Goldman Sachs High Yield Instl N14/A Registration statement for investment companies business combination (amended) | GSHIX 24 Jan 07

Exhibit 17(uuu)

AXA LOGO

PROSPECTUS MARCH 1, 2006

AS REVISED MAY 1, 2006

AXA ENTERPRISE MULTIMANAGER

FUNDS TRUST

AXA Enterprise Allocation Funds

AXA Enterprise Conservative Allocation Fund

AXA Enterprise Moderate Allocation Fund

AXA En terprise Moderate-Plus Allocation Fund

AXA Enterprise Aggressive Allocation Fund

The Securities and Exchange Commission has not approved any fund’s shares or determined whether this Prospectus is accurate or complete. Anyone who tells you otherwise is committing a crime.

ENTERPRISE

Fund Distributors, Inc.

An AXA Financial Company

INTRODUCTION

AXA Enterprise Multimanager Funds Trust (“Trust”) is comprised of distinct mutual funds, each with its own investment strategy and risk/reward profile. This prospectus describes the Class A, Class B, Class C and Class Y shares of the Trust’s four (4) AXA Enterprise Allocation Funds (“Allocation Funds”). The Allocation Funds are designed as a convenient approach to help investors meet retirement and other long-term goals. Information on each Allocation Fund, including investment objective, investment strategies and investment risks, can be found on the pages following this introduction. The investment objective of each Allocation Fund may be changed without a shareholder vote.

The investment manager to the Allocation Funds is AXA Equitable Life Insurance Company (“AXA Equitable”). Information regarding AXA Equitable is included under “Management Team” in this prospectus.

The distributor for each Allocation Fund is Enterprise Fund Distributors, Inc. (the “Distributor”).

An investment in an Allocation Fund is not a deposit of a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Because you could lose money by investing in these funds, be sure to read all risk disclosures carefully before investing.

Table of

CONTENTS



The Allocation Funds at a Glance		1

Goals, Strategies & Risks

AXA Enterprise Conservative Allocation Fund		3
AXA Enterprise Moderate Allocation Fund		4
AXA Enterprise Moderate-Plus Allocation Fund		5
AXA Enterprise Aggressive Allocation Fund		8

Fund Fees & Expenses

Fund Fees & Expenses		10

More About Investment Strategies & Risks

More About Investment Strategies & Risks		12

Information Regarding the Underlying Funds		15

Management Team

The Manager		21

Fund Services

Investing in the Funds		23
How Sales Charges are Calculated		25
Ways to Reduce or Eliminate Sales Charges		30
It’s Easy to Open an Account		32
Buying Shares		33
Selling Shares		34
Selling Shares in Writing		36
Exchanging Shares		37
Restrictions on Buying, Selling and Exchanging Shares		38
How Fund Shares are Priced		40
Dividends and Other Distributions		41
Tax Consequences		41
Additional Information		42

Description of Benchmark		44

Financial Highlights		45

THE ALLOCATION FUNDS AT A GLANCE

The Allocation Funds are designed as a convenient approach to help investors meet retirement and other long-term goals. Investors may choose to invest in one or more of the Allocation Funds based on their risk tolerance, investment time horizons and personal investment goals.

There are four Allocation Funds — AXA Enterprise Conservative Allocation Fund (“Conservative Allocation Fund”), AXA Enterprise Moderate Allocation Fund (“Moderate Allocation Fund”), AXA Enterprise Moderate-Plus Allocation Fund (“Moderate-Plus Allocation Fund”) and AXA Enterprise Aggressive Allocation Fund (“Aggressive Allocation Fund”). Each Allocation Fund pursues its investment objective by investing exclusively in other mutual funds (the “Underlying Funds”) managed by AXA Equitable or Enterprise Capital Management, Inc. (“Enterprise Capital”), an affiliate of AXA Equitable. The chart below illustrates each Allocation Fund according to its relative emphasis on seeking income and seeking growth of capital:



Allocation Fund	Income	Growth of Capital
Conservative Allocation Fund	High	Low
Moderate Allocation Fund	Medium	Medium to High
Moderate-Plus Allocation Fund	Low	Medium to High
Aggressive Allocation Fund	Low	High

AXA Equitable, under the oversight of the Trust’s Board of Trustees (the “Board”), has established an asset allocation target for each Allocation Fund. This target is the approximate percentage of each fund’s assets that is invested in either equity securities or fixed income securities (referred to herein as “asset classes”) as represented by equity securities holdings or fixed income securities holdings of Underlying Funds in which the fund invests. Subject to this asset allocation target, AXA Equitable also has established target investment percentages for each asset category in which an Allocation Fund invests. Each target investment percentage is an approximate percentage of a fund’s assets that is invested in a particular asset category through investments in Underlying Funds whose individual securities holdings fall within such asset category. As used in this prospectus, the term “asset category” refers to specific types of securities within each asset class (i.e., international equity securities, large cap equity securities, small/mid cap equity securities, investment grade bonds, and high yield bonds). These asset allocation targets and target investment percentages may be changed without shareholder approval.

AXA Equitable establishes the asset allocation targets for each asset class and the target investment percentages for each asset category and identifies the specific Underlying Funds in which to invest using its proprietary investment process, based on fundamental research regarding the investment characteristics of the asset classes, asset categories and Underlying Funds, as well as its outlook for the economy and financial markets. AXA Equitable may change the asset allocation targets and the target investment percentages and may add new Underlying Funds or replace existing Underlying Funds. The following chart describes the current allocation targets among the asset classes and asset categories for each Allocation Fund.


	Conservative Allocation		Moderate Allocation		Moderate- Plus Allocation		Aggressive Allocation
Range of Equities	20	%	50	%	70	%	90	%
• International	5	%	15	%	20	%	25	%
• Large Cap	10	%	25	%	35	%	45	%
• Small/Mid Cap	5	%	10	%	15	%	20	%
Range of Bonds*	80	%	50	%	30	%	10	%
• Investment Grade	75	%	45	%	30	%	10	%
• High Yield	5	%	5	%	0	%	0	%

The target allocation for the investment grade and high yield fixed income classes may include securities of both U.S. and foreign issuers.

