Item 1. Report to Stockholders: - ------------------------------- The following is a copy of the report transmitted to stockholders pursuant to Rule 30e-1 under the Investment Company Act of 1940: The George Putnam Fund of Boston 7 | 31 | 05 Annual Report [SCALE LOGO OMITTED] PUTNAM INVESTMENTS [GRAPHIC OMITTED: STAMPS] VALUE FUNDS look for stocks that have been overlooked by other investors and that may be selling for less than their true worth. What makes Putnam different? [GRAPHIC OMITTED: FOUNDER] In 1830, Massachusetts Supreme Judicial Court Justice Samuel Putnam established The Prudent Man Rule, a legal foundation for responsible money management. THE PRUDENT MAN RULE All that can be required of a trustee to invest is that he shall conduct himself faithfully and exercise a sound discretion. He is to observe how men of prudence, discretion, and intelligence manage their own affairs, not in regard to speculation, but in regard to the permanent disposition of their funds, considering the probable income, as well as the probable safety of the capital to be invested. [GRAPHIC OMITTED: SIGNATURE, JUSTICE SAMUEL PUTNAM 1830] A time-honored tradition in money management Since 1937, our values have been rooted in a profound sense of responsibility for the money entrusted to us. A prudent approach to investing We use a research-driven team approach to seek consistent, dependable, superior investment results over time, although there is no guarantee a fund will meet its objectives. Funds for every investment goal We offer a broad range of mutual funds and other financial products so investors and their advisors can build diversified portfolios. A commitment to doing what's right for investors We have below-average expenses and stringent investor protections, and provide a wealth of information about the Putnam funds. Industry-leading service We help investors, along with their financial advisors, make informed investment decisions with confidence. The George Putnam Fund of Boston 7 | 31 | 05 Annual Report Message from the Trustees 2 About the fund 4 Report from the fund managers 7 Performance 13 Expenses 16 Portfolio turnover 18 Risk 19 Your fund's management 20 Terms and definitions 23 Trustee approval of management contract 25 Other information for shareholders 30 Financial statements 31 Federal tax information 99 Brokerage commissions 100 About the Trustees 101 Officers 107 Cover photograph: Postage stamps, private collection [c] White-Packert Photography Message from the Trustees Dear Fellow Shareholder During the period ended July 31, 2005, the stock market has continued to show confidence in the strength of the economy and corporate profits, even as the Federal Reserve Board's more restrictive monetary policy, along with high energy prices, has begun to influence the performance of bonds and the pace of expansion. Abroad, stocks have performed even better than in the United States, despite weaker economic growth in most developed markets. However, the recent strength of the U.S. dollar against foreign currencies partially offset the effects of these gains. And in the last three weeks, investors have just begun to assess the magnitude of Hurricane Katrina's impact and how it will affect the U.S. economy. Amid the uncertainties of this environment, the in-depth, professional research and active management that mutual funds can provide make them an intelligent choice for today's investors. We want you to know that Putnam Investments' management team, under the leadership of Chief Executive Officer Ed Haldeman, continues to focus on investment performance and remains committed to putting the interests of shareholders first. In keeping with these goals, we have redesigned and expanded our shareholder reports to make it easier for you to learn more about your fund. Furthermore, on page 25 we provide information about the 2005 approval by the Trustees of your fund's management contract with Putnam. We would also like to take this opportunity to announce the retirement of one of your fund's Trustees, Ronald J. Jackson, who has been an independent Trustee of the Putnam funds since 1996. We thank him for his service. In the following pages, members of your fund's management team discuss the fund's performance, strategies, and their outlook for the months ahead. As always, we thank you for your support of the Putnam funds. Respectfully yours, /S/GEORGE PUTNAM, III George Putnam, III President of the Funds /S/JOHN A. HILL John A. Hill Chairman of the Trustees September 21, 2005 [GRAPHIC OMITTED: PHOTO OF GEORGE PUTNAM, III AND JOHN A. HILL] The George Putnam Fund of Boston: providing the benefits of balanced investing for nearly 70 years Your fund launched in 1937 when George Putnam, a Boston investment manager, decided to start a fund with an innovative approach -- a balance of stocks to seek capital appreciation and bonds to help provide current income. The original portfolio featured industrial stocks, such as U.S. Smelting, Refining, & Mining Co., and railroad bonds. This balanced approach made sense then, and continues to make sense now. In the late 1930s, the stock market experienced dramatic swings as businesses struggled to recover from the Great Depression and as the shadow of war began to spread across Europe and Asia. Today, global political and economic uncertainties also challenge investors. Although the fund has experienced volatility at times, its balance has kept it on course. When stocks were weak, the fund's bonds helped results. Similarly, stocks have often provided leadership when bonds were hurt by rising interest rates or inflation. In a letter to shareholders dated July 12, 1938, George Putnam articulated the balanced strategy: "Successful investing calls not so much for some clairvoyant ability to read the future as for the courage to stick to tested, common sense policies in the face of the unreliable emotional stresses and strains that constantly sweep the market place." Putnam remains committed to this prudent approach to investing today. The fund may have a significant portion of its holdings in bonds, which are subject to certain risks including interest-rate, credit, and inflation risks. As interest rates rise, the prices of bonds fall. Long-term bonds are more exposed to interest-rate risk than short-term bonds. The fund may invest some or all of its assets in small and/or midsize companies. Such investments increase the risk of greater price fluctuations. Over seven eventful decades, the fund's balance of stocks and bonds has served shareholders by providing income and building wealth. [GRAPHIC OMITTED: worm chart GROWTH OF A $10,000 INVESTMENT] Growth of a $10,000 investment ($9,475 after sales charge) since fund inception, 11/5/37, through 6/30/05 Plotted on a logarithmic scale so that comparable percentage changes appear similar $9,475 $4,151,653 9.32% annualized return at POP [GRAPHICS OMITTED: WWII STATUE, TV, HAWAIIAN LADY, MAN ON MOON, GAS PUMP, SPACE SHUTTLE, BERLIN WALL, ARMY TANK] 1941 U.S. enters WWII 1951 Color TV introduced in the U.S. 1955 First polio vaccine developed 1959 Hawaii becomes 50th U.S. state 1969 Astronauts land on the moon 1973 Oil embargo leads to record high oil prices and gas rationing 1981 First space shuttle launched 1989 Collapse of Berlin Wall 1993 First Web browser introduced 2000 Nasdaq peaks over 5000 2003 Iraq War begins - --------------------------------------------------------------- ANNUALIZED TOTAL RETURN PERFORMANCE Class A shares POP - --------------------------------------------------------------- Life of fund (inception 11/5/37) 9.32% - --------------------------------------------------------------- 10 years 7.95 - --------------------------------------------------------------- 5 years 4.35 - --------------------------------------------------------------- 1 year 1.97 Data is historical. Past performance is not a guarantee of future results. More recent returns may be less or more than those shown. Investment return and principal value will fluctuate, and you may have a gain or a loss when you sell your shares. For the most recent month-end performance, visit www.putnam.com. Performance assumes reinvestment of distributions and does not account for taxes. Returns at public offering price (POP) for class A shares reflect a sales charge of 5.25%. Returns for other classes of shares may vary. A short-term trading fee of up to 2% may apply. The period illustrated is longer than the investment horizon of many investors. The George Putnam Fund of Boston seeks to provide a balanced investment composed of a well-diversified portfolio of stocks and bonds that produce both capital growth and current income. The fund targets attractively priced stocks of large, established, dividend-paying companies that the management team believes are poised to experience positive change and improved financial performance. The bond portion is a diversified mix of mainly investment-grade securities. The fund may be appropriate for investors seeking current income and long-term growth from a balanced investment. - ------------------------------------------------------------------------------ Highlights * For the 12 months ended July 31, 2005, The George Putnam Fund of Boston's class A shares returned 10.89% without sales charges. * Over the same period, the fund's equity benchmark, the S&P 500/Barra Value Index, returned 16.90%. The fund's bond benchmark, the Lehman Aggregate Bond Index, returned 4.79% over the same period. * The fund's custom blended benchmark, intended to provide a suitable performance target for a balanced fund, is made up of 60% S&P 500/Barra Value Index and 40% Lehman Aggregate Bond Index. It returned 12.07% for the period. * The average return for the fund's Lipper category, Balanced Funds, was 11.18%. * Additional fund performance, comparative performance, and Lipper data can be found in the performance section beginning on page 13. - ------------------------------------------------------------------------------ Performance Total return for class A shares for periods ended 7/31/05 Since the fund's inception (11/5/37), its average annual return is 9.42% at NAV and 9.33% at POP. The period since the fund's inception is longer than the investment horizon of many investors. - ------------------------------------------------------------------------ Annualized average return Cumulative return NAV POP NAV POP - ------------------------------------------------------------------------ 10 years 8.52% 7.94% 126.55% 114.60% - ------------------------------------------------------------------------ 5 years 5.92 4.78 33.29 26.33 - ------------------------------------------------------------------------ 1 year 10.89 5.05 10.89 5.05 - ------------------------------------------------------------------------ Data is historical. Past performance does not guarantee future results. More recent returns may be less or more than those shown. Investment return and principal value will fluctuate and you may have a gain or a loss when you sell your shares. Performance assumes reinvestment of distributions and does not account for taxes. Returns at NAV do not reflect a sales charge of 5.25%. For the most recent month-end performance, visit www.putnam.com. A short-term trading fee of up to 2% may apply. Report from the fund managers The year in review Both the U.S. stock and bond markets posted gains for the year ended July 31, 2005. The environment was favorable for value-oriented investments, which are a focus of your fund. However, the market also favored lower-yielding, smaller-capitalization stocks, which typically are not a key element of your fund's conservative strategy. Your fund's custom-blended benchmark includes some smaller-cap stocks, which explains the fund's slight underperformance (based on results at net asset value) relative to this benchmark. The fund's results at NAV were also slightly behind the average return for its peer group, Lipper Balanced Funds. We believe this reflects the fund's greater exposure to bonds and its higher interest-rate sensitivity. These factors were not helpful when bond markets had negative returns in July. As might be expected from a balanced portfolio, the fund underperformed its all-stock benchmark and outperformed its all-bond benchmark (again, based on results at net asset value). Market overview During the period, investor concerns focused on the high costs of energy and other commodities, the direction of short- and long-term interest-rates, and the emergence of China as a major force influencing world markets. As of the end of the reporting period, the federal funds rate, which is the rate at which banks borrow from each other overnight, had increased a full 2.25% from its level on June 30, 2004, when the Federal Reserve Board began its tightening policy. The yield on the 2-year Treasury note increased from 2.7% to 4.0% over the period. Businesses enjoyed strong revenue growth, healthier balance sheets, and abundant free cash flows, yet remained conservative in their capital spending. Consumers, on the other hand, continued to take on more debt, encouraged, perhaps, by persistently low long-term interest rates. The yield on 10-year Treasury bonds actually declined from 4.5% to 4.3% in the year ended July 31, 2005. In the United States, the best-performing sectors included energy and utilities. Utilities stocks offered attractive yields and a less expensive way to gain exposure to the energy companies. The transportation sector benefited from strong demand from businesses. Strength in the consumer staples sector reflected ongoing consumer confidence and robust spending. Weaker sectors included telecommunications and basic materials, particularly steel, aluminum, chemicals, and paper, which had enjoyed strong performance earlier in the fiscal year. Both the stock and bond markets experienced a fair amount of volatility. Value stocks continued to outpace growth stocks. Large-cap stocks lagged for most of the period, but edged ahead of small caps in March and April. Corporate bonds fared well, despite recent volatility, primarily in the auto sector. In general, mortgage-backed securities steadily outperformed Treasuries, with even greater strength in commercial mortgage-backed securities and certain asset-backed securities. Strategy overview Our views regarding the capital markets and the economy did not change in the second half of the fiscal year, so we saw no need to adjust the fund's strategy. Asset allocation remained at 60% stocks, 35% bonds, and 5% cash. The portfolio remained positioned to benefit from an increase in corporate spending, because we believe that businesses have sufficient cash flows to invest in upgrades and improvements. Though we expected consumer spending to wane, that did not occur during the last six months. However, we believe the point at which consumers will begin to tighten their belts is now significantly closer. - ---------------------------------------------------------------------------- Market sector performance These indexes provide an overview of performance in different market sectors for the 12 months ended 7/31/05. - ---------------------------------------------------------------------------- Equities - ---------------------------------------------------------------------------- S&P 500/Barra Value Index (large-company value stocks) 16.90% - ---------------------------------------------------------------------------- Russell 2000 Growth Index (small-company growth stocks) 22.58% - ---------------------------------------------------------------------------- Russell 2000 Value Index (small-company value stocks) 26.72% - ---------------------------------------------------------------------------- Russell 1000 Index (large-company stocks) 16.20% - ---------------------------------------------------------------------------- Bonds - ---------------------------------------------------------------------------- Lehman Aggregate Bond Index (broad bond market) 4.79% - ---------------------------------------------------------------------------- JP Morgan Global High Yield Index (global high-yield corporate bonds) 10.37% - ---------------------------------------------------------------------------- Lehman Government Bond Index (U.S. Treasury and agency securities) 4.39% - ---------------------------------------------------------------------------- Relative to the benchmark, the portfolio had greater weightings in the technology sector and in media, specifically cable. We believe that cable companies, now offering voice-over-internet services, are poised to win customers away from traditional telephone service providers. Utilities stocks had been strong performers and became a bit overpriced in our opinion. We consequently have maintained an underweight in that sector. The bond portfolio emphasized asset-backed securities, commercial mortgage-backed securities, and Treasuries to a greater degree than its benchmark. It was also largely underweighted in government agency bonds and corporate bonds. By significantly underweighing bonds from the auto sector, we were able to benefit, in relative terms, from the downgrading of Ford and GM debt. However, our underweighted position in corporate bonds detracted from returns, as this sector had strong performance overall. - ---------------------------------------------------------------------------- Portfolio composition comparison This chart shows how the fund's top weightings have changed over the last six months. Weightings are shown as a percentage of net assets. Holdings will vary over time. as of 1/31/05 as of 7/31/05 Common stocks 58.6% 59.7% - --------------------------------------------------------------------------- U.S. government and agency securities 17.8% 12.6% - --------------------------------------------------------------------------- Collateralized mortgage obligations 6.2% 10.4% - --------------------------------------------------------------------------- Asset-backed securities 8.9% 10.1% - --------------------------------------------------------------------------- Short-term investments 16.2% 8.4% - --------------------------------------------------------------------------- Corporate bonds 6.6% 5.5% - --------------------------------------------------------------------------- Convertible preferred stocks 0.7% 0.7% - --------------------------------------------------------------------------- Other 0.2% 0.2% - --------------------------------------------------------------------------- U.S. Treasury obligations 0.4% 0.1% - --------------------------------------------------------------------------- Your fund's holdings For the annual period, the greatest positive contributor to relative results was the fund's limited exposure to Merck, the pharmaceutical manufacturer whose arthritis medication, Vioxx, was found to be linked to heart disease. We had a relatively small position for a short period of time before eliminating it altogether. This worked to our advantage since the stock price fell precipitously after the negative news. Likewise, not owning shares of Ford helped, as the company struggled with lackluster auto sales and a credit-rating downgrade. In fact, we had limited exposure to the auto industry overall because the fundamentals did not appear to be attractive. The fund's position in Office Depot, the office supplies store, contributed positively to results during the period. We established the position when shares were out of favor due to a lack of confidence in management's competitive strategies and its ability to execute a turnaround. A new CEO with proven talent and experience in merchandising was installed. The market eagerly embraced the management change and the stock price rebounded significantly. Marathon Oil is an integrated oil company, which means it is involved in exploration and production as well as marketing and distribution of energy. In a period of rising commodity prices, stocks of such companies have generally rewarded investors. We selected Marathon because we believe its management is very focused on becoming more efficient and profitable, and its portfolio of "upstream" assets, i.e., wells and oil fields, seems to have good prospects. We expect the company will enhance its rate of production in coming years. For many of the same reasons, we also own shares of another integrated oil company, Amerada Hess. Both of these stocks performed well during the period. - --------------------------------------------------------------------------- Top equity holdings This table shows the fund's top holdings, and the percentage of the fund's net assets that each comprised, as of 7/31/05. The fund's holdings will change over time. - --------------------------------------------------------------------------- Holding (percent of fund's net assets) Industry - --------------------------------------------------------------------------- ExxonMobil Corp. (3.2%) Oil and gas - --------------------------------------------------------------------------- Citigroup, Inc. (2.3%) Banking - --------------------------------------------------------------------------- ChevronTexaco Corp. (2.1%) Oil and gas - --------------------------------------------------------------------------- Bank of America Corp. (2.0%) Banking - --------------------------------------------------------------------------- Pfizer, Inc. (1.9%) Pharmaceuticals - --------------------------------------------------------------------------- Altria Group, Inc. (1.5%) Tobacco - --------------------------------------------------------------------------- Tyco International, Ltd. (Bermuda) (1.2%) Conglomerates - --------------------------------------------------------------------------- U.S. Bancorp (1.2%) Banking - --------------------------------------------------------------------------- Hewlett-Packard Co. (1.1%) Computers - --------------------------------------------------------------------------- IBM Corp. (1.1%) Computers - --------------------------------------------------------------------------- In any diversified portfolio, there will be stocks that disappoint, and stock selection decisions that are regrettable. Our decision not to own shares of Conoco Phillips hurt relative returns, as the stock performed very well during the period. Our analysis had led us to other stocks within the energy sector that we felt were better suited for the portfolio. Our relatively large position in Tyco International has been a positive contributor for several quarters. However, the company's Fire and Safety Division missed its earnings target for the second quarter of 2005, and this caused the stock price to tumble. A certain amount of volatility is to be expected as a company executes a turnaround, and our view of the company's long-term prospects remains very favorable. Our position in mortgage reseller Fannie Mae dampened results during the period. The changing regulatory environment for this company and its cohort, Freddie Mac, is causing a lot of uncertainty. The share price is now extremely low in our opinion, and we believe there is an attractive opportunity for gain in the long run. Please note that all holdings discussed in this report are subject to review in accordance with the fund's investment strategy and may vary in the future. Of special interest The fund's Trustees voted to increase the dividend rate on class A shares of The George Putnam Fund of Boston by 28.2%, or $0.022 per share, effective May 19, 2005. The new dividend on class A shares is $0.10. Dividends on other share classes increased by the same dollar amount. As a balanced fund investing in large-cap value stocks and investment-grade bonds, the fund has benefitted from improving corporate earnings as well as an increasing interest-rate environment. - --------------------------------------------------------------------------- The outlook for your fund The following commentary reflects anticipated developments that could affect your fund over the next six months, as well as your management teams' plans for responding to them. We believe that the Fed may be nearing the end of its tightening policy, but think that more increases may be on the horizon for the remainder of this year. The bond portfolio is positioned defensively and emphasizes asset-backed securities and Treasuries, with relatively less exposure to corporate bonds. Though it appears we acted prematurely in positioning the portfolio for a fall-off in consumer discretionary spending, we continue to believe there will be a slowing in this area, and a concurrent rise in corporate spending. Corporate coffers are full and we anticipate a general rise in dividend payouts and share repurchasing programs, as well as in merger and acquisitions activity. The stock portfolio is positioned accordingly. The market's preference for riskier stocks has resulted in some very high-quality stocks being left on the table. As a result, we are seeing compelling opportunities, particularly among consumer staples stocks, to improve portfolio quality while also reducing risk. We are committed to our conservative strategy and to providing you with a consistent, dependable, and superior investment vehicle to help you pursue your goals. The views expressed in this report are exclusively those of Putnam Management. They are not meant as investment advice. The fund may invest a portion of its assets in small and/or midsize companies. Such investments increase the risk of greater price fluctuations. This fund may have a significant portion of its holdings in bonds. Mutual funds that invest in bonds are subject to certain risks, including interest-rate risk, credit risk, and inflation risk. As interest rates rise, the prices of bonds fall. Long-term bonds are more exposed to interest-rate risk than short-term bonds. Unlike bonds, bond funds have ongoing fees and expenses. Your fund's performance This section shows your fund's performance during its fiscal year, which ended July 31, 2005. In accordance with regulatory requirements, we also include performance for the most current calendar quarter-end. Performance should always be considered in light of a fund's investment strategy. Data represents past performance. Past performance does not guarantee future results. More recent returns may be less or more than those shown. Investment return and principal value will fluctuate and you may have a gain or a loss when you sell your shares. For the most recent month-end performance, please visit www.putnam.com. - --------------------------------------------------------------------------------------------------------- Fund performance Total return for periods ended 7/31/05 - ---------------------------------------------------------------------------------------------------------- Class A Class B Class C Class M Class R (inception dates) (11/5/37) (4/27/92) (7/26/99) (12/1/94) (1/21/03) - ---------------------------------------------------------------------------------------------------------- NAV POP NAV CDSC NAV CDSC NAV POP NAV - ---------------------------------------------------------------------------------------------------------- Annual average (life of fund) 9.42% 9.33% 8.39% 8.39% 8.60% 8.60% 8.66% 8.60% 9.15% - ---------------------------------------------------------------------------------------------------------- 10 years 126.55 114.60 110.35 110.35 110.22 110.22 115.79 108.21 121.02 Annual average 8.52 7.94 7.72 7.72 7.71 7.71 7.99 7.61 8.25 - ---------------------------------------------------------------------------------------------------------- 5 years 33.29 26.33 28.47 26.47 28.44 28.44 30.05 25.48 31.68 Annual average 5.92 4.78 5.14 4.81 5.13 5.13 5.40 4.64 5.66 - ---------------------------------------------------------------------------------------------------------- 1 year 10.89 5.05 10.17 5.16 10.14 9.14 10.39 6.51 10.63 - ---------------------------------------------------------------------------------------------------------- Performance assumes reinvestment of distributions and does not account for taxes. Returns at public offering price (POP) for class A and M shares reflect a sales charge of 5.25% and 3.50%, respectively (which for class M shares does not reflect a reduction in sales charges that went into effect on April 1, 2005; if this reduction had been in place for all periods indicated, returns would have been higher). Class B share returns reflect the applicable contingent deferred sales charge (CDSC), which is 5% in the first year, declining to 1% in the sixth year, and is eliminated thereafter. Class C shares reflect a 1% CDSC the first year that is eliminated thereafter. Class R shares have no initial sales charge or CDSC. Performance for class B, C, M, and R shares before their inception is derived from the historical performance of class A shares, adjusted for the applicable sales charge (or CDSC) and higher operating expenses for such shares. A 2% short-term trading fee may be applied to shares exchanged or sold within 5 days of purchase. - ------------------------------------------------------------------------- Change in the value of a $10,00 investment ($9,475 after sales charge) Cumulative total return from 7/31/95 to 7/31/05 The George Putnam Fund George of Boston S&P 500/ Lehman Putnam class A shares Barra Value Aggregate Blended at POP Index Bond Index Index 7/31/95 9,475 10,000 10,000 10,000 7/31/96 10,870 11,555 10,554 11,155 7/31/97 14,296 17,053 11,690 14,696 7/31/98 15,659 19,328 12,610 16,386 7/31/99 16,964 22,317 12,917 18,133 7/31/00 16,100 22,286 13,694 18,630 7/31/01 18,171 23,172 15,433 20,092 7/31/02 16,317 17,226 16,595 17,436 7/31/03 17,631 19,380 17,494 19,293 7/31/04 19,353 22,739 18,341 21,683 7/31/05 $21,460 $26,581 $19,219 $24,300 Past performance does not indicate future results. At the end of the same time period, a $10,000 investment in the fund's class B and class C shares would have been valued at $21,035 and $21,022, respectively, and no contingent deferred sales charges would apply. A $10,000 investment in the fund's class M shares would have been valued at $21,579 ($20,821 at public offering price). A $10,000 investment in the fund's class R shares would have been valued at $22,102. See first page of performance section for performance calculation method. - ------------------------------------------------------------------------- Comparative index returns For periods ended 7/31/05 - ------------------------------------------------------------------------- Lehman George S&P 500/ Aggregate Putnam Lipper Barra Value Bond Blended Balanced Funds Index Index Index category average* - ------------------------------------------------------------------------- Annual average (life of fund) --+ --+ --+ --+ - ------------------------------------------------------------------------- 10 years 165.81% 92.19% 143.00% 112.37% Annual average 10.27 6.75 9.28 7.68 - ------------------------------------------------------------------------- 5 years 19.28 40.35 30.43 13.99 Annual average 3.59 7.01 5.46 2.47 - ------------------------------------------------------------------------- 1 year 16.90 4.79 12.07 11.18 - ------------------------------------------------------------------------- Index and Lipper results should be compared to fund performance at net asset value. * Over the 1-, 5-, and 10-year periods ended 7/31/05, there were 606, 360, and 160 funds, respectively, in this Lipper category. + The benchmarks were not in existence at the time of the fund's inception. The S&P 500/Barra Value Index commenced 12/31/74. The Lehman Aggregate Bond Index commenced 12/31/75. The George Putnam Blended Index commenced 12/31/86. The Lipper Average commenced 12/31/59. - --------------------------------------------------------------------------------------- Fund price and distribution information For the 12-month period ended 7/31/05 - --------------------------------------------------------------------------------------- Class A Class B Class C Class M Class R - --------------------------------------------------------------------------------------- Distributions (number) 4 4 4 4 4 - --------------------------------------------------------------------------------------- Income $0.3340 $0.2010 $0.2040 $0.2480 $0.3090 - --------------------------------------------------------------------------------------- Capital gains -- -- -- -- -- - --------------------------------------------------------------------------------------- Total $0.3340 $0.2010 $0.2040 $0.2480 $0.3090 - --------------------------------------------------------------------------------------- Share value: NAV POP NAV NAV NAV POP NAV - --------------------------------------------------------------------------------------- 7/31/04 $16.91 $17.85 $16.73 $16.81 $16.74 $17.35 $16.89 - --------------------------------------------------------------------------------------- 7/31/05 18.40 19.42 18.22 18.30 18.22 8.83* 18.36 - --------------------------------------------------------------------------------------- Current return (end of period) - --------------------------------------------------------------------------------------- Current dividend rate 1 2.17% 2.06% 1.45% 1.46% 1.71% 1.66% 1.96% - --------------------------------------------------------------------------------------- Current 30-day SEC yield 2 2.34 2.22 1.60 1.60 1.84 1.75 2.09 - --------------------------------------------------------------------------------------- * Reflects a reduction in sales charges that took effect on April 1, 2005. 