074 | 4.23 | 9.00% |
| Putnam LLC | ||
| The Putnam Companies, Inc. | ||
| One Post Office Square | ||
| Boston, MA 02109-2106 | 18.08 | 38.60% |
| CLASS M | ||
| Mercer Trust Company | ||
| 1 Investors Way | ||
| Norwood, MA 02062-1599 | 362.42 | 65.20% |
| Mark J Ruthenberg | ||
| 1001 N Stockton Hill Rd Apt B | ||
| Kingman, AZ 86401 | 106.14 | 19.00% |
| Tatyana T Ruthenberg | ||
| 1001 N Stockton Hill Rd Apt B | ||
| Kingman, AZ 86401 | 33.24 | 5.90% |
| California State Univ Fullerton | ||
| 1548 E Brookdale Pl | ||
| Fullerton, CA 92831 | 34.48 | 6.20% |
| CLASS R | ||
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 832.42 | 69.70% |
| Wachovia Bank Various Retirement Plans | ||
| 1525 West Wt Harris Blvd | ||
| Charlotte, NC 28288-1151 | 204.61 | 17.10% |
| CLASS Y | ||
| The Canadaigua Brands, Inc. 401(K) | ||
| And Profit Sharing Plan** | 27,941.00 | 15.63% |
| Quebecor World (USA) Inc. 401(K) Plan** | 27,926.00 | 15.62% |
| First Hawaiian Future Plan** | 24,743.00 | 13.84% |
| Church & Dwight Co., Inc.** | 21,180.00 | 11.85% |
| Kohl’s Department Stores, Inc.** | 18,665.00 | 10.44% |
| Ardent Health Services** | 13,323.00 | 7.45% |
| Putnam Investments Profit Sharing Plan* | 11,933.00 | 6.68% |
| Briggs & Stratton Corporation Employee | ||
| Savings And Investment Plan** | 12,972.00 | 7.26% |
J-21
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam RetirementReady 2045 Fund | ||
| CLASS A | ||
| Radio Shack 401(K) Plan** | 46,758.00 | 16.26% |
| DR Horton, Inc. Profit Sharing Plan** | 32,299.00 | 11.23% |
| DS Waters Of America LP** | 25,895.00 | 9.00% |
| ASML US Employees Savings** | 16,850.00 | 5.86% |
| CLASS A | ||
| Angela L Bragg | ||
| 18811 Arrowhead Ave | ||
| Cleveland, OH 44119 | 158.74 | 9.60% |
| Suzann K Benge | ||
| 21417 Naples St NW | ||
| Elk River, MN 55330 | 111.22 | 6.70% |
| Jason J Pidgeon | ||
| 35 Bilodeau Pkwy | ||
| Burlington, VT 05401 | 109.71 | 6.60% |
| J.J.B. Hilliard, W.L. Lyons, Inc | ||
| 501 S.4th Street | ||
| Louisville, KY 40202 | 181.26 | 11.00% |
| NFS LLC FEBO | ||
| its Customers | ||
| 5769 Pray St | ||
| Bonita, CA 91902 | 236.30 | 14.40% |
| Carmen R Grair | ||
| 7905 Via Stefano | ||
| Burbank, CA 91504 | 238.09 | 14.50% |
| George Grair | ||
| 7905 Via Stefano | ||
| Burbank, CA 91504 | 234.59 | 14.30% |
| CLASS C | ||
| Julie F Wilson | ||
| 1014 W Orangewood Ave | ||
| Phoenix, AZ 85021 | 30.18 | 19.10% |
| Lyrics HQ | ||
| 611 S Port St | ||
| Baltimore, MD 21224 | 106.09 | 67.40% |
| Precision Inc | ||
| 7118 E 30th St | ||
| Tucson, AZ 85710 | 11.54 | 7.30% |
| CLASS M | ||
| Mercer Trust Company | ||
| 1 Investors Way | ||
| Norwood, MA 02062-1599 | 84.77 | 98.30% |
| CLASS R | ||
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 356.87 | 35.20% |
| Wachovia Bank Various Retirement Plans | ||
| 1525 West Wt Harris Blvd | ||
| Charlotte, NC 28288-1151 | 562.11 | 55.50% |
| CLASS Y | ||
| First Hawaiian Future Plan** | 52,299.00 | 32.79% |
| Quebecor World (USA) Inc. 401(K) Plan** | 22,785.00 | 14.28% |
| Kohl’s Department Stores, Inc.** | 17,143.00 | 10.75% |
| The Canadaigua Brands, Inc. 401(K) | ||
| And Profit Sharing Plan** | 17,071.00 | 10.70% |
| Ardent Health Services** | 10,221.00 | 6.41% |
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| CLASS Y | ||
| Church & Dwight Co., Inc.** | 10,194.00 | 6.39% |
| Briggs & Stratton Corporation Employee | ||
| Savings And Investment Plan** | 9,566.00 | 6.00% |
| Putnam RetirementReady 2050 Fund | ||
| CLASS A | ||
| Radio Shack 401(K) Plan** | 12,465.00 | 10.70% |
| DR Horton, Inc. Profit Sharing Plan** | 9,448.00 | 8.11% |
| Western States Asbestos Workers’ | ||
| Individual Account Plan* | 7,435.00 | 6.38% |
| ASML US Employees Savings** | 7,399.00 | 6.35% |
| IBEW Local 150 Supplemental Pension Fund** | 7,283.00 | 6.25% |
| IBEW Local 38 401k Retirement Plan** | 6,209.00 | 5.33% |
| CLASS B | ||
| Arlington Storage Corp | ||
| 15 Bennett St | ||
| Canisteo, NY 14823 | 282.67 | 14.30% |
| Derek C Kulwicki | ||
| 1709 Mead Ln | ||
| Moore, OK 73170 | 121.05 | 6.10% |
| Jia Tzong Kou | ||
| 19158 Shakespeare Dr | ||
| Walnut, CA 91789 | 221.12 | 11.20% |
| Hsuen-Ting Ho | ||
| 2944 Castle Rock Rd | ||
| Diamond Bar, CA 91765 | 240.12 | 12.20% |
| Stephen J Hoffman | ||
| 3450 N Lake Shore Dr Apt 2910 | ||
| Chicago, IL 60657 | 139.20 | 7.00% |
| NFS LLC FEBO | ||
| its Customers | ||
| 5769 Pray St | ||
| Bonita, CA 91902 | 189.35 | 9.60% |
| Brett A Beal | ||
| 6800 W Fortuna St | ||
| Wichita, KS 67215 | 183.62 | 9.30% |
| CLASS C | ||
| Putnam LLC | ||
| The Putnam Companies, Inc. | ||
| One Post Office Square | ||
| Boston, MA 02109-2106 | 20.99 | 100.00% |
| CLASS M | ||
| Mercer Trust Company | ||
| 1 Investors Way | ||
| Norwood, MA 02062-1599 | 15.89 | 42.90% |
| Putnam LLC | ||
| The Putnam Companies, Inc. | ||
| One Post Office Square | ||
| Boston, MA 02109-2106 | 21.10 | 57.00% |
| CLASS R | ||
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 286.11 | 71.70% |
| MG Trust Company Trustee | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 58.52 | 14.60% |
J-22
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam RetirementReady 2050 Fund | ||
| CLASS R | ||
| Putnam LLC | ||
| The Putnam Companies, Inc. | ||
| One Post Office Square | ||
| Boston, MA 02109-2106 | 21.22 | 5.30% |
| CLASS Y | ||
| Quebecor World (USA) Inc. 401(K) Plan** | 8,335.00 | 21.76% |
| Kohl’s Department Stores, Inc.** | 7,324.00 | 19.11% |
| Briggs & Stratton Corporation Employee | ||
| Savings And Investment Plan** | 4,372.00 | 11.31% |
| Church & Dwight Co., Inc.** | 4,023.00 | 10.50% |
| The Canadaigua Brands, Inc. 401(K) | ||
| And Profit Sharing Plan** | 3,528.00 | 9.21% |
| Genlyte Thomas Group Retirement | ||
| Savings & Investment Plan** | 2,466.00 | 6.44% |
| Mechanical Union Savings Trust 401(K) Plan** | 2,031.00 | 5.30% |
| Putnam RetirementReady Maturity Fund | ||
| CLASS A | ||
| IBEW Local 150 Supplemental Pension Plan** | 115,715.00 | 20.90% |
| The TXI Inc. Retirement Plan** | 82,847.00 | 14.97% |
| Radio Shack 401(K) Plan** | 44,196.00 | 7.98% |
| Roofers Local Union 33 Thrift Fund** | 28,424.00 | 5.13% |
| CLASS B | ||
| Donna E Mansell | ||
| 4907 Cassia St | ||
| Boise, ID 83705-1907 | 200.63 | 7.30% |
| Mabel R Adams | ||
| 2012 N 24th St | ||
| Boise, ID 83702-0205 | 330.09 | 12.10% |
| Putnam LLC | ||
| One Post Office Square | ||
| Boston, MA 02109-2106 | 1,831.00 | 67.10% |
| CLASS C | ||
| Donna J Fritz | ||
| 336 Brook Dr | ||
| Romeo, MI 48065 | 454.91 | 95.90% |
| CLASS M | ||
| Mercer Trust Company | ||
| 1 Investors Way | ||
| Norwood, MA 02062-1599 | 1,371.66 | 84.80% |
| James T Brewer Jr | ||
| RR 1 Box 275 | ||
| Williamstown, WV 26187 | 226.22 | 13.90% |
| CLASS R | ||
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 1,139.17 | 92.30% |
| CLASS Y | ||
| Quebecor World (USA) Inc. 401(K) Plan** | 40,631.00 | 23.97% |
| Ardent Health Services** | 29,098.00 | 17.17% |
| First Hawaiian Future Plan** | 27,732.00 | 16.36% |
| Kohl’s Department Stores, Inc.** | 12,236.00 | 7.22% |
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| CLASS Y | ||
| National Waterworks, Inc. | ||
| Retirement Savings Plan** | 11,810.00 | 6.97% |
| The Canadaigua Brands, Inc. 401(K) | ||
| And Profit Sharing Plan** | 10,809.00 | 6.38% |
| Church & Dwight Co., Inc.** | 9,170.00 | 5.41% |
| Briggs & Stratton Corporation Employee | ||
| Savings And Investment Plan** | 8,625.00 | 5.09% |
| Putnam Small Cap Growth Fund | ||
| CLASS A | ||
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 907,310.35 | 5.50% |
| CLASS C | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 53,444.05 | 5.50% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 195,992.98 | 20.40% |
| CLASS M | ||
| Counsel Trust Co Beneco, Inc Polaris | ||
| Plus Master#2 DBA Mid Atlantic Trust | ||
| The Times Building | ||
| 336 4th Ave St 5 | ||
| PIttsburgh, PA 15222-2004 | 50,783.63 | 20.60% |
| CLASS R | ||
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 36,077.96 | 7.70% |
| NFS LLC FEBO | ||
| its Customers | ||
| P.O. Box 1467 | ||
| Muncie, IN 47308-1467 | 197,084.00 | 42.20% |
| Hartford Life Insurance | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 30,053.46 | 6.40% |
| CLASS Y | ||
| Rio Tinto America Inc.** | 712,571.00 | 48.69% |
| Putnam Investments Profit Sharing Plan* | 409,830.00 | 28.01% |
| The Idaho Power Company | ||
| Employee Savings Plan** | 143,622.00 | 9.81% |
| Putnam Investments** | 78,108.00 | 5.34% |
| Madison Paper Industries Savings & | ||
| Investment Plan** | 74,684.00 | 5.10% |
| Putnam Small Cap Value Fund | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 2,169,386.96 | 6.90% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 2,690,997.11 | 8.60% |
J-23
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam Small Cap Value Fund, continued | ||
| CLASS B | ||
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 623,509.92 | 6.10% |
| CLASS C | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 141,060.40 | 5.50% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 256,953.59 | 10.00% |
| CLASS M | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 31,478.21 | 6.80% |
| CLASS Y | ||
| Putnam Investments Profit Sharing Plan* | 1,281,537.00 | 46.22% |
| Building Service Local 32b-J Supplemental | ||
| Retirement Savings Plan** | 693,249.00 | 25.00% |
| Wells Fargo — Retirement Plan Services | ||
| P.O. Box 1533 | ||
| Minneapolis, MN 55480-1533 | 278,034.00 | 10.03% |
| National Waterworks, Inc. | ||
| Retirement Savings Plan* | 151,927.00 | 5.48% |
| Putnam Investments** | 151,076.00 | 5.45% |
| Putnam Tax Exempt Income Fund | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 30,876,638.29 | 23.90% |
| CLASS B | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 277,981.50 | 6.20% |
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 372,009.70 | 8.30% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 300,193.65 | 6.70% |
| CLASS C | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 71,982.36 | 7.20% |
| Primevest Financial Services | ||
| (FBO its Customers) | ||
| D Emil Mihelich | ||
| 400 First Street So | ||
| Suite 300, P.O. Box 283 | ||
| St Cloud, MN 56302 | 101,479.59 | 10.10% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 64,025.57 | 6.40% |
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| CLASS M | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 173,190.65 | 30.40% |
| L & F Investments Ltd Partnership | ||
| 4121 N 64th Pl | ||
| Scottsdale, AZ 85251-3109 | 35,682.27 | 6.20% |
| Putnam Tax-Free Health Care Fund | ||
| COMMON SHARES | ||
| Cede & Co Fast | ||
| 20 Bowling Green | ||
| New York, NY 10004-1408 | 12,555,870.01 | 93.40% |
| Putnam Tax-Free High Yield Fund | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 16,753,981.04 | 17.10% |
| CLASS B | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 549,009.80 | 5.20% |
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 1,080,532.92 | 10.20% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 852,599.63 | 8.10% |
| CLASS C | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 92,928.50 | 5.90% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 257,601.66 | 16.30% |
| CLASS M | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 184,128.53 | 20.90% |
| Pershing LLC | ||
| P.O. Box 2052 | ||
| Jersey City, NJ 07303-9998 | 46,702.74 | 5.30% |
| Putnam Tax Smart Equity Fund® | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 907,628.06 | 7.60% |
| CLASS B | ||
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 651,291.80 | 8.00% |
J-24
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam Tax Smart Equity Fund®, continued | ||
| CLASS C | ||
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 375,163.05 | 13.20% |
| CLASS M | ||
| Pershing LLC | ||
| P.O. Box 2052 | ||
| Jersey City, NJ 07303-9998 | 18,250.27 | 5.40% |
| Stephen M Schwartz & | ||
| Valerie B Schwartz JTWROS | ||
| 5922 New England Woods Dr | ||
| Burke, VA 22015-2910 | 24,917.95 | 7.40% |
| Putnam U.S. Government Income Trust | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 3,956,317.55 | 5.00% |
| CLASS C | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 110,884.74 | 9.70% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 136,312.66 | 12.00% |
| CLASS M | ||
| Mitsubishi UFJ Securities Co Ltd | ||