Actual allocations can deviate from the amounts shown above by up to 15% for each asset class and each asset category. Each Allocation Fund also may deviate temporarily from its asset allocation targets and target investment percentages for defensive purposes. In addition, each Allocation Fund may deviate from its asset allocation targets and target investment percentages as a result of appreciation or depreciation of the holdings of the Underlying Funds in which it invests. The Allocation Funds have adopted certain policies to reduce the likelihood of such an occurrence. First, AXA Equitable will rebalance each Allocation Fund’s holdings periodically to bring the asset allocation of an Allocation Fund back into alignment with its target allocations. Second, AXA Equitable will not allocate any new investment dollars to any Underlying Fund that holds securities of a particular asset class or category whose maximum percentage has been exceeded. Third, AXA Equitable will allocate new investment dollars on a priority basis to Underlying Funds that hold securities of a particular asset class or category whose minimum percentage has not been achieved.

In order to give you a better understanding of the types of Underlying Funds in which the Allocation Funds currently may invest, the table below lists the Underlying Funds, divided by asset category based on each Underlying Fund’s primary security holdings. Each of the Underlying Funds is advised by AXA Equitable or Enterprise Capital and sub-advised by other advisers, certain of which are affiliates of AXA Equitable and Enterprise Capital. In this connection, the Manager’s selection of Underlying Funds may have a positive or negative effect on its revenues and/or profits. You should be aware that in addition to the fees directly associated with an Allocation Fund, you will also indirectly bear the fees of the Underlying Funds, which include management and administration fees paid to AXA Equitable or Enterprise Capital, and in certain instances, advisory fees paid by AXA Equitable or Enterprise Capital to their affiliates. The Allocation Funds will purchase Class Y shares of the Underlying Funds, which are not subject to any sales charges or distribution or service (Rule 12b-1) fees.


Investment Grade Bond		High Yield Bond
AXA Enterprise Multimanager Core Bond Fund		AXA Enterprise High-Yield Bond Fund
AXA Enterprise Government Securities Fund		Small/Mid Cap Equities
AXA Enterprise Short Duration Bond Fund		AXA Enterprise Multimanager Mid Cap Growth Fund
AXA Enterprise Money Market Fund		AXA Enterprise Multimanager Mid Cap Value Fund
Large Cap Equities		AXA Enterprise Small Company Growth Fund
AXA Enterprise Multimanager Growth Fund		AXA Enterprise Small Company Value Fund
AXA Enterprise Multimanager Core Equity Fund		International Equities
AXA Enterprise Multimanager Value Fund		AXA Enterprise Multimanager International Equity Fund
AXA Enterprise Capital Appreciation Fund		AXA Enterprise International Growth Fund
AXA Enterprise Deep Value Fund
AXA Enterprise Equity Fund
AXA Enterprise Equity Income Fund
AXA Enterprise Growth Fund
AXA Enterprise Growth and Income Fund
AXA Enterprise Large Cap Growth Fund

Please note that you may invest directly in the Underlying Funds and that, as an investor in any of the Allocation Funds, you will bear both the expenses of the particular Allocation Fund as well as the indirect expenses associated with the Underlying Funds. Therefore, you may be able to realize lower aggregate expenses by investing directly in the Underlying Funds of an Allocation Fund instead of in the Allocation Fund itself. An investor who chooses to invest directly in the Underlying Funds would not, however, receive the asset allocation and rebalancing services provided by AXA Equitable.

AXA ENTERPRISE CONSERVATIVE ALLOCATION FUND


Manager:		AXA Equitable

Key Characteristics:

•

High level of principal security

•

Potential for growth through conservative investments

•

Diversification created by some limited stock investment providing higher return potential

Investment Goal

Seeks a high level of current income.

Principal Investment Strategies

This fund invests approximately 80% of its assets in fixed income investments and approximately 20% of its assets in equity investments through investments in Underlying Funds. Subject to this asset allocation target, the fund generally invests its assets in a combination of Underlying Funds that would result in the fund being invested in the following asset categories in the approximate percentages shown in the chart below.


International Equity Securities		5%
Large Cap Equity Securities		10%
Small/Mid Cap Equity Securities		5%
Investment Grade Bonds		75%
High Yield Bonds		5%

The target allocation to investment grade and high yield fixed income asset classes may include securities of both U.S. and foreign issuers. Actual allocations between asset classes and among asset categories can deviate from the amounts shown above by up to 15% of the fund’s assets.

This fund is managed so that it can serve as a core part of your larger portfolio. The Underlying Funds have been selected to represent a reasonable spectrum of investment options for the fund. AXA Equitable has based the target investment percentages for the fund on the degree to which it believes the Underlying Funds, in combination, to be appropriate for the fund’s investment objective. AXA Equitable may change the asset allocation ranges and the particular Underlying Funds in which the fund invests.

Principal Investment Risks

An investment in the fund is not guaranteed; you may lose money by investing in the fund. When you sell your shares of the fund, they could be worth more or less than what you paid for them.

The principal risks presented by the fund are:

•

Risks Associated with Underlying Funds — Since the fund invests directly in the Underlying Funds, all risks associated with the eligible Underlying Funds apply to the fund. To the extent the fund invests in Underlying Funds that invest primarily in equity securities, the performance of the fund will be subject to the risks of investing in equity securities, including currency risk, equity risk, foreign investing and emerging markets risk, investment style risk, IPO risk, issuer-specific risk, large-capitalization risk, portfolio management risk, portfolio turnover risk, small- and mid-capitalization risk and sub-adviser selection risk. To the extent the fund invests in Underlying Funds that invest primarily in fixed income securities, the performance of the fund will be subject to the risks of investing in fixed income securities, which may include non-investment grade securities. Such risks include credit/default risk, currency risk, derivatives risk, foreign investing and emerging markets risk, interest rate risk, investment grade securities risk, issuer-specific risk, liquidity risk, lower-rated securities risk, mortgage-backed and asset-backed securities risk, portfolio management risk and sub-adviser selection risk.