1 Most recent distribution, excluding capital gains, annualized and divided by NAV or POP at end of period. 2 Based only on investment income, calculated using SEC guidelines. - --------------------------------------------------------------------------------------------------------- Fund performance for most recent calendar quarter Total return for periods ended 6/30/05 - ---------------------------------------------------------------------------------------------------------- Class A Class B Class C Class M Class R (inception dates) (11/5/37) (4/27/92) (7/26/99) (12/1/94) (1/21/03) - ---------------------------------------------------------------------------------------------------------- NAV POP NAV CDSC NAV CDSC NAV POP NAV - ---------------------------------------------------------------------------------------------------------- Annual average (life of fund) 9.41% 9.32% 8.37% 8.37% 8.59% 8.59% 8.65% 8.59% 9.14% - ---------------------------------------------------------------------------------------------------------- 10 years 126.79 114.91 110.51 110.51 110.38 110.38 115.82 108.26 121.44 Annual average 8.53 7.95 7.73 7.73 7.72 7.72 8.00 7.61 8.27 - ---------------------------------------------------------------------------------------------------------- 5 years 30.61 23.74 25.85 23.85 25.83 25.83 27.48 23.02 29.11 Annual average 5.49 4.35 4.71 4.37 4.70 4.70 4.98 4.23 5.24 - ---------------------------------------------------------------------------------------------------------- 1 year 7.61 1.97 6.88 1.88 6.86 5.86 7.10 3.33 7.41 - ---------------------------------------------------------------------------------------------------------- Your fund's expenses As a mutual fund investor, you pay ongoing expenses, such as management fees, distribution fees (12b-1 fees), and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds. You may also pay one-time transaction expenses, including sales charges (loads) and redemption fees, which are not shown in this section and would have resulted in higher total expenses. For more information, see your fund's prospectus or talk to your financial advisor. - ---------------------------------------------------------------------------- Review your fund's expenses The table below shows the expenses you would have paid on a $1,000 investment in The George Putnam Fund of Boston from February 1, 2005, to July 31, 2005. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses. - ---------------------------------------------------------------------------- Class A Class B Class C Class M Class R - ---------------------------------------------------------------------------- Expenses paid per $1,000* $4.70 $8.48 $8.48 $7.22 $5.96 - ---------------------------------------------------------------------------- Ending value (after expenses) $1,037.60 $1,034.60 $1,034.60 $1,035.40 $1,036.70 - ---------------------------------------------------------------------------- * Expenses for each share class are calculated using the fund's annualized expense ratio for each class, which represents the ongoing expenses as a percentage of net assets for the six months ended 7/31/05. The expense ratio may differ for each share class (see the table at the bottom of the next page). Expenses are calculated by multiplying the expense ratio by the average account value for the period; then multiplying the result by the number of days in the period; and then dividing that result by the number of days in the year. - ---------------------------------------------------------------------------- Estimate the expenses you paid To estimate the ongoing expenses you paid for the six months ended July 31, 2005, use the calculation method below. To find the value of your investment on February 1, 2005, go to www.putnam.com and log on to your account. Click on the "Transaction History" tab in your Daily Statement and enter 02/01/2005 in both the "from" and "to" fields. Alternatively, call Putnam at 1-800-225-1581. - ---------------------------------------------------------------------------- How to calculate the expenses you paid - ---------------------------------------------------------------------------- Total Value of your Expenses paid = expenses investment on 2/1/05 [DIV] $1,000 x per $1,000 paid - ---------------------------------------------------------------------------- Example Based on a $10,000 investment in class A shares of your fund. - ---------------------------------------------------------------------------- $10,000 [DIV] $1,000 x $4.70 (see table above) = $47.00 - ---------------------------------------------------------------------------- - ---------------------------------------------------------------------------- Compare expenses using the SEC's method The Securities and Exchange Commission (SEC) has established guidelines to help investors assess fund expenses. Per these guidelines, the table below shows your fund's expenses based on a $1,000 investment, assuming a hypothetical 5% annualized return. You can use this information to compare the ongoing expenses (but not transaction expenses or total costs) of investing in the fund with those of other funds. All mutual fund shareholder reports will provide this information to help you make this comparison. Please note that you cannot use this information to estimate your actual ending account balance and expenses paid during the period. - ---------------------------------------------------------------------------- Class A Class B Class C Class M Class R - ---------------------------------------------------------------------------- Expenses paid per $1,000* $4.66 $8.40 $8.40 $7.15 $5.91 - ---------------------------------------------------------------------------- Ending value (after expenses) $1,020.18 $1,016.46 $1,016.46 $1,017.70 $1,018.94 - ---------------------------------------------------------------------------- * Expenses for each share class are calculated using the fund's annualized expense ratio for each class, which represents the ongoing expenses as a percentage of net assets for the six months ended 7/31/05. The expense ratio may differ for each share class (see the table at the bottom of this page). Expenses are calculated by multiplying the expense ratio by the average account value for the period; then multiplying the result by the number of days in the period; and then dividing that result by the number of days in the year. - ---------------------------------------------------------------------------- Compare expenses using industry averages You can also compare your fund's expenses with the average of its peer group, as defined by Lipper, an independent fund-rating agency that ranks funds relative to others that Lipper considers to have similar investment styles or objectives. The expense ratio for each share class shown below indicates how much of your fund's net assets have been used to pay ongoing expenses during the period. - ---------------------------------------------------------------------------- Class A Class B Class C Class M Class R - ---------------------------------------------------------------------------- Your fund's annualized expense ratio+ 0.93% 1.68% 1.68% 1.43% 1.18% - ---------------------------------------------------------------------------- Average annualized expense ratio for Lipper peer group++ 1.27% 2.02% 2.02% 1.77% 1.52% - ---------------------------------------------------------------------------- + For the fund's most recent fiscal half year; may differ from expense ratios based on one-year data in the financial highlights. ++ Simple average of the expenses of all front-end load funds in the fund's Lipper peer group, calculated in accordance with Lipper's standard method for comparing fund expenses (excluding 12b-1 fees and without giving effect to any expense offset and brokerage service arrangements that may reduce fund expenses). This average reflects each fund's expenses for its most recent fiscal year available to Lipper as of 6/30/05. To facilitate comparison, Putnam has adjusted this average to reflect the 12b-1 fees carried by each class of shares. The peer group may include funds that are significantly smaller or larger than the fund, which may limit the comparability of the fund's expenses to the simple average, which typically is higher than the asset-weighted average. Your fund's portfolio turnover Putnam funds are actively managed by teams of experts who buy and sell securities based on intensive analysis of companies, industries, economies, and markets. Portfolio turnover is a measure of how often a fund's managers buy and sell securities for your fund. A portfolio turnover of 100%, for example, means that the managers sold and replaced securities valued at 100% of a fund's assets within a one-year period. Funds with high turnover may be more likely to generate capital gains and dividends that must be distributed to shareholders as taxable income. High turnover may also cause a fund to pay more brokerage commissions and other transaction costs, which may detract from performance. Funds that invest in bonds or other fixed-income instruments may have higher turnover than funds that invest only in stocks. Short-term bond funds tend to have higher turnover than longer-term bond funds, because shorter-term bonds will mature or be sold more frequently than longer-term bonds. You can use the table below to compare your fund's turnover with the average turnover for funds in its Lipper category. - ---------------------------------------------------------------------------- Turnover comparisons Percentage of holdings that change every year - ---------------------------------------------------------------------------- 2005 2004 2003 2002 2001 - ---------------------------------------------------------------------------- The George Putnam Fund of Boston 169%* 166% 121%+ ++ 132%+ 333% - ---------------------------------------------------------------------------- Lipper Balanced Funds category average 71% 71% 76% 78% 78% - ---------------------------------------------------------------------------- * Portfolio turnover excludes dollar roll transactions. + Portfolio turnover excludes certain treasury note transactions executed in connection with a short-term trading strategy. ++ Portfolio turnover excludes the impact of assets received from the acquisition of Putnam Balanced Fund and Putnam Balanced Retirement Fund. Turnover data for the fund is calculated based on the fund's fiscal-year period, which ends on July 31. Turnover data for the fund's Lipper category is calculated based on the average of the turnover of each fund in the category for its fiscal year ended during the indicated year. Fiscal years vary across funds in the Lipper category, which may limit the comparability of the fund's portfolio turnover rate to the Lipper average. Comparative data for 2005 is based on information available as of 6/30/05. Your fund's risk This risk comparison is designed to help you understand how your fund compares with other funds. The comparison utilizes a risk measure developed by Morningstar, an independent fund-rating agency. This risk measure is referred to as the fund's Overall Morningstar Risk. - ---------------------------------------------------------------------------- Your fund's Overall Morningstar Risk Your fund's Overall Morningstar Risk is shown alongside that of the average fund in its broad asset class, as determined by Morningstar. The risk bar broadens the comparison by translating the fund's Overall Morningstar Risk into a percentile, which is based on the fund's ranking among all funds rated by Morningstar as of June 30, 2005. A higher Overall Morningstar Risk generally indicates that a fund's monthly returns have varied more widely. [GRAPHIC OMITTED: chart MORNINGSTAR RISK] Fund's Overall Morningstar Risk 0.80 U.S. stock fund average 3.10 0% INCREASING RISK 100% Morningstar determines a fund's Overall Morningstar Risk by assessing variations in the fund's monthly returns -- with an emphasis on downside variations -- over 3-, 5-, and 10-year periods, if available. Those measures are weighted and averaged to produce the fund's Overall Morningstar Risk. The information shown is provided for the fund's class A shares only; information for other classes may vary. Overall Morningstar Risk is based on historical data and does not indicate future results. Morningstar does not purport to measure the risk associated with a current investment in a fund, either on an absolute basis or on a relative basis. Low Overall Morningstar Risk does not mean that you cannot lose money on an investment in a fund. Copyright 2004 Morningstar, Inc. All Rights Reserved. The information contained herein (1) is proprietary to Morningstar and/or its content providers; (2) may not be copied or distributed; and (3) is not warranted to be accurate, complete, or timely. Neither Morningstar nor its content providers are responsible for any damages or losses arising from any use of this information. Your fund's management Your fund is managed by the members of the Putnam Large-Cap Value, Core Fixed-Income, and Global Asset Allocation teams. Jeanne Mockard is the Portfolio Leader of the fund. Michael Abata, Kevin Cronin, Jeffrey Knight, and Raman Srivastava are Portfolio Members. The Portfolio Leader and Portfolio Members coordinate the teams' management of the fund. For a complete listing of the members of the Putnam Large-Cap Value, Core Fixed-Income, and Global Asset Allocation teams, including those who are not Portfolio Leaders or Portfolio Members of your fund, visit Putnam's Individual Investor Web site at www.putnam.com. - ---------------------------------------------------------------------------- Fund ownership by the Portfolio Leader and Portfolio Members The table below shows how much the fund's current Portfolio Leader and Portfolio Members have invested in the fund (in dollar ranges). Information shown is as of July 31, 2005, and July 31, 2004. - ------------------------------------------------------------------------------------------- $1 - $10,001 - $50,001 - $100,001 - $500,001 - $1,000,001 Year $0 $10,000 $50,000 $100,000 $500,000 $1,000,000 and over - ------------------------------------------------------------------------------------------ Jeanne Mockard 2005 * - ------------------------------------------------------------------------------------------- Portfolio Leader 2004 * - ------------------------------------------------------------------------------------------- Michael Abata 2005 * - ------------------------------------------------------------------------------------------- Portfolio Member N/A - ------------------------------------------------------------------------------------------- Kevin Cronin 2005 * - ------------------------------------------------------------------------------------------- Portfolio Member 2004 * - ------------------------------------------------------------------------------------------- Jeffrey Knight 2005 * - ------------------------------------------------------------------------------------------- Portfolio Member 2004 * - ------------------------------------------------------------------------------------------- Raman Srivastava 2005 * - ------------------------------------------------------------------------------------------- Portfolio Member N/A - ------------------------------------------------------------------------------------------- N/A indicates the individual was not a Portfolio Leader or Portfolio Member as of 7/31/04. - ---------------------------------------------------------------------------- Fund manager compensation The total 2004 fund manager compensation that is attributable to your fund is approximately $1,800,000. This amount includes a portion of 2004 compensation paid by Putnam Management to the fund managers listed in this section for their portfolio management responsibilities, calculated based on the fund assets they manage taken as a percentage of the total assets they manage. The compensation amount also includes a portion of the 2004 compensation paid to the Chief Investment Officers of the teams and the Group Chief Investment Officers of the fund's broader investment categories for their oversight responsibilities, calculated based on the fund assets they oversee taken as a percentage of the total assets they oversee. This amount does not include compensation of other personnel involved in research, trading, administration, systems, compliance, or fund operations; nor does it include non-compensation costs. These percentages are determined as of the fund's fiscal period-end. For personnel who joined Putnam Management during or after 2004, the calculation reflects annualized 2004 compensation or an estimate of 2005 compensation, as applicable. - ---------------------------------------------------------------------------- Other Putnam funds managed by the Portfolio Leader and Portfolio Members Jeanne Mockard is also a Portfolio Member of Putnam Equity Income Fund. Michael Abata is also a Portfolio Leader of Putnam Classic Equity Fund and a Portfolio Member of Putnam New Value Fund. Kevin Cronin is also a Portfolio Leader of Putnam American Government Income Fund, Putnam Global Income Trust, Putnam Income Fund, Putnam Limited Duration Government Income Fund, and Putnam U.S. Government Income Trust. He is also a Portfolio Member of Putnam Equity Income Fund. Jeffrey Knight is also a Portfolio Leader of Putnam Asset Allocation Funds, Putnam Income Strategies Fund, and Putnam RetirementReady[r] Funds. Raman Srivastava is also a Portfolio Member of Putnam Income Fund. Jeanne Mockard, Michael Abata, Kevin Cronin, Jeffrey Knight, and Raman Srivastava may also manage other accounts and variable trust funds advised by Putnam Management or an affiliate. - ---------------------------------------------------------------------------- Changes in your fund's Portfolio Leader and Portfolio Members During the year ended July 31, 2005, Portfolio Members Michael Abata and Raman Srivastava joined your fund's management team. - ---------------------------------------------------------------------------- Fund ownership by Putnam's Executive Board The table below shows how much the members of Putnam's Executive Board have invested in the fund (in dollar ranges). Information shown is as of July 31, 2005, and July 31, 2004. - ------------------------------------------------------------------------------- $1 - $10,001 - $50,001 - $100,001 Year $0 $10,000 $50,000 $100,000 and over - ------------------------------------------------------------------------------- Philippe Bibi 2005 * - ------------------------------------------------------------------------------- Chief Technology Officer 2004 * - ------------------------------------------------------------------------------- Joshua Brooks 2005 * - ------------------------------------------------------------------------------- Deputy Head of Investments N/A - ------------------------------------------------------------------------------- William Connolly N/A - ------------------------------------------------------------------------------- Head of Retail Management N/A - ------------------------------------------------------------------------------- Kevin Cronin 2005 * - ------------------------------------------------------------------------------- Head of Investments 2004 * - ------------------------------------------------------------------------------- Charles Haldeman, Jr. 2005 * - ------------------------------------------------------------------------------- President and CEO 2004 * - ------------------------------------------------------------------------------- Amrit Kanwal 2005 * - ------------------------------------------------------------------------------- Chief Financial Officer 2004 * - ------------------------------------------------------------------------------- Steven Krichmar 2005 * - ------------------------------------------------------------------------------- Chief of Operations 2004 * - ------------------------------------------------------------------------------- Francis McNamara, III 2005 * - ------------------------------------------------------------------------------- General Counsel 2004 * - ------------------------------------------------------------------------------- Richard Robie, III 2005 * - ------------------------------------------------------------------------------- Chief Administrative Officer 2004 * - ------------------------------------------------------------------------------- Edward Shadek 2005 * - ------------------------------------------------------------------------------- Deputy Head of Investments N/A - ------------------------------------------------------------------------------- Sandra Whiston N/A - ------------------------------------------------------------------------------- Head of Institutional Management N/A - ------------------------------------------------------------------------------- N/A indicates the individual became a member of Putnam's Executive Board after the reporting date. Terms and definitions - ---------------------------------------------------------------------------- Important terms Total return shows how the value of the fund's shares changed over time, assuming you held the shares through the entire period and reinvested all distributions in the fund. Net asset value (NAV) is the price, or value, of one share of a mutual fund, without a sales charge. NAVs fluctuate with market conditions. NAV is calculated by dividing the net assets of each class of shares by the number of outstanding shares in the class. Public offering price (POP) is the price of a mutual fund share plus the maximum sales charge levied at the time of purchase. POP performance figures shown here assume the 5.25% maximum sales charge for class A shares and 3.50% for class M shares (since reduced to 3.25%). Contingent deferred sales charge (CDSC) is a charge applied at the time of the redemption of class B or C shares and assumes redemption at the end of the period. Your fund's class B CDSC declines from a 5% maximum during the first year to 1% during the sixth year. After the sixth year, the CDSC no longer applies. The CDSC for class C shares is 1% for one year after purchase. - ---------------------------------------------------------------------------- Share classes Class A shares are generally subject to an initial sales charge and no sales charge on redemption (except on certain redemptions of shares bought without an initial sales charge). Class B shares may be subject to a sales charge upon redemption. Class C shares are not subject to an initial sales charge and are subject to a contingent deferred sales charge only if the shares are redeemed during the first year. Class M shares have a lower initial sales charge and a higher 12b-1 fee than class A shares and no sales charge on redemption (except on certain redemptions of shares bought without an initial sales charge). Class R shares are not subject to an initial sales charge or CDSC and are available only to certain defined contribution plans. - ---------------------------------------------------------------------------- Comparative indexes George Putnam Blended Index is an unmanaged index administered by Putnam Management, 60% of which is the Standard and Poor's 500/Barra Value Index and 40% of which is the Lehman Aggregate Bond Index. JP Morgan Global High Yield Index is an unmanaged index of global high-yield fixed-income securities. Lehman Aggregate Bond Index is an unmanaged index of U.S. investment-grade fixed-income securities. Lehman Government Bond Index is an unmanaged index of U.S. Treasury and agency securities. Russell 1000 Index is an unmanaged index of the 1,000 largest companies in the Russell 3000 Index. Russell 2000 Growth Index is an unmanaged index of those companies in the small-cap Russell 2000 Index chosen for their growth orientation. Russell 2000 Value Index is an unmanaged index of those companies in the small-cap Russell 2000 Index chosen for their value orientation. S&P 500/Barra Value Index is an unmanaged capitalization-weighted index of large-cap stocks chosen for their value orientation. Indexes assume reinvestment of all distributions and do not account for fees. Securities and performance of a fund and an index will differ. You cannot invest directly in an index. Lipper is a third-party industry ranking entity that ranks funds (without sales charges) with similar current investment styles or objectives as determined by Lipper. Lipper category averages reflect performance trends for funds within a category and are based on total return at net asset value. Trustee approval of management contract - ---------------------------------------------------------------------------- General conclusions The Board of Trustees of the Putnam funds oversees the management of each fund and, as required by law, determines annually whether to approve the continuance of your fund's management contract with Putnam Management. In this regard, the Board of Trustees, with the assistance of its Contract Committee consisting solely of Trustees who are not "interested persons" (as such term is defined in the Investment Company Act of 1940, as 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 beginning in March and ending in June 2005, the Contract Committee met five 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 your fund's management contract, effective July 1, 2005. This approval was based on the following conclusions: * That the fee schedule currently in effect for your fund represents reasonable compensation in light of the nature and quality of the services being provided to the fund, the fees paid by competitive funds and the costs incurred by Putnam Management in providing such services, and * That such fee schedule represents an appropriate sharing between fund shareholders and Putnam Management of such economies of scale as may exist in the management of the fund 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 your fund and the other Putnam funds are the result of many years of review and discussion between the Independent Trustees and Putnam Management, that certain aspects of such 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. - ---------------------------------------------------------------------------- Model fee schedules and categories; total expenses The Trustees' review of the management fees and total expenses of the Putnam funds focused on three major themes: * Consistency. The Trustees, working in cooperation with Putnam Management, have developed and implemented a series of model fee schedules for the Putnam funds designed to ensure that each fund's management fee is consistent with the fees for similar funds in the Putnam family of funds and compares favorably with fees paid by competitive funds sponsored by other investment advisers. Under this approach, each Putnam fund is assigned to one of several fee categories based on a combination of factors, including competitive fees and perceived difficulty of management, and a common fee schedule is implemented for all funds in a given fee category. The Trustees reviewed the model fee schedule currently in effect for your fund, including fee levels and breakpoints, and the assignment of the fund to a particular fee category under this structure. ("Breakpoints" refer to reductions in fee rates that apply to additional assets once specified asset levels are reached.) The Trustees concluded that no changes should be made in the fund's current fee schedule at this time. * Competitiveness. The Trustees also reviewed comparative fee and expense information for competitive funds, which indicated that, in a custom peer group of competitive funds selected by Lipper Inc., your fund ranked in the 21st percentile in management fees and in the 17th percentile in total expenses (less any applicable 12b-1 fees) as of December 31, 2004 (the first percentile being the least expensive funds and the 100th percentile being the most expensive funds). (Because the fund's custom peer group is smaller than the fund's broad Lipper Inc. peer group, this expense comparison may differ from the Lipper peer expense information found elsewhere in this report.) 