| Marunouchi Building 2-4-1 | ||
| Marunouchi Chiyoda-Ku | ||
| Tokyo 100-6317 Japan | 1,866,450.00 | 82.00% |
| CLASS R | ||
| MG Trust Company Cust | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 13,417.41 | 31.20% |
| MG Trust Company As Agent For | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 7,611.00 | 17.60% |
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 4,797.29 | 11.00% |
| MG Trust Custodian | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 5,988.60 | 13.90% |
| CLASS Y | ||
| Putnam Investments Profit Sharing Plan* | 137,549.00 | 40.55% |
| Ann M. Gray | ||
| 6031 Dundee Dr. | ||
| Huntington Beach, CA 92647-2408 | 18,245.00 | 5.30% |
| Putnam Utilities Growth and Income Fund | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 5,155,422.56 | 12.90% |
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| CLASS M | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 32,483.05 | 12.80% |
| CLASS R | ||
| MG Trust Custodian | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 14,029.30 | 52.00% |
| MG Trust Company As Agent For | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 1,681.50 | 6.20% |
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 6,442.95 | 23.60% |
| CLASS Y | ||
| Putnam Investments Profit Sharing Plan* | 197,634.00 | 66.22% |
| Putnam Vista Fund | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 8,023,595.74 | 5.20% |
| CLASS M | ||
| Fleet Bank | ||
| Automotive Supply Assn PSP | ||
| P.O. Box 105779 | ||
| Atlanta, GA 30348-5779 | 132,469.58 | 5.00% |
| CLASS R | ||
| MG Trust Company Cust. FBO | ||
| its Customers | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 43,154.41 | 24.60% |
| MG Trust Custodian | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 14,403.07 | 8.30% |
| Reliance Trust Company | ||
| P.O. Box 48529 | ||
| Atlanta, GA 30362-1529 | 37,940.50 | 21.90% |
| CLASS Y | ||
| Emerson Electric Co. Employee | ||
| Savings Investment Plan** | 5,169,331.00 | 32.05% |
| First Hawaiian Future Plan** | 2,445,542.00 | 15.16% |
| Putnam Investments Profit Sharing Plan* | 1,481,125.00 | 9.18% |
| Briggs & Stratton Corporation Employee | ||
| Savings And Investment Plan** | 1,323,347.00 | 8.21% |
| Arch Coal, Inc. Employee Thrift Plan** | 887,439.00 | 5.50% |
| Putnam Voyager Fund | ||
| CLASS A | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 22,243,919.17 | 7.50% |
| CLASS C | ||
| Citigroup Global Markets Inc | ||
| 333 W 34th St | ||
| New York, NY 10001-2402 | 204,537.43 | 5.20% |
J-25
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam Voyager Fund, continued | ||
| CLASS C | ||
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 204,628.07 | 5.20% |
| CLASS M | ||
| Edward D Jones & Co | ||
| 201 Progress Pkwy | ||
| Maryland Hts, MO 63043-3003 | 256,465.11 | 7.80% |
| CLASS R | ||
| MG Trust Company | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 20,045.72 | 17.70% |
| MG Trust Custodian | ||
| 700 17th St Ste 300 | ||
| Denver, CO 80202-3531 | 6,993.56 | 6.10% |
| Transamerica Life Insurance Company | ||
| 1150 S Olive St #T-04-05 | ||
| Los Angeles, CA 90015-2209 | 14,093.23 | 12.40% |
| MLPF&S For The Sole Benefit | ||
| Of Its Customers | ||
| 4800 Deer Lake Dr E Fl 3 | ||
| Jacksonville, FL 32246-6484 | 6,503.48 | 5.70% |
| Hartford Life Insurance | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 18,469.20 | 16.30% |
| CLASS Y | ||
| Abbott Laboratories Stock | ||
| Retirement Programs** | 10,842,670.00 | 14.13% |
| Putnam VT American Government Income Fund | ||
| CLASS IA | ||
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 7,095,432.48 | 100.00% |
| CLASS IB | ||
| Allstate Life Insurance Co | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 4,281,106.32 | 75.70% |
| Allstate Life Of NY | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 499,514.31 | 8.80% |
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 868,585.45 | 15.30% |
| Putnam VT Capital Appreciation Fund | ||
| CLASS IA | ||
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 2,930,173.61 | 100.00% |
| CLASS IB | ||
| Allstate Life Insurance Co | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 1,726,037.05 | 73.40% |
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| CLASS IB | ||
| Allstate Life Of NY | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 118,800.72 | 5.00% |
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 504,295.33 | 21.40% |
| Putnam VT Capital Opportunities Fund | ||
| CLASS IA | ||
| Hartford Life & Annuity | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 929,191.01 | 59.20% |
| Hartford Life Ins Co | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 633,586.46 | 40.40% |
| CLASS IB | ||
| Allstate Life Insurance Co | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 523,752.08 | 40.80% |
| Hartford Life & Annuity | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 604,728.32 | 47.10% |
| Hartford Life Ins Co | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 112,199.39 | 8.70% |
| Putnam VT Discovery Growth Fund | ||
| CLASS IA | ||
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 1,866,144.84 | 100.00% |
| CLASS IB | ||
| Allstate Life Insurance Co | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 2,709,136.37 | 64.70% |
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 565,328.43 | 13.50% |
| Putnam VT Diversified Income Fund | ||
| CLASS IA | ||
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 31,786,088.62 | 98.90% |
| CLASS IB | ||
| Allstate Life Insurance Co | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 9,252,018.14 | 42.30% |
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 9,728,774.18 | 44.50% |
| Putnam VT Equity Income Fund | ||
| CLASS IA | ||
| Hartford Life & Annuity | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 5,568,157.55 | 67.40% |
J-26
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam VT Equity Income Fund, continued | ||
| CLASS IA | ||
| Hartford Life Ins Co | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 2,655,979.74 | 32.10% |
| CLASS IB | ||
| Allstate Life Insurance Co | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 2,347,623.60 | 32.80% |
| Metlife Investors VA | ||
| 501 Boylston St | ||
| Boston MA 02116-3769 | 2,546,924.91 | 35.60% |
| Hartford Life & Annuity | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 1,406,503.15 | 19.60% |
| Hartford Life Ins Co | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 442,979.99 | 6.20% |
| Putnam VT The George Putnam Fund of Boston | ||
| CLASS IA | ||
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 24,806,333.40 | 99.40% |
| CLASS IB | ||
| Allstate Life Insurance Co | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 16,668,306.31 | 72.70% |
| Allstate Life Of NY | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 1,315,271.52 | 5.70% |
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 4,599,069.08 | 20.00% |
| Putnam VT Global Asset Allocation Fund | ||
| CLASS IA | ||
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 18,225,157.29 | 98.00% |
| CLASS IB | ||
| Allstate Life Insurance Co | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 3,173,145.26 | 58.30% |
| Allstate Life Of NY | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 569,536.83 | 10.40% |
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 1,693,534.83 | 31.10% |
| Putnam VT Global Equity Fund | ||
| CLASS IA | ||
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 37,660,012.16 | 99.60% |
| CLASS IB | ||
| Allstate Life Insurance Co | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 4,301,492.52 | 76.10% |
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| CLASS IB | ||
| Allstate Life Of NY | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 481,250.24 | 8.50% |
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 542,610.58 | 9.60% |
| Putnam VT Growth and Income Fund | ||
| CLASS IA | ||
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 107,637,933.52 | 98.60% |
| CLASS IB | ||
| Allstate Life Insurance Co | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 17,407,811.89 | 66.00% |
| Allstate Life Of NY | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 1,585,431.39 | 6.00% |
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 3,328,817.82 | 12.60% |
| Putnam VT Growth Opportunities Fund | ||
| CLASS IA | ||
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 3,952,666.76 | 100.00% |
| CLASS IB | ||
| Allstate Life Insurance Co | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 3,878,869.41 | 70.90% |
| Allstate Life Of NY | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 357,054.31 | 6.50% |
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 949,158.01 | 17.30% |
| Putnam VT Health Sciences Fund | ||
| CLASS IA | ||
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 8,181,821.52 | 100.00% |
| CLASS IB | ||
| Allstate Life Insurance Co | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 4,828,255.40 | 43.40% |
| AXP IDS Life | ||
| 1497 AXP Financial Ctr | ||
| Minneapolis, MN 55474-0014 | 3,929,863.12 | 35.30% |
| Lincoln National Variable | ||
| 1300 S Clinton St | ||
| Fort Wayne, IN 46802-3506 | 786,419.64 | 7.00% |
| Putnam VT High Yield Fund | ||
| CLASS IA | ||
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 43,456,956.56 | 82.00% |
J-27
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam VT High Yield Fund, continued | ||
| CLASS IA | ||
| CUNA Mutual Life Insurance Co | ||
| 2000 Heritage Way | ||
| Waverly, IA 50677-9208 | 8,691,424.97 | 16.40% |
| CLASS IB | ||
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 3,627,322.55 | 16.90% |
| AXP IDS Life | ||
| 1497 AXP Financial Ctr | ||
| Minneapolis, MN 55474-0014 | 2,491,401.07 | 11.60% |
| Lincoln Benefit Life Co | ||
| C/O Allstate Financial | ||
| 544 Lakeview Pkwy | ||
| Vernon Hills IL 60061-1826 | 1,357,559.62 | 6.30% |
| Allstate Life Insurance Co | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 12,322,599.94 | 57.50% |
| Putnam VT High Yield Fund, continued | ||
| CLASS IB | ||
| Allstate Life Of NY | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 1,312,486.28 | 6.10% |
| Putnam VT Income Fund | ||
| CLASS IA | ||
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 32,773,774.96 | 97.50% |
| CLASS IB | ||
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 4,530,096.55 | 19.00% |
| Allstate Life Insurance Co | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 16,894,536.26 | 71.10% |
| Allstate Life Of NY | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 2,241,264.54 | 9.40% |
| Putnam VT International Equity Fund | ||
| CLASS IA | ||
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 19,447,896.83 | 99.80% |
| CLASS IB | ||
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 11,402,974.62 | 27.30% |
| AXP IDS Life | ||
| 1497 AXP Financial Ctr | ||
| Minneapolis, MN 55474-0014 | 5,231,867.88 | 12.50% |
| Allstate Life Insurance Co | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 11,886,913.92 | 28.50% |
| Allstate Northbrook Life | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 4,105,117.21 | 9.80% |
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam VT International Growth and Income Fund | ||
| CLASS IA | ||
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 15,814,893.10 | 95.60% |
| CLASS IB | ||
| Allstate Life Insurance Co | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 3,808,317.76 | 54.20% |
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 1,314,029.50 | 18.70% |
| Lincoln Benefit Life Co | ||
| C/O Allstate Financial | ||
| 544 Lakeview Pkwy | ||
| Vernon Hills, IL 60061-1826 | 729,606.45 | 10.30% |
| Putnam VT International New Opportunities Fund | ||
| CLASS IA | ||
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 6,285,900.99 | 99.80% |
| CLASS IB | ||
| Allstate Life Insurance Co | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 2,165,990.45 | 23.80% |
| AXP IDS Life | ||
| 1497 AXP Financial Ctr | ||
| Minneapolis, MN 55474-0014 | 6,191,223.39 | 68.00% |
| Putnam VT Investors Fund | ||
| CLASS IA | ||
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 20,456,346.18 | 99.90% |
| CLASS IB | ||
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 3,745,382.96 | 19.60% |
| Allstate Life Insurance Co | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 13,883,552.60 | 72.90% |