•

Market Risk — The Underlying Funds’ share prices, and thus the share price of the fund, can fall because of weakness in the broad market, a particular industry, or specific holdings. The market as a whole can decline for many reasons, including adverse political or economic developments here or abroad, changes in investor psychology, or heavy institutional selling. The prospects for an industry or company may deteriorate because of a variety of factors, including disappointing earnings or changes in the competitive environment. In addition, AXA Equitable’s assessment of the companies in the Underlying Funds may prove incorrect, resulting in losses or poor performance even in a rising market. Finally, the Underlying Funds’ investment approach could fall out of favor with the investing public, resulting in lagging performance versus other comparable funds.

•

Portfolio Management Risk — The risk that AXA Equitable’s allocations among the asset classes and categories and its selection of the Underlying Funds fail to produce the desired results.

More information about the risks of an investment in the fund is provided below in “More About Investment Strategies & Risks.”

Fund Performance

Information about fund performance is not provided because the fund does not have returns for a full calendar year. The inception date for the fund is January 10, 2005.

AXA ENTERPRISE MODERATE ALLOCATION FUND


Manager:		AXA Equitable

Key Characteristics:

•

Diversification provided by balance of underlying funds investing in growth and undervalued stock

•

Balances higher return potential with a degree of price and income stability

Investment Goal

Seeks long-term capital appreciation and current income.

Principal Investment Strategies

This fund invests approximately 50% of its assets in equity investments and approximately 50% of its assets in fixed income investments through investments in Underlying Funds. Subject to this asset allocation target, the fund generally invests its assets in a combination of Underlying Funds that would result in the fund being invested in the following asset categories in the approximate percentages shown in the chart below.


International Equity Securities		15%
Large Cap Equity Securities		25%
Small/Mid Cap Equity Securities		10%
Investment Grade Bonds		45%
High Yield Bonds		5%

Principal Investment Risks

An investment in the fund is not guaranteed; you may lose money by investing in the fund. When you sell your shares of the fund, they could be worth more or less than what you paid for them.

The principal risks presented by the fund are:

•

Risks Associated with Underlying Funds — Since the fund invests directly in the Underlying Funds, all risks associated with the eligible Underlying Funds apply to the Fund. To the extent the fund invests in Underlying Funds that invest primarily in equity securities, the performance of the fund will be subject to the risks of investing in equity securities, including currency risk, equity risk, foreign investing and emerging markets risk, investment style risk, IPO risk, issuer-specific risk, large-capitalization risk, portfolio management risk, portfolio turnover risk, small- and mid-capitalization risk and sub-adviser selection risk. To the extent the fund invests in Underlying Funds that invest primarily in fixed income securities, the performance of the fund will be subject to the risks of investing in fixed income securities, which may include non-investment grade securities. Such risks include credit/default risk, currency risk, derivatives risk, foreign investing and emerging markets risk, interest rate risk, investment grade securities risk, issuer-specific risk, liquidity risk, lower-rated securities risk, mortgage-backed and asset-backed securities risk, portfolio management risk and sub-adviser selection risk.

•

Market Risk — The Underlying Funds’ share prices, and thus, the share price of the fund, can fall because of weakness in the broad market, a particular industry, or specific holdings. The market as a whole can decline for many reasons, including adverse political or economic developments here or abroad, changes in investor psychology, or heavy institutional selling. The prospects for an industry or company may deteriorate because of a variety of factors, including disappointing earnings or changes in the competitive environment. In addition, AXA Equitable’s assessment of the companies in the Underlying Funds may prove incorrect, resulting in losses or poor performance even in a rising market. Finally, the Underlying Funds’ investment approach could fall out of favor with the investing public, resulting in lagging performance versus other comparable funds.

•

Portfolio Management Risk — The risk that AXA Equitable’s allocations among the asset classes and categories and its selection of the Underlying Funds fail to produce the desired results.

More information about the risks of an investment in the fund is provided below in “More About Investment Strategies & Risks.”

Fund Performance

Information about fund performance is not provided because the fund does not have returns for a full calendar year. The inception date for the fund is January 10, 2005.

AXA ENTERPRISE MODERATE-PLUS ALLOCATION FUND


Manager:		AXA Equitable

Key Characteristics:

•

Potential for long-term growth

•

Broad diversification through underlying funds

Investment Goal

Seeks long-term capital appreciation and current income, with a greater emphasis on capital appreciation.

Principal Investment Strategies

This fund invests approximately 70% of its assets in equity investments and approximately 30% of its assets in fixed income investments through investments in Underlying Funds. Subject to this asset allocation target, the fund generally invests its assets in a combination of Underlying Funds that would result in the fund being invested in the following asset categories in the approximate percentages shown in the chart below.


International Equity Securities		20%
Large Cap Equity Securities		35%
Small/Mid Cap Equity Securities		15%
Investment Grade Bonds		30%
High Yield Bonds		0%

Actual allocation between asset classes and among asset categories can deviate from the amounts shown above by up to 15% of the fund’s assets.

Principal Investment Risks

An investment in the fund is not guaranteed; you may lose money by investing in the fund. When you sell your shares of the fund, they could be worth more or less than what you paid for them.

The principal risks presented by the fund are:

•

Risks Associated with Underlying Funds — Since the fund invests directly in the Underlying Funds, all risks associated with the eligible Underlying Funds apply to the fund. To the extent the fund invests in Underlying Funds that invest primarily in equity securities, the performance of the fund will be subject to the risks of investing in equity securities, including currency risk, equity risk, foreign investing and emerging markets risk, investment style risk, IPO risk, issuer-specific risk, large-capitalization risk, portfolio management risk, portfolio turnover risk, small- and mid-capitalization risk and sub-adviser selection risk. To the extent the fund invests in Underlying Funds that invest primarily in fixed income securities, the performance of the fund will be subject to the risks of investing in fixed income securities, which may include non-investment grade securities. Such risks include credit/default risk, currency risk, derivatives risk, foreign investing and emerging markets risk, interest rate risk, investment grade securities risk, issuer-specific risk, liquidity risk, lower-rated securities risk, mortgage-backed and asset-backed risk, portfolio management risk and sub-adviser selection risk.