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. They noted that such expense ratio increases 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 2006. The Trustees expressed their intention to monitor this information closely to ensure that fees and expenses of the Putnam funds continue to meet evolving competitive standards. * Economies of scale. The Trustees concluded that the fee schedule currently in effect for your fund represents an appropriate sharing of economies of scale at current asset levels. Your fund currently has the benefit of breakpoints in its management fee 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. The Trustees examined the existing breakpoint structure of the Putnam funds' management fees in light of competitive industry practices. The Trustees considered various possible modifications to the Putnam Funds' current breakpoint structure, but ultimately concluded that the current breakpoint structure continues to serve the interests of fund shareholders. Accordingly, the Trustees continue to believe that the fee schedules currently in effect for the funds represent an appropriate sharing of economies of scale at current asset levels. The Trustees noted that significant redemptions in many Putnam funds, together with significant changes in the cost structure of Putnam Management, have altered the economics of Putnam Management's business in significant ways. In view of these changes, the Trustees intend to consider whether a greater sharing of the economies of scale by fund shareholders would be appropriate if and when aggregate assets in the Putnam funds begin to experience meaningful growth. 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. - ------------------------------------------------------------------------------ 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 your fund's management contract. The Trustees were assisted in their review of the funds' investment process and performance by the work of the Investment Oversight Committees of the Trustees, 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 skills of the individuals 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 results for every fund in every time period. The Trustees considered the investment performance of each fund over multiple time periods and considered information comparing the 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 continued to discuss with senior management of Putnam Management the factors contributing to such 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 underperformance. The Trustees indicated their intention to continue to monitor performance trends to assess the effectiveness of these changes and to evaluate whether additional remedial changes are warranted. In the case of your fund, the Trustees considered that your fund's class A share performance at net asset value was in the following percentiles of its Lipper Inc. peer group for the one-, three- and five-year periods ended December 31, 2004 (the first percentile being the best-performing funds and the 100th percentile being the worst-performing funds): One-year period Three-year period Five-year period - ----------------------------------------------------------------------------- 46th 34th 15th (Because of the passage of time, these performance results may differ from the performance results for more recent periods shown elsewhere in this report.) As a general matter, the Trustees believe that cooperative efforts between the Trustees and Putnam Management represent the most effective way to address investment performance problems. The Trustees believe 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 the responsiveness of Putnam Management in the recent past to Trustee concerns about investment performance, the Trustees believe 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 disruptions and 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 contract with your fund. These include principally benefits related to brokerage and soft-dollar allocations, whereby a portion of the commissions paid by a fund for brokerage is earmarked to pay for research services that may be utilized by a fund's investment adviser. The Trustees believe that soft-dollar credits and other potential benefits associated with the allocation of fund brokerage, which pertains mainly to funds investing in equity securities, represent assets of the funds that should be used for the benefit of fund shareholders. This area has been marked by significant change in recent years. In July 2003, acting upon the Contract Committee's recommendation, the Trustees directed that allocations of brokerage to reward firms that sell fund shares be discontinued no later than December 31, 2003. In addition, commencing in 2004, the allocation of brokerage commissions by Putnam Management to acquire research services from third-party service providers has been significantly reduced, and continues at a modest level only to acquire research that is customarily not available for cash. The Trustees will continue to monitor the allocation of the funds' brokerage to ensure that the principle of "best price and execution" remains paramount in the portfolio trading process. The Trustees' annual review of your fund's management contract also included the review of its distributor's contract and distribution plan with Putnam Retail Management Limited Partnership and the custodian agreement and investor servicing agreement with Putnam Fiduciary Trust Company, all of which provide benefits to affiliates 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 mutual 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 mutual 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 have not relied on such comparisons to any significant extent in concluding that the management fees paid by your fund are reasonable. Other information for shareholders - ----------------------------------------------------------------------------- Putnam's policy on confidentiality In order to conduct business with our shareholders, we must obtain certain personal information such as account holders' addresses, telephone numbers, Social Security numbers, and the names of their financial advisors. We use this information to assign an account number and to help us maintain accurate records of transactions and account balances. It is our policy to protect the confidentiality of your information, whether or not you currently own shares of our funds, and in particular, not to sell information about you or your accounts to outside marketing firms. We have safeguards in place designed to prevent unauthorized access to our computer systems and procedures to protect personal information from unauthorized use. Under certain circumstances, we share this information with outside vendors who provide services to us, such as mailing and proxy solicitation. In those cases, the service providers enter into confidentiality agreements with us, and we provide only the information necessary to process transactions and perform other services related to your account. We may also share this information with our Putnam affiliates to service your account or provide you with information about other Putnam products or services. It is also our policy to share account information with your financial advisor, if you've listed one on your Putnam account. If you would like clarification about our confidentiality policies or have any questions or concerns, please don't hesitate to contact us at 1-800-225-1581, Monday through Friday, 8:30 a.m. to 7:00 p.m., or Saturdays from 9:00 a.m. to 5:00 p.m. Eastern Time. - ----------------------------------------------------------------------------- Proxy voting Putnam is committed to managing our mutual funds in the best interests of our shareholders. The Putnam funds' proxy voting guidelines and procedures, as well as information regarding how your fund voted proxies relating to portfolio securities during the 12-month period ended June 30, 2005, are available on the Putnam Individual Investor Web site, www.putnam.com/individual, and on the SEC's Web site, www.sec.gov. If you have questions about finding forms on the SEC's Web site, you may call the SEC at 1-800-SEC-0330. You may also obtain the Putnam funds' proxy voting guidelines and procedures at no charge by calling Putnam's Shareholder Services at 1-800-225-1581. - ----------------------------------------------------------------------------- Fund portfolio holdings The fund will file a complete schedule of its portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Shareholders may obtain the fund's Forms N-Q on the SEC's Web site at www.sec.gov. In addition, the fund's Forms N-Q may be reviewed and copied at the SEC's public reference room in Washington, D.C. You may call the SEC at 1-800-SEC-0330 for information about the SEC's Web site or the operation of the public reference room. Financial statements - ----------------------------------------------------------------------------- A guide to financial statements These sections of the report, as well as the accompanying Notes, preceded by the Report of Independent Registered Public Accounting Firm, constitute the fund's financial statements. The fund's portfolio lists all the fund's investments and their values as of the last day of the reporting period. Holdings are organized by asset type and industry sector, country, or state to show areas of concentration and diversification. Statement of assets and liabilities shows how the fund's net assets and share price are determined. All investment and noninvestment assets are added together. Any unpaid expenses and other liabilities are subtracted from this total. The result is divided by the number of shares to determine the net asset value per share, which is calculated separately for each class of shares. (For funds with preferred shares, the amount subtracted from total assets includes the net assets allocated to remarketed preferred shares.) Statement of operations shows the fund's net investment gain or loss. This is done by first adding up all the fund's earnings -- from dividends and interest income -- and subtracting its operating expenses to determine net investment income (or loss). Then, any net gain or loss the fund realized on the sales of its holdings -- as well as any unrealized gains or losses over the period -- is added to or subtracted from the net investment result to determine the fund's net gain or loss for the fiscal year. Statement of changes in net assets shows how the fund's net assets were affected by the fund's net investment gain or loss, by distributions to shareholders, and by changes in the number of the fund's shares. It lists distributions and their sources (net investment income or realized capital gains) over the current reporting period and the most recent fiscal year-end. The distributions listed here may not match the sources listed in the Statement of operations because the distributions are determined on a tax basis and may be paid in a different period from the one in which they were earned. Financial highlights provide an overview of the fund's investment results, per-share distributions, expense ratios, net investment income ratios, and portfolio turnover in one summary table, reflecting the five most recent reporting periods. In a semiannual report, the highlight table also includes the current reporting period. For open-end funds, a separate table is provided for each share class. - ----------------------------------------------------------------------------- Report of Independent Registered Public Accounting Firm To the Trustees and Shareholders of The George Putnam Fund of Boston: In our opinion, the accompanying statement of assets and liabilities, including the fund's portfolio, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of The George Putnam Fund of Boston (the "fund") at July 31, 2005, and the results of its operations, the changes in its net assets and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of investments owned at July 31, 2005, by correspondence with the custodian and brokers, provide a reasonable basis for our opinion. PricewaterhouseCoopers LLP Boston, Massachusetts September 14, 2005 The fund's portfolio 7/31/05 - ------------------------------------------------------------------------------------------------ COMMON STOCKS (59.7%) * - ------------------------------------------------------------------------------------------------ Shares Value - ------------------------------------------------------------------------------------------------ Aerospace and Defense (1.4%) Boeing Co. (The) 345,500 $22,806,455 Lockheed Martin Corp. 677,300 42,263,520 Northrop Grumman Corp. 148,200 8,217,690 73,287,665 - ------------------------------------------------------------------------------------------------ Automotive (0.1%) Lear Corp. (S) 132,200 5,654,194 - ------------------------------------------------------------------------------------------------ Banking (6.8%) Bank of America Corp. 2,481,900 108,210,840 Bank of New York Co., Inc. (The) 164,000 5,047,920 Citigroup, Inc. # 2,826,100 122,935,350 State Street Corp. 328,500 16,339,590 U.S. Bancorp 2,181,200 65,566,872 Wachovia Corp. 464,500 23,401,510 Wells Fargo & Co. (S) 327,500 20,088,850 361,590,932 - ------------------------------------------------------------------------------------------------ Beverage (0.4%) Coca-Cola Co. (The) 192,000 8,401,920 Coca-Cola Enterprises, Inc. 616,100 14,478,350 22,880,270 - ------------------------------------------------------------------------------------------------ Biotechnology (0.2%) Amgen, Inc. + 134,600 10,734,350 - ------------------------------------------------------------------------------------------------ Broadcasting (0.1%) Discovery Holding Co. Class A + 124,150 1,771,621 Viacom, Inc. Class B 150,400 5,036,896 6,808,517 - ------------------------------------------------------------------------------------------------ Building Materials (1.4%) Masco Corp. 1,582,800 53,672,748 Sherwin Williams Co. 275,900 13,135,599 Vulcan Materials Co. 123,700 8,688,688 75,497,035 - ------------------------------------------------------------------------------------------------ Cable Television (0.4%) Comcast Corp. Class A + (S) 654,700 20,118,931 - ------------------------------------------------------------------------------------------------ Chemicals (0.6%) Dow Chemical Co. (The) 299,900 14,380,205 Huntsman Corp. + 164,200 3,824,218 PPG Industries, Inc. 226,500 14,729,295 32,933,718 - ------------------------------------------------------------------------------------------------ Communications Equipment (0.3%) Cisco Systems, Inc. + 990,800 18,973,820 - ------------------------------------------------------------------------------------------------ Computers (2.4%) Dell, Inc. + 300,800 12,173,376 Hewlett-Packard Co. 2,396,300 58,996,906 IBM Corp. 675,500 56,377,230 127,547,512 - ------------------------------------------------------------------------------------------------ Conglomerates (2.3%) General Electric Co. 1,175,700 40,561,650 Honeywell International, Inc. 450,800 17,707,424 Tyco International, Ltd. 2,065,650 62,940,356 121,209,430 - ------------------------------------------------------------------------------------------------ Consumer Finance (1.5%) Capital One Financial Corp. (S) 347,000 28,627,500 Countrywide Financial Corp. 723,800 26,056,800 Providian Financial Corp. + 1,327,400 25,087,860 79,772,160 - ------------------------------------------------------------------------------------------------ Consumer Goods (0.8%) Energizer Holdings, Inc. + (S) 76,000 4,856,400 Estee Lauder Cos., Inc. (The) Class A 288,600 11,295,804 Procter & Gamble Co. (The) (S) 469,700 26,129,411 42,281,615 - ------------------------------------------------------------------------------------------------ Consumer Services (0.2%) Service Corporation International 1,164,800 10,098,816 - ------------------------------------------------------------------------------------------------ Containers (0.3%) Ball Corp. 290,900 11,039,655 Owens-Illinois, Inc. + 126,600 3,247,290 14,286,945 - ------------------------------------------------------------------------------------------------ Electric Utilities (2.5%) Alliant Energy Corp. 255,600 7,437,960 American Electric Power Co., Inc. 137,400 5,317,380 Constellation Energy Group, Inc. 150,900 9,085,689 Dominion Resources, Inc. 188,850 13,948,461 DPL, Inc. 219,000 6,044,400 Entergy Corp. 218,500 17,029,890 Exelon Corp. 502,700 26,904,504 PG&E Corp. (S) 1,017,850 38,301,696 Public Service Enterprise Group, Inc. 113,600 7,304,480 Wisconsin Energy Corp. 128,800 5,171,320 36,545,780 - ------------------------------------------------------------------------------------------------ Electronics (1.7%) Avnet, Inc. + 161,300 4,222,834 Freescale Semiconductor, Inc. Class B + 12,900 332,175 Intel Corp. 2,034,300 55,210,902 Motorola, Inc. 1,294,200 27,411,156 PerkinElmer, Inc. 290,500 6,094,690 93,271,757 - ------------------------------------------------------------------------------------------------ Energy (0.1%) Cooper Cameron Corp. + 73,300 5,202,834 - ------------------------------------------------------------------------------------------------ Financial (2.7%) Fannie Mae 818,090 45,698,507 Freddie Mac 876,740 55,480,107 Hartford Financial Services Group, Inc. (The) 203,100 16,363,767 MetLife, Inc. 409,400 20,117,916 PMI Group, Inc. (The) 164,500 6,736,275 144,396,572 - ------------------------------------------------------------------------------------------------ Food (0.4%) General Mills, Inc. (S) 439,900 20,851,260 - ------------------------------------------------------------------------------------------------ Forest Products and Packaging (0.5%) Smurfit-Stone Container Corp. + 710,100 8,613,513 Weyerhaeuser Co. (S) 288,400 19,893,832 28,507,345 - ------------------------------------------------------------------------------------------------ Health Care Services (1.6%) AmerisourceBergen Corp. (S) 215,800 15,492,282 Cardinal Health, Inc. 488,800 29,122,704 CIGNA Corp. 276,175 29,481,681 Medco Health Solutions, Inc. + 208,900 10,119,116 84,215,783 - ------------------------------------------------------------------------------------------------ Homebuilding (0.4%) Lennar Corp. (S) 234,600 15,781,542 NVR, Inc. + 9,500 8,911,000 24,692,542 - ------------------------------------------------------------------------------------------------ Household Furniture and Appliances (0.5%) Whirlpool Corp. (S) 306,900 24,545,862 - ------------------------------------------------------------------------------------------------ Insurance (3.5%) ACE, Ltd. (Bermuda) 1,099,000 50,784,790 American International Group, Inc. 379,150 22,824,830 Axis Capital Holdings, Ltd. (Bermuda) 306,754 8,834,515 Berkshire Hathaway, Inc. Class B + 1,140 3,171,480 Chubb Corp. (The) (S) 306,100 27,187,802 Endurance Specialty Holdings, Ltd. (Bermuda) 65,000 2,535,000 Everest Re Group, Ltd. (Barbados) 110,600 10,772,440 Montpelier Re Holdings, Ltd. (Bermuda) 84,800 3,046,016 St. Paul Travelers Cos., Inc. (The) 285,400 12,563,308 W.R. Berkley Corp. (S) 495,250 18,537,208 XL Capital, Ltd. Class A (Bermuda) 345,850 24,838,947 185,096,336 - ------------------------------------------------------------------------------------------------ Investment Banking/Brokerage (1.7%) Goldman Sachs Group, Inc. (The) 84,400 9,071,312 Lehman Brothers Holdings, Inc. 481,870 50,658,993 Merrill Lynch & Co., Inc. 219,700 12,913,966 Morgan Stanley 362,700 19,241,235 91,885,506 - ------------------------------------------------------------------------------------------------ Leisure (0.3%) Brunswick Corp. 407,200 18,959,232 - ------------------------------------------------------------------------------------------------ Lodging/Tourism (0.8%) Cendant Corp. 1,529,400 32,667,984 Royal Caribbean Cruises, Ltd. 205,400 9,335,430 42,003,414 - ------------------------------------------------------------------------------------------------ Machinery (0.5%) Cummins, Inc. (S) 77,700 6,638,688 Parker-Hannifin Corp. 285,100 18,736,772 25,375,460 - ------------------------------------------------------------------------------------------------ Manufacturing (0.7%) Dover Corp. 213,500 8,809,010 Ingersoll-Rand Co., Ltd. Class A (Bermuda) 368,450 28,801,737 37,610,747 - ------------------------------------------------------------------------------------------------ Media (0.6%) Liberty Media Corp. Class A + 1,241,500 10,912,785 News Corp., Ltd. (The) Class A 244,012 3,996,917 Time Warner, Inc. 270,500 4,603,910 Walt Disney Co. (The) 528,800 13,558,432 33,072,044 - ------------------------------------------------------------------------------------------------ Medical Technology (0.8%) Baxter International, Inc. 44,600 1,751,442 Becton, Dickinson and Co. 238,100 13,183,597 Boston Scientific Corp. + (S) 585,000 16,935,750 Medtronic, Inc. 183,200 9,881,808 41,752,597 - ------------------------------------------------------------------------------------------------ Metals (0.5%) Alcoa, Inc. 671,800 18,843,990 United States Steel Corp. (S) 193,100 8,235,715 27,079,705 - ------------------------------------------------------------------------------------------------ Natural Gas Utilities (0.3%) Sempra Energy 333,500 14,173,750 - ------------------------------------------------------------------------------------------------ Oil & Gas (7.7%) Amerada Hess Corp. (S) 303,200 35,735,152 Chevron Corp. 1,899,300 110,178,393 ExxonMobil Corp. 2,886,200 169,564,250 Marathon Oil Corp. 716,500 41,814,940 Occidental Petroleum Corp. 131,000 10,778,680 Sunoco, Inc. 58,400 7,342,632 Unocal Corp. 388,900 25,220,165 Valero Energy Corp. 139,500 11,547,810 412,182,022 - ------------------------------------------------------------------------------------------------ Pharmaceuticals (3.7%) Abbott Laboratories 146,400 6,826,632 Barr Pharmaceuticals, Inc. + 112,400 5,330,008 Eli Lilly Co. 91,700 5,164,544 Johnson & Johnson 798,000 51,040,080 Pfizer, Inc. 3,877,800 102,761,700 Wyeth 603,200 27,596,400 198,719,364 - ------------------------------------------------------------------------------------------------ Photography/Imaging (0.3%) Xerox Corp. + (S) 995,648 13,152,510 - ------------------------------------------------------------------------------------------------ Publishing (0.4%) McGraw-Hill Companies, Inc. (The) 193,000 8,879,930 R. R. Donnelley & Sons Co. (S) 293,500 10,580,675 19,460,605 - ------------------------------------------------------------------------------------------------ Railroads (0.8%) Canadian National Railway Co. (Canada) 97,300 6,465,585 Norfolk Southern Corp. 958,600 35,669,506 42,135,091 - ------------------------------------------------------------------------------------------------ Regional Bells (0.8%) Verizon Communications, Inc. 1,235,400 42,287,742 - ------------------------------------------------------------------------------------------------ Restaurants (0.9%) McDonald's Corp. 1,525,700 47,556,069 - ------------------------------------------------------------------------------------------------ Retail (2.1%) AutoZone, Inc. + (S) 105,100 10,240,944 Best Buy Co., Inc. (S) 129,000 9,881,400 Lowe's Cos., Inc. 262,400 17,376,128 Office Depot, Inc. + 1,206,900 34,251,822 Rite Aid Corp. + 3,120,700 14,011,943 Sears Holdings Corp. + 36,737 5,665,948 Supervalu, Inc. 556,100 19,685,940 111,114,125 - ------------------------------------------------------------------------------------------------ Shipping (0.2%) Yellow Roadway Corp. + (S) 160,900 8,513,219 - ------------------------------------------------------------------------------------------------ Software (1.2%) Microsoft Corp. 907,800 23,248,758 Oracle Corp. + 2,459,800 33,404,084 Siebel Systems, Inc. 559,800 4,702,320 61,355,162 - ------------------------------------------------------------------------------------------------ Technology Services (0.2%) Fiserv, Inc. + 189,600 8,412,552 - ------------------------------------------------------------------------------------------------ Telecommunications (0.5%) Nextel Communications, Inc. Class A + (S) 802,800 27,937,440 - ------------------------------------------------------------------------------------------------ Tobacco (1.5%) Altria Group, Inc. 1,206,400 80,780,544 - ------------------------------------------------------------------------------------------------ Toys (0.1%) Mattel, Inc. (S) 374,500 6,984,425 - ------------------------------------------------------------------------------------------------ Total common stocks (cost $2,490,333,442) $3,183,505,306 - ------------------------------------------------------------------------------------------------ U.S. GOVERNMENT AND AGENCY MORTGAGE OBLIGATIONS (12.6%)* - ------------------------------------------------------------------------------------------------ Principal amount Value - ------------------------------------------------------------------------------------------------ U.S. Government Guaranteed Mortgage Obligations (--%) Government National Mortgage Association Pass-Through Certificates 7s, with due dates from August 15, 2029 to October 15, 2031 $483,759 $514,298 - ------------------------------------------------------------------------------------------------ U.S. Government Agency Mortgage Obligations (12.6%) Federal Home Loan Mortgage Corporation 8 3/4s, with due dates from May 1, 2009 to June 1, 2009 258,463 271,114 6 1/2s, with due dates from January 1, 2024 to December 1, 2034 37,955,436 39,302,556 6s, with due dates from October 1, 2031 to March 1, 2035 79,019 80,760 5 1/2s, June 1, 2035 3,100,308 3,121,229 5 1/2s, July 1, 2016 653,989 668,601 5 1/2s, TBA, August 1, 2020 5,100,000 5,201,203 Federal National Mortgage Association Pass-Through Certificates 11s, with due dates from October 1, 2015 to March 1, 2016 15,198 16,929 9s, with due dates from January 1, 2027 to July 1, 2032 328,864 363,228 8 3/4s, July 1, 2009 5,688 5,994 8s, with due dates from August 1, 2026 to July 1, 2033 1,582,962 1,702,115 7 1/2s, with due dates from October 1, 2025 to July 1, 2033 1,268,094 1,353,282 7s, with due dates from June 1, 2024 to June 1, 2035 4,395,328 4,643,177 7s, with due dates from November 1, 2007 to February 1, 2017 1,832,077 1,918,797 7s, TBA, August 1, 2035 3,700,000 3,892,515 7s, TBA, July 1, 2035 1,000,000 1,053,008 6 