| Allstate Life Of NY | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 1,376,807.94 | 7.20% |
| Putnam VT Mid Cap Value Fund | ||
| CLASS IA | ||
| Hartford Life & Annuity | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 2,024,253.98 | 56.60% |
| Hartford Life Ins Co | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 1,547,171.85 | 43.30% |
| CLASS IB | ||
| Hartford Life & Annuity | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 348,537.24 | 19.80% |
| Hartford Life Ins Co | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 207,352.73 | 11.70% |
J-28
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam VT Mid Cap Value Fund, continued | ||
| CLASS IB | ||
| Allstate Life Insurance Co | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 1,122,580.12 | 63.80% |
| Putnam VT Money Market Fund | ||
| CLASS IA | ||
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 194,520,160.61 | 97.50% |
| CLASS IB | ||
| Allstate Life Insurance Co | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 150,296,267.08 | 77.70% |
| Allstate Life Of NY | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 24,911,354.44 | 12.80% |
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 10,698,882.56 | 5.50% |
| Putnam VT New Opportunities Fund | ||
| CLASS IA | ||
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 32,765,721.51 | 60.10% |
| AXP IDS Life | ||
| 1497 AXP Financial Ctr | ||
| Minneapolis, MN 55474-0014 | 19,772,338.10 | 36.20% |
| CLASS IB | ||
| Allstate Life Insurance Co | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 5,310,476.30 | 74.70% |
| Allstate Life Of NY | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 521,107.21 | 7.30% |
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 1,221,581.28 | 17.10% |
| Putnam VT New Value Fund | ||
| CLASS IA | ||
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 20,164,202.43 | 99.20% |
| CLASS IB | ||
| Allstate Life Insurance Co | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 10,883,868.73 | 67.60% |
| Allstate Life Of NY | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 898,100.01 | 5.50% |
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 3,365,490.29 | 20.90% |
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam VT OTC & Emerging Growth Fund | ||
| CLASS IA | ||
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 5,314,658.57 | 92.10% |
| Hartford Life Ins Co | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 453,137.81 | 7.80% |
| CLASS IB | ||
| Allstate Life Insurance Co | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 4,036,520.76 | 83.60% |
| Allstate Life Of NY | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 302,544.67 | 6.20% |
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 489,219.28 | 10.10% |
| Putnam VT Research Fund | ||
| CLASS IA | ||
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 5,354,857.10 | 100.00% |
| CLASS IB | ||
| Allstate Life Insurance Co | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 6,291,983.53 | 80.60% |
| Allstate Life Of NY | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 481,755.55 | 6.10% |
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 975,410.91 | 12.50% |
| Putnam VT Small Cap Value Fund | ||
| CLASS IA | ||
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 9,951,766.86 | 100.00% |
| CLASS IB | ||
| Allstate Life Insurance Co | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 4,634,579.30 | 15.30% |
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 7,784,427.24 | 25.70% |
| AXP American Enterprise Life | ||
| 1497 AXP Financial Ctr | ||
| Minneapolis, MN 55474-0014 | 1,725,242.87 | 5.70% |
| Metlife Insurance Company | ||
| 1 City Pl | ||
| Hartford, CT 06103-3432 | 9,228,161.40 | 30.50% |
| Metlife Life And Annuity Company | ||
| 1 City Pl | ||
| Hartford, CT 06103-3432 | 2,995,260.97 | 9.90% |
J-29
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam VT Small Cap Value Fund, continued | ||
| CLASS IB | ||
| Northbrook Life Insurance Co | ||
| 3100 Sanders Rd Ste K4A | ||
| Northbrook, IL 60062-7155 | 1,945,337.16 | 6.40% |
| Putnam VT Utilities Growth and Income Fund | ||
| CLASS IA | ||
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 17,603,657.85 | 99.90% |
| CLASS IB | ||
| Allstate Life Insurance Co | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 2,808,555.23 | 81.30% |
| Allstate Life Of NY | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 303,108.69 | 8.70% |
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 340,853.63 | 9.80% |
| Putnam VT Vista Fund | ||
| CLASS IA | ||
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 11,572,456.79 | 97.10% |
| CLASS IB | ||
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 1,216,012.88 | 7.70% |
| Allstate Life Insurance Co | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 5,791,881.79 | 37.00% |
| AXP American Enterprise Life | ||
| 1497 AXP Financial Ctr | ||
| Minneapolis, MN 55474-0014 | 822,661.46 | 5.20% |
| AXP IDS Life | ||
| 1497 AXP Financial Ctr | ||
| Minneapolis, MN 55474-0014 | 6,491,044.81 | 41.50% |
| Shareholder Name | Percentage | |
| and Address | Holdings | Owned |
| Putnam VT Voyager Fund | ||
| CLASS IA | ||
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 45,527,624.87 | 99.20% |
| CLASS IB | ||
| Hartford Life | ||
| P.O. Box 2999 | ||
| Hartford, CT 06104-2999 | 1,785,382.20 | 13.00% |
| Allstate Life Insurance Co | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 8,977,114.04 | 65.80% |
| Allstate Life Of NY | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 703,036.17 | 5.10% |
| Allstate Northbrook Life | ||
| 3100 Sanders Rd | ||
| Northbrook, IL 60062-7155 | 832,192.61 | 6.10% |
| Principal Financial Group PFLX | ||
| 711 High St | ||
| Des Moines, IA 50392-0001 | 840,714.88 | 6.10% |
* The address for the District
of several individual Omid Kamshad of Maryland
funds and thename listed is: c/o Putnam Certain officers of
Funds) v. Putnam, LLC, the Putnam Funds and
et. al. Putnam Management
John Does 1-100
Putnam Funds
(nominal)
- -------------------------------------------------------------------------------
Seth B. Marks (derivative Putnam Management United States Dec. 3, 2003
on behalf of several Putnam Trustees District Court
individual funds and the Justin M. Scott for the District
Putnam Funds) Omid Kamshad of Maryland
v. Putnam, LLC, et. al. Certain officers of
the Putnam Funds and
Putnam Management
John Does 1-100
Putnam Funds
(nominal)
- -------------------------------------------------------------------------------
Cynthia Puleo (derivative Putnam Management United States Dec. 16, 2003
on behalf of several Putnam Trustees District Court
individual funds and the Justin M. Scott for the District
Putnam Funds) Omid Kamshad of Maryland
v. Putnam, LLC, et al. Certain officers of
the Putnam Funds and
Putnam Management
John Does 1-100
Putnam Funds
(nominal)
- -------------------------------------------------------------------------------
Edward L. Segel Putnam Management United States Jan. 23, 2004
(derivative on behalf Putnam Trustees District Court
of individual fund Omid Kamshad for the District
and the Putnam Funds) Justin Scott of Maryland
v. Putnam, LLC, et al. William Woolverton
Putnam Funds
(nominal)
- -------------------------------------------------------------------------------
Zachary Alan Starr Putnam Management United States Nov. 6, 2003
(derivative on behalf Putnam Trustees District Court
of Putnam International Omid Kamshad for the District
Equity Fund and the Justin M. Scott of Maryland
Putnam Funds) Putnam Funds
v. Putnam Investment (nominal)
Management, et al.
- -------------------------------------------------------------------------------
3. The plaintiffs named below allege that the defendants failed to
properly disclose that select customers were allowed to engage in late
tradingFiduciary Trust Company, as trustee or time their mutual fund trades. The plaintiffs generally claim
of breach of fiduciary duty, abuse of control, gross mismanagement, waste
of corporate assets, unjust enrichment. The plaintiffs seek damages,
equitable and/or injunctive relief, restitution, and attorney's fees and
costs.
Case Name Defendants Court Date Instituted
- -------------------------------------------------------------------------------
Leon Brazin Putnam Trustees Superior Court March 15, 2004
(derivatively on behalf Putnam Management of Suffolk County,
of Putnam Vista Fund) Putnam Vista Fund MA; Stipulation
v. John A. Hill, et al. (nominal) agreeing to
Certain officers of removal and
the Putnam Funds and transfer to
Putnam Management United States
District Court
for the District
of Maryland
executed on
April 23, 2004
- -------------------------------------------------------------------------------
Peter Kavaler Putnam Trustees Superior Court March 15, 2004
(derivatively on behalf Putnam Management of Suffolk County,
of Putnam Income Putnam Income Fund MA; Stipulation
Fund) v. John A. Hill, (nominal) agreeing to
et al. Certain officers of removal and
the Putnam Funds and transfer to
Putnam Management United States
District Court
for the District
of Maryland
executed on
April 23, 2004
- -------------------------------------------------------------------------------
Todd Klein (derivatively Putnam Trustees United States Jan. 27, 2004
on behalf of Putnam Putnam Management District Court
Global Equity Fund) Putnam Global Equity for the District
v. Hill, et al. Fund (nominal) of Maryland
Certain officers of
the Putnam Funds and
Putnam Management
- -------------------------------------------------------------------------------
Steven Wiegand Putnam Trustees United States Jan. 27, 2004
(derivatively on behalf Putnam Management District Court
of Putnam Classic Putnam Classic for the District
Equity Fund) Equity Fund of Maryland
v. Hill et al. (nominal)
Certain officers of
the Putnam Funds and
Putnam Management
- -------------------------------------------------------------------------------
4. The plaintiff named below alleges that defendants failed to prevent the
disclosure of confidential information concerning the identity of
securities, the practice of late trading by selected investors,
time-trading by selected investors and insider trading by directors,
officers and/or employees of the defendants. The plaintiff claims breach of
fiduciary duty.
Case Name Defendants Court Date Instituted
- -------------------------------------------------------------------------------
Stern (derivative on Putnam Funds Supreme Court December 17, 2003
behalf of Marsh & Putnam Management of the State
McLennan) v. Greenberg, Jeffrey Greenberg of New York
et. al, Mathis Cabaillavetta
Marsh Directors 4
Lawrence Lasser
- -------------------------------------------------------------------------------
1 "Putnam Management" includes Putnam Investments Trust, Putnam Investment
Management, Putnam Investment Management, LLC, Putnam, LLC, and/or Marsh &
McLennan Companies, Inc.
2 The 13 Putnam Trustees include current Trustees Jameson Adkins Baxter,
Charles B. Curtis, John A. Hill, Ronald J. Jackson, Paul L. Joskow,
Elizabeth T. Kennan, John H. Mullin, III, Robert E. Patterson, George
Putnam, III, A.J. Smith and W. Thomas Stephens, and former Trustees W.
Nicholas Thorndike and Lawrence J. Lasser.
3 "Putnam Funds" includes any and/or all registered investment companies
managed by Putnam Management.
4 The Directors of Marsh & McLennan Companies, Inc. are Charles Davis,
Lewis Bernard, Peter Coster, Robert Ebruru, Oscar Fanjul, Ray Groves,
Stephen Hardis, Gwendolyn King, Lord Lang of Monkton, David Olsen, Morton
Shapiro, Adele Simmons, and A.J. Smith.
PUTNAM INVESTMENTS
The Putnam Fundsagent, One Post Office Square, Boston, Massachusetts 02109
Toll-free 1-800-225-1581 216581 8/04
PUTNAM INVESTMENTS
P.O. BOX 9132
HINGHAM, MA 02043-9132
To vote by Telephone
1) Read02109.
** The address for the Proxy Statement and havename listed is: c/o Mercer Trust Company, as trustee or agent, Investor’s Way, Norwood, MA 02062.
*** The address for the proxy card at hand.
2) Call 1-888-221-0697.
3) Followname listed is: c/o Putnam Fiduciary Trust Company, as service provider, One Post Office Square, Boston, MA 02109.
J-30
Additional ownership information for Putnam closed-end funds
In addition to the automated telephone directions.