•

Portfolio Management Risk — The risk that AXA Equitable’s allocations among the asset classes and categories and its selection of the Underlying Funds fail to produce the desired results.

More information about the risks of an investment in the fund is provided below in “More About Investment Strategies & Risks.”

FUND PERFORMANCE

The following information gives some indication of the risks of an investment in the fund by showing yearly changes in the fund’s performance and by comparing the fund’s performance with a broad measure of market performance. Both the bar chart and table below assume reinvestment of dividends and other distributions and may include the effect of expense limitations that were in place during the periods shown.

The fund’s performance shown below is principally the performance of its predecessor registered investment company, the Enterprise Managed Fund (the “Enterprise Fund”). On June 3, 2005, the fund merged with the Enterprise Fund, a series of The Enterprise Group of Funds, Inc., which is a separate investment company managed by Enterprise Capital, and assumed its operating history and performance record.

Past performance (before and after taxes) is not an indication of future performance. This may be particularly true for this fund because its predecessor had a different investment objective and invested directly in equity and debt securities, while the fund invests substantially all of its assets in other mutual funds that emphasize either equity or debt investments. If the predecessor fund had invested in other mutual funds instead of investing directly in equity and debt securities, the performance of the predecessor fund may have been different.

Calendar Year Annual Total Returns (Class Y)

The following bar chart illustrates the calendar year annual total returns for the fund’s Class Y shares. The inception date for the Class Y shares of the fund is July 5, 1995. The returns for the fund’s Class A, B and C shares would be lower than the Class Y returns shown in the bar chart because those other classes have higher total expenses. In addition, the Class Y returns shown in the bar chart do not reflect sales charges, which would apply to Class A, B and C shares; if such sales charges were reflected, the returns shown would be lower.

Calendar Year Annual Total Returns (Class Y)

LOGO


Best quarter (% and time period)		Worst quarter (% and time period)
13.55% (1997 2nd Quarter )		–16.38% (2001 3rd Quarter )

Average Annual Total Returns

for the periods ended December 31, 2005

The table below shows how the average annual total returns (adjusted to reflect applicable sales charges) for each class of the fund (before and after taxes) for the periods shown compare to those of a broad-based index. The table also shows hypothetical total returns that have been calculated to reflect return after taxes on distributions and return after taxes on distributions and assumed sale of fund shares. Please note, as described above, that these sections include the performance of the fund’s predecessor which had a somewhat different investment objective and sought to achieve the objective by investing directly in equity and debt securities rather than by investing in other investment companies.

After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns to an investor depend on the investor’s own tax situation and may differ from those shown. After-tax returns shown are not relevant to investors who hold their fund shares through tax-deferred arrangements such as 401(k) plans or individual retirement accounts. In some cases, the after-tax returns may exceed the return before taxes due to an assumed tax benefit from any losses on a sale of fund shares at the end of the measurement period.



Average Annual Total Returns (For the periods ended December 31, 2005)	1 Year	5 Years	10 Years*
Class A—Return Before Taxes	1.10%	–1.93%	4.48%
Return After Taxes on Distributions	0.43%	–2.17%	3.47%
Return After Taxes on Distributions & Sales of Fund Shares	0.72%	–1.77%	3.47%
Class B—Return Before Taxes	0.60%	–1.86%	4.52%
Return After Taxes on Distributions	0.11%	–2.00%	3.61%
Return After Taxes on Distributions & Sales of Fund Shares	0.39%	–1.65%	3.58%
Class C—Return Before Taxes	4.47%	–1.53%	2.36%
Return After Taxes on Distributions	3.98%	–1.67%	1.44%
Return After Taxes on Distributions & Sales of Fund Shares	2.91%	–1.38%	1.70%
Class Y—Return Before Taxes	6.40%	–0.55%	5.40%
Return After Taxes on Distributions	5.53%	–0.89%	4.25%
Return After Taxes on Distributions & Sales of Fund Shares	4.17%	–0.66%	4.19%
S&P 500 Index**	4.91%	0.54%	11.13%

The inception date for the Class A shares is October 1, 1994, for the Class B shares is May 1, 1995, for the Class C shares is May 1, 1997 and for the Class Y shares is July 5, 1995. The performance of the fund’s Class C shares for the 10-year period includes the performance of the fund’s Class A shares for the periods prior to the inception date of the fund’s Class C shares restated to reflect the fees and expenses associated with the fund’s Class C shares.

**	Index returns do not reflect any deductions for expenses, brokerage commissions, sales charges or taxes. For more information on this index, see the following section “Description of Benchmark.”

AXA ENTERPRISE AGGRESSIVE ALLOCATION FUND


Manager:		AXA Equitable

Key Characteristics:

•

Potential for long-term growth

•

Broad diversification among underlying equity funds

Investment Goal

Seeks long-term capital appreciation.

Principal Investment Strategies

This fund invests approximately 90% of its assets in equity investments and approximately 10% of its assets in fixed income investments through investments in Underlying Funds. Subject to this asset allocation target, the fund generally invests its assets in a combination of Underlying Funds that would result in the fund being invested in the following asset categories in the approximate percentages shown in the chart below.


International Equity Securities		25%
Large Cap Equity Securities		45%
Small/Mid Cap Equity Securities		20%
Investment Grade Bonds		10%
High Yield Bonds		0%

Actual allocations between asset classes and among asset categories can deviate from the amounts shown above by up to 15% of the fund’s assets.

This fund is managed so that it can serve as a core part of your larger portfolio. The Underlying Funds have been selected to represent a reasonable spectrum of investment options for the fund. AXA Equitable has based the target investment percentages for the Fund on the degree to which it believes the Underlying Funds, in combination, to be appropriate for the fund’s investment objective. AXA Equitable may change the asset allocation ranges and the particular Underlying Funds in which the fund invests.

Principal Investment Risks

An investment in the fund is not guaranteed; you may lose money by investing in the fund. When you sell your shares of the fund, they could be worth more or less than what you paid for them.