1/2s, with due dates from June 1, 2023 to March 1, 2035 90,200,388 93,381,561 6 1/2s, with due dates from July 1, 2010 to May 1, 2011 371,957 387,390 Federal National Mortgage Association Pass-Through Certificates 6s, May 1, 2035 264,962 272,320 6s, with due dates from December 1, 2013 to May 1, 2017 261,958 270,859 5 1/2s, with due dates from January 1, 2032 to February 1, 2035 210,238,005 211,483,842 5 1/2s, with due dates from January 1, 2009 to August 1, 2019 1,041,598 1,064,883 5 1/2s, TBA, August 1, 2035 96,290,000 96,763,930 5s, July 1, 2035 20,150 19,851 5s, with due dates from December 1, 2018 to June 1, 2020 2,654,796 2,664,598 5s, TBA, August 1, 2035 100,000 98,469 4 1/2s, with due dates from January 1, 2019 to August 1, 2020 43,270,988 42,589,205 4 1/2s, TBA, August 1, 2020 160,300,000 157,645,031 4s, June 1, 2019 37,466 36,166 670,272,613 - ------------------------------------------------------------------------------------------------ Total U.S. government and agency mortgage obligations (cost $670,128,508) $670,786,911 - ------------------------------------------------------------------------------------------------ U.S. TREASURY OBLIGATIONS (0.1%)* - ------------------------------------------------------------------------------------------------ Principal amount Value - ------------------------------------------------------------------------------------------------ U.S. Treasury Notes 4 1/4s, November 15, 2013 $1,450,000 $1,450,453 3 1/4s, August 15, 2008 3,005,000 2,935,744 - ------------------------------------------------------------------------------------------------ Total U.S. treasury obligations (cost $4,530,290) $4,386,197 - ------------------------------------------------------------------------------------------------ COLLATERALIZED MORTGAGE OBLIGATIONS (10.4%)* - ------------------------------------------------------------------------------------------------ Principal amount Value - ------------------------------------------------------------------------------------------------ Amresco Commercial Mortgage Funding I 144A Ser. 97-C1, Class H, 7s, 2029 $664,000 $678,920 Banc of America Commercial Mortgage, Inc. Ser. 01-1, Class G, 7.324s, 2036 950,000 1,044,897 Banc of America Commercial Mortgage, Inc. 144A Ser. 01-PB1, Class K, 6.15s, 2035 715,000 738,296 Ser. 05-1, Class XW, Interest Only (IO), 0.106s, 2042 255,043,280 1,457,827 Banc of America Large Loan FRB Ser. 04-BBA4, Class H, 4.338s, 2018 142,000 142,381 FRB Ser. 04-BBA4, Class G, 4.088s, 2018 227,000 227,672 Banc of America Large Loan 144A FRB Ser. 02-FL2A, Class L1, 6.34s, 2014 427,000 427,131 FRN Ser. 02-FL2A, Class K1, 5.84s, 2014 148,000 148,347 FRB Ser. 05-BOCA, Class M, 5.488s, 2016 956,000 960,317 FRB Ser. 05-BOCA, Class L, 5.088s, 2016 456,000 457,454 FRB Ser. 05-BOCA, Class K, 4.738s, 2016 370,000 371,184 FRB Ser. 05-BOCA, Class J, 4.488s, 2016 200,000 200,372 FRB Ser. 05-BOCA, Class H, 4.338s, 2016 200,000 200,373 Ser. 03-BBA2, Class X1A, IO, 0.727s, 2015 70,488,806 243,623 Banc of America Structured Security Trust 144A Ser. 02-X1, Class A3, 5.436s, 2033 1,930,000 1,966,103 Bayview Commercial Asset Trust 144A FRB Ser. 05-1A, Class A1, 3.76s, 2035 2,138,261 2,135,695 Ser. 05-1A, IO, 0.775s, 2035 8,683,008 690,571 Ser. 04-3, IO, 0.775s, 2035 7,199,509 553,187 Ser. 04-2, IO, 0.72s, 2034 1,146,962 888,274 Bear Stearns Commercial Mortgage Securitization Corp. Ser. 00-WF2, Class F, 8.197s, 2032 456,000 532,755 Chase Commercial Mortgage Securities Corp. Ser. 00-3, Class A2, 7.319s, 2032 553,000 611,441 Chase Commercial Mortgage Securities Corp. 144A Ser. 98-1, Class F, 6.56s, 2030 4,600,000 4,880,636 Ser. 98-1, Class G, 6.56s, 2030 1,171,000 1,247,667 Ser. 98-1, Class H, 6.34s, 2030 1,761,000 1,522,440 Citigroup Commercial Mortgage Trust 144A Ser. 05-C3, Class XC, IO, 0.551s, 2043 9,508,000 1,265,104 Commercial Mortgage Acceptance Corp. Ser. 97-ML1, Class A3, 6.57s, 2030 4,937,500 5,075,186 Commercial Mortgage Acceptance Corp. 144A Ser. 98-C1, Class F, 6.23s, 2031 2,013,000 2,110,487 Ser. 98-C2, Class F, 5.44s, 2030 705,000 708,843 Commercial Mortgage Pass-Through Certificates 144A FRB Ser. 01-J2A, Class A2F, 3.909s, 2034 1,590,000 1,611,147 Ser. 05-LP5, Class XC, IO, 0.044s, 2043 4,280,000 765,084 Criimi Mae Commercial Mortgage Trust Ser. 98-C1, Class A2, 7s, 2033 9,485,000 9,816,975 Criimi Mae Commercial Mortgage Trust 144A Ser. 98-C1, Class B, 7s, 2033 3,385,000 3,534,252 Crown Castle Towers, LLC 144A Ser. 05-1A, Class D, 5.612s, 2035 2,903,000 2,865,465 CS First Boston Mortgage Securities Corp. Ser. 97-C2, Class F, 7.46s, 2035 1,239,000 1,331,323 CS First Boston Mortgage Securities Corp. 144A FRB Ser. 03-TF2A, Class L, 7.388s, 2014 1,124,000 1,120,948 FRB Ser. 04-TF2A, Class J, 4.338s, 2016 313,000 312,999 FRB Ser. 05-TFLA, Class J, 4.338s, 2020 319,000 318,999 FRB Ser. 04-TF2A, Class H, 4.088s, 2019 627,000 626,998 FRB Ser. 05-TFLA, Class H, 4.138s, 2020 319,000 318,999 Ser. 01-CK1, Class AY, IO, 0.784s, 2035 7,907,000 2,426,603 Ser. 03-C3, Class AX, IO, 0.37s, 2038 9,705,642 1,265,971 Ser. 05-C2, Class AX, IO, 0.067s, 2037 7,220,619 1,204,951 DLJ Commercial Mortgage Corp. Ser. 00-CF1, Class A1B, 7.62s, 2033 2,212,000 2,464,556 Ser. 99-CG2, Class B4, 6.1s, 2032 2,785,000 2,848,247 Ser. 98-CF2, Class B3, 6.04s, 2031 444,188 455,956 DLJ Commercial Mortgage Corp. 144A Ser. 99-CG2, Class B3, 6.1s, 2032 1,752,000 1,796,242 DLJ Mortgage Acceptance Corp. 144A Ser. 97-CF1, Class A3, 7.76s, 2030 1,000,000 1,038,359 Fannie Mae IFB Ser. 05-37, Class SU, 15.36s, 2035 3,707,408 4,362,353 IFB Ser. 04-10, Class QC, 14.76s, 2031 2,582,855 2,863,789 IFB Ser. 05-57, Class CD, 12.15s, 2035 1,694,653 1,867,822 Ser. 05-74, Class DM, 11.807s, 2035 4,417,000 4,779,110 IFB Ser. 05-45, Class DA, 11.733s, 2035 3,660,164 4,026,225 IFB Ser. 05-45, Class DC, 11.623s, 2035 2,854,889 3,127,530 IFB Ser. 02-36, Class SJ, 11.475s, 2029 815,635 838,896 IFB Ser. 05-57, Class DC, 10.53s, 2034 3,115,584 3,388,544 Ser. 92-15, Class L, IO, 10.376s, 2022 423 4,494 IFB Ser. 04-79, Class SA, 10.313s, 2032 5,127,750 5,343,996 Ser. 04-T3, Class PT1, 9.92s, 2044 1,010,795 1,108,001 IFB Ser. 05-45, Class PC, 9.87s, 2034 1,728,156 1,847,030 Ser. 02-T12, Class A4, 9 1/2s, 2042 374,070 403,734 Ser. 02-T4, Class A4, 9 1/2s, 2041 2,161,116 2,328,109 Ser. 02-T6, Class A3, 9 1/2s, 2041 773,190 831,619 Ser. 03-W6, Class PT1, 9.391s, 2042 438,587 473,892 IFB Ser. 03-87, Class SP, 9.185s, 2032 2,292,881 2,197,942 IFB Ser. 05-73, Class SA, 8.762s, 2035 2,009,000 2,019,045 IFB Ser. 05-59, Class DQ, 8.35s, 2035 1,964,649 1,976,852 Ser. 05-W1, Class 1A4, 7 1/2s, 2044 4,326,287 4,600,892 Ser. 04-W12, Class 1A4, 7 1/2s, 2044 1,046,880 1,113,431 Ser. 04-W14, Class 2A, 7 1/2s, 2044 479,677 508,907 Ser. 04-W8, Class 3A, 7 1/2s, 2044 4,844,806 5,156,161 Ser. 04-W11, Class 1A4, 7 1/2s, 2044 2,884,863 3,069,057 Ser. 04-T3, Class 1A4, 7 1/2s, 2044 103,890 110,497 Ser. 04-W9, Class 2A3, 7 1/2s, 2044 3,566,151 3,790,565 Ser. 04-T2, Class 1A4, 7 1/2s, 2043 1,462,425 1,555,663 Ser. 03-W4, Class 4A, 7 1/2s, 2042 488,401 517,137 Ser. 02-T18, Class A4, 7 1/2s, 2042 367,954 390,534 Ser. 03-W3, Class 1A3, 7 1/2s, 2042 1,851,422 1,965,090 Ser. 02-T16, Class A3, 7 1/2s, 2042 3,538,277 3,754,878 Ser. 02-T19, Class A3, 7 1/2s, 2042 2,092,644 2,221,056 Ser. 03-W2, Class 1A3, 7 1/2s, 2042 4,013,243 4,261,393 Ser. 02-W6, Class 2A, 7 1/2s, 2042 3,474,926 3,682,804 Ser. 02-T12, Class A3, 7 1/2s, 2042 621,971 659,191 Ser. 02-W4, Class A5, 7 1/2s, 2042 7,596,992 8,056,053 Ser. 02-W1, Class 2A, 7 1/2s, 2042 411,671 434,317 Ser. 02-14, Class A2, 7 1/2s, 2042 1,198,118 1,269,919 Ser. 01-T10, Class A2, 7 1/2s, 2041 3,603,638 3,812,267 Ser. 02-T4, Class A3, 7 1/2s, 2041 686,585 726,533 Ser. 02-T6, Class A2, 7 1/2s, 2041 6,152,961 6,504,400 Ser. 01-T12, Class A2, 7 1/2s, 2041 3,437,662 3,638,288 Ser. 01-T8, Class A1, 7 1/2s, 2041 3,169,787 3,348,725 Ser. 01-T7, Class A1, 7 1/2s, 2041 8,820,948 9,311,434 Ser. 01-T3, Class A1, 7 1/2s, 2040 527,254 556,845 Ser. 01-T1, Class A1, 7 1/2s, 2040 1,151,145 1,218,328 Ser. 99-T2, Class A1, 7 1/2s, 2039 331,590 351,746 Ser. 03-W10, Class 1A1, 7 1/2s, 2032 863,718 914,865 Ser. 02-T1, Class A3, 7 1/2s, 2031 918,740 972,867 Ser. 00-T6, Class A1, 7 1/2s, 2030 2,897,752 3,058,881 Ser. 01-T5, Class A3, 7 1/2s, 2030 65,441 69,079 Ser. 02-W7, Class A5, 7 1/2s, 2029 2,175,162 2,307,603 Ser. 01-T4, Class A1, 7 1/2s, 2028 6,702,226 7,137,021 Ser. 02-W3, Class A5, 7 1/2s, 2028 2,044,225 2,166,732 Ser. 05-45, Class OX, IO, 7s, 2035 3,162,636 553,377 Ser. 04-W1, Class 2A2, 7s, 2033 0,668,495 11,191,918 Ser. 03-14, Class AI, IO, 7s, 2033 1,248,454 226,614 IFB Ser. 02-97, Class TW, IO, 6 1/2s, 2031 1,784,369 305,719 Ser. 03-58, Class ID, IO, 6s, 2033 4,769,603 909,206 Ser. 03-22, IO, 6s, 2033 6,370,785 3,113,577 Ser. 318, Class 2, IO, 6s, 2032 730,301 144,186 Ser. 03-31, Class IM, IO, 5 3/4s, 2032 6,130,250 720,304 Ser. 350, Class 2, IO, 5 1/2s, 2034 8,977,746 6,020,795 Ser. 338, Class 2, IO, 5 1/2s, 2033 7,045,590 9,838,291 Ser. 333, Class 2, IO, 5 1/2s, 2033 3,083,371 4,832,066 Ser. 331, Class 1, IO, 5 1/2s, 2033 6,569,576 1,217,342 Ser. 329, Class 2, IO, 5 1/2s, 2033 3,046,454 6,863,473 Ser. 03-26, Class OI, IO, 5 1/2s, 2032 7,278,589 1,120,654 Ser. 03-8, Class IP, IO, 5 1/2s, 2028 4,264,337 242,077 Ser. 03-6, Class IB, IO, 5 1/2s, 2022 1,495,654 9,080 Ser. 03-14, Class XI, IO, 5 1/4s, 2033 3,531,688 473,851 IFB Ser. 02-89, Class S, IO, 4.74s, 2033 5,348,006 471,159 Ser. 03-14, Class TI, IO, 5s, 2033 3,336,144 416,835 Ser. 03-24, Class UI, IO, 5s, 2031 2,981,386 421,249 IFB Ser. 02-36, Class QH, IO, 4.59s, 2029 1,767,204 53,793 Ser. 343, Class 25, IO, 4 1/2s, 2018 5,852,016 861,431 IFB Ser. 02-92, Class SB, IO, 4.26s, 2030 1,858,773 123,036 IFB Ser. 03-122, Class SA, IO, 4.01s, 2028 9,113,579 594,198 IFB Ser. 03-122, Class SJ, IO, 4.01s, 2028 9,679,872 630,000 IFB Ser. 97-44, Class SN, IO, 4s, 2023 1,733,835 153,108 IFB Ser. 04-64, Class SW, IO, 3.96s, 2034 6,111,058 986,802 IFB Ser. 04-65, Class ST, IO, 3.96s, 2034 8,046,524 492,850 IFB Ser. 04-60, Class SW, IO, 3.96s, 2034 1,607,421 1,028,417 FRB Ser. 3012, Class SK, 3.84s, 2011 3,596,000 3,877,121 IFB Ser. 05-65, Class KI, IO, 3.76s, 2035 0,071,000 1,898,957 IFB Ser. 05-52, Class DC, IO, 3.74s, 2035 4,035,059 319,274 IFB Ser. 05-42, Class PQ, IO, 3.71s, 2035 2,209,764 184,073 IFB Ser. 05-42, Class SA, IO, 3.71s, 2035 9,841,868 703,481 IFB Ser. 04-24, Class CS, IO, 3.69s, 2034 6,112,873 553,979 IFB Ser. 05-29, Class SD, IO, 3.66s, 2035 5,955,865 419,703 IFB Ser. 05-17, Class ES, IO, 3.66s, 2035 4,414,527 404,205 IFB Ser. 05-17, Class SY, IO, 3.66s, 2035 2,057,051 181,920 IFB Ser. 05-23, Class SG, IO, 3.61s, 2035 7,487,453 575,598 IFB Ser. 05-29, Class SX, IO, 3.61s, 2035 9,467,987 627,254 IFB Ser. 05-17, Class SA, IO, 3.61s, 2035 6,680,106 522,927 IFB Ser. 05-17, Class SE, IO, 3.61s, 2035 7,278,805 547,048 IFB Ser. 04-38, Class SI, IO, 3.48s, 2033 2,425,001 663,284 IFB Ser. 04-72, Class SB, IO, 3.41s, 2034 6,008,434 291,034 IFB Ser. 05-73, Class SI, IO, 3.37s, 2035 2,316,000 177,319 IFB Ser. 05-73, Class SD, IO, 3.3s, 2035 5,737,000 432,964 IFB Ser. 05-62, Class FS, IO, 3.29s, 2034 5,587,017 403,313 IFB Ser. 05-45, Class EW, IO, 3.26s, 2035 3,448,821 1,325,440 IFB Ser. 05-45, Class SR, IO, 3.26s, 2035 8,534,452 1,018,246 IFB Ser. 05-54, Class SA, IO, 3.24s, 2035 2,892,530 688,945 IFB Ser. 05-57, Class CI, IO, 3.24s, 2035 6,662,255 429,557 IFB Ser. 05-57, Class DI, IO, 3.24s, 2035 4,875,418 1,099,650 IFB Ser. 05-58, Class IK, IO, 2.54s, 2035 4,695,374 242,839 Ser. 03-W12, Class 2, IO, 2.216s, 2043 4,221,341 687,499 Ser. 03-W10, Class 1, IO, 1.98s, 2043 3,921,412 1,962,738 Ser. 03-W10, Class 3, IO, 1.947s, 2043 1,044,950 507,377 Ser. 03-W8, Class 12, IO, 1.64s, 2042 5,898,868 1,749,294 Ser. 03-W3, Class 2IO2, IO, 1.512s, 2042 2,717,214 16,256 Ser. 03-W6, Class 11, IO, 1.461s, 2042 5,162,904 95,404 Ser. 03-W17, Class 12, IO, 1.158s, 2033 3,327,703 377,840 Ser. 03-49, Class SV, IO, 1s, 2033 3,258,401 770,642 Ser. 03-T2, Class 2, IO, 0.936s, 2042 6,296,100 1,191,788 Ser. 03-W8, Class 11, IO, 0.763s, 2042 2,511,900 11,827 Ser. 03-W6, Class 51, IO, 0.681s, 2042 8,451,456 265,294 Ser. 03-W3, Class 2IO1, IO, 0.672s, 2042 5,672,929 81,246 Ser. 01-T12, Class IO, 0.569s, 2041 1,646,539 468,143 Ser. 03-W6, Class 21, IO, 0.562s, 2042 3,891,513 455 Ser. 03-W2, Class 1, IO, 0.47s, 2042 6,756,350 340,175 Ser. 02-T4, IO, 0.45s, 2041 4,322,553 122,054 Ser. 03-W3, Class 1, IO, 0.433s, 2042 6,707,655 443,698 Ser. 02-T1, Class IO, IO, 0.421s, 2031 4,915,697 303,223 Ser. 03-W6, Class 3, IO, 0.365s, 2042 5,942,422 204,363 Ser. 03-W6, Class 23, IO, 0.352s, 2042 7,420,955 200,711 Ser. 01-79, Class BI, IO, 0.342s, 2045 7,323,722 55,013 Ser. 03-W4, Class 3A, IO, 0.289s, 2042 4,885,933 202,198 Ser. 05-65, Class KO, Principal Only (PO), zero %, 2035 1,077,000 931,036 Ser. 354, Class 1, PO, zero %, 2034 2,526,530 17,831,514 Ser. 352, Class 1, PO, zero %, 2034 2,538,493 17,851,026 Ser. 353, Class 1, PO, zero %, 2034 3,382,040 17,731,870 FRB Ser. 05-65, Class ER, zero %, 2035 3,926,000 4,025,630 FRB Ser. 05-57, Class UL, zero %, 2035 4,435,355 4,547,454 Federal Home Loan Mortgage Corp. Structured Pass-Through Securities Ser. T-42, Class A6, 9 1/2s, 2042 394,075 425,040 Ser. T-60, Class 1A3, 7 1/2s, 2044 7,372,405 7,808,095 Ser. T-59, Class 1A3, 7 1/2s, 2043 5,434,558 5,787,264 Ser. T-58, Class 4A, 7 1/2s, 2043 978,421 1,036,584 Ser. T-57, Class 1A3, 7 1/2s, 2043 5,656,685 5,992,550 Ser. T-51, Class 2A, 7 1/2s, 2042 1,117,478 1,181,274 Ser. T-42, Class A5, 7 1/2s, 2042 1,649,513 1,747,449 Ser. T-41, Class 3A, 7 1/2s, 2032 759,621 802,965 Ser. 212, IO, 6s, 2031 799,078 147,861 Ser. T-56, Class A, IO, 1.076s, 2043 7,128,439 224,811 Ser. T-56, Class 3, IO, 0.518s, 2043 1,024,593 190,535 Ser. T-56, Class 1, IO, 0.283s, 2043 5,244,779 181,447 Ser. T-56, Class 2, IO, 0.038s, 2043 3,810,162 52,085 FFCA Secured Lending Corp. 144A Ser. 00-1, Class A2, 7.77s, 2027 2,159,831 13,553,205 First Union National Bank-Bank of America Commercial Mortgage 144A Ser. 01-C1, Class 3, IO, 1.734s, 2033 3,470,525 2,489,772 First Union-Lehman Brothers Commercial Mortgage Trust II Ser. 97-C2, Class F, 7 1/2s, 2029 2,726,000 3,139,342 Ser. 97-C1, Class A3, 7.38s, 2029 3,607,579 3,689,624 First Union-Lehman Brothers-Bank of America 144A Ser. 98-C2, Class G, 7s, 2035 1,364,000 1,515,373 Freddie Mac IFB Ser. 2763, Class SC, 15.047s, 2032 5,072,714 5,607,541 IFB Ser. 2990, Class SL, 12.07s, 2034 2,783,379 3,042,676 IFB Ser. 2976, Class LC, 11.997s, 2035 1,317,028 1,429,814 IFB Ser. 2976, Class KL, 11.96s, 2035 3,104,895 3,361,383 IFB Ser. 2990, Class DP, 11.85s, 2034 2,758,730 2,954,712 IFB Ser. 2967, Class DS, 9.936s, 2035 780,781 775,505 IFB Ser. 2990, Class LB, 8.29s, 2035 3,299,965 3,229,363 IFB Ser. 2990, Class ND, 8.29s, 2035 849,919 843,664 IFB Ser. 2990, Class WP, 8.287s, 2035 2,198,793 2,205,654 IFB Ser. 2945, Class SA, 6.195s, 2020 2,686,000 2,616,076 Ser. 2778, Class TI, IO, 6s, 2033 6,288,008 1,033,749 Ser. 224, IO, 6s, 2033 2,162,763 426,470 Ser. 226, IO, 5 1/2s, 2034 5,044,291 3,222,809 Ser. 223, IO, 5 1/2s, 2032 5,987,364 1,197,691 Ser. 2581, Class IH, IO, 5 1/2s, 2031 2,111,245 549,029 Ser. 2600, Class CI, IO, 5 1/2s, 2029 666,122 153,624 Ser. 2664, Class UD, IO, 5 1/2s, 2028 1,061,555 197,580 Ser. 2553, Class IJ, IO, 5 1/2s, 2020 1,644,937 16,773 IFB Ser. 2927, Class SI, IO, 5.41s, 2035 5,504,483 747,330 Ser. 2437, Class SB, IO, 4.91s, 2032 4,186,821 395,131 IFB Ser. 2538, Class SH, IO, 4.46s, 2032 1,091,816 78,149 Ser. 2469, Class SH, IO, 4.41s, 2032 3,756,976 309,951 IFB Ser. 2828, Class GI, IO, 4.41s, 2034 5,983,201 701,565 IFB Ser. 2802, Class SM, IO, 4.26s, 2032 2,252,709 150,437 IFB Ser. 2869, Class SH, IO, 4.21s, 2034 3,281,090 264,543 IFB Ser. 2869, Class JS, IO, 4.16s, 2034 5,643,666 1,238,640 IFB Ser. 2882, Class SL, IO, 4.11s, 2034 3,127,485 290,690 IFB Ser. 2682, Class TQ, IO, 3.96s, 2033 2,994,850 186,242 IFB Ser. 2815, Class PT, IO, 3.96s, 2032 5,703,923 490,380 IFB Ser. 2594, Class OS, IO, 3.96s, 2032 8,299,234 484,987 IFB Ser. 2922, Class SE, IO, 3.66s, 2035 0,135,338 545,281 IFB Ser. 2924, Class SA, IO, 3.61s, 2035 4,540,383 763,370 IFB Ser. 2927, Class ES, IO, 3.61s, 2035 4,419,957 320,337 IFB Ser. 2950, Class SM, IO, 3.61s, 2016 6,049,716 487,758 IFB Ser. 2962, Class BS, IO, 3.56s, 2035 7,527,020 1,093,867 IFB Ser. 2863, Class SX, IO, 3.41s, 2031 2,005,214 101,514 IFB Ser. 2986, Class WS, IO, 3.262s, 2035 3,657,885 154,317 IFB Ser. 2990, Class LI, IO, 3.242s, 2035 5,134,436 389,478 IFB Ser. 2988, Class AS, IO, 2.812s, 2035 1,975,104 81,473 Ser. 228, PO, zero %, 2035 5,224,471 28,817,980 Ser. 2696, PO, zero %, 2033 1,587,377 1,188,722 FRB Ser. 3003, Class XF, zero %, 2035 3,268,000 3,366,694 FRB Ser. 2992, Class WM, zero %, 2035 1,351,666 1,424,386 GE Capital Commercial Mortgage Corp. 144A Ser. 05-C2, Class XC, IO, 0.044s, 2043 89,045,641 770,067 General Growth Properties-Mall Properties Trust FRB Ser. 01-C1A, Class D3, 5.638s, 2014 1,742,379 1,744,012 GMAC Commercial Mortgage Securities, Inc. Ser. 99-C3, Class F, 7.787s, 2036 592,000 616,496 Ser. 04-C2, Class A4, 5.301s, 2038 1,483,000 1,521,439 Ser. 03-C2, Class A2, 5.28s, 2040 6,249,000 6,474,864 Ser. 05-C1, Class X1, IO, 0.001s, 2043 99,281,000 1,826,612 GMAC Commercial Mortgage Securities, Inc. 144A Ser. 99-C3, Class G, 6.974s, 2036 1,614,303 1,294,889 FRN Ser. 02-FL1A, Class D, 6.1s, 2014 379,421 379,421 Government National Mortgage Association IFB Ser. 05-7, Class JM, 9.221s, 2034 3,671,336 3,842,848 Ser. 05-13, Class PI, IO, 5 1/2s, 2033 4,392,331 702,993 Ser. 05-13, Class MI, IO, 5 1/2s, 2032 3,937,833 594,450 IFB Ser. 04-86, Class SW, IO, 3.66s, 2034 7,385,262 461,583 IFB Ser. 05-28, Class SA, IO, 3.11s, 2035 17,658,651 772,566 IFB Ser. 04-11, Class SA, IO, 2.41s, 2034 6,932,825 238,346 Ser. 98-2, Class EA, PO, zero %, 2028 195,991 164,020 GS Mortgage Securities Corp. II 144A FRB Ser. 03-FL6A, Class L, 6.638s, 2015 565,000 568,178 Ser. 05-GG4, Class XC, IO, 0.107s, 2039 108,705,000 2,160,476 JP Morgan Chase Commercial Mortgage Securities Corp. 144A Ser. 04-FL1A, Class X1A, IO, 0.917s, 2019 23,220,591 165,563 Ser. 05-CB12, Class X1, IO, 0.053s, 2037 56,493,000 635,546 Ser. 05-LDP2, Class X1, IO, 0.048s, 2042 170,597,000 2,833,295 Ser. 05-LDP1, Class X1, IO, 0.035s, 2046 38,121,585 360,700 LB Commercial Conduit Mortgage Trust 144A Ser. 99-C1, Class F, 6.41s, 2031 715,303 738,178 Ser. 99-C1, Class G, 6.41s, 2031 765,731 731,556 Ser. 98-C4, Class G, 5.6s, 2035 634,000 621,249 Ser. 98-C4, Class H, 5.6s, 2035 1,074,000 1,015,769 LB-UBS Commercial Mortgage Trust 144A Ser. 05-C3, Class XCL, IO, 0.133s, 2040 69,149,000 1,513,592 Ser. 05-C2, Class XCL, IO, 0.102s, 2040 135,807,000 1,531,678 Lehman Brothers Floating Rate Commercial Mortgage Trust 144A FRB Ser. 03-LLFA, Class L, 7.13s, 2014 1,704,000 1,658,379 FRB Ser. 04-LLFA, Class H, 4.338s, 2017 733,000 735,785 FRB Ser. 05-LLFA, 4.21s, 2018 423,000 423,000 FRB Ser. 03-C4, Class A, 4.171s, 2015 695,513 695,730 Merrill Lynch Mortgage Investors, Inc. Ser. 96-C2, Class A3, 6.96s, 2028 120,160 121,855 Ser. 98-C3, Class E, 6.939s, 2030 644,000 706,205 Merrill Lynch Mortgage Trust Ser. 05-MCP1, Class XC, IO, 0.133s, 2043 72,321,000 978,691 Mezz Cap Commercial Mortgage Trust 144A Ser. 04-C2, Class X, IO, 7.851s, 2040 2,523,270 953,323 Ser. 04-C1, Class X, IO, 7.851s, 2037 3,210,055 1,342,204 Morgan Stanley Capital 144A Ser. 05-HQ6, Class X1, IO, 7.851s, 2042 77,418,000 789,664 Morgan Stanley Capital I 144A Ser. 05-HQ5, Class X1, IO, 7.851s, 2042 52,836,969 439,620 Ser. 96-C1, Class E, 7.376s, 2028 1,007,000 1,019,614 Ser. 98-HF1, Class F, 7.18s, 2030 482,000 506,584 Ser. 04-RR, Class F5, 6s, 2039 1,000,000 858,338 Ser. 04-RR, Class F6, 6s, 2039 1,700,000 1,407,887 Morgan Stanley Dean Witter Capital I Ser. 00-LIF2, Class A1, 6.96s, 2033 801,910 833,820 Mortgage Capital Funding, Inc. FRB Ser. 98-MC2, Class E, 7.103s, 2030 1,020,000 1,079,830 Permanent Financing PLC FRB Ser. 8, Class 2C, 3.818s, 2042 (United Kingdom) 2,054,000 2,053,316 PNC Mortgage Acceptance Corp. 144A Ser. 99-CM1, Class B3, 7.1s, 2032 3,870,000 4,113,671 Ser. 00-C1, Class J, 6 5/8s, 2010 456,000 436,894 Ser. 00-C2, Class J, 6.22s, 2033 998,000 1,007,230 Pure Mortgages 144A FRB Ser. 04-1A, Class F, 6.82s, 2034 (Ireland) 2,645,000 2,649,133 Ser. 04-1A, Class E, 4.57s, 2034 (Ireland) 1,041,000 1,042,627 QFA Royalties LLC 144A Ser. 05-1, 7.3s, 2025 1,966,876 1,951,003 Salomon Brothers Mortgage Securities VII Ser. 96-C1, Class E, 8.301s, 2028 962,719 965,765 Salomon Brothers Mortgage Securities VII 144A Ser. 03-CDCA, Class X3CD, IO, 1.06s, 2015 7,904,163 126,577 Starwood Asset Receivables Trust FRN Ser. 02-1A, Class F, 4.816s, 2020 1,767,000 1,768,060 Starwood Asset Receivables Trust 144A FRB Ser. 03-1A, Class F, 4.56s, 2022 589,822 590,176 FRB Ser. 03-1A, Class E, 4.51s, 2022 748,620 749,070 STRIPS 144A Ser. 03-1A, Class L, 5s, 2018 (Cayman Islands) 757,000 653,267 Ser. 03-1A, Class M, 5s, 2018 (Cayman Islands) 513,000 427,694 Ser. 04-1A, Class L, 5s, 2018 (Cayman Islands) 337,000 291,071 TIAA Real Estate CDO, Ltd. Ser. 01-C1A, Class A1, 5.77s, 2016 76,212 76,264 Wachovia Bank Commercial Mortgage Trust Ser. 05-C17, Class A4, 5.083s, 2042 7,065,000 7,126,748 Wachovia Bank Commercial Mortgage Trust 144A FRB Ser. 05-WL5A, Class L, 6.688s, 2018 771,000 771,000 Washington Mutual Asset Securities Corp. 144A Ser. 05-C1A, Class G, 5.72s, 2036 222,000 220,274 - ------------------------------------------------------------------------------------------------ Total collateralized mortgage obligations (cost $567,659,498) $551,946,072 - ------------------------------------------------------------------------------------------------ ASSET-BACKED SECURITIES (10.1%)* - ------------------------------------------------------------------------------------------------ Principal amount Value - ------------------------------------------------------------------------------------------------ Aames Mortgage Investment Trust FRN Ser. 04-1, Class 2A1, 3.8s, 2034 $2,566,320 $2,571,934 Aames Mortgage Trust Ser. 03-1, Class A, IO, 6s, 2005 4,296,750 61,289 ABFS Mortgage Loan Trust Ser. 03-1, Class A, IO, 4s, 2005 1,952,943 16,405 ABSC NIMS Trust 144A Ser. 05-HE2, Class A1, 4 1/2s, 2035 (Cayman Islands) 2,700,420 2,683,542 Ace Securities Corp. Ser. 03-FM1, Class A, IO, 3 1/2s, 2005 6,157,000 52,335 Adjustable Rate Mortgage Trust Ser. 05-7, Class 1A1, 4.981s, 2035 2,347,086 2,358,481 Advanta Business Card Master Trust FRN Ser. 04-C1, Class C, 4.48s, 2013 210,000 212,877 Advanta Mortgage Loan Trust Ser. 00-1, Class A4, 8.61s, 2028 832,871 842,761 Aegis Asset Backed Securities Trust 144A Ser. 04-1N, Class Note, 5s, 2034 110,996 110,996 Ser. 04-2N, Class N1, 4 1/2s, 2034 287,978 287,393 Ser. 04-4N, Class Note, 5s, 2034 474,665 474,071 Ser. 04-5N, Class Note, 5s, 2034 437,112 436,703 Ser. 04-6N, Class Note, 4 3/4s, 2035 631,459 628,006 AFC Home Equity Loan Trust Ser. 99-2, Class 1A, 3.87s, 2029 4,220,071 4,235,897 American Express Credit Account Master Trust 144A Ser. 04-C, Class C, 3.888s, 2012 9,302,730 9,304,181 American Home Mortgage Investment Trust FRN Ser. 04-3, Class 2A, 3.59s, 2034 6,178,136 6,100,092 FRN Ser. 04-3, Class 3A, 3.71s, 2034 2,467,471 2,438,654 FRN Ser. 05-1, Class 5A1, 5.00s, 2045 4,061,112 4,067,457 Americredit Automobile Receivables Trust 144A Ser. 05-1, Class E, 5.82s, 2012 1,520,000 1,524,104 Ameriquest Finance NIM Trust 144A Ser. 04-IAN, Class 1A, 5.437s, 2034 (Cayman Islands) 182,261 182,261 Ser. 04-RN9, Class N1, 4.8s, 2034 (Cayman Islands) 756,355 756,355 Ameriquest Mortgage Securities, Inc. Ser. 03-12, Class S, IO, 5s, 2006 3,542,003 111,794 Ser. 03-6, Class S, IO, 5s, 2033 3,379,094 53,722 Ser. 03-8, Class S, IO, 5s, 2006 3,934,338 95,604 AQ Finance NIM Trust 144A Ser. 03-N9A, Class Note, 7.385s, 2033 (Cayman Islands) 29,746 29,746 Arcap REIT, Inc. 144A Ser. 03-1A, Class E, 7.11s, 2038 1,283,000 1,339,532 Ser. 04-1A, Class E, 6.42s, 2039 1,112,000 1,131,113 Argent NIM Trust 144A Ser. 04-WN2, Class A, 4.55s, 2034 (Cayman Islands) 94,850 95,828 Ser. 04-WN9, Class A, 5.19s, 2034 (Cayman Islands) 281,182 281,050 Asset Backed Funding Corp. NIM Trust 144A Ser. 03-WMC1, Class Note, 6.9s, 2033 180,789 181,249 Ser. 04-0PT1, Class N1, 4.55s, 2033 (Cayman Islands) 254,029 253,558 Ser. 04-0PT5, Class N1, 4.45s, 2034 (Cayman Islands) 244,537 244,083 Ser. 04-AHL1, Class Note, 5.6s, 2033 632,790 633,729 Ser. 04-FF1, Class N1, 5s, 2034 (Cayman Islands) 691,249 691,372 Ser. 04-FF1, Class N2, 5s, 2034 (Cayman Islands) 58,000 53,458 Asset Backed Securities Corp. Home Equity Loan Trust Ser. 03-HE5, Class A, IO, 4s, 2033 5,196,873 98,262 FRB Ser. 04-HE9, Class A2, 3.83s, 2034 1,058,924 1,061,159 FRB Ser. 05-HE1, Class A3, 3 3/4s, 2035 1,373,133 1,373,133 FRN Ser. 04-HE1, Class A3, 3.788s, 2034 198,056 198,203 Aviation Capital Group Trust 144A FRN Ser. 03-2A, Class G1, 4.13s, 2033 981,787 983,244 Banc of America Funding Corp. 144A Ser. 04-NIM1, Class Note, 6s, 2034 273,466 273,466 Bank One Issuance Trust FRN Ser. 03-C4, Class C4, 4.418s, 2011 210,000 213,918 Bay View Auto Trust Ser. 05-LJ2, Class D, 5.27s, 2014 420,000 420,000 Bayview Financial Acquisition Trust Ser. 03-DA, Class A, IO, 4s, 2006 7,179,821 76,433 Ser. 03-E, Class A, IO, 4s, 2006 5,815,209 69,783 Ser. 04-B, Class A1, 3.82s, 2039 4,211,489 4,211,489 Ser. 04-D, Class A, IO, 3 1/2s, 2007 21,429,918 880,071 Ser. 05-B, Class A, IO, 2.702s, 2039 17,764,363 634,188 FRB Ser. 04-D, Class A, 3.871s, 2044 4,034,557 4,039,600 FRN Ser. 03-F, Class A, 3.981s, 2043 3,000,499 3,008,601 FRN Ser. 03-G, Class A1, 4.081s, 2039 4,813,000 4,822,024 Bayview Financial Acquisition Trust 144A Ser. 03-CA, Class A, IO, 4s, 2005 4,440,800 43,681 FRN Ser. 04-B, Class M2, 5.381s, 2039 200,000 203,500 Bayview Financial Asset Trust Ser. 03-X, Class A, IO, 0.9s, 2006 30,687,661 514,181 Bayview Financial Asset Trust 144A Ser. 03-Z, Class AIO1, IO, 0.426s, 2005 62,614,474 59,072 FRN Ser. 03-SSRA, Class A, 4.16s, 2038 1,309,144 1,316,868 FRN Ser. 03-SSRA, Class M, 4.81s, 2038 1,552,170 1,569,088 FRN Ser. 04-SSRA, Class A1, 4.06s, 2039 1,790,104 1,797,801 Bear Stearns Alternate Trust Ser. 04-11, Class 2A2, 4.955s, 2034 4,420,385 4,425,238 Ser. 04-12, Class 2A2, 5.069s, 2035 8,646,316 8,669,541 Ser. 04-9, Class 1A1, 5.061s, 2034 1,256,011 1,258,921 Ser. 05-2, Class 2A2A, 4.878s, 2035 1,641,732 1,642,232 Bear Stearns Alternate Trust Ser. 05-3, Class 2A1, 5.065s, 2035 6,568,392 6,584,334 Ser. 05-4, Class 22A2, 5.287s, 2035 9,793,551 9,852,860 Ser. 05-5, Class 21A1, 4.695s, 2035 5,256,055 5,265,910 Bear Stearns Asset Backed Securities NIM Trust 144A Ser. 04-FR1, Class A1, 5s, 2034 (Cayman Islands) 583,646 583,646 Ser. 04-HE10, Class A1, 4 1/4s, 2034 (Cayman Islands) 419,563 417,400 Ser. 04-HE10, Class A2, 5s, 2034 (Cayman Islands) 245,000 244,388 Ser. 04-HE5N, Class A1, 5s, 2034 (Cayman Islands) 267,059 267,059 Ser. 04-HE5N, Class A2, 5s, 2034 (Cayman Islands) 243,000 242,620 Ser. 04-HE6, Class A1, 5 1/4s, 2034 (Cayman Islands) 371,259 371,259 Ser. 04-HE7N, Class A1, 5 1/4s, 2034 423,381 423,381 Ser. 04-HE8N, Class A1, 5s, 2034 184,580 184,407 Bear Stearns Asset Backed Securities, Inc. Ser. 03-AC1, Class A, IO, 5s, 2005 6,804,600 28,143 Ser. 03-AC4, Class A, IO, 5s, 2006 8,992,800 220,605 FRN Ser. 03-1, Class A1, 3.96s, 2042 908,143 909,562 FRN Ser. 03-3, Class A2, 4.05s, 2043 2,229,000 2,233,876 Capital Auto Receivables Asset Trust Ser. 05-1, Class D, 6 1/2s, 2011 1,442,000 1,419,469 Capital One Multi-Asset Execution Trust FRN Ser. 02-C1, Class C1, 6.138s, 2010 570,000 597,788 CARMAX Auto Owner Trust Ser. 04-2, Class D, 3.67s, 2011 461,108 456,165 CARSSX Finance, Ltd. 144A FRN Ser. 04-AA, Class B3, 6.738s, 2011 (Cayman Islands) 377,962 381,210 FRN Ser. 04-AA, Class B4, 8.888s, 2011 (Cayman Islands) 1,784,385 1,809,617 CDO Repackaging Trust Series 144A FRN Ser. 03-2, Class A, 7.541s, 2008 3,105,000 3,361,163 Centex Home Equity Ser. 04-C, Class A, IO, 3 1/2s, 2006 1,614,500 242,439 Chase Credit Card Master Trust FRN Ser. 03-3, Class C, 4.468s, 2010 1,730,000 1,766,606 Chase Funding Net Interest Margin 144A Ser. 04-OPT1, Class Note, 4.458s, 2034 808,116 804,075 CHEC NIM Ltd., 144A Ser. 04-2, Class N1, 4.45s, 2034 (Cayman Islands) 443,355 443,330 Ser. 04-2, Class N2, 8s, 2034 (Cayman Islands) 421,000 418,596 Ser. 04-2, Class N3, 8s, 2034 (Cayman Islands) 169,000 145,340 Citibank Credit Card Issuance Trust FRN Ser. 01-C1, Class C1, 4.679s, 2010 1,060,000 1,077,970 Conseco Finance Securitizations Corp. Ser. 00-4, Class A6, 8.31s, 2032 8,597,000 7,429,527 Ser. 00-5, Class A4, 7.47s, 2032 3,170,550 3,232,553 Ser. 00-5, Class A6, 7.96s, 2032 3,727,000 3,240,358 Ser. 01-1, Class A4, 6.21s, 2032 5,250,682 5,321,130 Ser. 01-1, Class A5, 6.99s, 2032 2,692,000 2,512,428 Conseco Finance Securitizations Corp. Ser. 01-3, Class A4, 6.91s, 2033 7,162,000 7,004,336 Ser. 01-4, Class A4, 7.36s, 2033 6,025,000 6,059,035 Ser. 01-4, Class B1, 9.4s, 2033 1,697,287 246,107 Ser. 02-1, Class A, 6.681s, 2033 0,407,385 10,717,471 Ser. 02-1, Class M2, 9.546s, 2033 4,582,000 2,199,360 Ser. 02-2, Class A, IO, 8 1/2s, 2033 8,174,061 2,084,198 Consumer Credit Reference IDX Securities 144A FRN Ser. 02-1A, Class A, 5.444s, 2007 3,061,000 3,098,506 Countrywide Alternative Loan Trust Ser. 05-24, Class 1AX, IO, 0.702s, 2035 0,147,755 866,748 Ser. 05-24, Class IIAX, IO, 1.126s, 2035 4,484,187 948,762 Countrywide Asset Backed Certificates 144A Ser. 04-11N, Class N, 5 1/4s, 2036 328,638 329,049 