4) There is no needholdings information listed above for youthe Putnam closed-end funds, as of February 9, 2007, to return your proxy card.
To vote by Internet
1) Read the Proxy Statement and have the proxy card at hand.
2) Go to https://www.proxyweb.com/Putnam
3) Follow the instructions on the site.
4) There is no need for you to return your proxy card.
To vote by Mail
1) Read the Proxy Statement.
2) Check oneknowledge of the appropriate boxesfunds, the following additional persons owned beneficially or of record more than 5% of the common shares of certain Putnam closed-end funds.
| Shareholder Name | Percentage | |||
| Fund | and Address | Holdings | Owned | |
| Putnam High Income Securities Fund | Wachovia Corporation | 1,153,575.00 | 5.12%1 | |
| One Wachovia Center | ||||
| Charlotte, NC 28288-0137 | ||||
| Putnam High Income Securities Fund | First Trust Portfolios L.P., | 1,189,605.00 | 5.30%2 | |
| First Trust Advisors L.P., and | ||||
| The Charger Corporation | ||||
| 1001 Warrenville Road | ||||
| Lisle, IL 60532 | ||||
| Putnam High Yield Municipal Trust | Roumell Asset Management, LLC | 1,281,699.00 | 5.98%3 | |
| 2 Wisconsin Circle, Suite 660 | ||||
| Chevy Chase, MD 20815 | ||||
| Putnam Investment Grade Municipal Trust | Karpus Management, Inc., d/b/a | 1,515,280.00 | 7.27%4 | |
| Karpus Investment Management | ||||
| 183 Sully’s Trail | ||||
| Pittsford, NY 14534 | ||||
| Putnam Master Intermediate Income Trust | Wachovia Corporation | 5,280,935.67 | 5.73%5 | |
| One Wachovia Center | ||||
| Charlotte, NC 28288-0137 | ||||
| Putnam Municipal Opportunities Trust | First Trust Portfolios L.P., | 965,099.00 | 6.10%6 | |
| First Trust Advisors L.P., and | ||||
| The Charger Corporation | ||||
| 1001 Warrenville Road | ||||
| Lisle, IL 60532 | ||||
| Putnam New York Investment Grade | Karpus Management, Inc., d/b/a | 308,665.00 | 11.21%7 | |
| Municipal Trust | Karpus Investment Management | |||
| 183 Sully’s Trail | ||||
| Pittsford, NY 14534 | ||||
| Putnam Tax-Free Health Care Fund | Bulldog Investors General Partnership | 1,384,487.00 | 10.21%8 | |
| 60 Heritage Drive | ||||
| Pleasantville, NY 10570 | ||||
1Based on information obtained from a Schedule 13G filed with the reverse side.
3) SignSecurities and dateExchange Commission on February 6, 2007.
2Based on information obtained from a Schedule 13G filed with the proxy card.
4) ReturnSecurities and Exchange Commission on February 9, 2006.
3Based on information oabtained from a Schedule 13D filed with the proxy cardSecurities and Exchange Commission on December 29, 2006. The 1,281,699 shares are deemed to be owned beneficially by Roumell Asset Management, LLC solely as a result of its discretionary power over such shares as investment adviser. In addition, James C. Roumell and Deborah Billet-Roumell have beneficial ownership of 4,700 shares of common stock, representing less than 1% of outstanding shares.
4Based on information obtained from a Schedule 13D/A filed with the Securities and Exchange Commission on February 9, 2007. Shares reported may include shares owned by certain affiliates of Karpus Investment Management.
5Based on information obtained from a Schedule 13G filed with the Securities and Exchange Commission on February 6, 2007.
6Based on information obtained from a Schedule 13G filed with the Securities and Exchange Commission on January 26, 2007.
7Based on information obtained from a Schedule 13D/A filed with the Securities and Exchange Commission on February 9, 2007. As of March 6, 2007, Karpus Investment Management owned 326,615 common shares of the fund, representing 11.77% of outstanding common shares (based on information obtained from a Schedule 13D/A filed with the Securities and Exchange Commission on March 6, 2007). Shares reported may include shares owned by certain affiliates of Karpus Investment Management.
8Based on information obtained from a Schedule 13D/A filed with the Securities and Exchange Commission on November 21, 2006; includes beneficial ownership of shares owned by Opportunity Income Plus L.P., Andrew Dakos, and Phillip Goldstein.
J-31
APPENDIX K
Security Ownership
The following tables set forth for each Trustee, and for the Trustees and officers as a group, the amount of equity securities owned in each Putnam fund as of February 9, 2007 (except as otherwise indicated). Where the envelope provided.
Thisnumber of shares beneficially owned exceeds 1% of the class owned, the percentage is your PROXY CARD.
This proxy is solicited on behalfincluded in parentheses below. None of the Trustees or officers owned shares of Putnam RetirementReady 2030 Fund, Putnam RetirementReady 2035 Fund, Putnam RetirementReady 2040 Fund, Putnam RetirementReady 2050 Fund, Putnam RetirementReady Maturity Fund, Putnam VT Health Sciences Fund, Putnam VT Money Market Fund, or Putnam VT Utilities Growth and Income Fund as of that date. Additional ownership information for the funds that are series of Putnam Variable Trust is shown separately at the end of this Appendix J.
| Shares | Shares | Shares | Shares | |||||||
| Beneficially | Beneficially | Beneficially | Beneficially | |||||||
| Trustees | Owned | Owned | Owned | Owned | ||||||
| Putnam American | Putnam AMT-Free | Putnam Arizona | Putnam Asset | |||||||
| Government | Insured | Tax Exempt | Allocation: | |||||||
| Income Fund | Municipal Fund | Income Fund | Balanced Portfolio | |||||||
| Class A | Class Y | Class A | Class A | Class A | Class Y | |||||
| John A. Hill | 13,823.002 | — | 187.630 | 215.206 | 373,492.363 | — | ||||
| Jameson Adkins Baxter | 404.423 | — | 532.513 | 178.937 | 13,578.820 | — | ||||
| Charles B. Curtis | 122.983 | — | 131.409 | 127.887 | 117.321 | — | ||||
| Myra R. Drucker | 107.777 | — | 110.796 | 110.369 | 103.753 | — | ||||
| Charles E. Haldeman, Jr. | 1,277.084 | — | 786.056 | 1,274.400 | 1.519.211 | — | ||||
| Paul L. Joskow | 1,460.590 | — | 150.413 | 159.633 | 21,997.748 | — | ||||
| Elizabeth T. Kennan | 132.454 | — | 111.710 | 111.880 | 349.248 | — | ||||
| Kenneth R. Leibler | 100.951 | — | 101.337 | 101.154 | 100.455 | — | ||||
| Robert E. Patterson | 2,058.733 | — | 111.804 | 111.597 | 1.170.508 | — | ||||
| George Putnam, III | 3,074.922 | — | 808.167 | 1,245.684 | 2.954.054 | — | ||||
| W. Thomas Stephens | 318.728 | — | 158.418 | 152.442 | 43,361.340 | — | ||||
| Richard B. Worley | 107.777 | — | 110.601 | 110.121 | 103.753 | — | ||||
| Trustees and Officers | 22,989.424 | 10,630.749 | 3,300.854 | 3,899.310 | 458,848.574 | 13,129.392 | ||||
| as a group | (1.01%) | |||||||||
K-1
| Shares | Shares | Shares | Shares | |||||||||
| Beneficially | Beneficially | Beneficially | Beneficially | |||||||||
| Trustees | Owned | Owned | Owned | Owned | ||||||||
| Putnam | ||||||||||||
| Putnam Asset | Putnam Asset | Putnam California | California | |||||||||
| Allocation: | Allocation: | Investment Grade | Tax Exempt | |||||||||
| Conservative Portfolio | Growth Portfolio | Municipal Trust | Income Fund | |||||||||
| Class A | Class Y | Class A | Class Y | Common | Class A | |||||||
| John A. Hill | 111,994.998 | — | 6,209.773 | — | 224.592 | 187.514 | ||||||
| Jameson Adkins Baxter | 1,228.577 | — | 21,262.989 | — | 188.704 | 235.702 | ||||||
| Charles B. Curtis | 14,097.461 | — | 116.151 | — | 117.774 | 136.190 | ||||||
| Myra R. Drucker | 106.957 | — | 5,278.448 | — | 109.068 | 114.668 | ||||||
| Charles E. Haldeman, Jr. | 537,246.818 | — | 1,045.575 | — | 243.000 | 1,444.841 | ||||||
| (1.13%) | ||||||||||||
| Paul L. Joskow | 248.471 | — | 1,080.277 | — | 100.000 | 182.342 | ||||||
| Elizabeth T. Kennan | 346.043 | — | 2,060.923 | — | 201.338 | 134.329 | ||||||
| Kenneth R. Leibler | 100.772 | — | 100.570 | — | 100.000 | 101.437 | ||||||
| Robert E. Patterson | 1,234.123 | — | 2,246.213 | — | 100.000 | 116.075 | ||||||
| George Putnam, III | 4,537.829 | — | 25,641.662 | — | 1,100.000 | 1,479.584 | ||||||
| W. Thomas Stephens | 5,056.591 | — | 102.567 | — | 100.000 | 164.812 | ||||||
| Richard B. Worley | 106.957 | — | 102.567 | — | 102.960 | 114.444 | ||||||
| Trustees and Officers | 676,305.597 | 323.931 | 71,164.731 | 54,970.239 | 2,687.436 | 4,411.938 | ||||||
| as a group | (1.42%) | |||||||||||
| Shares | Shares | Shares | ||||||||||
| Beneficially | Beneficially | Beneficially | ||||||||||
| Trustees | Owned | Owned | Owned | |||||||||
| Putnam Capital | Putnam Capital | Putnam Classic | ||||||||||
| Appreciation Fund | Opportunities Fund | Equity Fund | ||||||||||
| Class A | Class Y | Class A | Class Y | Class A | Class Y | |||||||
| John A. Hill | 8,246.533 | — | 18,783.858 | — | 14,469.495 | — | ||||||
| Jameson Adkins Baxter | 313.753 | — | — | — | 4,895.534 | — | ||||||
| Charles B. Curtis | 103.245 | — | 140.848 | — | 110.584 | — | ||||||
| Myra R. Drucker | 100.414 | — | 132.315 | — | 102.809 | — | ||||||
| Charles E. Haldeman, Jr. | 654.057 | — | 1,318.134 | — | — | 1,050.623 | ||||||
| Paul L. Joskow | 605.292 | — | 242.941 | — | 2,410.818 | — | ||||||
| Elizabeth T. Kennan | 252.970 | — | 1,461.152 | — | 197.645 | — | ||||||
| Kenneth R. Leibler | 100.000 | — | 112.703 | — | 100.598 | — | ||||||
| Robert E. Patterson | 484.635 | — | 2,010.019 | — | 708.459 | — | ||||||
| George Putnam, III | 1,243.373 | — | 1,577.716 | — | 6,509.541 | — | ||||||
| W. Thomas Stephens | 137.950 | — | 132.315 | — | 148.112 | — | ||||||
| Richard B. Worley | 100.414 | — | 132.315 | — | 102.809 | — | ||||||
| Trustees and Officers | 12,442.123 | 7,753.123 | 35,109.626 | 10,238.954 | 29,756.404 | 8,648.264 | ||||||
| as a group | (2.46%) | (2.38%) | ||||||||||
K-2
| Shares | Shares | Shares | ||||||||||
| Beneficially | Beneficially | Beneficially | ||||||||||
| Trustees | Owned | Owned | Owned | |||||||||
| Putnam Convertible | Putnam Discovery | Putnam Diversified | ||||||||||
| Income-Growth Trust | Growth Fund | Income Trust | ||||||||||
| Class A | Class Y | Class A | Class Y | Class A | Class Y | |||||||
| John A. Hill | 32,061.700 | — | 2,303.388 | — | 1,953.567 | — | ||||||
| Jameson Adkins Baxter | 7,969.065 | — | 7,048.603 | — | 1,128.750 | — | ||||||