The principal risks presented by the fund are:

•

Risks Associated with Underlying Funds — Since the fund invests directly in the Underlying Funds, all risks associated with the eligible Underlying Funds apply to the fund. To the extent the fund invests in Underlying Funds that invest primarily in equity securities, the performance of the fund will be subject to the risks of investing in equity securities, including currency risk, equity risk, foreign investing and emerging markets risk, investment style risk, IPO risk, issuer-specific risk, large-capitalization risk, portfolio management risk, portfolio turnover risk, small- and mid-capitalization risk and sub-adviser selection risk. To the extent the fund invests in Underlying Funds that invest primarily in fixed income securities, the performance of the fund will be subject to the risks of investing in fixed income securities, which may include non-investment grade securities. Such risks include credit/default risk, currency risk, derivatives risk, foreign investing and emerging markets risk, interest rate risk, investment grade securities risk, issuer-specific risk, liquidity risk, lower rated securities risk, mortgage-backed and asset-backed securities risk, portfolio management risk and sub-adviser selection risk.

•

Portfolio Management Risk — The risk that AXA Equitable’s allocations among the asset classes and categories and its selection of the Underlying Funds fail to produce the desired results.

More information about the risks of an investment in the fund is provided below in “More About Investment Strategies & Risks.”

Fund Performance

Information about fund performance is not provided because the fund does not have returns for a full calendar year. The inception date for the fund is January 10, 2005.

FEES AND EXPENSES OF THE ALLOCATION FUNDS

The following tables describe the fees and expenses that you would pay if you buy and hold shares of each fund.

Shareholder Fees

(fees paid directly from your investment)


	CLASS A		CLASS B		CLASS C		CLASS Y
Maximum sales charge (load)¹	4.75%		5.00%		1.00%		None
Maximum sales charge (load) imposed on purchases (as a percentage of offering price)	4.75%	²	None		None		None
Maximum deferred sales charge (load) (as a percentage of original purchase price or redemption proceeds, whichever is lower)	None	³	5.00%	⁴	1.00%	⁵	None
Redemption fee (as a percentage of amount redeemed, if applicable)⁶	2.00%		2.00%		2.00%		2.00%

¹	This sales charge includes both the maximum sales charge imposed at the time of purchase and the maximum applicable deferred sales charge.

²	This sales charge varies depending upon how much you invest. See “Fund Services.”

If you buy $1,000,000 or more ($100,000 or more for certain employee benefit plans and $500,000 or more for Traditional IRAs, IRA rollovers, Coverdell IRAs or Roth IRAs) of Class A shares and redeem those shares within twelve months of the date of purchase, a contingent deferred sales charge of 1.00% generally will apply to the redemptions of those shares. See “Fund Services.”

⁴

This sales charge is imposed if you redeem Class B shares within one year of your purchase. A graduated reduced sales charge is imposed if you redeem your shares within six years of purchase. Class B shares automatically convert to Class A shares about eight years after the end of the calendar month in which you purchased them and will be subject to lower expenses. See “Fund Services.”

⁵	This sales charge is imposed if you redeem Class C shares within one year of your purchase. See “Fund Services.”

⁶

If you redeem or exchange shares of a fund after holding them one month or less, a fee of 2.00% of the current net asset value of the shares being redeemed or exchanged generally will assessed and retained by the fund for the benefit of the remaining shareholders. See “Purchase and Redemption Restrictions on Market-Timers and Active Traders.”

FUND FEES & EXPENSES

Annual Fund Operating Expenses

(expenses that are deducted from fund assets, as a percentage of average daily net assets)


	Conservative Allocation Fund
	CLASS A	CLASS B	CLASS C	CLASS Y
Management Fee	0.20%	0.20%	0.20%	0.20%
Distribution and/or service (12b-1) fees (including a 0.25% service fee)	0.30%	1.00%	1.00%	None
Other expenses*	11.79%	11.79%	11.79%	11.79%
Total operating expenses	12.29%	12.99%	12.99%	11.99%
Less fee waiver/expense reimbursement**	(11.79)%	(11.79)%	(11.79)%	(11.79)%
Net operating expenses***	0.50%	1.20%	1.20%	0.20%
	Moderate Allocation Fund
	CLASS A	CLASS B	CLASS C	CLASS Y
Management Fee	0.20%	0.20%	0.20%	0.20%
Distribution and/or service (12b-1) fees (including a 0.25% service fee)	0.30%	1.00%	1.00%	None
Other expenses*	3.66%	3.66%	3.66%	3.66%
Total operating expenses	4.16%	4.86%	4.86%	3.86%
Less fee waiver/expense reimbursement**	(3.66)%	(3.66)%	(3.66)%	(3.66)%
Net operating expenses***	0.50%	1.20%	1.20%	0.20%
	Moderate-Plus Allocation Fund
	CLASS A	CLASS B	CLASS C	CLASS Y
Management Fee	0.20%	0.20%	0.20%	0.20%
Distribution and/or service (12b-1) fees (including a 0.25% service fee)	0.30%	1.00%	1.00%	None
Other expenses*	1.12%	1.12%	1.12%	1.12%
Total operating expenses	1.62%	2.32%	2.32%	1.32%
Less fee waiver/expense reimbursement**	(1.12)%	(1.12)%	(1.12)%	(1.12)%
Net operating expenses***	0.50%	1.20%	1.20%	0.20%
	Aggressive Allocation Fund
	CLASS A	CLASS B	CLASS C	CLASS Y
Management Fee	0.20%	0.20%	0.20%	0.20%
Distribution and/or service (12b-1) fees (including a 0.25% service fee)	0.30%	1.00%	1.00%	None
Other expenses*	6.45%	6.45%	6.45%	6.45%
Total operating expenses	6.95%	7.65%	7.65%	6.65%
Less fee waiver/expense reimbursement**	(6.45)%	(6.45)%	(6.45)%	(6.45)%
Net operating expenses***	0.50%	1.20%	1.20%	0.20%

The “Other Expenses” of the Conservative Allocation Fund, Moderate Allocation Fund and Aggressive Allocation Fund are based on each fund’s last fiscal year annualized. The “Other Expenses” of the Moderate-Plus Allocation Fund are based on expenses incurred by the fund during the last fiscal year restated to reflect current expenses.