Ser. 04-14N, 5s, 2036 591,592 591,777 Ser. 04-1NIM, Class Note, 6s, 2034 1,402,115 1,406,182 Ser. 04-6N, Class N1, 6 1/4s, 2035 2,101,501 2,108,725 Ser. 04-BC1N, Class Note, 5 1/2s, 2035 446,822 447,102 Countrywide Home Loans Ser. 05-2, Class 2X, IO, 1.247s, 2035 1,103,566 869,929 Ser. 05-9, Class 1X, IO, 0.655s, 2035 8,092,247 790,094 Countrywide Partnership Trust 144A Ser. 04-EC1N, Class N, 5s, 2035 224,277 224,347 Crest, Ltd. 144A Ser. 03-2A, Class D2, 6.723s, 2038 (Cayman Islands) 1,617,000 1,662,599 CS First Boston Mortgage Securities Corp. 144A Ser. 04-FR1N, Class A, 5s, 2034 1,442,598 1,440,795 Fieldstone Mortgage Investment Corp. FRN Ser. 05-1, Class M3, 4s, 2035 700,000 700,000 Finance America NIM Trust 144A Ser. 04-1, Class A, 5 1/4s, 2034 394,860 395,373 First Chicago Lennar Trust 144A Ser. 97-CHL1, Class D, 7.695s, 2039 4,880,001 4,958,538 First Consumers Master Trust FRN Ser. 01-A, Class A, 3.698s, 2008 855,050 848,103 First Franklin Mortgage Loan NIM Trust 144A Ser. 04-FF1, Class N1, 4 1/2s, 2034 33,315 33,222 Ser. 04-FF10, Class N1, 4.45s, 2034 (Cayman Islands) 417,439 416,865 Ser. 04-FF7A, Class A, 5s, 2034 505,676 505,676 First Horizon Mortgage Pass-Through Trust Ser. 05-AR2, Class 1A1, 4.843s, 2035 3,328,508 3,329,585 First Plus Home Loan Trust Ser. 97-3, Class B1, 7.79s, 2023 921,446 922,022 Ford Credit Auto Owner Trust Ser. 04-A, Class C, 4.19s, 2009 650,000 639,641 Fort Point CDO, Ltd. FRN Ser. 03-2A, Class A2, 4.388s, 2038 616,000 622,345 Foxe Basin, Ltd. FRN Ser. 03-1A, Class A1, 3.91s, 2015 (Cayman Islands) 2,000,000 2,006,600 Fremont NIM Trust 144A Ser. 04-3, Class A, 4 1/2s, 2034 944,023 941,568 Ser. 04-3, Class B, 7 1/2s, 2034 265,070 239,915 Ser. 04-A, Class Note, 4 3/4s, 2034 175,908 175,380 Ser. 04-B, Class Note, 4.703s, 2034 150,309 150,497 Ser. 04-D, Class N1, 4 1/2s, 2034 (Cayman Islands) 734,738 733,913 Ser. 04-D, Class N2, 7 1/2s, 2034 (Cayman Islands) 99,235 98,936 G-Force CDO, Ltd. 144A Ser. 02-1A, Class D, 7.61s, 2037 (Cayman Islands) 315,000 336,712 Ser. 02-1A, Class E, 8 1/4s, 2037 (Cayman Islands) 715,000 787,505 Ser. 03-1A, Class E, 6.58s, 2038 (Cayman Islands) 939,000 963,795 G-Star, Ltd. 144A FRN Ser. 02-2A, Class BFL, 5.46s, 2037 (Cayman Islands) 308,000 322,224 GE Capital Credit Card Master Note Trust FRN Ser. 04-2, Class C, 3.868s, 2010 1,903,750 1,903,750 GE Corporate Aircraft Financing, LLC 144A Ser. 04-1A, Class B, 4.164s, 2018 345,190 344,983 GEBL 144A Ser. 04-2, Class C, 4.07s, 2032 299,758 299,945 Ser. 04-2, Class D, 5.97s, 2032 800,004 800,004 GMAC Mortgage Corp. Loan Trust Ser. 04-HE5, Class A, IO, 6s, 2007 8,871,000 614,040 Ser. 05-AR1, Class 1A2, 4.43s, 2035 2,664,096 2,649,318 Goldentree Loan Opportunities II, Ltd. 144A FRN Ser. 2A, Class 4, 6.979s, 2015 (Cayman Islands) 470,000 476,909 Granite Mortgages PLC FRN Ser. 01-1, Class 1C, 5.02s, 2041 (United Kingdom) 2,794,001 2,832,418 FRN Ser. 02-1, Class 1C, 4.92s, 2042 (United Kingdom) 1,300,000 1,320,410 FRN Ser. 02-2, Class 1C, 4.87s, 2043 (United Kingdom) 650,000 660,400 FRN Ser. 04-1, Class 1C, 4.33s, 2044 (United Kingdom) 1,619,000 1,625,577 Green Tree Financial Corp. Ser. 95-8, Class B1, 7.3s, 2026 362,579 283,171 Ser. 97-4, Class A7, 7.36s, 2029 826,230 869,607 Ser. 97-7, Class A8, 6.86s, 2029 644,472 667,532 Ser. 99-3, Class A5, 6.16s, 2031 249,331 250,422 Ser. 99-3, Class A6, 6 1/2s, 2031 1,137,000 1,154,862 Ser. 99-5, Class A5, 7.86s, 2030 16,750,000 14,890,549 Greenpoint Manufactured Housing Ser. 00-3, Class IA, 8.45s, 2031 4,300,555 4,147,537 Greenpoint Mortgage Funding Trust Ser. 05-AR1, Class X1, IO, 1.654s, 2045 23,053,585 806,875 GS Auto Loan Trust 144A Ser. 04-1, Class D, 5s, 2011 2,782,929 2,739,535 GSAMP Trust 144A Ser. 04-FM1N, Class Note, 5 1/4s, 2033 123,546 123,546 Ser. 04-HE1N, Class N1, 5s, 2034 303,768 303,313 Ser. 04-NIM1, Class N1, 5 1/2s, 2034 2,058,035 2,057,212 Ser. 04-NIM1, Class N2, zero %, 2034 1,553,000 1,143,785 Ser. 04-NIM2, Class N, 4 7/8s, 2034 2,267,405 2,257,655 Ser. 04-SE2N, Class Note, 5 1/2s, 2034 247,853 247,605 Ser. 05-NC1, Class N, 5s, 2035 853,507 851,373 GSMPS Mortgage Loan Trust 144A Ser. 05-RP1, Class 1A3, 8s, 2035 219,924 236,248 Ser. 05-RP2, Class 1A2, 7 1/2s, 2035 2,257,183 2,389,529 Ser. 05-RP2, Class 1A3, 8s, 2035 1,811,397 1,941,610 Guggenheim Structured Real Estate Funding, Ltd. FRB Ser. 05-1A, Class D, 4.99s, 2030 (Cayman Islands) 1,975,000 1,973,138 High Income Trust Securities 144A FRB Ser. 03-1A, Class A, 3.73s, 2036 (Cayman Islands) 2,601,716 2,556,186 Holmes Financing PLC FRB Ser. 1, Class 2C, 4.749s, 2040 (United Kingdom) 13,365,000 13,394,403 FRB Ser. 4, Class 3C, 4.899s, 2040 (United Kingdom) 870,000 881,136 FRB Ser. 8, Class 2C, 4.319s, 2040 (United Kingdom) 746,000 749,497 Home Equity Asset Trust 144A Ser. 03-7N, Class A, 5 1/4s, 2034 82,829 82,001 Ser. 04-1N, Class A, 5s, 2034 153,398 152,631 Ser. 04-3N, Class A, 5s, 2034 304,194 303,205 Ser. 04-4N, Class A, 5s, 2034 291,909 290,449 Ser. 04-5N, Class A, 5 1/4s, 2034 1,371,366 1,367,938 Ser. 04-7N, Class A, 4 1/2s, 2035 2,935,709 2,913,691 Ser. 05-6N, Class A, 5 1/4s, 2035 3,383,379 3,374,921 Hyundai Auto Receivables Trust Ser. 04-A, Class D, 4.1s, 2011 429,000 421,637 IMPAC Secured Assets Corp. Ser. 03-1, Class A, IO, 5s, 2005 1,013,666 272 Lehman Manufactured Housing Ser. 98-1, Class 1, IO, 0.811s, 2028 26,663,962 542,193 LNR CDO, Ltd. 144A FRB Ser. 02-1A, Class FFL, 6.21s, 2037 (Cayman Islands) 5,220,000 5,220,000 FRB Ser. 03-1A, Class EFL, 6.46s, 2036 (Cayman Islands) 2,585,000 2,763,624 Long Beach Asset Holdings Corp. NIM Trust 144A Ser. 04-2, Class N1, 4.94s, 2034 196,443 196,443 Ser. 04-5, Class Note, 5s, 2034 775,927 776,082 Ser. 05-1, Class N1, 4.115s, 2035 2,391,940 2,391,940 Long Beach Mortgage Loan Trust Ser. 04-3, Class S1, IO, 4 1/2s, 2006 21,233,114 865,249 Ser. 04-3, Class S2, IO, 4 1/2s, 2006 10,616,494 432,622 Madison Avenue Manufactured Housing Contract Ser. 02-A IO, 0.3s, 2032 189,694,122 2,134,059 FRB Ser. 02-A, Class B1, 6.71s, 2032 4,059,503 1,989,156 Marriott Vacation Club Owner Trust 144A Ser. 04-2A, Class C, 4.741s, 2026 161,630 157,252 Ser. 04-2A, Class D, 5.389s, 2026 175,684 171,021 FRB Ser. 02-1A, Class A1, 4.13s, 2024 1,862,153 1,877,700 Master Asset Backed Securities NIM Trust 144A Ser. 04-CI3, Class N1, 4.45s, 2034 71,643 71,564 Ser. 04-CI5, Class N1, 4.946s, 2034 629,673 630,933 Ser. 04-CI5, Class N2, 9s, 2034 400,000 395,000 Ser. 04-HE1A, Class Note, 5.191s, 2034 339,071 340,088 Master Reperforming Loan Trust 144A Ser. 05-1, Class 1A4, 7 1/2s, 2034 2,888,669 3,057,476 MBNA Credit Card Master Note Trust FRN Ser. 03-C5, Class C5, 4.568s, 2010 1,730,000 1,774,289 Merit Securities Corp. FRB Ser. 11PA, Class 3A1, 4.101s, 2027 6,542,384 6,280,688 Merrill Lynch Mortgage Investors, Inc. Ser. 03-WM3N, Class N1, 8s, 2034 16,065 16,065 Ser. 04-OP1N, Class N1, 4 3/4s, 2035 (Cayman Islands) 285,892 284,820 Merrill Lynch Mortgage Investors, Inc. 144A Ser. 03-OP1N, Class N1, 7 1/4s, 2034 62,101 62,131 Ser. 03-WM1N, Class N1, 7s, 2033 184,007 184,467 Ser. 04-FM1N, Class N1, 5s, 2035 (Cayman Islands) 143,374 143,441 Ser. 04-HE1N, Class N1, 5s, 2006 243,653 242,664 Ser. 04-HE2N, Class N1, 5s, 2035 (Cayman Islands) 552,492 549,902 Ser. 04-WM1N, Class N1, 4 1/2s, 2034 19,962 19,984 Ser. 04-WM2N, Class N1, 4 1/2s, 2005 119,792 119,268 Ser. 04-WM3N, Class N1, 4 1/2s, 2005 487,498 485,593 Ser. 05-WM1N, Class N1, 5s, 2035 1,410,180 1,410,841 Metris Master Trust FRN Ser. 04-2, Class C, 4.78s, 2010 1,050,000 1,055,320 Metris Master Trust 144A FRB Ser. 04-2, Class D, 6.688s, 2010 668,000 678,020 FRN Ser. 01-2, Class C, 5.33s, 2009 1,670,000 1,670,716 Mid-State Trust Ser. 10, Class B, 7.54s, 2036 874,098 778,195 Ser. 11, Class B, 8.221s, 2038 460,281 468,617 MMCA Automobile Trust Ser. 02-1, Class B, 5.37s, 2010 2,884,648 2,873,686 Morgan Stanley ABS Capital I FRB Ser. 04-WMC3, Class A2PT, 3 3/4s, 2035 2,609,892 2,610,858 Morgan Stanley Auto Loan Trust Ser. 04-HB2, Class D, 3.82s, 2012 129,737 129,283 Morgan Stanley Auto Loan Trust 144A Ser. 04-HB1, Class D, 5 1/2s, 2011 1,090,000 1,082,962 Ser. 04-HB2, Class E, 5s, 2012 513,000 494,069 Morgan Stanley Dean Witter Capital I FRB Ser. 01-NC3, Class B1, 5.91s, 2031 320,297 320,489 FRB Ser. 01-NC4, Class B1, 5.96s, 2032 312,879 313,297 Morgan Stanley Mortgage Loan Trust Ser. 05-3AR, Class 2A2, 5.29s, 2035 5,084,749 5,116,528 Navigator CDO, Ltd. 144A FRB Ser. 03-1A, Class A1, 3.758s, 2015 (Cayman Islands) 1,168,000 1,171,504 Navistar Financial Corp. Owner Trust Ser. 05-A, Class C, 4.84s, 2014 873,000 869,537 New Century Home Equity Loan Trust Ser. 03-5, Class AI7, 5.15s, 2033 1,734,000 1,701,759 New Century Mortgage Corp. NIM Trust 144A Ser. 03-B, Class Note, 6 1/2s, 2033 67,293 67,378 Newcastle CDO, Ltd. 144A FRB Ser. 3A, Class 4FL, 6.66s, 2038 (Cayman Islands) 624,000 638,040 Nomura Asset Acceptance Corp. Ser. 04-R3, Class PT, 9.304s, 2035 735,606 793,765 Nomura Asset Acceptance Corp. 144A Ser. 04-R2, Class PT, 10.118s, 2034 700,325 756,132 Novastar NIM Trust 144A Ser. 04-N1, Class Note, 4.458s, 2034 63,000 63,000 Ser. 04-N2, Class Note, 4.458s, 2034 322,224 322,224 Oakwood Mortgage Investors, Inc. Ser. 02-C, Class A1, 5.41s, 2032 5,518,703 4,833,826 Oakwood Mortgage Investors, Inc. 144A Ser. 01-B, Class A4, 7.21s, 2030 818,050 761,180 Ocean Star PLC 144A FRB Ser. 04, Class D, 5.55s, 2018 (Ireland) 623,000 623,000 Option One Mortgage Securities Corp. NIM Trust 144A Ser. 04-2A, Class N1, 4.213s, 2034 (Cayman Islands) 1,114,374 1,114,374 Option One Woodbridge Loan Trust 144A Ser. 03-1, Class S, IO, 3.7s, 2005 1,446,213 287 Origen Manufactured Housing Ser. 04-B, Class A2, 3.79s, 2017 431,000 421,505 Park Place Securities NIM Trust 144A Ser. 04-MCWN1, Class A, 4.458s, 2034 209,140 209,140 Ser. 04-WCW2, Class D, 7.387s, 2034 (Cayman Islands) 770,000 772,926 Ser. 04-WHQ2, Class A, 4s, 2035 1,186,434 1,177,536 Park Place Securities, Inc. FRB Ser. 04-WHQ2, Class A3A, 3.81s, 2035 1,987,279 1,990,477 People's Choice Net Interest Margin Note 144A Ser. 04-2, Class A, 5s, 2034 1,430,680 1,433,896 Ser. 04-2, Class B, 5s, 2034 313,000 283,578 Permanent Financing PLC FRB Ser. 1, Class 3C, 4.579s, 2042 (United Kingdom) 870,000 878,352 FRB Ser. 3, Class 3C, 4.529s, 2042 (United Kingdom) 1,300,000 1,324,223 Pillar Funding PLC 144A FRB Ser. 04-1A, Class C1, 4.41s, 2011 (United Kingdom) 657,000 660,274 FRB Ser. 04-2A, Class C, 4.29s, 2011 (United Kingdom) 912,000 917,892 Providian Gateway Master Trust 144A Ser. 04-DA, Class D, 4.4s, 2011 944,000 921,580 Ser. 04-FA, Class E, 5s, 2011 500,000 500,000 FRB Ser. 04-AA, Class D, 5.238s, 2011 1,204,000 1,228,682 FRN Ser. 04-BA, Class D, 4.788s, 2010 1,900,000 1,913,490 FRN Ser. 04-EA, Class D, 4.318s, 2011 701,000 707,189 Renaissance Home Equity Loan Trust Ser. 03-2, Class A, IO, 3s, 2005 1,193,720 11,268 Ser. 03-4, Class S, IO, 3s, 2006 1,408,637 16,177 Renaissance NIM Trust 144A Ser. 04-A, Class Note, 4.45s, 2034 316,642 316,262 Ser. 05-1, Class N, 4.7s, 2035 769,643 769,643 Residential Accredit Loans, Inc. Ser. 04-QA5, Class A2, 4.994s, 2034 836,503 837,893 Ser. 04-QA6, Class NB1, 4.978s, 2034 5,013,857 5,020,525 Ser. 05-QA4, Class A21, 5.281s, 2035 4,773,599 4,803,781 Residential Asset Mortgage Products, Inc. Ser. 04-RZ2, Class A, IO, 3 1/2s, 2006 4,766,667 96,782 Residential Asset Securities Corp. Ser. 03-KS4, Class AI, IO, 3 1/2s, 2005 472,500 3,645 Residential Asset Securities Corp. 144A Ser. 04-N10B, Class A1, 5s, 2034 1,116,082 1,111,723 Ser. 04-NT, Class Note, 5s, 2034 985,790 979,628 Ser. 04-NT12, Class Note, 4.7s, 2035 446,580 446,569 Residential Asset Securities Corp. NIM Trust 144A Ser. 05-NTR1, Class Note, 4 1/4s, 2035 2,401,242 2,394,864 Residential Funding Mortgage Securities II Ser. 03-HS1, Class AI, IO, 5 1/2s, 2033 7,532,475 32,390 Ser. 03-HS2, Class AI, IO, 5 1/2s, 2005 2,685,242 45,313 Ser. 03-HS3, Class AI, IO, 5s, 2006 3,623,749 64,140 SAIL Net Interest Margin Notes 144A Ser. 03-12A, Class A, 7.35s, 2033 (Cayman Islands) 74,166 74,582 Ser. 03-13A, Class A, 6 3/4s, 2033 (Cayman Islands) 74,016 74,253 Ser. 03-3, Class A, 7 3/4s, 2033 (Cayman Islands) 33,548 33,447 Ser. 03-4, Class A, 7 1/2s, 2033 (Cayman Islands) 78,700 78,393 Ser. 03-5, Class A, 7.35s, 2033 (Cayman Islands) 33,898 33,752 Ser. 03-6A, Class A, 7s, 2033 (Cayman Islands) 36,211 36,330 Ser. 03-7A, Class A, 7s, 2033 (Cayman Islands) 42,320 41,952 Ser. 03-8A, Class A, 7s, 2033 (Cayman Islands) 83,445 80,666 Ser. 03-9A, Class A, 7s, 2033 (Cayman Islands) 242,709 242,855 Ser. 03-BC2A, Class A, 7 3/4s, 2033 (Cayman Islands) 153,583 149,252 Ser. 04-10A, Class A, 5s, 2034 (Cayman Islands) 1,677,625 1,678,128 Ser. 04-11A, Class A2, 4 3/4s, 2035 (Cayman Islands) 2,181,924 2,182,495 Ser. 04-2A, Class A, 5 1/2s, 2034 (Cayman Islands) 868,177 868,350 Ser. 04-4A, Class A, 5s, 2034 (Cayman Islands) 1,065,315 1,065,528 Ser. 04-4A, Class B, 7 1/2s, 2034 (Cayman Islands) 350,000 330,645 Ser. 04-5A, Class A, 4 1/2s, 2034 (Cayman Islands) 340,551 340,347 Ser. 04-7A, Class A, 4 3/4s, 2034 (Cayman Islands) 509,781 509,425 Ser. 04-7A, Class B, 6 3/4s, 2034 (Cayman Islands) 128,749 126,097 Ser. 04-8A, Class A, 5s, 2034 (Cayman Islands) 567,271 567,384 Ser. 04-8A, Class B, 6 3/4s, 2034 (Cayman Islands) 531,248 520,782 Ser. 04-AA, Class A, 4 1/2s, 2034 (Cayman Islands) 1,549,011 1,545,448 Ser. 04-BN2A, Class A, 5s, 2034 (Cayman Islands) 329,330 329,428 Ser. 04-BNCA, Class A, 5s, 2034 (Cayman Islands) 139,021 139,048 Ser. 05-1A, Class A, 4 1/4s, 2035 2,126,864 2,121,439 Ser. 05-2A, Class A, 4 3/4s, 2035 (Cayman Islands) 2,650,199 2,650,907 Sasco Net Interest Margin Trust 144A Ser. 05-NC1A, Class A, 4 3/4s, 2035 2,274,880 2,275,455 Ser. 05-WF1A, Class A, 4 3/4s, 2035 2,222,467 2,227,579 Saxon Net Interest Margin Trust 144A Ser. 03-A, Class A, 6.656s, 2033 421 421 Sharps SP I, LLC Net Interest Margin Trust 144A Ser. 03-0P1N, Class NA, 4.45s, 2033 292,314 292,314 Ser. 03-HE1N, Class N, 6.9s, 2033 52,978 53,111 Ser. 03-TC1N, Class N, 7.45s, 2033 9,355 9,355 Ser. 04-4N, Class Note, 6.65s, 2034 231,592 231,592 Ser. 04-HE1N, Class Note, 4.94s, 2034 250,078 250,078 Ser. 04-HE2N, Class NA, 5.43s, 2034 184,267 183,806 Ser. 04-HE4N, Class NA, 3 3/4s, 2034 2,196,598 2,185,615 Ser. 04-HS1N, Class Note, 5.92s, 2034 151,597 151,597 Ser. 04-RM2N, Class NA, 4s, 2035 1,075,092 1,071,115 South Coast Funding 144A FRB Ser. 3A, Class A2, 4.96s, 2038 (Cayman Islands) 470,000 472,350 Structured Asset Receivables Trust FRB 144A Ser. 05-1A, 4.334s, 2015 5,352,000 5,275,065 Structured Adjustable Rate Mortgage Loan Trust Ser. 04-10, Class 1A1, 4.922s, 2034 1,934,818 1,941,930 Ser. 04-12, Class 1A2, 5.017s, 2034 2,703,547 2,715,154 Ser. 04-14, Class 1A, 5.106s, 2034 2,393,801 2,405,336 Ser. 04-16, Class 1A2, 5.02s, 2034 3,749,269 3,763,236 Ser. 04-18, Class 1A1, 5.053s, 2034 2,406,300 2,414,718 Ser. 04-20, Class 1A2, 5.081s, 2035 6,234,625 6,259,079 Ser. 04-6, Class 1A, 4.382s, 2034 7,956,319 7,946,400 Ser. 04-8, Class 1A3, 4.697s, 2034 79,613 79,564 Ser. 05-1, Class 1A1, 5.148s, 2035 10,339,428 10,384,078 Ser. 05-4, Class 1A1, 5.393s, 2035 10,138,278 10,212,440 Ser. 05-7, Class 1A1, 5.407s, 2035 2,659,806 2,679,536 Ser. 05-7, Class 1A3, 5.405s, 2035 10,560,238 10,640,310 Ser. 05-9, Class AX, IO, 0.492s, 2035 55,975,071 1,673,655 Structured Adjustable Rate Mortgage Loan Trust 144A Ser. 04-NP2, Class A, 3.664s, 2034 2,115,943 2,116,154 Structured Asset Investment Loan Trust Ser. 03-BC1A, Class A, 7 3/4s, 2033 (Cayman Islands) 8,236 8,302 Ser. 04-3, Class A, IO, 6s, 2005 21,163,230 196,866 Structured Asset Securities Corp. Ser. 03-26A, Class 2A, 4.563s, 2033 2,382,930 2,397,286 Ser. 03-40A, Class 1A, 4.898s, 2034 1,404,455 1,416,262 Ser. 04-8, Class 1A1, 4.697s, 2034 1,534,356 1,536,478 Ser. 05-10, Class 3A3, 10.685s, 2034 3,638,955 3,644,232 Ser. 98-RF3, Class A, IO, 6.1s, 2028 5,401,093 661,634 IFB Ser. 05-6, Class 5A8, 6.98s, 2035 4,834,667 4,549,261 Structured Asset Securities Corp. 144A FRB Ser. 03-NP2, Class A2, 4.01s, 2032 1,425,616 1,425,616 FRB Ser. 03-NP3, Class A1, 3.96s, 2033 239,988 240,012 Terwin Mortgage Trust FRB Ser. 04-5HE, Class A1B, 3.88s, 2035 3,199,000 3,204,289 TIAA Real Estate CDO, Ltd. Ser. 03-1A, Class E, 8s, 2038 (Cayman Islands) 1,698,000 1,630,027 Wells Fargo Home Equity Trust 144A Ser. 04-1N, Class A, 5s, 2034 572,517 572,632 Ser. 04-2, Class N1, 4.45s, 2034 (Cayman Islands) 1,298,598 1,298,521 Ser. 04-2, Class N2, 8s, 2034 (Cayman Islands) 862,000 836,140 Wells Fargo Mortgage Backed Securities Trust Ser. 05-AR12, Class 2A5, 4.322s, 2035 21,311,205 20,872,273 WFS Financial Owner Trust Ser. 04-1, Class D, 3.17s, 2011 363,800 358,968 Ser. 04-3, Class D, 4.07s, 2012 825,940 817,763 Ser. 04-4, Class D, 3.58s, 2012 360,144 355,150 Ser. 05-1, Class D, 4 1/4s, 2012 891,000 880,085 Whole Auto Loan Trust Ser. 03-1, Class C, 3.13s, 2010 279,973 277,405 Whole Auto Loan Trust 144A Ser. 03-1, Class D, 6s, 2010 1,097,746 1,097,978 Ser. 04-1, Class D, 5.6s, 2011 1,414,748 1,408,117 - ------------------------------------------------------------------------------------------------ Total asset-backed securities (cost $548,813,234) $538,072,122 - ------------------------------------------------------------------------------------------------ CORPORATE BONDS AND NOTES (5.5%)* - ------------------------------------------------------------------------------------------------ Principal amount Value - ------------------------------------------------------------------------------------------------ Aerospace and Defense (0.1%) Boeing Capital Corp. sr. notes 6.1s, 2011 $145,000 $154,281 Boeing Co. (The) debs. 6 7/8s, 2043 685,000 836,506 L-3 Communications Corp. 144A sr. sub. notes 6 3/8s, 2015 595,000 602,438 Lockheed Martin Corp. bonds 8 1/2s, 2029 (S) 1,270,000 1,788,439 Raytheon Co. debs. 7s, 2028 625,000 744,792 Raytheon Co. debs. 6 3/4s, 2018 185,000 209,414 Raytheon Co. debs. 6s, 2010 581,000 609,471 Raytheon Co. notes 8.3s, 2010 1,145,000 1,303,672 Raytheon Co. notes 4.85s, 2011 830,000 827,840 7,076,853 - ------------------------------------------------------------------------------------------------ Airlines (0.1%) Continental Airlines, Inc. pass-through certificates Ser. 98-2, 6.32s, 2008 4,215,000 4,260,237 - ------------------------------------------------------------------------------------------------ Automotive (0.3%) DaimlerChrysler NA Holding Corp. company guaranty 7.2s, 2009 3,720,000 4,001,310 DaimlerChrysler NA Holding Corp. company guaranty 6 1/2s, 2013 1,130,000 1,224,502 Ford Motor Co. debs. 9.98s, 2047 910,000 872,068 Ford Motor Credit Corp. notes 7 7/8s, 2010 260,000 262,420 Ford Motor Credit Corp. notes 7 3/4s, 2007 190,000 194,106 Ford Motor Credit Corp. notes 7 3/8s, 2009 3,835,000 3,826,467 General Motors Acceptance Corp. FRN 4.559s, 2007 (S) 1,870,000 1,828,413 General Motors Acceptance Corp. FRN Ser. MTN, 4.509s, 2007 1,170,000 1,157,213 General Motors Acceptance Corp. FRN Ser. MTN, 4.13s, 2007 1,815,000 1,785,365 15,151,864 - ------------------------------------------------------------------------------------------------ Banking (1.0%) Allfirst Financial Inc. sub. notes 7.2s, 2007 1,055,000 1,105,071 Bank of America Corp. notes 4 3/4s, 2015 375,000 369,687 Bank of America Corp. sub. notes 7.4s, 2011 705,000 800,670 Bank of New York Co., Inc. (The) sr. sub. notes FRN 3.4s, 2013 405,000 390,658 Bank One Corp. sub. notes 5 1/4s, 2013 100,000 101,466 Bank United Corp. notes Ser. A, 8s, 2009 4,000,000 4,423,276 Barclays Bank PLC FRB 6.278s, 2049 (United Kingdom) 1,110,000 1,133,332 Capital One Bank notes 6 1/2s, 2013 545,000 590,839 Capital One Bank notes Ser. BKNT, 4 7/8s, 2008 385,000 387,129 Capital One Bank sr. notes Ser. BKNT, 6.7s, 2008 470,000 494,738 Citigroup, Inc. debs. 6 5/8s, 2028 1,925,000 2,209,494 Citigroup, Inc. sub. notes 5s, 2014 3,382,000 3,386,288 Countrywide Capital III company guaranty Ser. B, 8.05s, 2027 1,035,000 1,265,972 Credit Suisse First Boston USA, Inc. notes 4 7/8s, 2015 780,000 774,298 First Chicago NBD Corp. sub. notes 6 3/8s, 2009 285,000 301,622 Fleet Capital Trust V bank guaranty FRN 4.43s, 2028 935,000 929,419 Greenpoint Capital Trust I company guaranty 9.1s, 2027 600,000 661,756 HSBC Capital Funding LP 144A bank guaranty FRB 9.547s, 2049 (Jersey) 2,300,000 2,753,795 HSBC Capital Funding LP 144A bank guaranty FRB 4.61s, 2013 (Jersey) 2,505,000 2,402,290 JPMorgan Chase & Co. sub. notes 5 1/8s, 2014 3,050,000 3,068,300 JPMorgan Chase Capital XV notes 5 7/8s, 2035 (S) 3,380,000 3,380,213 National City Bank bonds 4 5/8s, 2013 1,095,000 1,073,916 National City Bank sub. notes Ser. BKNT, 6 1/4s, 2011 1,165,000 1,257,472 NB Capital Trust IV company guaranty 8 1/4s, 2027 5,540,000 6,032,888 PNC Funding Corp. bonds 5 1/4s, 2015 (S) 1,280,000 1,297,464 Popular North America, Inc. sub. notes 3 7/8s, 2008 (Puerto Rico) 1,200,000 1,175,134 Rabobank Capital Funding II 144A bonds 5.26s, 2049 80,000 80,414 Rabobank Capital Funding Trust 144A sub. notes FRN 5.254s, 2049 985,000 985,821 Royal Bank of Scotland Group PLC bonds Ser. 1, 9.118s, 2049 (United Kingdom) 1,900,000 2,226,004 Royal Bank of Scotland Group PLC FRB 7.648s, 2049 (United Kingdom) 400,000 500,504 Suncorp-Metway, Ltd. 144A notes FRN 3 1/2s, 2013 (Australia) 1,270,000 1,232,780 UBS AG/Jersey Branch FRN 6.43s, 2008 (Jersey) 3,020,000 3,110,600 UBS Preferred Funding Trust I company guaranty 8.622s, 2049 1,345,000 1,568,979 Wachovia Bank NA sub. notes 4 7/8s, 2015 1,465,000 1,455,097 Wachovia Corp. sub. notes 5 1/2s, 2035 660,000 659,034 Wachovia Corp. sub. notes 5 1/4s, 2014 90,000 91,678 Westpac Capital Trust III 144A sub. notes FRN 5.819s, 2049 (Australia) 1,010,000 1,049,016 54,727,114 - ------------------------------------------------------------------------------------------------ Beverage (--%) Diageo PLC company guaranty 8s, 2022 760,000 985,999 Miller Brewing Co. 144A notes 5 1/2s, 2013 1,380,000 1,404,520 2,390,519 - ------------------------------------------------------------------------------------------------ Broadcasting (0.1%) Chancellor Media Corp. company guaranty 8s, 2008 1,355,000 1,453,026 News America Holdings, Inc. debs. 7 3/4s, 2045 1,065,000 1,289,883 2,742,909 - ------------------------------------------------------------------------------------------------ Cable Television (0.2%) Comcast Corp. company guaranty 4.95s, 2016 815,000 794,633 Cox Communications, Inc. notes 7 3/4s, 2010 730,000 814,219 Cox Communications, Inc. notes 6 3/4s, 2011 745,000 798,601 Cox Enterprises, Inc. 144A notes 7 7/8s, 2010 1,045,000 1,173,938 Jones Intercable, Inc. sr. notes 7 5/8s, 2008 3,585,000 3,833,648 TCI Communications, Inc. debs. 8 3/4s, 2015 1,115,000 1,402,569 TCI Communications, Inc. debs. 7 7/8s, 2013 1,175,000 1,370,916 10,188,524 - ------------------------------------------------------------------------------------------------ Chemicals (0.1%) Dow Chemical Co. (The) debs. 8.55s, 2009 1,315,000 1,481,772 Dow Chemical Co. (The) notes 6s, 2012 115,000 123,263 Dow Chemical Co. (The) Pass Through Trust 144A company guaranty 4.027s, 2009 1,510,000 1,458,028 ICI Wilmington, Inc. company guaranty 5 5/8s, 2013 1,235,000 1,255,821 Lubrizol Corp. (The) sr. notes 5 1/2s, 2014 470,000 477,057 Potash Corp. of Saskatchewan notes 7 3/4s, 2011 (Canada) 510,000 583,277 Praxair, Inc. notes 6 3/8s, 2012 465,000 506,836 5,886,054 - ------------------------------------------------------------------------------------------------ Conglomerates (--%) Tyco International Group SA company guaranty 7s, 2028 (Luxembourg) 785,000 932,508 Tyco International Group SA company guaranty 6 3/4s, 2011 (Luxembourg) 1,185,000 1,297,244 2,229,752 - ------------------------------------------------------------------------------------------------ Consumer Finance (0.1%) Block Financial Corp. notes 5 1/8s, 2014 760,000 737,614 Household Finance Corp. notes 8s, 2010 740,000 839,020 Household Finance Corp. notes 7s, 2012 1,310,000 1,459,185 Household Finance Corp. notes 6 3/8s, 2011 205,000 219,713 HSBC Finance Corp. notes 6 3/4s, 2011 860,000 939,184 HSBC Finance Corp. notes 5 1/4s, 2015 970,000 976,853 5,171,569 - ------------------------------------------------------------------------------------------------ Containers (--%) Sealed Air Corp. 144A notes 5 5/8s, 2013 800,000 808,631 - ------------------------------------------------------------------------------------------------ Electric Utilities (0.6%) AEP Texas Central Co. sr. notes Ser. D, 5 1/2s, 2013 485,000 499,015 AEP Texas North Co. sr. notes Ser. B, 5 1/2s, 2013 905,000 928,392 Appalachian Power Co. sr. notes Ser. K, 5s, 2017 560,000 547,546 Beaver Valley II Funding debs. 9s, 2017 935,000 1,089,453 Carolina Power & Light Co. 1st mtge. 6 1/8s, 2033 480,000 524,544 Carolina Power & Light Co. 1st mtge. 5.7s, 2035 655,000 678,500 Cleveland Electric Illuminating Co. (The) 144A sr. notes Ser. D, 7.88s, 2017 550,000 683,117 Consumers Energy Co. 1st mtge. 5.65s, 2020 420,000 429,066 Consumers Energy Co. 1st mtge. Ser. B, 5 3/8s, 2013 2,410,000 2,454,033 Dayton Power & Light Co. (The) 1st mtge. 5 1/8s, 2013 975,000 986,667 Detroit Edison Co. 144A 1st mtge. 5.45s, 2035 520,000 516,664 FirstEnergy Corp. notes Ser. B, 6.45s, 2011 55,000 59,145 FirstEnergy Corp. notes Ser. C, 7 3/8s, 2031 773,000 929,663 Florida Power & Light Co. 1st mtge. 5.95s, 2033 1,055,000 1,158,919 Indianapolis Power & Light 144A 1st mtge. 6.3s, 2013 515,000 548,446 Kansas Gas & Electric 144A bonds 5.647s, 2021 320,000 316,122 MidAmerican Energy Holdings Co. sr. notes 4 5/8s, 2007 1,140,000 1,138,522 MidAmerican Energy Holdings Co. sr. notes 3 1/2s, 2008 245,000 236,414 Monongahela Power Co. 1st mtge. 5s, 2006 2,185,000 2,194,146 Nevada Power Co. 2nd mtge. 9s, 2013 463,000 519,718 Nevada Power Co. 144A general ref. mtge. 5 7/8s, 2015 425,000 435,625 NiSource Finance Corp. company guaranty 7 7/8s, 2010 1,355,000 1,530,776 Oncor Electric Delivery Co. sec. notes 7 1/4s, 2033 820,000 997,376 Oncor Electric Delivery Co. sec. notes 6 3/8s, 2012 1,365,000 1,475,744 Pacific Gas & Electric Co. 1st mtge. 6.05s, 2034 1,180,000 1,277,335 Pacific Gas & Electric Co. 1st mtge. 4.8s, 2014 550,000 542,910 PacifiCorp Sinking Fund 1st mtge. 5.45s, 2013 1,020,000 1,054,793 Pepco Holdings, Inc. notes 5 1/2s, 2007 825,000 838,121 Power Receivable Finance, LLC 144A sr. notes 6.29s, 2012 (S) 1,288,685 1,322,616 PP&L Capital Funding, Inc. company guaranty Ser. D, 8 3/8s, 2007 605,000 644,964 Public Service Co. of Colorado sr. notes Ser. A, 6 7/8s, 2009 375,000 403,018 Public Service Co. of New Mexico sr. notes 4.4s, 2008 570,000 563,293 Public Service Electric & Gas Co. 1st mtge. FRN 6 3/8s, 2008 915,000 953,734 Rochester Gas & Electric notes 6 3/8s, 2033 765,000 875,145 Southern California Edison Co. 1st mtge. 6s, 2034 770,000 836,266 Southern California Edison Co. 1st mtge. 5s, 2016 280,000 279,676 Southern California Edison Co. 1st mtge. 5s, 2014 985,000 991,451 Tampa Electric Co. notes 6 7/8s, 2012 660,000 733,798 Westar Energy, Inc. 1st mtge. 5.1s, 2020 800,000 778,447 32,973,180 - ------------------------------------------------------------------------------------------------ Electronics (--%) Motorola, Inc. notes 7 5/8s, 2010 390,000 438,439 Motorola, Inc. notes 4.608s, 2007 745,000 744,801 - ------------------------------------------------------------------------------------------------ Financial (0.9%) Associates First Capital Corp. debs. 6.95s, 2018 3,165,000 3,695,903 Associates First Capital Corp. sub. debs. 8.15s, 2009 4,065,000 4,577,275 AXA Financial, Inc. sr. notes 7 3/4s, 2010 1,250,000 1,411,420 Bosphorus Financial Services, Ltd. 144A sec. FRN 5.59s, 2012 (Cayman Islands) 2,989,000 2,988,423 CIT Group, Inc. sr. notes 7 3/4s, 2012 (S) 1,015,000 1,172,935 CIT Group, Inc. sr. notes 5s, 2015 835,000 823,998 CIT Group, Inc. sr. notes 5s, 2014 (S) 2,575,000 2,554,001 Executive Risk Capital Trust company guaranty Ser. B, 8.675s, 2027 1,545,000 1,687,210 Fund American Cos. Inc. notes 5 7/8s, 2013 1,370,000 1,395,448 General Electric Capital Corp. notes Ser. A, 6 3/4s, 2032 565,000 677,450 General Electric Capital Corp. notes Ser. A, 6s, 2012 830,000 887,924 General Electric Capital Corp. notes Ser. MTNA, 6 1/8s, 2011 955,000 1,017,941 Hartford Financial Services Group, Inc. (The) sr. notes 7.9s, 2010 890,000 1,005,845 International Lease Finance Corp. FRN Ser. MTNP, 3.999s, 2010 2,080,000 2,075,938 International Lease Finance Corp. notes 4 3/4s, 2012 2,630,000 2,570,783 International Lease Finance Corp. unsub. 