| Charles B. Curtis | 124.126 | — | 199.733 | — | 248.125 | — | ||||||
| Myra R. Drucker | 107.759 | — | 100.000 | — | 115.849 | — | ||||||
| Charles E. Haldeman, Jr. | 904.871 | — | 696.286 | — | — | 32,019.160 | ||||||
| Paul L. Joskow | 686.473 | — | 360.285 | — | 387.474 | — | ||||||
| Elizabeth T. Kennan | 1,071.157 | — | 113.856 | — | 750.000 | — | ||||||
| Kenneth R. Leibler | 100.678 | — | 100.000 | — | 101.360 | — | ||||||
| Robert E. Patterson | 3,485.678 | — | 799.281 | — | 1,404.333 | — | ||||||
| George Putnam, III | 13,051.715 | — | 2,101.545 | — | 5,434.823 | — | ||||||
| W. Thomas Stephens | 208.558 | — | 208.686 | — | 349.475 | — | ||||||
| Richard B. Worley | 106.899 | — | 100.000 | — | 115.849 | — | ||||||
| Trustees and Officers | 61,086.152 | 19,890.021 | 14,837.343 | 3,384.176 | 11,989.605 | 40,204.574 | ||||||
| as a group | (1.59%) | (2.42%) | ||||||||||
| Shares | Shares | Shares | ||||||||||
| Beneficially | Beneficially | Beneficially | ||||||||||
| Trustees | Owned | Owned | Owned | |||||||||
| Putnam Equity | Putnam Europe | Putnam Floating Rate | ||||||||||
| Income Fund | Equity Fund | Income Fund | ||||||||||
| Class A | Class Y | Class A | Class Y | Class A | Class Y | |||||||
| John A. Hill | 13,569.172 | — | 523.756 | — | 549,196.252 | — | ||||||
| (1.62%) | ||||||||||||
| Jameson Adkins Baxter | 3,390.567 | — | 2,290.402 | — | 2,200.690 | — | ||||||
| Charles B. Curtis | 136.833 | — | 109.809 | — | 107.284 | — | ||||||
| Myra R. Drucker | 125.419 | — | 104.751 | — | 112.041 | — | ||||||
| Charles E. Haldeman, Jr. | 1,049.823 | 3,551.283 | 743.434 | — | 1,150.494 | — | ||||||
| Paul L. Joskow | 8,180.125 | — | 489.440 | — | 9,503.469 | — | ||||||
| Elizabeth T. Kennan | 359.837 | — | 542.203 | — | 105.439 | — | ||||||
| Kenneth R. Leibler | 112.173 | — | 102.172 | — | 101.707 | — | ||||||
| Robert E. Patterson | 1,650.075 | — | 2,033.819 | — | 1,069.397 | — | ||||||
| George Putnam, III | 8,415.606 | — | 977.920 | — | 3,849.695 | — | ||||||
| W. Thomas Stephens | 191.040 | — | 140.795 | — | 134,975.747 | — | ||||||
| Richard B. Worley | 125.002 | — | 104.751 | — | 111.850 | — | ||||||
| Trustees and Officers | 46,071.331 | 12,890.841 | 8,623.288 | 280.283 | 702,484.065 | 66,837.482 | ||||||
| as a group | (2.07%) | (19.32%) | ||||||||||
K-3
| Shares | Shares | Shares | |||||||||||||
| Beneficially | Beneficially | Beneficially | |||||||||||||
| Trustees | Owned | Owned | Owned | ||||||||||||
| The Putnam Fund for | The George Putnam Fund | Putnam Global | |||||||||||||
| Growth and Income | of Boston | Equity Fund | |||||||||||||
| Class A | Class Y | Class A | Class Y | Class A | Class Y | ||||||||||
| John A. Hill | 11,786.523 | — | 25,757.193 | — | 51,073.375 | — | |||||||||
| Jameson Adkins Baxter | 16,850.506 | — | 11,742.687 | — | 9,945.299 | — | |||||||||
| Charles B. Curtis | 130.983 | — | 293.279 | — | 438.950 | — | |||||||||
| Myra R. Drucker | 118.625 | — | 117.435 | — | 102.668 | — | |||||||||
| Charles E. Haldeman, Jr. | 972.775 | — | 738.172 | — | 1,478.755 | — | |||||||||
| Paul L. Joskow | 8,802.201 | — | 1,994.013 | — | 633.784 | — | |||||||||
| Elizabeth T. Kennan | 285.325 | — | 1,442.227 | — | 4,987.810 | — | |||||||||
| Kenneth R. Leibler | 113.330 | — | 109.686 | — | 101.588 | — | |||||||||
| Robert E. Patterson | 602.556 | — | 1,254.030 | — | 14,611.566 | — | |||||||||
| George Putnam, III | 36,058.016 | — | 12,879.370 | — | 31,866.947 | — | |||||||||
| W. Thomas Stephens | 188.904 | — | 301.759 | — | 641.484 | — | |||||||||
| Richard B. Worley | 118.625 | — | 117.435 | — | 102.668 | — | |||||||||
| Trustees and Officers | 76,065.887 | 19,172.389 | 58,169.654 | 4,583.433 | 117,081.043 | 2,301.460 | |||||||||
| as a group | |||||||||||||||
| Shares | Shares | Shares | Shares | ||||||||||||
| Beneficially | Beneficially | Beneficially | Beneficially | ||||||||||||
| Trustees | Owned | Owned | Owned | Owned | |||||||||||
| Putnam Global | Putnam Global Natural | Putnam Growth | Putnam Health | ||||||||||||
| Income Trust | Resources Fund | Opportunities Fund | Sciences Trust | ||||||||||||
| Class A | Class A | Class Y | Class A | Class Y | Class A | Class Y | |||||||||
| John A. Hill | 154.607 | 8,768.918 | — | 2,538.040 | — | 4,656.855 | — | ||||||||
| Jameson Adkins Baxter | 159.620 | 1,008.625 | — | 479.604 | — | 178.569 | — | ||||||||
| Charles B. Curtis | 134.289 | 160.312 | — | 105.939 | — | 126.934 | — | ||||||||
| Myra R. Drucker | 111.402 | 141.232 | — | 100.867 | — | 126.934 | — | ||||||||
| Charles E. Haldeman, Jr. | 967.131 | 661.434 | — | 890.000 | 3,977.847 | 237.662 | — | ||||||||
| Paul L. Joskow | 184.791 | 174.550 | — | 840.579 | — | 555.030 | — | ||||||||
| Elizabeth T. Kennan | 350.369 | 1,137.652 | — | 100.867 | — | 126.934 | — | ||||||||
| Kenneth R. Leibler | 100.969 | 112.147 | — | 100.000 | — | 110.546 | — | ||||||||
| Robert E. Patterson | 810.440 | 390.728 | — | 2,146.569 | — | 292.114 | — | ||||||||
| George Putnam, III | 3,871.242 | 1,714.971 | — | 2,785.949 | — | 2,897.889 | — | ||||||||
| W. Thomas Stephens | 168.477 | 211.480 | — | 101.894 | — | 175.468 | — | ||||||||
| Richard B. Worley | 111.170 | 141.232 | — | 100.867 | — | 126.934 | — | ||||||||
| Trustees and Officers | 7,124.507 | 14,623.281 | 5,054.012 | 10,373.246 | 3,977.847 | 9,631.325 | 9,051.754 | ||||||||
| as a group | (1.05%) | (2.63%) | |||||||||||||
K-4
| Shares | Shares | Shares | Shares | ||||||||||||||
| Beneficially | Beneficially | Beneficially | Beneficially | ||||||||||||||
| Trustees | Owned | Owned | Owned | Owned | |||||||||||||
| Putnam High Income | Putnam High Yield | Putnam High Yield | Putnam High | ||||||||||||||
| Securities Fund | Advantage Fund | Municipal Trust | Yield Trust | ||||||||||||||
| Common | Class A | Class Y | Common | Class A | Class Y | ||||||||||||
| John A. Hill | 86,341.603 | 448.064 | — | 223.227 | 3,247.157 | — | |||||||||||
| Jameson Adkins Baxter | 1,619.792 | 2,625.395 | — | 203.997 | 21,036.989 | — | |||||||||||
| Charles B. Curtis | 395.447 | 163.381 | — | 115.649 | 450.564 | — | |||||||||||
| Myra R. Drucker | 361.503 | 117.953 | — | 106.505 | 242.777 | — | |||||||||||
| Charles E. Haldeman, Jr. | 841.000 | 364.706 | — | 500.000 | 2,059.289 | — | |||||||||||
| Paul L. Joskow | 334.178 | 3,766.751 | — | 100.000 | 7,105.469 | — | |||||||||||
| Elizabeth T. Kennan | 451.380 | 519.984 | — | 201.315 | 931.284 | — | |||||||||||
| Kenneth R. Leibler | 100.000 | 102.258 | — | 100.000 | 101.832 | — | |||||||||||
| Robert E. Patterson | 1,084.356 | 9,231.793 | — | 300.000 | 7,182.140 | — | |||||||||||
| George Putnam, III | 1,670.000 | 3,550.811 | — | 2,100.000 | 24,842.086 | — | |||||||||||
| W. Thomas Stephens | 334.178 | 240.281 | — | 100.000 | 663.835 | — | |||||||||||
| Richard B. Worley | 337.591 | 117.953 | — | 100.889 | 235.868 | — | |||||||||||
| Trustees and Officers | 93,871.028 | 21,249.330 | 358.933 | 4,151.582 | 68,515.481 | 15,976.865 | |||||||||||
| as a group | |||||||||||||||||
| Shares | Shares | Shares | Shares | ||||||||||||||
| Beneficially | Beneficially | Beneficially | Beneficially | ||||||||||||||
| Trustees | Owned | Owned | Owned | Owned | |||||||||||||
| Putnam Income | Putnam International | Putnam International | |||||||||||||||
| Putnam Income Fund | Strategies Fund | Capital Opportunities Fund | Equity Fund | ||||||||||||||
| Class A | Class A | Class A | Class Y | Class A | Class Y | ||||||||||||
| John A. Hill | 19,337.397 | 25,142.622 | 9,678.404 | — | 23,622.060 | — | |||||||||||
| (2.26%) | |||||||||||||||||
| Jameson Adkins Baxter | 4,201.791 | 5,175.344 | 6,710.478 | — | 9,770.372 | — | |||||||||||
| Charles B. Curtis | 128.161 | 105.993 | 111.068 | — | 220.229 | — | |||||||||||
| Myra R. Drucker | 109.159 | 105.683 | 104.977 | — | 110.651 | — | |||||||||||
| Charles E. Haldeman, Jr. | 2,328.993 | 203.425 | 745.715 | — | 746.663 | — | |||||||||||
| Paul L. Joskow | 218.357 | 503.803 | 426.876 | — | 6,666.243 | — | |||||||||||
| Elizabeth T. Kennan | 369.677 | 546.217 | 1,652.780 | — | 2,409.760 | — | |||||||||||
| Kenneth R. Leibler | 101.164 | 101.568 | 102.024 | — | 106.953 | — | |||||||||||
| Robert E. Patterson | 1,538.650 | 1,010.337 | 1,829.646 | — | 4,032.718 | — | |||||||||||
| George Putnam, III | 6,272.696 | 3,022.820 | 1,168.739 | — | 3,320.198 | — | |||||||||||
| W. Thomas Stephens | 161.461 | 105.993 | 125.616 | — | 198.180 | — | |||||||||||
| Richard B. Worley | 109.159 | — | 104.977 | — | 110.651 | — | |||||||||||
| Trustees and Officers | 34,876.665 | 36,023.805 | 22,761.300 | 8,595.540 | 68,535.121 | 9,585.550 | |||||||||||
| as a group | (3.24%) | ||||||||||||||||
K-5
| Shares | Shares | Shares | Shares | |||||||||||
| Beneficially | Beneficially | Beneficially | Beneficially | |||||||||||
| Trustees | Owned | Owned | Owned | Owned | ||||||||||
| Putnam Investment | ||||||||||||||
| Putnam International | Putnam International | Grade | Putnam | |||||||||||
| Growth and Income Fund | New Opportunities Fund | Municipal Trust | Investors Fund | |||||||||||
| Class A | Class Y | Class A | Class Y | Common | Class A | Class Y | ||||||||
| John A. Hill | 5,702.890 | — | 1,279.259 | — | 225.245 | 29,699.767 | — | |||||||
| Jameson Adkins Baxter | 4,974.728 | — | 2,538.625 | — | 212.401 | 14,122.693 | — | |||||||
| Charles B. Curtis | 117.918 | — | 104.533 | — | 119.333 | 103.824 | — | |||||||
| Myra R. Drucker | 112.265 | — | 102.316 | — | 106.124 | 1,869.479 | — | |||||||
| Charles E. Haldeman, Jr. | 1,614.759 | — | 1,075.395 | — | 330.000 | 966.796 | — | |||||||
| Paul L. Joskow | 849.299 | — | 1,417.629 | — | 100.000 | 8,572.119 | — | |||||||
| Elizabeth T. Kennan | 728.007 | — | 202.289 | — | 109.015 | 4,203.469 | — | |||||||
| Kenneth R. Leibler | 110.097 | — | 100.444 | — | 100.000 | 100.216 | — | |||||||
| Robert E. Patterson | 6,209.416 | — | 3,957.003 | — | 300.000 | 4,784.644 | — | |||||||
| George Putnam, III | 2,490.577 | — | 7,173.199 | — | 1,500.000 | 7,939.431 | — | |||||||
| W. Thomas Stephens | 167.302 | — | 151.442 | — | 180.672 | 117.268 | — | |||||||