Pursuant to a contract, the Manager has agreed to make payments or waive its management, administrative or other fees to limit the expenses of each fund through April 30, 2007 (unless the board of trustees consents to an earlier revision or termination of this arrangement) (“Expense Limitation Agreement”) so that the Total Operating Expenses of the fund (exclusive of taxes, interest, brokerage commissions, capitalized expenses and extraordinary expenses) do not exceed the amount shown above under Net Operating Expenses. The Manager may be reimbursed the amount of any such payments and waivers in the future provided that the payments or waivers are reimbursed within 3 years of the payment or waiver being made and the combination of the fund’s expense ratio and such reimbursements do not exceed the fund’s expense cap. The Manager may discontinue these arrangements at any time after April 30, 2007. For more information on the Expense Limitation Agreement, see “Management Team — The Manager — Expense Limitation Agreement” in the prospectus.

***

The funds invest in shares of Underlying Funds. Therefore, each fund will, in addition to its own expenses such as management fees, bear its pro-rata share of the fees and expenses incurred by the Underlying Funds and the investment return of each fund will be reduced by each Underlying Fund’s expenses. As of the date of the prospectus, the range of expenses (as a percentage of average net assets) expected to be incurred indirectly in connection with each fund’s investments in Underlying Funds is: Conservative Allocation Fund — 0.75% to 1.25%; Moderate Allocation Fund — 0.90% to 1.40%; Moderate-Plus Allocation Fund — 1.10% to 1.60% and the Aggressive Allocation Fund — 1.20% to 1.70%. Thus, the net operating expense ratio of the shares of each fund, including the fund’s direct and indirect expenses, is currently expected to range from: Conservative Allocation Fund — 1.25% to 1.75% for Class A shares, 1.95% to 2.45% for Class B shares, 1.95% to 2.45% for Class C shares, and 0.95% to 1.45% for Class Y shares; Moderate Allocation Fund — 1.40% to 1.90% for Class A shares, 2.10% to 2.60% for Class B shares, 2.10% to 2.60% for Class C shares, and 1.10% to 1.60% for Class Y shares; Moderate-Plus Allocation Fund — 1.60% to 2.10% for Class A shares, 2.30% to 2.80% for Class B shares, 2.30% to 2.80% for Class C shares, and 1.30% to 1.80% for Class Y shares; and Aggressive Allocation Fund — 1.70% to 2.20% for Class A shares, 2.40% to 2.90% for Class B shares, 2.40% to 2.90% for Class C shares, and 1.40% to 1.90% for Class Y shares, after taking into account the fee waiver and expense reimbursement arrangement described above. Absent this arrangement, the total operating expense ratio of the shares of each fund would range from: Conservative Allocation Fund — 13.04% to 13.54% for Class A shares, 13.74 to 14.24% for Class B shares, 13.74% to 14.24% for Class C shares, and 12.74% to 13.24% for Class Y shares; Moderate Allocation Fund — 5.06% to 5.56% for Class A shares, 5.76% to 6.26% for Class B shares, 5.76% to 6.26% for Class C shares and 4.76% to 5.26% for Class Y shares; Moderate-Plus Allocation Fund — 2.72% to 3.22% for Class A shares, 3.42% to 3.92% for Class B shares, 3.42% to 3.92% for Class C shares, and 2.42% to 2.92% for Class Y shares; and Aggressive Allocation Fund — 8.15% to 8.65% for Class A shares, 8.85% to 9.35% for Class B shares, 8.85% to 9.35% for Class C shares, and 7.85% to 8.35% for Class Y shares. This information is based on a weighted-average range of the expense ratios since the average assets of each fund invested in Underlying Funds will fluctuate. The total expense ratios may be higher or lower depending on the allocation of a fund’s assets among Underlying Funds and the actual expenses of the Underlying Funds. An investor could realize lower overall expenses by investing directly in the Underlying Funds.

FUND FEES & EXPENSES

Example

This example is intended to help you compare the direct and indirect costs of investing in each fund with the cost of investing in other mutual funds. It does not show certain indirect costs of investing, including the costs of the Underlying Funds.

The example assumes that:

•

You invest $10,000 in a fund for the time periods indicated;

•

Your investment has a 5% return each year;

•

The fund’s operating expenses remain the same; and

•

The expense limitation agreement currently in effect is not renewed.

This example should not be considered a representation of past or future expenses of the funds. Actual expenses may be higher or lower than those shown. This example does not reflect the fees and expenses of the Underlying Funds. If such fees and expenses were reflected, the total expenses would be substantially higher and would vary depending on, among other things, the allocation of a fund’s assets among Underlying Funds. Similarly, the annual rate of return assumed in the example is not an estimate or guarantee of future investment performance. Based on these assumptions, your costs would be:

Conservative Allocation Fund

CLASS A

CLASS B

CLASS C

CLASS Y

(1)

(2)

(1)

(2)

1 year

524

622

122

222

122

3 years

2819

3008

2608

2361

5 years

4786

4912

4712

4386

10 years

8557

8615

8667

8332

Moderate Allocation Fund

CLASS A

CLASS B

CLASS C

CLASS Y

(1)

(2)

(1)

(2)

1 year

524

622

122

222

122

3 years

1388

1533

1133

839

5 years

2264

2346

2146

1676

10 years

4507

4581

4691

3853

Moderate-Plus Allocation Fund

CLASS A

CLASS B

CLASS C

CLASS Y

(1)

(2)

(1)

(2)

1 year

524

622

122

222

122

3 years

888

1017

617

307

5 years

1275

1338

1138

616

10 years

2360

2431

2569

1492

Aggressive Allocation Fund

CLASS A

CLASS B

CLASS C

CLASS Y

(1)

(2)

(1)

(2)

1 year

524

622

122

222

122

3 years

1908

2069

1669

1391

5 years

3234

3334

3134

2717

10 years

6314

6386

6471

5846

(1)

Assumes redemption at end of period.