4 3/4s, 2009 1,060,000 1,050,164 John Hancock Global Funding II 144A notes 7.9s, 2010 765,000 873,566 Liberty Mutual Insurance 144A notes 7.697s, 2097 4,620,000 4,924,028 Loews Corp. notes 5 1/4s, 2016 510,000 499,817 MetLife, Inc. notes 5.7s, 2035 725,000 733,696 MetLife, Inc. notes 5s, 2015 490,000 489,225 MetLife, Inc. sr. notes 6 1/8s, 2011 680,000 725,967 Nationwide Financial Services, Inc. notes 5 5/8s, 2015 465,000 475,295 Nationwide Mutual Insurance Co. 144A notes 8 1/4s, 2031 375,000 475,839 OneAmerica Financial Partners, Inc. 144A bonds 7s, 2033 710,000 809,091 Principal Life Global Funding I 144A sec. notes 5 1/4s, 2013 1,515,000 1,551,907 Protective Life Corp. notes 4.3s, 2013 865,000 825,993 Prudential Holdings LLC 144A bonds 8.695s, 2023 1,260,000 1,615,232 Prudential Insurance Co. 144A notes 8.3s, 2025 870,000 1,137,913 State Street Capital Trust II notes FRN 3.768s, 2008 935,000 935,211 Steers Delaware Business Trust 144A notes 5.565s, 2005 1,100,000 1,103,762 Sun Life Canada Capital Trust 144A company guaranty 8.526s, 2049 2,115,000 2,315,914 49,085,114 - ------------------------------------------------------------------------------------------------ Food (0.1%) Kraft Foods, Inc. notes 6 1/4s, 2012 3,460,000 3,734,911 - ------------------------------------------------------------------------------------------------ Forest Products and Packaging (0.1%) Georgia-Pacific Corp. sr. notes 8s, 2014 745,000 819,500 International Paper Co. notes 6 3/4s, 2011 705,000 763,883 Weyerhaeuser Co. debs. 7.95s, 2025 975,000 1,167,020 Weyerhaeuser Co. debs. 7 1/8s, 2023 945,000 1,030,199 Weyerhaeuser Co. notes 6 3/4s, 2012 380,000 413,497 4,194,099 - ------------------------------------------------------------------------------------------------ Gaming & Lottery (0.1%) GTECH Holdings Corp. notes 4 3/4s, 2010 810,000 793,365 Harrah's Operating Co., Inc. 144A bonds 5 5/8s, 2015 510,000 516,673 Park Place Entertainment Corp. sr. notes 7 1/2s, 2009 535,000 583,819 Park Place Entertainment Corp. sr. notes 7s, 2013 255,000 278,796 2,172,653 - ------------------------------------------------------------------------------------------------ Health Care (--%) HCA, Inc. sr. notes 6.95s, 2012 455,000 478,785 - ------------------------------------------------------------------------------------------------ Homebuilding (--%) D.R. Horton, Inc. company guaranty 8s, 2009 545,000 592,844 D.R. Horton, Inc. sr. notes 5 7/8s, 2013 840,000 833,982 1,426,826 - ------------------------------------------------------------------------------------------------ Investment Banking/Brokerage (0.1%) Goldman Sachs Group, Inc. (The) notes 5 1/8s, 2015 1,625,000 1,627,748 Goldman Sachs Group, Inc. (The) notes 4 3/4s, 2013 1,570,000 1,541,849 Lehman Brothers Holdings, Inc. notes 6 5/8s, 2012 65,000 71,022 Lehman Brothers Holdings, Inc. notes Ser. G, 4.8s, 2014 1,060,000 1,050,314 Merrill Lynch & Co., Inc. notes Ser. B, 4 3/4s, 2009 540,000 542,295 Morgan Stanley Dean Witter & Co. sr. notes 6 3/4s, 2011 820,000 892,656 5,725,884 - ------------------------------------------------------------------------------------------------ Lodging/Tourism (0.1%) Cendant Corp. notes 6 1/4s, 2010 2,225,000 2,340,122 Cendant Corp. sr. notes 7 3/8s, 2013 1,015,000 1,141,484 Hilton Hotels Corp. notes 8 1/4s, 2011 1,355,000 1,556,425 5,038,031 - ------------------------------------------------------------------------------------------------ Manufacturing (--%) Bunge Ltd. Finance Corp. notes 5.35s, 2014 925,000 935,465 - ------------------------------------------------------------------------------------------------ Media (0.1%) AOL Time Warner, Inc. bonds 7 5/8s, 2031 320,000 394,298 Time Warner Entertainment Co., LP debs. 8 3/8s, 2023 795,000 996,121 Time Warner, Inc. debs. 9.15s, 2023 545,000 734,178 Time Warner, Inc. debs. 9 1/8s, 2013 3,950,000 4,912,832 7,037,429 - ------------------------------------------------------------------------------------------------ Medical Services (--%) WellPoint, Inc. notes 5s, 2014 515,000 514,969 WellPoint, Inc. notes 4 1/4s, 2009 515,000 505,325 1,020,294 - ------------------------------------------------------------------------------------------------ Metals (--%) Alcan, Inc. notes 5s, 2015 (Canada) 540,000 532,957 Newmont Mining Corp. notes 5 7/8s, 2035 675,000 678,534 1,211,491 - ------------------------------------------------------------------------------------------------ Natural Gas Utilities (0.1%) Atmos Energy Corp. notes 4.95s, 2014 860,000 845,357 CenterPoint Energy Resources Corp. notes 7 3/4s, 2011 1,060,000 1,199,041 Consolidated Natural Gas Co. sr. notes 5s, 2014 530,000 526,300 Kinder Morgan, Inc. notes 5.15s, 2015 635,000 630,716 Kinder Morgan, Inc. sr. notes 6 1/2s, 2012 1,860,000 2,020,354 National Fuel Gas Co. notes 5 1/4s, 2013 545,000 548,475 TGT Pipeline Co. 144A notes 5 1/2s, 2017 360,000 360,302 6,130,545 - ------------------------------------------------------------------------------------------------ Oil & Gas (0.1%) Buckeye Partners LP notes 5.3s, 2014 570,000 569,542 Enbridge Energy Partners LP sr. notes 5.35s, 2014 555,000 553,588 Forest Oil Corp. sr. notes 8s, 2011 610,000 671,000 Motiva Enterprises, LLC 144A sr. notes 5.2s, 2012 1,070,000 1,086,079 Sunoco, Inc. notes 4 7/8s, 2014 590,000 578,608 3,458,817 - ------------------------------------------------------------------------------------------------ Pharmaceuticals (0.1%) American Home Products Corp. notes 6.95s, 2011 2,610,000 2,861,380 Bayer Corp. 144A FRB 6.2s, 2008 845,000 873,696 Hospira, Inc. notes 5.9s, 2014 430,000 449,891 Wyeth notes 5 1/2s, 2013 35,000 36,218 4,221,185 - ------------------------------------------------------------------------------------------------ Power Producers (--%) York Power Funding 144A notes 12s, 2007 (Cayman Islands) (In default) + (F) 157,726 13,154 - ------------------------------------------------------------------------------------------------ Railroads (0.1%) CSX Corp. notes 6 3/4s, 2011 955,000 1,038,692 Norfolk Southern Corp. notes 7.05s, 2037 2,310,000 2,806,629 Norfolk Southern Corp. sr. notes 6 3/4s, 2011 115,000 126,080 Union Pacific Corp. 144A pass-through certificates 5.214s, 2014 590,000 593,115 4,564,516 - ------------------------------------------------------------------------------------------------ Real Estate (0.3%) CenterPoint Properties Trust notes Ser. MTN, 4 3/4s, 2010 (R) 650,000 639,594 Colonial Properties Trust notes 6 1/4s, 2014 (R) 660,000 683,178 Developers Diversified Realty Corp. notes 4 5/8s, 2010 (R) 465,000 455,206 Equity One, Inc. company guaranty 3 7/8s, 2009 (R) 1,835,000 1,755,309 ERP Operating LP notes 6.584s, 2015 600,000 658,999 Franchise Finance Corp. of America sr. notes 8 3/4s, 2010 (R) 1,850,000 2,193,845 Heritage Property Investment Trust company guaranty 5 1/8s, 2014 (R) 795,000 778,079 Hospitality Properties Trust notes 6 3/4s, 2013 (R) 1,690,000 1,818,423 HRPT Properties Trust bonds 5 3/4s, 2014 (R) 530,000 541,231 HRPT Properties Trust notes 6 1/4s, 2016 (R) 525,000 553,681 iStar Financial, Inc. sr. notes 8 3/4s, 2008 (R) 200,000 220,569 iStar Financial, Inc. sr. notes 6s, 2010 (R) 1,180,000 1,214,282 Kimco Realty Corp. notes Ser. MTNC, 5.19s, 2013 (R) 520,000 520,407 Rouse Co. (The) notes 7.2s, 2012 (R) 1,065,000 1,125,067 Simon Property Group LP notes 5 5/8s, 2014 (R) (S) 675,000 691,344 13,849,214 - ------------------------------------------------------------------------------------------------ Regional Bells (0.1%) Ameritech Capital Funding company guaranty 6 1/4s, 2009 200,000 209,440 Bellsouth Capital Funding notes 7 3/4s, 2010 305,000 342,763 Bellsouth Telecommunications debs. 6 3/8s, 2028 25,000 27,057 Citizens Communications Co. sr. notes 6 1/4s, 2013 685,000 666,163 SBC Communications, Inc. notes 5 7/8s, 2012 440,000 464,292 Verizon Global Funding Corp. notes 7 3/4s, 2030 (S) 235,000 297,486 Verizon New England, Inc. sr. notes 6 1/2s, 2011 1,815,000 1,946,562 Verizon New Jersey, Inc. debs. 8s, 2022 770,000 928,518 Verizon Virginia Inc. debs. Ser. A, 4 5/8s, 2013 960,000 935,246 5,817,527 - ------------------------------------------------------------------------------------------------ Retail (0.1%) CVS Corp. 144A pass-through certificates 6.117s, 2013 1,692,970 1,776,112 Delhaize America, Inc. company guaranty 8 1/8s, 2011 1,585,000 1,767,665 JC Penney Co., Inc. debs. 7 1/8s, 2023 805,000 888,847 Kroger Co. company guaranty 6 3/4s, 2012 275,000 299,569 May Department Stores Co. (The) notes 5 3/4s, 2014 360,000 371,923 Supervalu, Inc. notes 7 7/8s, 2009 755,000 833,861 5,937,977 - ------------------------------------------------------------------------------------------------ Software (--%) Computer Associates International, Inc. 144A sr. notes 5 5/8s, 2014 980,000 987,339 - ------------------------------------------------------------------------------------------------ Telecommunications (0.5%) AT&T Corp. sr. notes 9 3/4s, 2031 670,000 867,650 AT&T Wireless Services, Inc. notes 8 1/8s, 2012 45,000 53,148 AT&T Wireless Services, Inc. sr. notes 8 3/4s, 2031 1,355,000 1,871,983 AT&T Wireless Services, Inc. sr. notes 7 7/8s, 2011 1,900,000 2,176,441 Deutsche Telekom International Finance BV bonds 8 1/2s, 2010 (Germany) 1,405,000 1,603,348 Deutsche Telekom International Finance BV company guaranty 8 3/4s, 2030 (Germany) 560,000 749,087 Deutsche Telekom International Finance BV notes 5 1/4s, 2013 (Germany) 1,540,000 1,574,775 France Telecom notes 9 1/4s, 2031 (France) 180,000 247,888 France Telecom notes 7 3/4s, 2011 (France) 1,430,000 1,637,630 Sprint Capital Corp. company guaranty 7 5/8s, 2011 1,045,000 1,179,372 Sprint Capital Corp. company guaranty 6.9s, 2019 1,315,000 1,488,876 Sprint Capital Corp. company guaranty 6 7/8s, 2028 4,420,000 4,995,298 Telecom Italia Capital SA company guaranty 6 3/8s, 2033 (Luxembourg) 290,000 308,640 Telecom Italia Capital SA company guaranty 5 1/4s, 2013 (Luxembourg) 1,335,000 1,342,549 Telecom Italia Capital SA 144A company guaranty 4s, 2010 (Luxembourg) 1,270,000 1,216,228 Vodafone Group PLC notes 7 7/8s, 2030 (United Kingdom) 650,000 853,951 22,166,864 - ------------------------------------------------------------------------------------------------ Telephone (--%) Telefonica Europe BV company guaranty 8 1/4s, 2030 (Netherlands) 595,000 813,849 Total corporate bonds and notes (cost $287,055,656) $294,812,415 - ------------------------------------------------------------------------------------------------ CONVERTIBLE PREFERRED STOCKS (0.7%)* - ------------------------------------------------------------------------------------------------ Shares Value - ------------------------------------------------------------------------------------------------ Hartford Financial Services Group, Inc. (The) $3.50 cv. pfd. 106,000 $7,751,250 Hartford Financial Services Group, Inc. (The) $3.00 cv. pfd. 99,400 7,144,375 Huntsman Corp. $2.50 cv. pfd. 111,300 5,537,175 Xerox Corp. 6.25% cv. pfd. 163,548 18,808,020 - ------------------------------------------------------------------------------------------------ Total convertible preferred stocks (cost $33,422,687) $39,240,820 - ------------------------------------------------------------------------------------------------ MUNICIPAL BONDS AND NOTES (--%)* - ------------------------------------------------------------------------------------------------ Rating ** Principal amount Value - ------------------------------------------------------------------------------------------------ NJ State Tpk. Auth. Rev. Bonds, Ser. B, AMBAC 4.252s, 1/1/16 Aaa $1,065,000 $1,056,970 4.252s, 1/1/16 (Prerefunded) Aaa 55,000 52,777 OR State G.O. Bonds (Taxable Pension), 5.892s, 6/1/27 Aaa 1,320,000 1,475,074 - ------------------------------------------------------------------------------------------------ Total municipal bonds and notes (cost $2,402,588) $2,584,821 - ------------------------------------------------------------------------------------------------ UNITS (--%) * (cost $541,929) - ------------------------------------------------------------------------------------------------ Units Value - ------------------------------------------------------------------------------------------------ Cendant Corp. unit 4.89s, 2006 10,100 $504,742 - ------------------------------------------------------------------------------------------------ SHORT-TERM INVESTMENTS (8.4%) * - ------------------------------------------------------------------------------------------------ Principal amount Value - ------------------------------------------------------------------------------------------------ ING Funding, LLC. for an effective yield of 3.34s, August 11, 2005 $24,000,000 $23,978,067 Park Granada, LLC for an effective yield of 3.37s, August 11, 2005 27,095,000 27,070,012 UBS Finance, LLC for an effective yield of 3.38s, August 15, 2005 49,999,999 49,935,249 Windmill Funding Corp. for an effective yield of 3.41s, August 16, 2005 25,000,000 24,965,104 Short-term investments held as collateral for loaned securities with yields ranging from 2.30% to 3.46% and due dates ranging from August 1, 2005 to August 17, 2005 (d) 138,541,829 138,499,005 Putnam Prime Money Market Fund (e) 185,596,995 185,596,995 - ------------------------------------------------------------------------------------------------ Total short-term investments (cost $450,044,432) $450,044,432 - ------------------------------------------------------------------------------------------------ TOTAL INVESTMENTS - ------------------------------------------------------------------------------------------------ Total investments (cost $5,054,932,264) $5,735,883,838 * Percentages indicated are based on net assets of $5,330,453,116. ** The Moody's or Standard & Poor's ratings indicated are believed to be the most recent ratings available at July 31, 2005 for the securities listed. Ratings are generally ascribed to securities at the time of issuance. While the agencies may from time to time revise such ratings, they undertake no obligation to do so, and the ratings do not necessarily represent what the agencies would ascribe to these securities at July 31, 2005. Securities rated by Putnam are indicated by "/P" . Ratings are not covered by the Report of Independent Registered Public Accounting Firm. Security ratings are defined in the Statement of Additional Information. + Non-income-producing security. # A portion of this security was pledged and segregated with the custodian to cover margin requirements for futures contracts at July 31, 2005. (F) Security is valued at fair value following procedures approved by the Trustees. (R) Real Estate Investment Trust. (S) Securities on loan, in part or in entirety, at July 31, 2005. (d) See Note 1 to the financial statements. (e) See Note 5 to the financial statements regarding investments in Putnam Prime Money Market Fund. At July 31, 2005, liquid assets totaling $467,308,910 have been designated as collateral for open forward commitments, swap contracts, forward committments, swap contracts, forward contracts, credit default contracts and future contracts. 144A after the name of a security represents those exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt form registration, normally to qualified institutional buyers. TBA after the name of a security represents to be announced securities (Note 1). AMBAC represents AMBAC Indemnity Corporation. G.O. Bonds represent General Obligation Bonds. The rates shown on Floating Rate Bonds (FRB) and Floating Rate Notes (FRN) are the current interest rates at July 31, 2005. The rates shown on IFB, which are securities paying interest rates that vary inversely to changes in the market interest rates, are the current - ----------------------------------------------------------------------------------------------------------------------- FORWARD CURRENCY CONTRACTS TO BUY at 7/31/05 (aggregate face value $1,449,935) - ----------------------------------------------------------------------------------------------------------------------- Aggregate Delivery Unrealized Value face value date depreciation - ----------------------------------------------------------------------------------------------------------------------- Canadian Dollar $765,233 $768,877 10/19/05 $(3,644) Euro 673,748 681,058 9/21/05 (7,310) - ----------------------------------------------------------------------------------------------------------------------- Total $(10,954) - ----------------------------------------------------------------------------------------------------------------------- FUTURES CONTRACTS OUTSTANDING at 7/31/05 - ----------------------------------------------------------------------------------------------------------------------- Unrealized Number of Expiration appreciation/ contracts Value date (depreciation) - ----------------------------------------------------------------------------------------------------------------------- Euro 90 day (Long) 14 $3,360,875 Sep-05 $(12,779) Euro 90 day (Long) 7 1,675,363 Dec-05 (9,490) Euro 90 day (Long) 3 717,225 Mar-06 (1,811) Interest Rate Swap 10 yr (Long) 22 2,417,938 Sep-05 (62,445) S&P 500 Index (Long) 30 9,276,000 Sep-05 37,015 U.S. Treasury Bond 20 yr (Long) 1621 186,921,563 Sep-05 (1,765,715) U.S. Treasury Note 2 yr (Short) 529 109,230,234 Sep-05 528,749 U.S. Treasury Note 5 yr (Long) 895 95,946,797 Sep-05 (1,124,316) U.S. Treasury Note 5 yr (Short) 1628 174,526,688 Sep-05 2,108,748 - ----------------------------------------------------------------------------------------------------------------------- Total $(302,044) - ----------------------------------------------------------------------------------------------------------------------- TBA SALE COMMITMENTS OUTSTANDING at 7/31/05 (proceeds receivable $47,958,995) - ----------------------------------------------------------------------------------------------------------------------- Principal Settlement amount date Value - ----------------------------------------------------------------------------------------------------------------------- FHLMC, 5 1/2s, August 1, 2020 $5,100,000 8/16/05 $5,201,203 FNMA, 4 1/2s, August 1, 2020 43,271,000 8/16/05 42,554,325 - ----------------------------------------------------------------------------------------------------------------------- Total $47,755,528 - ----------------------------------------------------------------------------------------------------------------------- WRITTEN OPTIONS OUTSTANDING at 7/31/05 (premiums received $5,942,027) - ----------------------------------------------------------------------------------------------------------------------- Contract Expiration date/ amount strike price Value - ----------------------------------------------------------------------------------------------------------------------- Option on an interest rate swap with JPMorgan Chase Bank N.A. for the right to pay a fixed rate of 4.55% versus 3 month LIBOR maturing on July 5, 2017. $76,820,000 Jul 07 / 4.55 $3,932,953 Option on an interest rate swap with JPMorgan Chase Bank N.A. for the right to receive a fixed rate of 4.55% versus 3 month LIBOR maturing on July 5, 2017. 76,820,000 Jul 07 / 4.55 1,960,930 - ----------------------------------------------------------------------------------------------------------------------- $5,893,883 - ----------------------------------------------------------------------------------------------------------------------- INTEREST RATE SWAP CONTRACTS OUTSTANDING at 7/31/05 - ----------------------------------------------------------------------------------------------------------------------- Unrealized Notional Termination appreciation/ amount date (depreciation) - ----------------------------------------------------------------------------------------------------------------------- Agreement with Lehman Brothers Special Financing, Inc. dated July 13, 2005 to pay semi-annually the notional amount multiplied by 4.38% and receive quarterly the notional amount multiplied by the three month USD-LIBOR-BBA. $63,000,000 7/15/10 $480,214 Agreement with JPMorgan Chase Bank, N.A. dated July 29, 2005 to pay semi-annually the notional amount multiplied by 4.6757% and receive quarterly the notional amount multiplied by the three month USD-LIBOR. 10,430,000 8/2/15 -- Agreement with Bank of America, N.A. dated May 18, 2005 to pay semi-annually the notional amount multiplied by 3.95% and receive quarterly the notional amount multiplied by the three month USD-LIBOR. 248,000,000 5/21/07 1,442,272 Agreement with Bank of America, N.A. dated December 20, 2004 to pay semi-annually the notional amount multiplied by 3.965% and receive quarterly the notional amount multiplied by the three month USD-LIBOR. 102,075,000 12/22/09 2,245,290 Agreement with Bank of America, N.A. dated January 26, 2004 to receive semi-annually the notional amount multiplied by 5.2125% and pay quarterly the notional amount multiplied by the three month USD-LIBOR. 82,772,000 1/28/24 3,123,475 Agreement with Bank of America, N.A. dated January 12, 2005 to receive semi-annually the notional amount multiplied by 4.106% and pay quarterly the notional amount multiplied by the three month USD-LIBOR. 87,100,000 1/14/10 (1,495,547) Agreement with Bank of America, N.A. dated March 31, 2005 to pay semi-annually the notional amount multiplied by 4.6375% and receive quarterly the notional amount multiplied by the three month USD-LIBOR. 84,900,000 4/6/10 (1,361,653) Agreement with Bank of America, N.A. dated June 15, 2005 to pay semi-annually the notional amount multiplied by 4.555% and receive quarterly the notional amount multiplied by the three month USD-LIBOR. 20,610,000 6/17/15 231,557 Agreement with Bank of America, N.A. dated December 2, 2003 to receive semi-annually the notional amount multiplied by 2.444% and pay quarterly the notional amount multiplied by the three month USD-LIBOR. 12,822,000 12/5/05 (79,263) Agreement with Bank of America, N.A. dated June 21, 2005 to pay semi-annually the notional amount multiplied by 4.466% and receive quarterly the notional amount multiplied by the three month USD-LIBOR. 7,440,000 6/23/15 138,387 Agreement with Bank of America, N.A. dated June 22, 2005 to pay semi-annually the notional amount multiplied by 4.39% and receive quarterly the notional amount multiplied by the three month USD-LIBOR. 3,720,000 6/24/15 91,828 Agreement with Bank of America, N.A. dated December 12, 2003 to pay semi-annually the notional amount multiplied by 2.1125% and receive quarterly the notional amount multiplied by the three month USD-LIBOR. 3,280,000 12/16/05 26,670 Agreement with Bank of America, N.A. dated June 21, 2005 to pay semi-annually the notional amount multiplied by 4.45% and receive quarterly the notional amount multiplied by the three month USD-LIBOR. 3,070,000 6/23/15 61,021 Agreement with Credit Suisse First Boston International dated July 7, 2004 to receive semi-annually the notional amount multiplied by 2.931% and pay quarterly the notional amount multiplied by the three month USD-LIBOR. 25,631,800 7/9/06 (301,907) Agreement with Credit Suisse First Boston International dated November 15, 2004 to pay semi-annually the notional amount multiplied by 3.947% and receive quarterly the notional amount multiplied by the three month USD-LIBOR. 6,600,000 11/17/09 142,160 Agreement with JPMorgan Chase Bank, N.A. dated March 3, 2005 to receive semi-annually the notional amount multiplied by 4.798% and pay quarterly the notional amount multiplied by the three month USD-LIBOR. 126,500,000 3/7/15 2,627,084 Agreement with JPMorgan Chase Bank, N.A. dated June 27, 2005 to receive semi-annually the notional amount multiplied by 4.296% and pay quarterly the notional amount multiplied by the three month USD-LIBOR. 63,370,000 6/29/15 (2,074,127) Agreement with JPMorgan Chase Bank, N.A. dated June 14, 2005 to pay semi-annually the notional amount multiplied by 4.538% and receive quarterly the notional amount multiplied by the three month USD-LIBOR. 17,930,000 6/16/15 234,247 Agreement with JPMorgan Chase Bank, N.A. dated June 22, 2005 to receive semi-annually the notional amount multiplied by 4.387% and pay quarterly the notional amount multiplied by the three month USD-LIBOR. 4,470,000 6/24/15 112,652 Agreement with Lehman Brothers Special Financing, Inc. dated December 5, 2003 to receive semi-annually the notional amount multiplied by 2.23762% and pay quarterly the notional amount multiplied by the three month USD-LIBOR-BBA. 54,516,000 12/9/05 (397,148) Agreement with Lehman Brothers Special Financing, Inc. dated June 14, 2005 to pay semi-annually the notional amount multiplied by 4.0525% and receive quarterly the notional amount multiplied by the three month USD-LIBOR-BBA. 30,200,000 6/16/07 (129,676) Agreement with Lehman Brothers Special Financing, Inc. dated January 22, 2004 to pay semi-annually the notional amount multiplied by 1.999% and receive quarterly the notional amount multiplied by the three month USD-LIBOR-BBA. 28,852,000 1/26/06 282,590 Agreement with Lehman Brothers Special Financing, Inc. dated January 21, 2004 to pay semi-annually the notional amount multiplied by 2.009% and receive quarterly the notional amount multiplied by the three month USD-LIBOR-BBA. 28,154,000 1/23/06 270,349 Agreement with Lehman Brothers Special Financing, Inc. dated January 21, 2004 to pay semi-annually the notional amount multiplied by 2.008% and receive quarterly the notional amount multiplied by the three month USD-LIBOR-BBA. 28,154,000 1/23/06 267,566 Agreement with Lehman Brothers Special Financing, Inc. dated January 22, 2004 to pay semi-annually the notional amount multiplied by 2.007% and receive quarterly the notional amount multiplied by the three month USD-LIBOR-BBA. 15,124,000 1/26/06 147,613 Agreement with Lehman Brothers Special Financing, Inc. dated December 11, 2003 to pay semi-annually the notional amount multiplied by 4.710% and receive quarterly the notional amount multiplied by the three month USD-LIBOR-BBA. 10,708,000 12/15/13 (43,229) Agreement with Lehman Brothers Special Financing, Inc. dated December 12, 2003 to pay semi-annually the notional amount multiplied by 4.579% and receive quarterly the notional amount multiplied by the three month USD-LIBOR-BBA. 10,192,000 12/16/13 52,164 Agreement with Lehman Brothers Special Financing, Inc. dated January 21, 2004 to pay semi-annually the notional amount multiplied by 4.408% and receive quarterly the notional amount multiplied by the three month USD-LIBOR-BBA. 9,307,000 1/23/14 174,215 Agreement with Lehman Brothers Special Financing, Inc. dated January 21, 2004 to pay semi-annually the notional amount multiplied by 4.419% and receive quarterly the notional amount multiplied by the three month USD-LIBOR-BBA. 9,307,000 1/23/14 167,724 Agreement with Lehman Brothers Special Financing, Inc. dated June 14, 2005 to pay semi-annually the notional amount multiplied by 4.5475% and receive quarterly the notional amount multiplied by the three month USD-LIBOR-BBA. 8,300,000 6/16/15 (100,764) Agreement with Lehman Brothers Special Financing, Inc. dated December 9, 2003 to receive semi-annually the notional amount multiplied by 4.641% and pay quarterly the notional amount multiplied by the three month USD-LIBOR-BBA. 3,658,000 12/15/13 (2,736) Agreement with Lehman Brothers Special Financing, Inc. dated December 11, 2003 to pay semi-annually the notional amount multiplied by 2.235% and receive quarterly the notional amount multiplied by the three month USD-LIBOR-BBA. 2,559,000 12/15/05 19,152 - ------------------------------------------------------------------------------------------------------------------------ Total $6,352,180 - ------------------------------------------------------------------------------------------------------------------------ TOTAL RETURN SWAP CONTRACTS OUTSTANDING at 7/31/05 - ------------------------------------------------------------------------------------------------------------------------ Unrealized Notional Termination appreciation/ amount date (depreciation) - ------------------------------------------------------------------------------------------------------------------------ Agreement with Citibank, N.A. dated July 7, 2005 to receive at maturity the notional amount multiplied by the nominal spread appreciation of the Lehman Brothers AAA 8.5+ Commercial Mortgage Backed Securities Index adjusted by a modified duration factor and an accrual of 50 basis points plus the beginning of the period nominal spread of the Lehman Brothers AAA 8.5+ Commercial Mortgage Backed Securities Index and pay at maturity the notional amount multiplied by the nominal spread depreciation of the Lehman Brothers AAA 8.5+ Commercial Mortgage Backed Securities Index adjusted by a modified duration factor. $23,000,000 1/1/06 $37,421 Agreement with Citigroup Financial Products, Inc. dated January 25, 2005 to receive at maturity the notional amount multiplied by the nominal spread appreciation of the Lehman Brothers AAA 8.5+ Commercial Mortgage Backed Securities Index adjusted by a modified duration factor and an accrual of 25 basis points plus the beginning of the period nominal spread of the Lehman Brothers AAA 8.5+ Commercial Mortgage Backed Securities Index and pay at maturity the notional amount multiplied by the nominal spread depreciation of the Lehman Brothers AAA 8.5+ Commercial Mortgage Backed Securities Index adjusted by a modified duration factor. 24,250,000 8/1/05 58,937 Agreement with Goldman Sachs Capital Markets, L.P. dated July 7, 2005 to pay monthly the notional amount multiplied by the spread depreciation of the Lehman Brothers 8.5+ AAA Commercial Mortgage Backed Securities Index adjusted by a modified duration factor and receive monthly the notional amount multiplied by the appreciation of the Lehman Brothers 8.5+ AAA Commercial Mortgage Backed Securities Index plus 27.2 basis points. 23,078,000 12/1/05 (26,655) Agreement with Citigroup Financial Products, Inc. dated January 25, 2005 to receive at maturity the notional amount multiplied by the nominal spread appreciation of the Lehman Brothers AAA Commercial Mortgage Backed Securities Index adjusted by a modified duration factor and an accrual of - -5 basis points plus the beginning of the period nominal spread of the Lehman Brothers AAA Commercial Mortgage Backed Securities Index and pay at maturity the notional amount multiplied by the nominal spread depreciation of the Lehman Brothers AAA Commercial Mortgage Backed Securities Index adjusted by a modified duration factor. 