| Richard B. Worley | 112.265 | — | 102.316 | — | 100.822 | 101.376 | — | |||||||
| Trustees and Officers | 23,316.587 | 3,177.074 | 18,972.767 | 14,264.833 | 3,383.612 | 81,272.731 | 65,794.112 | |||||||
| as a group | (1.33%) | |||||||||||||
| Shares | Shares | Shares | Shares | Shares | Shares | |||||||||
| Beneficially | Beneficially | Beneficially | Beneficially | Beneficially | Beneficially | |||||||||
| Trustees | Owned | Owned | Owned | Owned | Owned | Owned | ||||||||
| Putnam Limited | Putnam | Putnam | Putnam | Putnam | ||||||||||
| Duration | Managed | Massachusetts | Master | Michigan | Putnam | |||||||||
| Government | Municipal | Tax Exempt | Intermediate | Tax Exempt | Mid Cap | |||||||||
| Income Fund | Income Trust | Income Fund | Income Trust | Income Fund | Value Fund | |||||||||
| Class A | Common | Class A | Common | Class A | Class A | Class Y | ||||||||
| John A. Hill | 1,564.506 | 225.663 | 171.456 | 442.687 | 164.230 | 138.524 | — | |||||||
| Jameson Adkins Baxter | 2,888.428 | 212.250 | 186.434 | 461.972 | 180.430 | 3,624.800 | — | |||||||
| Charles B. Curtis | 124.017 | 117.170 | 128.988 | 119.146 | 128.683 | 134.808 | — | |||||||
| Myra R. Drucker | 108.227 | 106.671 | 111.173 | 106.798 | 109.099 | 127.198 | — | |||||||
| Charles E. Haldeman, Jr. | 2,228.809 | 450.000 | 1,247.201 | 510.000 | 1,294.030 | 1,462.201 | — | |||||||
| Paul L. Joskow | 289.058 | 100.000 | 12,693.301 | 100.000 | 161.108 | 152.730 | — | |||||||
| Elizabeth T. Kennan | 771.156 | 108.920 | 112.331 | 270.436 | 110.378 | 623.395 | — | |||||||
| Kenneth R. Leibler | 101.061 | 100.000 | 101.118 | 100.000 | 101.049 | 112.193 | — | |||||||
| Robert E. Patterson | 873.531 | 300.000 | 101.496 | 587.000 | 110.334 | 1,593.851 | — | |||||||
| George Putnam, III | 4,813.954 | 1,800.000 | 5,967.938 | 2,178.000 | 1,284.848 | 2,721.327 | — | |||||||
| W. Thomas Stephens | 147.690 | 100.000 | 155.925 | 100.000 | 152.728 | 127.198 | — | |||||||
| Richard B. Worley | 108.139 | 100.891 | 110.948 | 100.931 | 108.900 | 127.198 | — | |||||||
| Trustees and Officers | 14,018.576 | 3,721.565 | 35,026.462 | 5,076.970 | 3,905.817 | 18,178.815 | 10,410.120 | |||||||
| as a group | ||||||||||||||
K-6
| Shares | Shares | Shares | Shares | Shares | |||||||||
| Beneficially | Beneficially | Beneficially | Beneficially | Beneficially | |||||||||
| Trustees | Owned | Owned | Owned | Owned | Owned | ||||||||
| Putnam | |||||||||||||
| Putnam | New Jersey | ||||||||||||
| Putnam Minnesota | Putnam | Municipal | Tax Exempt | ||||||||||
| Tax Exempt | Putnam | Municipal | Opportunities | Income | |||||||||
| Income Fund | Money Market Fund | Bond Fund | Trust | Fund | |||||||||
| Class A | Class A | Class R | Common | Common | Class A | ||||||||
| John A. Hill | 219.763 | 906,249.650 | 76,931.310 | 322.603 | 226.131 | 227.595 | |||||||
| Jameson Adkins Baxter | 179.111 | 121,091.870 | — | 3,570.000 | 207.003 | 183.577 | |||||||
| Charles B. Curtis | 127.254 | 399,904.680 | — | 121.003 | 121.225 | 126.582 | |||||||
| Myra R. Drucker | 109.477 | 107.980 | 12.880 | 106.735 | 106.349 | 109.346 | |||||||
| Charles E. Haldeman, Jr. | 1,294.671 | — | 8,385.310 | 250.000 | 270.000 | 1,277.404 | |||||||
| Paul L. Joskow | 162.518 | 294,174.600 | — | 196.000 | 100.000 | 158.564 | |||||||
| Elizabeth T. Kennan | 110.683 | 14,556.200 | — | 189.709 | 119.793 | 110.425 | |||||||
| Kenneth R. Leibler | 101.085 | 7,677.000 | — | 100.000 | 100.000 | 101.092 | |||||||
| Robert E. Patterson | 110.714 | 187,507.700 | — | 293.000 | 100.000 | 110.435 | |||||||
| George Putnam, III | 1,293.642 | 612,594.980 | — | 1,184.000 | 1,300.000 | 1,246.818 | |||||||
| W. Thomas Stephens | 152.042 | 2,468.300 | — | 196.000 | 100.000 | 150.959 | |||||||
| Richard B. Worley | 109.268 | 107.950 | 9,630.200 | 100.811 | 100.805 | 109.125 | |||||||
| Trustees and Officers | 3,970.228 | 3,439,303.440 | 94,959.700 | 6,629.861 | 2,851.306 | 3,911.922 | |||||||
| as a group | |||||||||||||
| Shares | Shares | Shares | Shares | ||||||||||
| Beneficially | Beneficially | Beneficially | Beneficially | ||||||||||
| Trustees | Owned | Owned | Owned | Owned | |||||||||
| Putnam | Putnam | ||||||||||||
| New York | New York | ||||||||||||
| Putnam New | Putnam New | Investment Grade | Tax Exempt | ||||||||||
| Opportunities Fund | Value Fund | Municipal Trust | Income Fund | ||||||||||
| Class A | Class Y | Class A | Class Y | Common | Class A | ||||||||
| John A. Hill | 6,660.309 | — | 5,971.716 | — | 71,595.182 | 5,190.748 | |||||||
| (2.58%) | |||||||||||||
| Jameson Adkins Baxter | 1,733.616 | — | 11,286.655 | — | 186.650 | 559.437 | |||||||
| Charles B. Curtis | 104.835 | — | 123.592 | — | 116.241 | 264.359 | |||||||
| Myra R. Drucker | 100.000 | — | 1,571.520 | — | 105.266 | 112.375 | |||||||
| Charles E. Haldeman, Jr. | 293.214 | — | 1,047.856 | 3,205.655 | 280.000 | 1,360.257 | |||||||
| Paul L. Joskow | 980.800 | — | 728.260 | — | 100.000 | 344.800 | |||||||
| Elizabeth T. Kennan | 100.000 | — | 2,473.418 | — | 189.263 | 243.453 | |||||||
| Kenneth R. Leibler | 100.000 | — | 108.289 | — | 100.000 | 101.325 | |||||||
| Robert E. Patterson | 1,038.444 | — | 1,528.107 | — | 100.000 | 113.637 | |||||||
| George Putnam, III | 763.162 | — | 12,017.915 | — | 1,200.000 | 1,403.735 | |||||||
| W. Thomas Stephens | 133.948 | — | 165.765 | — | 100.000 | 160.978 | |||||||
| Richard B. Worley | 100.000 | — | 115.245 | — | 100.714 | 112.142 | |||||||
| Trustees and Officers | 12,709.436 | 2,714.411 | 40,761.847 | 32,786.176 | 74,173.316 | 9,967.246 | |||||||
| as a group | (2.67%) | ||||||||||||
K-7
| Shares | Shares | Shares | Shares | Shares | Shares | |||||||||||||
| Beneficially | Beneficially | Beneficially | Beneficially | Beneficially | Beneficially | |||||||||||||
| Trustees | Owned | Owned | Owned | Owned | Owned | Owned | ||||||||||||
| Putnam | Putnam | |||||||||||||||||
| Putnam Ohio | Putnam OTC | Pennsylvania | Premier | Putnam Prime | ||||||||||||||
| Tax Exempt | & Emerging | Tax Exempt | Income | Money | Putnam | |||||||||||||
| Income Fund | Growth Fund | Income Fund | Trust | Market Fund | Research Fund | |||||||||||||
| Class A | Class A | Class Y | Class A | Common | Class I | Class A | Class Y | |||||||||||
| John A. Hill | 236.582 | 3,926.695 | — | 233.554 | 3,693.640 | 50,067,211.230^ | 5,636.398 | — | ||||||||||
| (2.03%) | ||||||||||||||||||
| Jameson Adkins Baxter | 179.752 | 3,818.078 | — | 186.671 | 496.412 | — | 418.083 | — | ||||||||||
| Charles B. Curtis | 125.685 | 105.121 | — | 126.936 | 242.603 | — | 105.882 | — | ||||||||||
| Myra R. Drucker | 109.498 | 100.000 | — | 109.345 | 215.100 | — | 100.873 | — | ||||||||||
| Charles E. Haldeman, Jr. | 1,286.975 | 1,664.025 | — | 1,302.086 | 1,005.000 | — | 856.937 | — | ||||||||||
| Paul L. Joskow | 162.056 | 129.574 | — | 163.644 | 201.176 | — | 5,546.414 | — | ||||||||||
| Elizabeth T. Kennan | 110.735 | 1,141.113 | — | 110.619 | 292.060 | — | 146.694 | — | ||||||||||
| Kenneth R. Leibler | 101.104 | 100.000 | — | 101.078 | 100.000 | — | 100.109 | — | ||||||||||
| Robert E. Patterson | 110.686 | 1,453.803 | — | 110.615 | 803.529 | — | 145.779 | — | ||||||||||
| George Putnam, III | 1,276.313 | 11,392.960 | — | 1,273.698 | 2,505.000 | — | 1,753.253 | — | ||||||||||
| W. Thomas Stephens | 152.421 | 144.331 | — | 156.187 | 201.176 | — | 100.873 | — | ||||||||||
| Richard B. Worley | 109.308 | 100.000 | — | 109.172 | 202.877 | — | 100.873 | — | ||||||||||
| Trustees and Officers | 3,961.115 | 24,138.024 | 10,857.414 | 3,983.605 | 9,958.573 | 50,067,211.230^ | 15,012.168 | 7,020.033 | ||||||||||
| as a group | (2.03%) | |||||||||||||||||
| Shares | Shares | Shares | Shares | Shares | ||||||||||||||
| Beneficially | Beneficially | Beneficially | Beneficially | Beneficially | ||||||||||||||
| Trustees | Owned | Owned | Owned | Owned | Owned | |||||||||||||
| Putnam | Putnam | Putnam | Putnam | Putnam | ||||||||||||||
| RetirementReady | RetirementReady | RetirementReady | RetirementReady | RetirementReady | ||||||||||||||
| 2010 Fund | 2015 Fund | 2020 Fund | 2025 Fund | 2045 Fund | ||||||||||||||
| Class A | Class A | Class A | Class A | Class A | ||||||||||||||
| John A. Hill | — | — | — | — | — | |||||||||||||
| Jameson Adkins Baxter | — | — | 360.422 | — | — | |||||||||||||
| Charles B. Curtis | — | — | 112.471 | — | — | |||||||||||||
| Myra R. Drucker | — | — | 1,194.810 | — | — | |||||||||||||
| Charles E. Haldeman, Jr. | 199.250 | — | — | — | — | |||||||||||||
| Paul L. Joskow | — | 173.076 | — | — | — | |||||||||||||
| Elizabeth T. Kennan | — | — | — | — | 106.147 | |||||||||||||
| Kenneth R. Leibler | — | 106.842 | — | — | — | |||||||||||||
| Robert E. Patterson | — | — | 163.521 | — | — | |||||||||||||
| George Putnam, III | — | — | — | 347.268 | — | |||||||||||||
| W. Thomas Stephens | — | 113.435 | — | — | — | |||||||||||||
| Richard B. Worley | — | — | — | — | — | |||||||||||||
| Trustees and Officers | 199.250 | 393.353 | 1,831.224 | 347.268 | 106.147 | |||||||||||||
| as a group | ||||||||||||||||||
| ^Reflects holdings as of 02/12/07. | ||||||||||||||||||
K-8
| Shares | Shares | Shares | Shares | |||||||||
| Beneficially | Beneficially | Beneficially | Beneficially | |||||||||
| Trustees | Owned | Owned | Owned | Owned | ||||||||
| Putnam | Putnam | |||||||||||
| Tax Exempt | Tax Exempt | |||||||||||
| Putnam Small Cap | Putnam Small Cap | Income | Money Market | |||||||||
| Growth Fund | Value Fund | Fund | Fund | |||||||||
| Class A | Class Y | Class A | Class Y | Class A | Class A | |||||||
| John A. Hill | 3,244.878 | — | 22,526.691 | — | 586.373 | 3,840,684.230 | ||||||
| (4.84%) | ||||||||||||
| Jameson Adkins Baxter | 801.254 | — | 3,643.596 | — | 1,597.921 | 2,167.660 | ||||||
| Charles B. Curtis | 609.294 | — | 175.356 | — | 129.943 | 1,615.540 | ||||||
| Myra R. Drucker | 113.645 | — | 162.329 | — | 110.621 | 148,756.870 | ||||||
| Charles E. Haldeman, Jr. | 848.486 | — | — | 1,110.407 | 1,345.180 | 10,778.420 | ||||||
| Paul L. Joskow | 4,883.960 | — | 4,591.973 | — | 168.716 | 3,335.600 | ||||||