(2)

Assumes no redemption at end of period.

MORE ABOUT INVESTMENT STRATEGIES & RISKS

Each fund follows a distinct set of investment strategies. To the extent a fund invests in Underlying Funds that invest primarily in equity securities, the performance of the fund will be subject to the risks of investing in equity securities. To the extent a fund invests in Underlying Funds that invest primarily in fixed income securities, the performance of the fund will be subject to the risks of investing in fixed income securities, which may include non-investment grade securities.

The funds also may hold cash or cash equivalents (instead of being allocated to an Underlying Fund) as deemed appropriate by the Manager for temporary defensive purposes to respond to adverse market, economic or political conditions, or as a cash reserve. Should a fund take this action, it may not achieve its investment objective. The funds also may hold U.S. government securities and money market instruments directly for investment or other appropriate purposes.

The Underlying Funds have principal investment strategies that come with inherent risks. Certain Underlying Funds may emphasize different market sectors, such as foreign securities, small cap equities and high yield fixed income securities. Each Underlying Fund’s principal risks are described in more detail in the Underlying Fund’s prospectus.

Risks of Equity Investments

Each fund may invest a portion of its assets in Underlying Funds that emphasize investments in equity securities. Therefore, as an investor in a fund, the return on your investment will be based, to some extent, on the risks and rewards of equity securities. In general, the performance of the Aggressive Allocation, Moderate-Plus and Moderate Allocation Funds will be subject to the risks of investing in equity securities to a greater extent than that of the Conservative Allocation Fund. The risks of investing in equity securities include:

•

Currency Risk — The risk that fluctuations in the exchange rates between the U.S. dollar and foreign currencies may negatively affect an investment. A change in the value of any such currency against the U.S. dollar will result in a change in the U.S. dollar value of a fund’s assets and income.

•

Equity Risk — Stocks and other equity securities generally fluctuate in value more than bonds and may decline in value over short or extended periods. The value of such securities will change based on changes in a company’s financial condition and in overall market and economic conditions.

•

Foreign Investing and Emerging Markets Risk — The value of an Underlying Fund’s investment in foreign securities may fall due to adverse political, social and economic developments abroad and decreases in foreign currency values relative to the U.S. dollar. Foreign markets also may be less liquid and more volatile than U.S. markets. These risks are greater generally for investments in emerging market issuers than for issuers in more developed countries.

•

Initial Public Offering (“IPO”) Risk — A fund that purchases securities issued in an IPO is subject to the risk that the value of the securities may rise or fall more rapidly than other investments. Prior to an IPO, there is generally no public market for an issuer’s common stock. There can be no assurance that an active trading market will develop or be sustained following the IPO, therefore, the market price for the securities may be subject to significant fluctuations and a fund may be affected by such fluctuations. In addition, securities issued in an IPO are often issued by a company that may be in the early stages of development with a history of little or no revenues and such company may operate at a loss following the offering. A fund’s ability to obtain shares of an IPO security may be substantially limited in the event of high demand for the securities and there is no guarantee that the fund will receive an allocation of shares. To the extent a fund invests in IPOs, a significant portion of its returns may be attributable to its investments in IPOs, which have a magnified impact on funds with small asset bases. There is no guarantee that as those funds’ assets grow they will continue to experience substantially similar performance by investing in IPOs.

•

Investment Style Risk — The sub-advisers to the Underlying Funds may use a particular style or set of styles, such as “growth” or “value” styles, to select investments for the Underlying Fund. These styles may be out of favor or may not produce the best results over short or longer time periods. They may also increase the volatility of the Underlying Fund’s share price.

•

Issuer-Specific Risk — The value of an individual security or particular type of security can be more volatile than the market as a whole and can perform differently from the market as a whole. The Underlying Fund could lose all of its investment in a company’s securities.

•

Large-Capitalization Risk — Larger more established companies may be unable to respond quickly to new competitive challenges such as changes in technology and consumer tastes. Many larger companies also may not be able to attain the high growth rate of successful smaller companies, especially during extended periods of economic expansion.

•

Portfolio Management Risk — The risk that the strategies used by the Underlying Funds’ sub-advisers and their securities selections fail to produce the intended results.

•

Portfolio Turnover Risk — High portfolio turnover may result in increased transaction costs to a fund, which may result in higher fund expenses and lower total returns. The sale of fund securities may result in the recognition of capital gain, which can create adverse tax results for shareholders when distributed to them, or loss. Depending on the frequency of sales, any such net gain will likely be short-term capital gain. Unlike long-term capital gain, short-term capital gain is taxable to individuals at the same rates as ordinary income.

•

Small- and Mid-Capitalization Risk — There may be an increased risk for Underlying Funds that invest in small and mid-capitalization companies because they generally are more

MORE ABOUT INVESTMENT STRATEGIES & RISKS (cont’d)

vulnerable than larger companies to adverse business or economic developments and they may have more limited resources. The securities of small- and mid-capitalization companies also may trade less frequently and in smaller volume than securities of larger companies. As a result, the value of such securities may be more volatile than the securities of larger companies, and the fund may experience difficulty in purchasing or selling such securities at the desired time and price. In general, these risks are greater for small-capitalization companies than for mid-capitalization companies.

•

Sub-Adviser Selection Risk — The risk that the process for selecting or replacing a sub-adviser for an Underlying Fund and the decision to select or replace a sub-adviser does not produce the intended result.

Risks of Fixed Income Investments

Each fund may invest a portion of its assets in Underlying Funds that invest primarily in debt securities. Therefore, as an investor in a fund, the return on your investment will be based, to some extent, on the risks and rewards of fixed income securities or bonds.

Examples of bonds include, but are not limited to, corporate debt securities (including notes), asset-backed securities, securities issued by the U.S. Government and obligations issued by both government agency and private issuers. Bond issuers may be foreign corporations or governments as limited in each Underlying Fund’s investment strategies. In addition to bonds, debt securities also include money market instruments.