24,250,000 8/1/05 68,783 Agreement with Citigroup Financial Products, Inc. dated April 22, 2005 to receive at maturity the notional amount multiplied by the nominal spread appreciation of the Lehman Brothers AAA 8.5+ Commercial Mortgage Backed Securities Index adjusted by a modified duration factor and an accrual of 40 basis points plus the beginning of the period nominal spread of the Lehman Brothers AAA 8.5+ Commercial Mortgage Backed Securities Index and pay at maturity the notional amount multiplied by the nominal spread depreciation of the Lehman Brothers AAA 8.5+ Commercial Mortgage Backed Securities Index adjusted by a modified duration factor. 24,423,000 11/1/05 96,143 Agreement with Citigroup Financial Products, Inc. dated May 5, 2005 to receive at maturity the notional amount multiplied by the nominal spread appreciation of the Lehman Brothers AAA 8.5+ Commercial Mortgage Backed Securities Index adjusted by a modified duration factor and an accrual of 35 basis points plus the beginning of the period nominal spread of the Lehman Brothers AAA 8.5+ Commercial Mortgage Backed Securities Index and pay at maturity the notional amount multiplied by the nominal spread depreciation of the Lehman Brothers AAA 8.5+ Commercial Mortgage Backed Securities Index adjusted by a modified duration factor. 23,765,000 11/1/05 79,719 Agreement with Deutsche Bank AG dated May 3, 2005 to pay at maturity the notional amount multiplied by the nominal spread appreciation of the Lehman Brothers AAA 8.5+ Commercial Mortgage Backed Securities Index adjusted by a modified duration factor and an accrual of 35 basis points plus the beginning of the period nominal spread of the Lehman Brothers AAA 8.5+ Commercial Mortgage Backed Securities Index and receive at maturity the notional amount multiplied by the nominal spread depreciation of the Lehman Brothers AAA 8.5+ Commercial Mortgage Backed Securities Index adjusted by a modified duration factor. $12,211,500 11/1/05 $(40,750) - ----------------------------------------------------------------------------------------------------------------------- Total $273,598 - ----------------------------------------------------------------------------------------------------------------------- CREDIT DEFAULT CONTRACTS OUTSTANDING at 7/31/05 - ----------------------------------------------------------------------------------------------------------------------- Unrealized Notional appreciation/ amount (depreciation) - ----------------------------------------------------------------------------------------------------------------------- Agreement with Bank of America, N.A. effective June 20, 2005, maturing on June 20, 2010, to receive/(pay) a premium based on the difference between the original spread on issue and the market spread on day of execution and pay quarterly 40 basis points times the notional amount. Upon a credit default event of a reference entity within the DJ IG CDX 5 year Series 4 Index, the fund receives a payment of the proportional notional amount times the difference between the par value and the then-market value of the reference entity within the DJ IG CDX 5 year Series 4 Index. $3,085,375 $(10,841) Agreement with Deutsche Bank AG effective June 23, 2005, maturing on June 20, 2010, to receive/(pay) a premium based on the difference between the original spread on issue and the market spread on day of execution and pay quarterly 40 basis points times the notional amount. Upon a credit default event of a reference entity within the DJ IG CDX 5 year Series 4 Index, the fund receives a payment of the proportional notional amount times the difference between the par value and the then-market value of the reference entity within the DJ IG CDX 5 year Series 4 Index. 2,947,250 (11,855) Agreement with Goldman Sachs International effective September 2, 2004, terminating on the date on which the notional amount is reduced to zero or the date on which the assets securing the reference obligation are liquidated, the fund receives a payment of the outstanding notional amount times 2.35% and the fund pays in the event of a credit default in one of the underlying securities in the basket of BB CMBS securities. 2,542,815 134,101 Agreement with Goldman Sachs International effective September 2, 2004, terminating on the date on which the notional amount is reduced to zero or the date on which the assets securing the reference obligation are liquidated, the fund receives a payment of the outstanding notional amount times 2.433% and the fund pays in the event of a credit default in one of the underlying securities in the basket of BB CMBS securities. 953,556 39,290 Agreement with Goldman Sachs effective September 2, 2004, terminating on the date on which the notional amount is reduced to zero or the date on which the assets securing the reference obligation are liquidated, the fund receives a payment of the outstanding notional amount times 2.5% and the fund pays in the event of a credit default in one of the underlying securities in the basket of BB CMBS securities. 317,852 18,904 Agreement with Goldman Sachs International effective September 2, 2004, terminating on the date on which the notional amount is reduced to zero or the date on which the assets securing the reference obligation are liquidated, the fund receives a payment of the outstanding notional amount times 2.55625% and the fund pays in the event of a credit default in one of the underlying securities in the basket of BB CMBS securities. 2,542,815 59,390 Agreement with Goldman Sachs International effective September 2, 2004, terminating on the date on which the notional amount is reduced to zero or the date on which the assets securing the reference obligation are liquidated, the fund receives a payment of the outstanding notional amount times 2.4625% and the fund pays in the event of a credit default in one of the underlying securities in the basket of BB CMBS securities. 1,271,406 55,990 Agreement with Goldman Sachs International effective September 2, 2004, terminating on the date on which the notional amount is reduced to zero or the date on which the assets securing the reference obligation are liquidated, the fund receives a payment of the outstanding notional amount times 2.475% and the fund pays in the event of a credit default in one of the underlying securities in the basket of BB CMBS securities. 635,704 19,623 Agreement with Goldman Sachs International effective September 2, 2004, terminating on the date on which the notional amount is reduced to zero or the date on which the assets securing the reference obligation are liquidated, the fund receives a payment of the outstanding notional amount times 2.6% and the fund pays in the event of a credit default in one of the underlying securities in the basket of BB CMBS securities. 317,852 3,143 Agreement with Lehman Brothers Special Financing, Inc. effective June 30, 2005, maturing on June 20, 2015, to receive/(pay) a premium based on the difference between the original spread on issue and the market spread on day of execution and pay quarterly 35 basis points times the notional amount. Upon a credit default event of a reference entity within the DJ IG CDX Series 4 Index 15-30% tranche, the fund receives a payment of the proportional notional amount times the difference between the par value and the then-market value of the reference entity within the DJ IG CDX Series 4 Index 15-30% tranche. 11,789,000 3,324 Agreement with Lehman Brothers Special Financing, Inc. effective June 20, 2005, maturing on June 20, 2010, to receive/(pay) a premium based on the difference between the original spread on issue and the market spread on day of execution and pay quarterly 40 basis points times the notional amount. Upon a credit default event of a reference entity within the DJ HY CDX 5 year Series 4 Index, the fund receives a payment of the proportional notional amount times the difference between the par value and the then-market value of the reference entity within the DJ HY CDX 5 year Series 4 Index. 3,085,375 (10,510) Agreement with Morgan Stanley Capital Services, Inc. effective June 20, 2005, maturing on June 20, 2015, to receive/(pay) a premium based on the difference between the original spread on issue and the market spread on day of execution and receive quarterly 35 basis points times the notional amount. Upon a credit default event of a reference entity within the DJ IG CDX 5 year Series 4 Index 15-30% tranche, the fund makes a payment of the proportional notional amount times the difference between the par value and the then-market value of the reference entity within the DJ IG CDX 5 year Series 4 Index 15-30% tranche. 24,683,000 24,019 Agreement with Lehman Brothers Special Financing, Inc. effective July 25, 2005, maturing on June 20, 2012, to receive/(pay) a premium based on the difference between the original spread on issue and the market spread on day of execution and to receive quarterly 21.5 basis points times the notional amount. Upon a credit default event of any reference entity within the DJ IG CDX Series 4 Index, 15-30% tranche, the fund makes a payment of the proportional notional amount times the difference between the par value and the then-market value of the reference entity within the DJ IG CDX Series 4 Index, 15-30% tranche. 12,780,000 (15,274) Agreement with Lehman Brothers Special Financing, Inc. effective July 25, 2005, maturing on June 20, 2012, to receive/(pay) a premium based on the difference between the original spread on issue and the market spread on day of execution and to pay quarterly 55 basis points times the notional amount. Upon a credit default event of any reference entity within the DJ IG CDX Series 4 Index, the fund receives a payment of the proportional notional amount times the difference between the par value and the then-market value of the reference entity within the DJ IG CDX Series 4 Index. 8,946,000 (21,527) Agreement with Lehman Brothers Special Financing, Inc. effective July 29, 2005, maturing on June 20, 2012, to receive/(pay) a premium based on the difference between the original spread on issue and the market spread on day of execution and to receive quarterly 33.75 basis points times the notional amount. Upon a credit default event of any reference entity within the DJ IG CDX Series 4 Index, 10-15% tranche, the fund makes a payment of the proportional notional amount times the difference between the par value and the then-market value of the reference entity within the DJ IG CDX Series 4 Index, 10-15% tranche. 6,663,000 -- Agreement with Lehman Brothers Special Financing, Inc. effective July 29, 2005, maturing on June 20, 2012, to receive/(pay) a premium based on the difference between the original spread on issue and the market spread on day of execution and to receive quarterly 21.5 basis points times the notional amount. Upon a credit default event of any reference entity within the DJ IG CDX Series 4 Index, 15-30% tranche, the fund makes a payment of the proportional notional amount times the difference between the par value and the then-market value of the reference entity within the DJ IG CDX Series 4 Index, 15-30% tranche. 6,663,000 -- Agreement with Deutsche Bank AG effective July 14, 2005, maturing on June 20, 2012, to receive/(pay) a premium based on the difference between the original spread on issue and the market spread on day of execution and pay quarterly 55 basis points times the notional amount. Upon a credit default event of a reference entity within the DJ IG CDX Series 4 Index, the fund receives a payment of the proportional notional amount times the difference between the par value and the then-market value of the reference entity within the DJ IG CDX Series 4 Index. 4,992,000 (23,645) Agreement with Deutsche Bank AG effective July 14, 2005, maturing on June 20, 2012, to receive/(pay) a premium based on the difference between the original spread on issue and the market spread on day of execution and receive quarterly 35.5 basis points times the notional amount. Upon a credit default event of a reference entity within the DJ IG CDX Series 4 Index, 10-15% tranche, the fund makes a payment of the proportional notional amount times the difference between the par value and the then-market value of the reference entity within the DJ IG CDX Series 4 Index, 10-15% tranche. 3,328,000 6,736 Agreement with Goldman Sachs Capital Markets, L.P. effective July 8, 2005, maturing on June 20, 2010, to receive/(pay) a premium based on the difference between the original spread on issue and the market spread on day of execution and pays quarterly 40 basis points times the notional amount. Upon a credit default event of a reference entity within the DJ IG CDX Series 4 Index, the fund receives a payment of the proportional notional amount times the difference between the par value and the then-market value of the reference entity within the DJ IG CDX Series 4 Index. 3,191,000 (13,706) Agreement with Lehman Brothers Special Financing, Inc. effective July 14, 2005, maturing on June 20, 2012, to receive/(pay) a premium based on the difference between the original spread on issue and the market spread on day of execution and to receive quarterly 25 basis points times the notional amount. Upon a credit default event of any reference entity within the DJ IG CDX Series 4 Index, 15-30% tranche, the fund makes a payment of the proportional notional amount times the difference between the par value and the then-market value of the reference entity within the DJ IG CDX Series 4 Index, 15-30% tranche. 3,195,000 694 Agreement with Lehman Brothers Special Financing, Inc. effective July 14, 2005, maturing on June 20, 2012, to receive/(pay) a premium based on the difference between the original spread on issue and the market spread on day of execution and to receive quarterly 36 basis points times the notional amount. Upon a credit default event of any reference entity within the DJ IG CDX Series 4 Index,10-15% tranche, the fund makes a payment of the proportional notional amount times the difference between the par value and the then-market value of the reference entity within the DJ IG CDX Series 4 Index, 10-15% tranche. 3,062,000 (7,123) Agreement with Deutsche Bank AG effective July 22, 2005, maturing on September 20, 2010, to receive/(pay) a premium based on the difference between the original spread on issue and the market spread on day of execution and receive quarterly 41 basis points times the notional amount. Upon a credit default event of France Telecomm, 7.75%, 3/1/2011, the fund makes a payment of the proportional notional amount times the difference between the par value and the then-market value of France Telecomm, 7.75%, 3/1/2011. 1,905,000 953 Agreement with Bank of America, N.A. effective November 24, 2004, maturing on April 15, 2010, to receive a premium equal to 2.583% times the notional amount. Upon a credit default event of any News Corp. senior note or bond, the fund makes a payment of the proportional notional amount times the difference between the par value and the then-market value of the defaulted News Corp. senior note or bond. 580,000 (192) Agreement with Bank of America, N.A. effective July 26, 2005, maturing on September 20, 2012, to receive/(pay) a premium based on the difference between the original spread on issue and the market spread on day of execution and receive quarterly 64 basis points times the notional amount. Upon a credit default event of Waste Management, 7.375%, 8/1/2010, the fund makes a payment of the proportional notional amount times the difference between the par value and the then-market value of Waste Management, 7.375%, 8/1/2010. 1,140,000 3,548 - ----------------------------------------------------------------------------------------------------------------------- Total $255,042 The accompanying notes are an integral part of these financial statements. Statement of assets and liabilities 7/31/05 - ----------------------------------------------------------------------------- ASSETS - ----------------------------------------------------------------------------- Investment in securities, at value, including $134,419,014 of securities on loan (Note 1): Unaffiliated issuers (identified cost $4,869,335,269) $5,550,286,843 Affiliated issuers (identified cost $185,596,995) (Note 5) 185,596,995 - ----------------------------------------------------------------------------- Cash 2,007,016 - ----------------------------------------------------------------------------- Dividends, interest and other receivables 19,336,060 - ----------------------------------------------------------------------------- Receivable for shares of the fund sold 4,861,892 - ----------------------------------------------------------------------------- Receivable for securities sold 26,633,269 - ----------------------------------------------------------------------------- Receivable for sales of delayed delivery securities (Note 1) 56,290,643 - ----------------------------------------------------------------------------- Receivable for open swap contracts (Note 1) 12,679,233 - ----------------------------------------------------------------------------- Receivable for open credit default contracts (Note 1) 369,715 - ----------------------------------------------------------------------------- Total assets $5,858,061,666 - ----------------------------------------------------------------------------- LIABILITIES - ----------------------------------------------------------------------------- Payable for variation margin (Note 1) 1,407,809 - ----------------------------------------------------------------------------- Payable for securities purchased 32,451,898 - ----------------------------------------------------------------------------- Payable for purchases of delayed delivery securities (Note 1) 274,511,551 - ----------------------------------------------------------------------------- Payable for shares of the fund repurchased 10,679,824 - ----------------------------------------------------------------------------- Payable for compensation of Manager (Notes 2 and 5) 6,423,446 - ----------------------------------------------------------------------------- Payable for investor servicing and custodian fees (Note 2) 1,213,268 - ----------------------------------------------------------------------------- Payable for Trustee compensation and expenses (Note 2) 405,091 - ----------------------------------------------------------------------------- Payable for administrative services (Note 2) 5,985 - ----------------------------------------------------------------------------- Payable for distribution fees (Note 2) 1,723,084 - ----------------------------------------------------------------------------- Credit default contracts outstanding, at value (premiums received $14,982) (Note 1) 14,790 - ----------------------------------------------------------------------------- Written options outstanding, at value (premiums received $5,942,027) (Note 1) 5,893,883 - ----------------------------------------------------------------------------- Payable for open forward contracts (Note 1) 10,954 - ----------------------------------------------------------------------------- Payable for open credit default contracts (Note 1) 114,481 - ----------------------------------------------------------------------------- Payable for open swap contracts (Note 1) 6,053,455 - ----------------------------------------------------------------------------- TBA sales commitments, at value (proceeds receivable $47,958,995) (Note 1) 47,755,528 - ----------------------------------------------------------------------------- Collateral on securities loaned, at value (Note 1) 138,499,005 - ----------------------------------------------------------------------------- Other accrued expenses 444,498 - ----------------------------------------------------------------------------- Total liabilities 527,608,550 - ----------------------------------------------------------------------------- Net assets $5,330,453,116 - ----------------------------------------------------------------------------- REPRESENTED BY - ----------------------------------------------------------------------------- Paid-in capital (Unlimited shares authorized) (Notes 1 and 4) $4,684,177,575 - ----------------------------------------------------------------------------- Undistributed net investment income (Note 1) 26,861,482 - ----------------------------------------------------------------------------- Accumulated net realized loss on investments and foreign currency transactions (Note 1) (68,327,336) - ----------------------------------------------------------------------------- Net unrealized appreciation of investments 687,741,395 - ----------------------------------------------------------------------------- Total -- Representing net assets applicable to capital shares outstanding $5,330,453,116 - ----------------------------------------------------------------------------- COMPUTATION OF NET ASSET VALUE AND OFFERING PRICE - ----------------------------------------------------------------------------- Net asset value and redemption price per class A share ($3,458,404,718 divided by 187,911,280 shares) $18.40 - ----------------------------------------------------------------------------- Offering price per class A share (100/94.75 of $18.40)* $19.42 - ----------------------------------------------------------------------------- Net asset value and offering price per class B share ($917,950,539 divided by 50,392,612 shares)** $18.22 - ----------------------------------------------------------------------------- Net asset value and offering price per class C share ($77,023,939 divided by 4,210,083 shares)** $18.30 - ----------------------------------------------------------------------------- Net asset value and redemption price per class M share ($215,815,982 divided by 11,842,239 shares) $18.22 - ----------------------------------------------------------------------------- Offering price per class M share (100/96.75 of $18.22)* $18.83 - ----------------------------------------------------------------------------- Net asset value, offering price and redemption price per class R share ($725,547 divided by 39,509 shares) $18.36 - ----------------------------------------------------------------------------- Net asset value, offering price and redemption price per class Y share ($660,532,391 divided by 35,790,812 shares) $18.46 * On single retail sales of less than $50,000. On sales of $50,000 or more and on group sales, the offering price is reduced. ** Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge. The accompanying notes are an integral part of these financial statements. Statement of operations Year ended 7/31/05 - ----------------------------------------------------------------------------- INVESTMENT INCOME - ----------------------------------------------------------------------------- Interest (including interest income of $8,908,252 from investments in affiliated issuers) (Note 5) $82,557,428 - ----------------------------------------------------------------------------- Dividends (net of foreign tax of $30,169) 76,691,994 - ----------------------------------------------------------------------------- Securities lending 165,498 - ----------------------------------------------------------------------------- Other income (Note 6) 919,245 - ----------------------------------------------------------------------------- Total investment income 160,334,165 - ----------------------------------------------------------------------------- EXPENSES - ----------------------------------------------------------------------------- Compensation of Manager (Note 2) 26,400,193 - ----------------------------------------------------------------------------- Investor servicing fees (Note 2) 12,204,952 - ----------------------------------------------------------------------------- Custodian fees (Note 2) 698,866 - ----------------------------------------------------------------------------- Trustee compensation and expenses (Note 2) 163,307 - ----------------------------------------------------------------------------- Administrative services (Note 2) 101,423 - ----------------------------------------------------------------------------- Distribution fees -- Class A (Note 2) 8,453,465 - ----------------------------------------------------------------------------- Distribution fees -- Class B (Note 2) 10,178,241 - ----------------------------------------------------------------------------- Distribution fees -- Class C (Note 2) 758,933 - ----------------------------------------------------------------------------- Distribution fees -- Class M (Note 2) 1,634,265 - ----------------------------------------------------------------------------- Distribution fees -- Class R (Note 2) 2,270 - ----------------------------------------------------------------------------- Other 1,066,672 - ----------------------------------------------------------------------------- Non-recurring costs (Notes 2 and 6) 174,691 - ----------------------------------------------------------------------------- Costs assumed by Manager (Notes 2 and 6) (174,691) - ----------------------------------------------------------------------------- Fees waived and reimbursed by Manager (Note 5) (585,732) - ----------------------------------------------------------------------------- Total expenses 61,076,855 - ----------------------------------------------------------------------------- Expense reduction (Note 2) (1,414,860) - ----------------------------------------------------------------------------- Net expenses 59,661,995 - ----------------------------------------------------------------------------- Net investment income 100,672,170 - ----------------------------------------------------------------------------- Net realized gain on investments (Notes 1 and 3) 344,882,177 - ----------------------------------------------------------------------------- Net realized gain on swap contracts (Note 1) 13,322,807 - ----------------------------------------------------------------------------- Net realized gain on written options (Note 1 and 3) 169,859 - ----------------------------------------------------------------------------- Net realized gain on futures contracts (Note 1) 29,914,325 - ----------------------------------------------------------------------------- Net realized gain on foreign currency transactions (Note 1) 88,252 - ----------------------------------------------------------------------------- Net unrealized depreciation of assets and liabilities in foreign currencies during the year (Note 1) (73,482) - ----------------------------------------------------------------------------- Net unrealized appreciation of investments, futures contracts, written options, swap contracts, and TBA sale commitments during the year 73,281,004 - ----------------------------------------------------------------------------- Net gain on investments 461,584,942 - ----------------------------------------------------------------------------- Net increase in net assets resulting from operations $562,257,112 The accompanying notes are an integral part of these financial statements. Statement of changes in net assets - ----------------------------------------------------------------------------- DECREASE IN NET ASSETS - ----------------------------------------------------------------------------- Year ended Year ended 7/31/05 7/31/04 - ----------------------------------------------------------------------------- Operations: Net investment income $100,672,170 $106,369,812 - ----------------------------------------------------------------------------- Net realized gain on investments and foreign currency transactions 388,377,420 226,073,390 - ----------------------------------------------------------------------------- Net unrealized appreciation of investments and assets and liabilities in foreign currencies 73,207,522 238,880,235 - ----------------------------------------------------------------------------- Net increase in net assets resulting from operations 562,257,112 571,323,437 - ----------------------------------------------------------------------------- Distributions to shareholders: (Note 1) - ----------------------------------------------------------------------------- From net investment income - ----------------------------------------------------------------------------- Class A (63,734,158) (71,321,677) - ----------------------------------------------------------------------------- Class B (11,829,280) (15,606,522) - ----------------------------------------------------------------------------- Class C (879,740) (1,081,609) - ----------------------------------------------------------------------------- Class M (3,086,878) (3,563,743) - ----------------------------------------------------------------------------- Class R (7,354) (455) - ----------------------------------------------------------------------------- Class Y (16,948,666) (21,369,832) - ----------------------------------------------------------------------------- Redemption fees (Note 1) 18,029 2,271 - ----------------------------------------------------------------------------- Decrease from capital share transactions (Note 