| Elizabeth T. Kennan | 454.581 | — | 2,200.972 | — | 128.631 | 158.510 | ||||||
| Kenneth R. Leibler | 106.092 | — | 120.604 | — | 101.140 | 100.910 | ||||||
| Robert E. Patterson | 511.712 | — | 1,451.981 | — | 184.993 | 100.000 | ||||||
| George Putnam, III | 5,766.333 | — | 2,579.539 | — | 1,779.841 | 10,451.820 | ||||||
| W. Thomas Stephens | 113.645 | — | 162.329 | — | 158.390 | 181,638.740 | ||||||
| Richard B. Worley | 113.645 | — | 162.329 | — | 110.373 | 105.890 | ||||||
| Trustees and Officers | 21,502.617 | 9,742.964 | 37,777.699 | 19,951.538 | 6,402.122 | 4,502,847.100 | ||||||
| as a group | (5.68%) | |||||||||||
| Shares | Shares | Shares | Shares | Shares | ||||||||
| Beneficially | Beneficially | Beneficially | Beneficially | Beneficially | ||||||||
| Trustees | Owned | Owned | Owned | Owned | Owned | |||||||
| Putnam | Putnam | Putnam | Putnam | Putnam | ||||||||
| Tax-Free | Tax-Free | Tax Smart | U.S. Government | Utilities Growth | ||||||||
| Health Care Fund | High Yield Fund | Equity Fund® | Income Trust | and Income Fund | ||||||||
| Common | Class A | Class A | Class A | Class B | Class A | |||||||
| John A. Hill | 219.176 | 402.179 | 7,985.816 | 728.436 | — | 3,399.876 | ||||||
| Jameson Adkins Baxter | 582.481 | 1,276.060 | 1,239.863 | 197.129 | — | 649.544 | ||||||
| Charles B. Curtis | 115.789 | 224.331 | 102.377 | 1,228.561 | 2,539.689 | 118.186 | ||||||
| Myra R. Drucker | 105.244 | 187.262 | 100.163 | 108.946 | — | 104.935 | ||||||
| Charles E. Haldeman, Jr. | 270.000 | 1,888.364 | 1,185.698 | 881.754 | — | 1,266.451 | ||||||
| Paul L. Joskow | 100.000 | 279.554 | 5,400.929 | 173.315 | — | 997.481 | ||||||
| Elizabeth T. Kennan | 108.110 | 189.648 | 106.867 | 184.771 | — | 116.304 | ||||||
| Kenneth R. Leibler | 100.000 | 101.333 | 100.000 | 100.992 | — | 100.352 | ||||||
| Robert E. Patterson | 100.000 | 189.753 | 2,239.580 | 1,424.248 | — | 718.950 | ||||||
| George Putnam, III | 500.000 | 2,696.560 | 6,405.434 | 2,850.746 | — | 2,179.026 | ||||||
| W. Thomas Stephens | 100.000 | 276.236 | 100.163 | 156.023 | — | 170.019 | ||||||
| Richard B. Worley | 100.725 | 186.791 | 100.163 | 108.946 | — | 104.387 | ||||||
| Trustees and Officers | 2,401.525 | 7,898.071 | 25,067.053 | 8,143.867 | 2,539.689 | 9,925.511 | ||||||
| as a group | ||||||||||||
K-9
| Shares | Shares | |||||
| Beneficially | Beneficially | |||||
| Trustees | Owned | Owned | ||||
| Putnam Vista Fund | Putnam Voyager Fund | |||||
| Class A | Class Y | Class A | Class Y | |||
| John A. Hill | 48,265.800 | — | 23,528.436 | — | ||
| Jameson Adkins Baxter | 14,111.419 | — | 8,201.140 | — | ||
| Charles B. Curtis | 108.696 | — | 109.618 | — | ||
| Myra R. Drucker | 2,234.927 | — | 100.707 | — | ||
| Charles E. Haldeman, Jr. | 1,759.930 | — | 927.312 | — | ||
| Paul L. Joskow | 2,016.190 | — | 3,248.819 | — | ||
| Elizabeth T. Kennan | 5,005.941 | — | 299.547 | — | ||
| Kenneth R. Leibler | 100.000 | — | 100.000 | — | ||
| Robert E. Patterson | 1,479.233 | — | 5,000.471 | — | ||
| George Putnam, III | 5,233.274 | — | 2,198.233 | — | ||
| W. Thomas Stephens | 177.190 | — | 149.155 | — | ||
| Richard B. Worley | 100.000 | — | 100.707 | — | ||
| Trustees and Officers | 80,592.600 | 31,280.167 | 50,697.156 | 15,412.564 | ||
| as a group | ||||||
Additional ownership information for funds that are series of Putnam Variable Trust
As of February 9, 2007, except as shown below, the Trustees, and the Trustees and officers as a group, did not own variable annuity contracts or variable life insurance policies that invested in the funds that are series of Putnam Variable Trust.* This table shows the value of the Fund.
ProxyTrustees’ indirect beneficial ownership interest in these funds.
| Putnam Variable Trust | Paul L. Joskow | Robert E. Patterson | George Putnam, III | |||
| Putnam VT American Government Income Fund | ||||||
| Class IB | $1-$10,000 | — | — | |||
| Putnam VT Capital Appreciation Fund | ||||||
| Class IB | $1-$10,000 | — | — | |||
| Putnam VT Capital Opportunities Fund | ||||||
| Class IB | $1-$10,000 | — | — | |||
| Putnam VT Discovery Growth Fund | ||||||
| Class IB | $1-$10,000 | — | — | |||
| Putnam VT Diversified Income Fund | ||||||
| Class IB | $1-$10,000 | — | — | |||
| Putnam VT Equity Income Fund | ||||||
| Class IB | $1-$10,000 | — | — | |||
| Putnam VT The George Putnam Fund of Boston | ||||||
| Class IB | $1-$10,000 | — | — | |||
| Putnam VT Global Asset Allocation Fund | ||||||
| Class IA | — | — | $10,001-$50,000 | |||
| Class IB | $1-$10,000 | — | — | |||
| Putnam VT Global Equity Fund | ||||||
| Class IB | $1-$10,000 | — | — | |||
| Putnam VT Growth and Income Fund | ||||||
| Class IB | $1-$10,000 | — | — | |||
| Putnam VT Growth Opportunities Fund | ||||||
| Class IB | $1-$10,000 | — | — | |||
| Putnam VT High Yield Fund | ||||||
| Class IA | — | $10,001-$50,000 | — | |||
| Class IB | $1-$10,000 | — | — | |||
*As reflected in the tables above, Trustees own shares of the retail Putnam funds that are counterparts to the Putnam Variable Trust’s various portfolios.
K-10
| Putnam Variable Trust | Paul L. Joskow | Robert E. Patterson | George Putnam, III |
| Putnam VT Income Fund | |||
| Class IB | $1-$10,000 | — | — |
| Putnam VT International Equity Fund | |||
| Class IB | $1-$10,000 | — | — |
| Putnam VT International Growth and Income Fund | |||
| Class IB | $1-$10,000 | — | — |
| Putnam VT International New Opportunities Fund | |||
| Class IB | $1-$10,000 | — | — |
| Putnam VT Investors Fund | |||
| Class IB | $1-$10,000 | — | — |
| Putnam VT Mid Cap Value Fund | |||
| Class IB | $1-$10,000 | — | — |
| Putnam VT New Opportunities Fund | |||
| Class IB | $1-$10,000 | — | — |
| Putnam VT New Value Fund | |||
| Class IB | $1-$10,000 | — | — |
| Putnam VT OTC & Emerging Growth Fund | |||
| Class IB | $1-$10,000 | — | — |
| Putnam VT Research Fund | |||
| Class IB | $1-$10,000 | — | — |
| Putnam VT Small Cap Value Fund | |||
| Class IB | $1-$10,000 | — | — |
| Putnam VT Vista Fund | |||
| Class IB | $1-$10,000 | — | — |
| Putnam VT Voyager Fund | |||
| Class IB | $1-$10,000 | — | — |
K-11
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One Post Office Square
Boston, Massachusetts 02109
1-800-225-1581
Putnam Retail Management
www.putnam.com
242548 3/07
The proxy ballot
| To vote by mail | To vote by telephone | To vote on the Web |
| Read the proxy statement and | Read the proxy statement and | |
| Read the proxy statement. | have the proxy ballot at hand. | have the proxy ballot at hand. |
| Check the appropriate boxes | Call 1-888-221-0697. | |
| on the reverse side. | Go tohttp://www.proxyweb.com | |
| Follow the automated | /Putnam | |
| Sign and date the proxy ballot. | telephone directions. There | |
| Return the proxy ballot in the | is no need for you to return | Follow the instructions on |
| envelope provided. | your proxy ballot. | the site. |
| There is no need for you to | ||
| return your proxy ballot. | ||
By signing below, you as a meeting of shareholders to be held on November 11, 2004.
FUND NAME PRINTS HERE
FUND NAME PRINTS HERE
The undersignedPutnam fund shareholder hereby appointsappoint Trustees John A. Hill and Robert E. Patterson, and each of them separately, Proxies, with power of substitution and hereby authorizesto each, to be your proxies. You are empowering them to represent such shareholder
and to vote as designatedyour Putnam fund shares on the reverse side,your behalf at the meeting of the shareholders of the above referenced Fundabove-referenced fund. The meeting will take place on November 11, 2004May 15, 2007 at 11:00 a.m., Boston time, and at any adjournments thereof, allmay be adjourned to later times or dates.Your vote is being solicited on behalf of the sharesTrustees.When you complete and sign the proxy ballot, your proxies will vote exactly as you have indicated on the other side of the fund that the undersigned shareholder would be entitled to vote if
personally present.
The Proxies are authorized to vote in their discretion upon any matters
as may properly come before the meeting or at any adjournments of the
meeting. this card.If you simply sign the proxy ballot, or fail to providedon’t vote on the specific proposal, your voting
instructions on a proposal, the Proxiesshares will vote in the same mannerbe automatically voted as the Trustees recommend.
PLEASE BE SURE TO SIGN AND DATE THIS PROXY.
- -------------------------------------------
Shareholder/Co-owner sign(s) here Date
Please signYour proxies are also authorized to vote at their discretion on any other matter that arises at the meeting or any adjournment of the meeting.
Sign your name exactly as it appears on this card. If you are a
joint owner, own shares jointly,
each owner should sign. When signing as executor, administrator, attorney, trustee, or
guardian, or as custodian for a minor, please give your full title as such. If you are
signing for a corporation, please sign the full corporate name and indicate the signer's
signer’s office. If you are a partner, sign in the partnership name.
Equity 1 - dh
REFER TO PAGES ______ IN YOUR PROXY STATEMENT TO DETERMINE WHICH
PROPOSALS ARE APPLICABLE TO YOUR FUND(S).
THE TRUSTEES RECOMMEND A VOTE FOR ALL PROPOSALS:
Please fill in box(es) as shown using black or blue ink or number 2
pencil. X
PLEASE DO NOT USE FINE POINT PENS.
1. Proposal to elect all nominees.
The nominees for Trustees are: (01) J.A. Baxter, (02) C.B. Curtis, (03)
M.R. Drucker, (04) C.E. Haldeman, Jr., (05) J.A. Hill, (06) R.J. Jackson,
(07) P.L. Joskow, (08) E.T. Kennan, (09) J.H. Mullin, III, (10) R.E.
Patterson, (11) G. Putnam, III, (12) A.J.C. Smith, (13) W.T. Stephens and
(14) R.B. Worley
- ------------------------------------------------------------------------
To withhold authority to vote for one or more of the nominees, write the
number(s) of the nominee(s) above.
FOR electing all the nominees (except as marked to the contrary at left)
WITHHOLD authority to vote for all nominees
2A. Approving an amendment to the fund's fundamental investment
restriction with respect to borrowing.