In general, the performance of the Conservative Allocation and Moderate Allocation Funds will be subject to the risks of investing in fixed income securities to a greater extent than that of the Aggressive Allocation and Moderate-Plus Allocation Funds. The risks of investing in fixed income securities include:

•

Credit/Default Risk — The risk that an issuer of a security or the counter-party to a contract will default or otherwise become unable to honor a financial obligation. Lower rated securities involve a substantial risk of default or downgrade and are more volatile than investment-grade securities. Lower rated bonds involve a greater risk of price declines than investment-grade securities due to actual or perceived changes to an issuer’s credit worthiness.

•

Derivatives Risk — An Underlying Fund’s investment in derivatives may rise or fall more rapidly than other investments. These transactions are subject to changes in the value of the underlying security on which such transactions are based. Even a small investment in derivative securities can have a significant impact on a fund’s exposure to stock market values, interest rates or currency exchange rates. Derivatives are subject to a number of risks such as liquidity risk, interest rate risk, market risk, credit risk and portfolio management risk. They also involve the risk of mispricing or improper valuation and the risk that changes in the value of a derivative may not correlate well with the underlying asset, reference rate or index. These types of transactions will be used primarily as a substitute for taking a position in the underlying asset and/or for hedging purposes. When a derivative security (a security whose value is based on another security or index) is used as a hedge against an offsetting position that a fund also holds, any loss generated by the derivative security should be substantially offset by gains on the hedged instrument, and vice versa. To the extent that a fund uses a derivative security for purposes other than as a hedge, that fund is directly exposed to the risks of that derivative security and any loss generated by the derivative security will not be offset by a gain.

•

Interest Rate Risk — The risk of market losses attributable to changes in interest rates. In general, the prices of fixed-income securities rise when interest rates fall, and fall when interest rates rise. The longer the term of a bond or fixed income instrument, the more sensitive it will be to fluctuations in value from interest rate changes. Changes in interest rates may have a significant effect on funds holding a significant portion of their assets in fixed income securities with long term maturities.

•

Investment Grade Securities Risk — Debt securities are rated by national bond rating agencies. Securities rated BBB and higher by S&P and Baa or higher by Moody’s are considered investment grade securities, but securities rated BBB or Baa are somewhat riskier than higher rated obligations because they are regarded as having only an adequate capacity to pay principal and interest, and are considered to lack outstanding investment characteristics.

•

Issuer-Specific Risk — The value of an individual security or particular type of security can be more volatile than the market as a whole and can perform differently from the market as a whole. An Underlying Fund could lose all of its investment in a company’s securities.

•

Liquidity Risk — The risk that certain securities may be difficult or impossible for an Underlying Fund to sell at the time or price that the Underlying Fund would like. This may result in a loss or may be costly to an Underlying Fund.

MORE ABOUT INVESTMENT STRATEGIES & RISKS (cont’d)

•

Lower Rated Securities Risk (also referred to as Junk Bond/Below Investment Grade Securities Risk) — Bonds rated below investment grade (i.e., BB or lower by S&P or Ba or lower by Moody’s) are speculative in nature, involve greater risk of default by the issuing entity and may be subject to greater market fluctuations than higher rated fixed income securities.

•

Mortgage-Backed and Asset-Backed Securities Risk — The risk that the principal on mortgage- or asset-backed securities may be prepaid at any time, which will reduce the yield and market value. If interest rates fall, the rate of prepayments tends to increase as borrowers are motivated to pay off debt and refinance at new lower rates. Rising interest rates tend to extend the duration of mortgage-related securities, making them more sensitive to changes in interest rates. As a result, in a period of rising interest rates, a fund that holds mortgage- related securities may exhibit additional volatility. This is known as extension risk. The early retirement of particular classes or series of a collateralized mortgage obligation held by a fund would have the same effect as the prepayment of mortgages underlying other mortgage-backed securities.

•

Portfolio Management Risk — The risk that the strategies used by an Underlying Fund’s sub-adviser and its securities selections fail to produce the intended results.

•

INFORMATION REGARDING THE UNDERLYING FUNDS

The following is additional information regarding the Underlying Funds. If you would like more information about the Underlying Funds, the Prospectuses and Statements of Additional Information are available by contacting your financial professional, or the Funds at:

AXA Enterprise Funds Trust

AXA Enterprise Multimanager Funds Trust

The Enterprise Group of Funds, Inc.

Atlanta Financial Center

3343 Peachtree Road, N.E., Suite 450

Atlanta, GA 30326

Telephone: 1-800-432-4320

Internet: www.axaenterprise.com


Fund	Investment Objective	Principal Investment Strategy	Principal Investment Risks
INVESTMENT GRADE BOND
AXA Enterprise Multimanager Core Bond Fund	Seeks a balance of high current income and capital appreciation, consistent with a prudent level of risk.	Under normal circumstances, the Fund intends to invest at least 80% of its net assets, plus borrowings for investment purposes, in investment grade bonds. The Fund may purchase bonds of any maturity, but generally the fund’s overall effective duration will be of an intermediate-term nature (similar to that of five- to seven-year U.S. Treasury notes) and have a comparable duration to that of the Lehman Brothers Aggregate Bond Index (currently, approximately 4.58 years).	• Credit/Default Risk • Currency Risk • Derivatives Risk • Foreign Investing and Emerging Markets Risk • Interest Rate Risk • Issuer-Specific Risk • Liquidity Risk • Lower-Rated Securities Risk • Mortgage-Backed and Asset-Backed Securities Risk • Portfolio Management Risk • Sub-Adviser Selection Risk
AXA Enterprise Government Securities Fund	Seeks current income and safety of principal.	Under normal circumstances, the Fund intends to invest at least 80% of its net assets, plus borrowings for investment purposes, in securities that are obligations of the U.S. Government, its agencies or instrumentalities. The Sub-adviser generally seeks to maintain a duration within 1.5 years of that of the Lehman Brothers U.S. Treasury Index, which had a duration of approximately 5.17 years as of December 31, 2005.	• Interest Rate Risk • Mortgage-Backed and Asset-Backed Securities Risk • Portfolio Management Risk • Sub-Adviser Selection Risk