FOR AGAINST ABSTAIN
2B. Approving an amendment to the fund's fundamental investment
restriction with respect to making loans.
FOR AGAINST ABSTAIN
2C. Approving an amendment to the fund's fundamental investment
restriction with respect to diversification of investments.
FOR AGAINST ABSTAIN
2D. Approving an amendment to the fund's fundamental investment
restriction with respect to issuance of senior securities.
FOR AGAINST ABSTAIN
2E. Approving an amendment to Putnam Equity Income Fund's investment
objective.
FOR AGAINST ABSTAIN
3. Approving an amendment to the fund's Agreement and Declaration of Trust.
FOR AGAINST ABSTAIN
Note:
| Please place an X in the appropriate box using black or blue ink or | ||||
| Proposal | number 2 pencil. Please do not use a fine point pen. | |||
| If you do not mark the proposal, your shares will be voted as the Trustees recommend. | ||||
| THE TRUSTEES RECOMMEND A VOTEFORTHIS PROPOSAL | ||||
| FOR | AGAINST | ABSTAIN | ||
| 1. Approving a new management contract for your fund. | 0 | 0 | 0 | |
If you have any questions on the proposals,proposal, please call 1-800-225-1581.
PLEASE SIGN AND DATE ON THE REVERSE SIDE.
Equity 1- dh
PUTNAM INVESTMENTS
EzVote 1-866-905-2396. Please sign and date the other side of this card.
ezVoteSMConsolidated Proxy Card
Ballot
The top half of this form is your EzVote Consolidated Proxy. It reflects all of your accounts registered to the same Social Security or Tax I.D. number at this address. By voting and signing the Consolidated Proxy Card,Ballot, you are voting all of these accounts in the same manner as indicated on the reverse side of the form.
PROXY FOR THE SPECIAL MEETING OF SHAREHOLDERS TO BE HELD NOVEMBER 11,
2004
This Proxy is solicited on behalf of the
By signing below, you as a Putnam fund shareholder appoint Trustees of the Fund.
The undersigned shareholder hereby appoints John A. Hill and Robert E. Patterson, and each of them separately, Proxies, with power of substitution and hereby authorizesto each, to be your proxies. You are empowering them to represent such shareholder
and to vote as designatedyour Putnam fund shares on the reverse side,your behalf at thea meeting of the shareholders of the open-end Putnam funds noted thereonfunds. The meeting will take place on November 11,
2004May 15, 2007 at 11:00 a.m., Boston time, and at any adjournments thereof, allmay be adjourned to later times or dates.Your vote is being solicited on behalf of the sharesTrustees.When you complete and sign the proxy ballot, your proxies will vote exactly as you have indicated on the other side of the fund that the undersigned shareholder would be
entitled to vote if personally present.
The Proxies are authorized to vote in their discretion upon any matters
as may properly come before the meeting or at any adjournments of the
meeting. this card.If you simply sign the proxy ballot, or fail to providedon’t vote on the specific proposal, your voting
instructions on a proposal, the Proxiesshares will vote in the same mannerbe automatically voted as the Trustees recommend
PLEASE BE SURE TO SIGN AND DATE THIS PROXY.
- -------------------------------------------
Shareholder/Co-owner sign(s) here Date
Please signrecommend.Your proxies are also authorized to vote at their discretion on any other matter that arises at the meeting or any adjournment of the meeting.
Sign your name exactly as it appears on this card. If you are a
joint owner,own shares jointly, each owner should sign. When signing as executor, administrator, attorney, trustee, or guardian, or as custodian for a minor, please give your full title as such. If you are signing for a corporation, please sign the full corporate name and indicate the signer'ssigner’s office. If you are a partner, sign in the partnership name.
Equity 1
putnam 2007 EZ - dh
DETACH CONSOLIDATED PROXY CARDBALLOT AT PERFORATION BELOW
Your vote is important. For your convenience, you can vote your Proxyproxy in any of these three ways:
1
TELEPHONE
Call us toll-free at 1-888-221-0697
* Follow the automated telephone direction.
* There is no need for you to return your proxy card.
2
INTERNET
Go to https://www.proxyweb.com/Putnam
* Follow the instructions on the site.
* There is no need for you to return your proxy card.
3
MAIL
Mail in the proxy card.
* Please sign and date your proxy card.
* Detach the card from this proxy form.
* Return the card in the postage-paid envelope provided.
| 1 | 2 | 3 | |||
| TELEPHONE | INTERNET | ||||
| Call us toll-free at | Go to | Mail in the proxy card. | |||
| 1-888-221-0697 | http://www.proxyweb.com/Putnam | • | Please sign and date your proxy ballot. | ||
| • | Follow the automated telephone direction. | • | Follow the instructions on the site. | • | Detach the ballot from this proxy form. |
| • | There is no need for you to return your | • | There is no need for you to return your | • | Return the ballot in the postage-paid |
| proxy ballot. | proxy ballot. | envelope provided. | |||
INDIVIDUAL PROXY BALLOTS
On the reverse side of this form (and on accompanying pages, if necessary) you will find individual proxy ballots, one for each of your accounts. If you would wish to vote each of these accounts separately, sign in the signature box below, mark each individual ballot to indicate your vote, detach the form at the perforation above and return the individual proxy ballots portion only.
NOTE:
N O T E : If you elect to vote each account separately,do not return the Consolidated Proxy CardBallot above.
SIGN BELOW ONLY IF YOU ARE VOTING EACH
ACCOUNT SEPARATELY.
- -------------------------------------------
Shareholder/Co-owner sign(s) here Date
Please sign
Sign your name exactly as it appears on this card. If you are a
joint owner,own shares jointly, each owner should sign. When signing as executor, administrator, attorney, trustee, or guardian, or as custodian for a minor, please give your full title as such. If you are signing for a corporation, please sign the full corporate name and indicate the signer'ssigner’s office. If you are a partner, sign in the partnership name.
Equity 1
putnam 2007 IND - dh
REFER TO PAGES ______ IN YOUR PROXY STATEMENT TO DETERMINE WHICH
PROPOSALS ARE APPLICABLE TO YOUR FUND(S).
EzVote Consolidated Proxy Card
THE TRUSTEES RECOMMEND A VOTE FOR ALL PROPOSALS:
Please fill in box(es) as shown using black or blue ink or number 2
pencil. X
PLEASE DO NOT USE FINE POINT PENS.
1. Proposal to elect all nominees.
The nominees for Trustees are: (01) J.A. Baxter, (02) C.B. Curtis, (03)
M.R. Drucker, (04) C.E. Haldeman, Jr., (05) J.A. Hill, (06) R.J. Jackson,
(07) P.L. Joskow, (08) E.T. Kennan, (09) J.H. Mullin, III, (10) R.E.
Patterson, (11) G. Putnam, III, (12) A.J.C. Smith, (13) W.T. Stephens and
(14) R.B. Worley
To withhold authority to vote for one or more of the nominees, write the
number(s) of the nominee(s) above.
FOR electing all the nominees (except as marked to the contrary at left)
WITHHOLD authority to vote for all nominees
2A. Approving an amendment to the fund's fundamental investment
restriction with respect to borrowing.
FOR AGAINST ABSTAIN
2B. Approving an amendment to the fund's fundamental investment
restriction with respect to making loans.
FOR AGAINST ABSTAIN
2C. Approving an amendment to the fund's fundamental investment
restriction with respect to diversification of investments.
FOR AGAINST ABSTAIN
2D. Approving an amendment to the fund's fundamental investment
restriction with respect to issuance of senior securities.
FOR AGAINST ABSTAIN
2E. Approving an amendment to Putnam Equity Income Fund's investment
objective.
FOR AGAINST ABSTAIN
3. Approving an amendment to the fund's Agreement and Declaration of Trust.
FOR AGAINST ABSTAIN
Note: If you have any questions on the proposals, please call
1-800-225-1581.
PLEASE SIGN AND DATE ON THE REVERSE SIDE.
Equity 1
| Please place an X in the appropriate box using black or blue ink or | ||||
| Proposal | number 2 pencil. Please do not use a fine point pen. | |||
| If you do not mark the proposal, your shares will be voted as the Trustees recommend. | ||||
| THE TRUSTEES RECOMMEND A VOTEFORTHIS PROPOSAL | ||||
| FOR | AGAINST | ABSTAIN | ||
| 1. Approving a new management contract for your fund. | 0 | 0 | 0 | |
| If you have any questions on the proposal, please call 1-866-905-2396. | Please sign and date the other side of this card. |
putnam 2007 EZ - dh
DETACH CONSOLIDATED PROXY CARDBALLOT AT PERFORATION BELOW
INDIVIDUAL BALLOTS
NOTE: IF YOU HAVE USED THE CONSOLIDATED BALLOT ABOVE, DO NOT VOTE THE INDIVIDUAL BALLOTS BELOW.
| JOHN Q. PUBLIC | JOHN Q. PUBLIC | ||||||||||
| 123 MAIN STREET | 123 MAIN STREET | ||||||||||
| ANYTOWN, MA 02030 | ANYTOWN, MA 02030 | ||||||||||
| FUNDNAME PRINTS HERE | FUNDNAME PRINTS HERE | ||||||||||
| FOR | AGAINST | ABSTAIN | FOR | AGAINST | ABSTAIN | ||||||
| 1. Approving a new management | 0 | 0 | 0 | 1. | Approving a new management | 0 | 0 | 0 | |||
| contract for your fund. | contract for your fund. | ||||||||||
| JOHN Q. PUBLIC | JOHN Q. PUBLIC | ||||||||||
| 123 MAIN STREET | 123 MAIN STREET | ||||||||||
| ANYTOWN, MA 02030 | ANYTOWN, MA 02030 | ||||||||||
| FUNDNAME PRINTS HERE | FUNDNAME PRINTS HERE | ||||||||||
| FOR | AGAINST | ABSTAIN | FOR | AGAINST | ABSTAIN | ||||||
| 1. Approving a new management | 0 | 0 | 0 | 1. | Approving a new management | 0 | 0 | 0 | |||
| contract for your fund. | contract for your fund. | ||||||||||
putnam 2007 IND - dh
March 14, 2007
Dear Putnam Fund Shareholder:
Please find enclosed proxy materials for a Special Meeting of Shareholders of your fund to be held on Tuesday, May 15, 2007. The proxy cards for your accounts are enclosed along with a copy of the Notice of a Special Meeting of Shareholders and Proxy Statement dated March 9, 2007.
You may cast your votes in one of two ways:
Option 1. If you wish to vote all of your accounts (registered to the same Social Security or Tax I.D. number at your address) in the same manner, you may simply indicate that vote below in this letter, sign it in the space provided and (a) return it in the enclosed postage paid envelope provided, or (b) fax it, toll-free to our proxy agent at 1-877-226-7171.
Option 2. If you wish to vote each account individually, mark your votes on each account’s proxy card enclosed in this package, sign the cards and return the cards by using the enclosed postage paid envelope.
Your vote is important. Thank you for your prompt attention to this matter.
Consolidated Proxy Ballot
By voting and signing the Consolidated Proxy Ballot,
you are voting all of your accounts in the same manner.
By signing below, you as a Putnam fund shareholder appoint Trustees John A. Hill and Robert E. Patterson, and each of them separately, with power of substitution to each, to be your proxies. You are empowering them to vote your Putnam fund shares on your behalf at a meeting of the shareholders of the Putnam funds. The meeting will take place on May 15, 2007 at 11:00 a.m. Boston time, and may be adjourned to later times or dates.Your vote is being solicited on behalf of the Trustees.When you complete and sign the proxy ballot, your proxies will vote exactly as you have indicated on the other side of this card.If you simply sign the proxy ballot, or don’t vote on the specific proposal, your shares will be automatically voted as the Trustees recommend.Your proxies are also authorized to vote at their discretion on any other matter that arises at the meeting or any adjournment of the meeting.
Sign your name exactly as it appears on this card. If you own shares jointly, each owner should sign. When signing as executor, administrator, attorney, trustee, guardian, or as custodian for a minor, please give your full title as such. If you are signing for a corporation, please sign the full corporate name and indicate the signer’s office. If you are a partner, sign in the partnership name.
| Please place an X in the appropriate box using black or blue ink | |||||
| Proposal | or number 2 pencil. Please do not use a fine point pen. | ||||
| If you do not mark the proposal, your shares will be voted as the Trustees recommend. | |||||
| THE TRUSTEES RECOMMEND A VOTEFORTHIS PROPOSAL | |||||
| FOR | AGAINST | ABSTAIN | |||
| 1. Approving a new management contract for your fund. | 0 | 0 | 0 | ||
| If you have any questions on the proposal, please call 1-866-905-2396. | Please sign and date this card in the space above. |