4) (694,050,829) (1,204,253,202) - ----------------------------------------------------------------------------- Total decrease in net assets (228,261,764) (745,871,332) - ----------------------------------------------------------------------------- NET ASSETS - ----------------------------------------------------------------------------- Beginning of year 5,558,714,880 6,304,586,212 - ----------------------------------------------------------------------------- End of year (including undistributed net investment income of $26,861,482 and $12,056,047, respectively) $5,330,453,116 $5,558,714,880 The accompanying notes are an integral part of these financial statements. Financial highlights (For a common share outstanding throughout the period) CLASS A - ------------------------------------------------------------------------------------------------- PER-SHARE OPERATING PERFORMANCE - ------------------------------------------------------------------------------------------------- Year ended 7/31/05 7/31/04 7/31/03 7/31/02 7/31/01 - ------------------------------------------------------------------------------------------------- Net asset value, beginning of period $16.91 $15.72 $15.02 $17.24 $15.77 - ------------------------------------------------------------------------------------------------- Investment operations: Net investment income (a) .35 (d,e) .32 (d) .37 .45 .52 - ------------------------------------------------------------------------------------------------- Net realized and unrealized gain (loss) on investments 1.47 1.20 .81 (2.17) 1.49 - ------------------------------------------------------------------------------------------------- Total from investment operations 1.82 1.52 1.18 (1.72) 2.01 - ------------------------------------------------------------------------------------------------- Less distributions: From net investment income (.33) (.33) (.48) (.48) (.53) - ------------------------------------------------------------------------------------------------- From net realized gain on investments -- -- -- (.02) (.01) - ------------------------------------------------------------------------------------------------- Total distributions (.33) (.33) (.48) (.50) (.54) - ------------------------------------------------------------------------------------------------- Redemption fees -- (f) -- (f) -- -- -- - ------------------------------------------------------------------------------------------------- Net asset value, end of period $18.40 $16.91 $15.72 $15.02 $17.24 - ------------------------------------------------------------------------------------------------- Total return at net asset value (%)(b) 10.89 9.77 8.06 (10.20) 12.86 - ------------------------------------------------------------------------------------------------- RATIOS AND SUPPLEMENTAL DATA - ------------------------------------------------------------------------------------------------- Net assets, end of period (in thousands) $3,458,405 $3,322,532 $3,784,601 $2,990,984 $3,176,287 - ------------------------------------------------------------------------------------------------- Ratio of expenses to average net assets (%)(c) .98 (d) 1.00 (d) .99 .96 .92 - ------------------------------------------------------------------------------------------------- Ratio of net investment income to average net assets (%) 1.97 (d,e) 1.90 (d) 2.50 2.75 3.11 - ------------------------------------------------------------------------------------------------- Portfolio turnover (%) 169.29 (g) 165.66 121.38 (h,i) 131.89 (h) 333.46 (a) Per share net investment income has been determined on the basis of the weighted average number of shares outstanding during the period. (b) Total return assumes dividend reinvestment and does not reflect the effect of sales charges. (c) Includes amounts paid through brokerage service and expense offset arrangements (Note 2). (d) Reflects waivers of certain fund expenses in connection with investments in Putnam Prime Money Market Fund during the period. As a result of such waivers, the expenses of the fund for the periods ended July 31, 2005 and July 31, 2004 reflect a reduction of 0.01% and less than 0.01%, respectively, of the average net assets of class A shares (Note 5). (e) Reflects a non-recurring accrual related to Putnam Management's settlement with the SEC regarding brokerage allocation practices, which amounted to less than $0.01 per share and 0.02% of average net assets for class A shares (Note 6). (f) Amount represents less than $0.01 per share. (g) Portfolio turnover excludes dollar roll transactions. (h) Portfolio turnover excludes certain treasury note transactions executed in connection with a short-term trading strategy. (i) Portfolio turnover excludes the impact of assets received from the acquisition of Putnam Balanced Fund and Putnam Balanced Retirement Fund. The accompanying notes are an integral part of these financial statements. Financial highlights (For a common share outstanding throughout the period) CLASS B - ------------------------------------------------------------------------------------------------- PER-SHARE OPERATING PERFORMANCE - ------------------------------------------------------------------------------------------------- Year ended 7/31/05 7/31/04 7/31/03 7/31/02 7/31/01 - ------------------------------------------------------------------------------------------------- Net asset value, beginning of period $16.73 $15.56 $14.87 $17.07 $15.62 - ------------------------------------------------------------------------------------------------- Investment operations: Net investment income (a) .21 (d,e) .19 (d) .26 .33 .39 - ------------------------------------------------------------------------------------------------- Net realized and unrealized gain (loss) on investments 1.48 1.19 .80 (2.15) 1.48 - ------------------------------------------------------------------------------------------------- Total from investment operations 1.69 1.38 1.06 (1.82) 1.87 - ------------------------------------------------------------------------------------------------- Less distributions: From net investment income (.20) (.21) (.37) (.36) (.41) - ------------------------------------------------------------------------------------------------- From net realized gain on investments -- -- -- (.02) (.01) - ------------------------------------------------------------------------------------------------- Total distributions (.20) (.21) (.37) (.38) (.42) - ------------------------------------------------------------------------------------------------- Redemption fees -- (f) -- (f) -- -- -- - ------------------------------------------------------------------------------------------------- Net asset value, end of period $18.22 $16.73 $15.56 $14.87 $17.07 - ------------------------------------------------------------------------------------------------- Total return at net asset value (%)(b) 10.17 8.88 7.25 (10.86) 12.02 - ------------------------------------------------------------------------------------------------- RATIOS AND SUPPLEMENTAL DATA - ------------------------------------------------------------------------------------------------- Net assets, end of period (in thousands) $917,951 $1,095,665 $1,308,605 $1,068,667 $1,199,676 - ------------------------------------------------------------------------------------------------- Ratio of expenses to average net assets (%)(c) 1.73 (d) 1.75 (d) 1.74 1.71 1.67 - ------------------------------------------------------------------------------------------------- Ratio of net investment income to average net assets (%) 1.22 (d,e) 1.16 (d) 1.75 2.00 2.36 - ------------------------------------------------------------------------------------------------- Portfolio turnover (%) 169.29 (g) 165.66 121.38 (h,i) 131.89 (h) 333.46 (a) Per share net investment income has been determined on the basis of the weighted average number of shares outstanding during the period. (b) Total return assumes dividend reinvestment and does not reflect the effect of sales charges. (c) Includes amounts paid through brokerage service and expense offset arrangements (Note 2). (d) Reflects waivers of certain fund expenses in connection with investments in Putnam Prime Money Market Fund during the period. As a result of such waivers, the expenses of the fund for the periods ended July 31, 2005 and July 31, 2004 reflect a reduction of 0.01% and less than 0.01%, respectively, of the average net assets of class B shares (Note 5). (e) Reflects a non-recurring accrual related to Putnam Management's settlement with the SEC regarding brokerage allocation practices, which amounted to less than $0.01 per share and 0.02% of average net assets for class B shares (Note 6). (f) Amount represents less than $0.01 per share. (g) Portfolio turnover excludes dollar roll transactions. (h) Portfolio turnover excludes certain treasury note transactions executed in connection with a short-term trading strategy. (i) Portfolio turnover excludes the impact of assets received from the acquisition of Putnam Balanced Fund and Putnam Balanced Retirement Fund. The accompanying notes are an integral part of these financial statements. Financial highlights (For a common share outstanding throughout the period) CLASS C - ------------------------------------------------------------------------------------------------- PER-SHARE OPERATING PERFORMANCE - ------------------------------------------------------------------------------------------------- Year ended 7/31/05 7/31/04 7/31/03 7/31/02 7/31/01 - ------------------------------------------------------------------------------------------------- Net asset value, beginning of period $16.81 $15.63 $14.94 $17.16 $15.71 - ------------------------------------------------------------------------------------------------- Investment operations: Net investment income (a) .21 (d,e) .19 (d) .26 .33 .39 - ------------------------------------------------------------------------------------------------- Net realized and unrealized gain (loss) on investments 1.48 1.20 .80 (2.16) 1.49 - ------------------------------------------------------------------------------------------------- Total from investment operations 1.69 1.39 1.06 (1.83) 1.88 - ------------------------------------------------------------------------------------------------- Less distributions: From net investment income (.20) (.21) (.37) (.37) (.42) - ------------------------------------------------------------------------------------------------- From net realized gain on investments -- -- -- (.02) (.01) - ------------------------------------------------------------------------------------------------- Total distributions (.20) (.21) (.37) (.39) (.43) Redemption fees -- (f) -- (f) -- -- -- - ------------------------------------------------------------------------------------------------- Net asset value, end of period $18.30 $16.81 $15.63 $14.94 $17.16 - ------------------------------------------------------------------------------------------------- Total return at net asset value (%)(b) 10.14 8.92 7.25 (10.88) 12.02 - ------------------------------------------------------------------------------------------------- RATIOS AND SUPPLEMENTAL DATA - ------------------------------------------------------------------------------------------------- Net assets, end of period (in thousands) $77,024 $75,185 $91,282 $53,186 $37,453 - ------------------------------------------------------------------------------------------------- Ratio of expenses to average net assets (%)(c) 1.73 (d) 1.75 (d) 1.74 1.71 1.67 - ------------------------------------------------------------------------------------------------- Ratio of net investment income (loss) to average net assets (%) 1.22 (d,e) 1.16 (d) 1.73 1.99 2.32 - ------------------------------------------------------------------------------------------------- Portfolio turnover (%) 169.29 (g) 165.66 121.38 (h,i) 131.89 (h) 333.46 (a) Per share net investment income has been determined on the basis of the weighted average number of shares outstanding during the period. (b) Total return assumes dividend reinvestment and does not reflect the effect of sales charges. (c) Includes amounts paid through brokerage service and expense offset arrangements (Note 2). (d) Reflects waivers of certain fund expenses in connection with investments in Putnam Prime Money Market Fund during the period. As a result of such waivers, the expenses of the fund for the periods ended July 31, 2005 and July 31, 2004 reflect a reduction of 0.01% and less than 0.01%, respectively, of the average net assets of class C shares (Note 5). (e) Reflects a non-recurring accrual related to Putnam Management's settlement with the SEC regarding brokerage allocation practices, which amounted to less than $0.01 per share and 0.02% of average net assets for class C shares (Note 6). (f) Amount represents less than $0.01 per share. (g) Portfolio turnover excludes dollar roll transactions. (h) Portfolio turnover excludes certain treasury note transactions executed in connection with a short-term trading strategy. (i) Portfolio turnover excludes the impact of assets received from the acquisition of Putnam Balanced Fund and Putnam Balanced Retirement Fund. The accompanying notes are an integral part of these financial statements. Financial highlights (For a common share outstanding throughout the period) CLASS M - ------------------------------------------------------------------------------------------------- PER-SHARE OPERATING PERFORMANCE - ------------------------------------------------------------------------------------------------- Year ended 7/31/05 7/31/04 7/31/03 7/31/02 7/31/01 - ------------------------------------------------------------------------------------------------- Net asset value, beginning of period $16.74 $15.57 $14.87 $17.08 $15.63 - ------------------------------------------------------------------------------------------------- Investment operations: Net investment income (a) .26 (d,e) .23 (d) .30 .37 .43 - ------------------------------------------------------------------------------------------------- Net realized and unrealized gain (loss) on investments 1.47 1.19 .80 (2.16) 1.48 - ------------------------------------------------------------------------------------------------- Total from investment operations 1.73 1.42 1.10 (1.79) 1.91 - ------------------------------------------------------------------------------------------------- Less distributions: From net investment income (.25) (.25) (.40) (.40) (.45) - ------------------------------------------------------------------------------------------------- From net realized gain on investments -- -- -- (.02) (.01) - ------------------------------------------------------------------------------------------------- Total distributions (.25) (.25) (.40) (.42) (.46) - ------------------------------------------------------------------------------------------------- Redemption fees -- (f) -- (f) -- -- -- - ------------------------------------------------------------------------------------------------- Net asset value, end of period $18.22 $16.74 $15.57 $14.87 $17.08 - ------------------------------------------------------------------------------------------------- Total return at net asset value (%)(b) 10.39 9.18 7.58 (10.69) 12.31 - ------------------------------------------------------------------------------------------------- RATIOS AND SUPPLEMENTAL DATA - ------------------------------------------------------------------------------------------------- Net assets, end of period (in thousands) $215,816 $217,046 $239,662 $222,176 $252,802 - ------------------------------------------------------------------------------------------------- Ratio of expenses to average net assets (%)(c) 1.48 (d) 1.50 (d) 1.49 1.46 1.42 - ------------------------------------------------------------------------------------------------- Ratio of net investment income to average net assets (%) 1.47 (d,e) 1.40 (d) 2.02 2.25 2.60 - ------------------------------------------------------------------------------------------------- Portfolio turnover (%) 169.29 (g) 165.66 121.38 (h,i) 131.89 (h) 333.46 (a) Per share net investment income has been determined on the basis of the weighted average number of shares outstanding during the period. (b) Total return assumes dividend reinvestment and does not reflect the effect of sales charges. (c) Includes amounts paid through brokerage service and expense offset arrangements (Note 2). (d) Reflects waivers of certain fund expenses in connection with investments in Putnam Prime Money Market Fund during the period. As a result of such waivers, the expenses of the fund for the periods ended July 31, 2005 and July 31, 2004 reflect a reduction of 0.01% and less than 0.01%, respectively, of the average net assets of class M shares (Note 5). (e) Reflects a non-recurring accrual related to Putnam Management's settlement with the SEC regarding brokerage allocation practices, which amounted to less than $0.01 per share and 0.02% of average net assets for class M shares (Note 6). (f) Amount represents less than $0.01 per share. (g) Portfolio turnover excludes dollar roll transactions. (h) Portfolio turnover excludes certain treasury note transactions executed in connection with a short-term trading strategy. (i) Portfolio turnover excludes the impact of assets received from the acquisition of Putnam Balanced Fund and Putnam Balanced Retirement Fund. The accompanying notes are an integral part of these financial statements. Financial highlights (For a common share outstanding throughout the period) CLASS R - ------------------------------------------------------------------------------------------------- PER-SHARE OPERATING PERFORMANCE - ------------------------------------------------------------------------------------------------- Year ended Year ended Period 7/31/05 7/31/04 1/21/03+-7/31/03 - ------------------------------------------------------------------------------------------------- Net asset value, beginning of period $16.89 $15.70 $15.05 - ------------------------------------------------------------------------------------------------- Investment operations: Net investment income (a) .30 (d,e) .21 (d) .17 - ------------------------------------------------------------------------------------------------- Net realized and unrealized gain on investments 1.48 1.29 .65 - ------------------------------------------------------------------------------------------------- Total from investment operations 1.78 1.50 .82 - ------------------------------------------------------------------------------------------------- Less distributions: From net investment income (.31) (.31) (.17) - ------------------------------------------------------------------------------------------------- Total distributions (.31) (.31) (.17) - ------------------------------------------------------------------------------------------------- Redemption fees -- (f) -- (f) -- - ------------------------------------------------------------------------------------------------- Net asset value, end of period $18.36 $16.89 $15.70 - ------------------------------------------------------------------------------------------------- Total return at net asset value (%)(b) 10.63 9.60 5.52* - ------------------------------------------------------------------------------------------------- RATIOS AND SUPPLEMENTAL DATA - ------------------------------------------------------------------------------------------------- Net assets, end of period (in thousands) $726 $127 $1 - ------------------------------------------------------------------------------------------------- Ratio of expenses to average net assets (%)(c) 1.23 (d) 1.25 (d) .65 * - ------------------------------------------------------------------------------------------------- Ratio of net investment income to average net assets (%) 1.67 (d,e) 1.33 (d) 1.18 * - ------------------------------------------------------------------------------------------------- Portfolio turnover (%) 169.29 (g) 165.66 121.38 (h,i) + Commencement of operations. * Not annualized. (a) Per share net investment income has been determined on the basis of the weighted average number of shares outstanding during the period. (b) Total return assumes dividend reinvestment and does not reflect the effect of sales charges. (c) Includes amounts paid through brokerage service and expense offset arrangements (Note 2). (d) Reflects waivers of certain fund expenses in connection with investments in Putnam Prime Money Market Fund during the period. As a result of such waivers, the expenses of the fund for the periods ended July 31, 2005 and July 31, 2004 reflect a reduction of 0.01% and less than 0.01%, respectively, of the average net assets of class R shares (Note 5). (e) Reflects a non-recurring accrual related to Putnam Management's settlement with the SEC regarding brokerage allocation practices, which amounted to less than $0.01 per share and 0.02% of average net assets for class R shares (Note 6). (f) Amount represents less than $0.01 per share. (g) Portfolio turnover excludes dollar roll transactions. (h) Portfolio turnover excludes certain treasury note transactions executed in connection with a short-term trading strategy. (i) Portfolio turnover excludes the impact of assets received from the acquisition of Putnam Balanced Fund and Putnam Balanced Retirement Fund. The accompanying notes are an integral part of these financial statements. Financial highlights (For a common share outstanding throughout the period) CLASS Y - ------------------------------------------------------------------------------------------------- PER-SHARE OPERATING PERFORMANCE - ------------------------------------------------------------------------------------------------- Year ended 7/31/05 7/31/04 7/31/03 7/31/02 7/31/01 - ------------------------------------------------------------------------------------------------- Net asset value, beginning of period $16.95 $15.76 $15.05 $17.28 $15.80 - ------------------------------------------------------------------------------------------------- Investment operations: Net investment income (a) .40 (d,e) .36 (d) .41 .49 .56 - ------------------------------------------------------------------------------------------------- Net realized and unrealized gain (loss) on investments 1.49 1.21 .82 (2.17) 1.50 - ------------------------------------------------------------------------------------------------- Total from investment operations 1.89 1.57 1.23 (1.68) 2.06 - ------------------------------------------------------------------------------------------------- Less distributions: From net investment income (.38) (.38) (.52) (.53) (.57) - ------------------------------------------------------------------------------------------------- From net realized gain on investments -- -- -- (.02) (.01) - ------------------------------------------------------------------------------------------------- Total distributions (.38) (.38) (.52) (.55) (.58) - ------------------------------------------------------------------------------------------------- Redemption fees -- (f) -- (f) -- -- -- - ------------------------------------------------------------------------------------------------- Net asset value, end of period $18.46 $16.95 $15.76 $15.05 $17.28 - ------------------------------------------------------------------------------------------------- Total return at net asset value (%)(b) 11.26 10.03 8.38 (10.01) 13.18 - ------------------------------------------------------------------------------------------------- RATIOS AND SUPPLEMENTAL DATA - ------------------------------------------------------------------------------------------------- Net assets, end of period (in thousands) $660,532 $848,161 $880,435 $731,900 $768,075 - ------------------------------------------------------------------------------------------------- Ratio of expenses to average net assets (%)(c) .73 (d) .75 (d) .74 .71 .67 - ------------------------------------------------------------------------------------------------- Ratio of net investment income to average net assets (%) 2.23 (d,e) 2.16 (d) 2.76 3.00 3.35 - ------------------------------------------------------------------------------------------------- Portfolio turnover (%) 169.29 (g) 165.66 121.38 (h,i) 131.89 (h) 333.46 (a) Per share net investment income has been determined on the basis of the weighted average number of shares outstanding during the period. (b) Total return assumes dividend reinvestment and does not reflect the effect of sales charges. (c) Includes amounts paid through brokerage service and expense offset arrangements (Note 2). (d) Reflects waivers of certain fund expenses in connection with investments in Putnam Prime Money Market Fund during the period. As a result of such waivers, the expenses of the fund for the periods ended July 31, 2005 and July 31, 2004 reflect a reduction of 0.01% and less than 0.01%, respectively, of the average net assets of class Y shares (Note 5). (e) Reflects a non-recurring accrual related to Putnam Management's settlement with the SEC regarding brokerage allocation practices, which amounted to less than $0.01 per share and 0.02% of average net assets for class Y shares (Note 6). (f) Amount represents less than $0.01 per share. (g) Portfolio turnover excludes dollar roll transactions. (h) Portfolio turnover excludes certain treasury note transactions executed in connection with a short-term trading strategy. (i) Portfolio turnover excludes the impact of assets received from the acquisition of Putnam Balanced Fund and Putnam Balanced Retirement Fund. The accompanying notes are an integral part of these financial statements. Notes to financial statements 7/31/05 Note 1: Significant accounting policies The George Putnam Fund of Boston ("the fund"), a Massachusetts business trust, is registered under the Investment Company Act of 1940, as amended, as a diversified, open-end management investment company. The fund seeks to provide a balanced investment comprised of a well-diversified portfolio of stocks and bonds, which will produce both capital growth and current income. The fund offers class A, class B, class C, class M, class R and class Y shares. Class A and class M shares are sold with a maximum front-end sales charge of 5.25% and 3.25%, respectively, and do not pay a contingent deferred sales charge. Prior to April 1, 2005, the maximum front-end sales charge for class M shares was 3.50%. Class B shares, which convert to class A shares after approximately eight years, do not pay a front-end sales charge and are subject to a contingent deferred sales charge, if those shares are redeemed within six years of purchase. Class C shares are subject to the same fees as class B shares, except that class C shares have a one-year 1.00% contingent deferred sales charge and do not convert to class A shares. Class R shares, which are offered to qualified employee-benefit plans, are sold without a front-end sales charge or a contingent deferred sales charge. The expenses for class A, class B, class C, class M and class R shares may differ based on each class' distribution fee, which is identified in Note 2. Class Y shares, which are sold at net asset value, are generally subject to the same expenses as class A, class B, class C, class M and class R shares, but do not bear a distribution fee. Class Y shares are sold to certain eligible purchasers including certain defined contribution plans (including corporate IRAs), bank trust departments, trust companies and certain college savings plans. A 2.00% redemption fee may apply to any shares that are redeemed (either by selling or exchanging into another fund) within 5 days of purchase. The redemption fee is accounted for as an addition to paid-in-capital. Investment income, realized and unrealized gains and losses and expenses of the fund are borne pro-rata based on the relative net assets of each class to the total net assets of the fund, except that each class bears expenses unique to that class (including the distribution fees applicable to such classes). Each class votes as a class only with respect to its own distribution plan or other matters on which a class vote is required by law or determined by the Trustees. Shares of each class would receive their pro-rata share of the net assets of the fund, if the fund were liquidated. In addition, the Trustees declare separate dividends on each class of shares. In the normal course of business, the fund enters into contracts that may include agreements to indemnify another party under given circumstances. The fund's maximum exposure under these arrangements is unknown as this would involve future claims that may be, but have not yet been, made against the fund. However, the fund expects the risk of material loss to be remote. The following is a summary of significant accounting policies consistently followed by the fund in the preparation of its financial statements. The preparation of financial statements is in conformity with accounting principles generally accepted in the United States of America and requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. A) Security valuation Investments for which market quotations are readily available are valued at the last reported sales price on their principal exchange, or official closing price for certain markets. If no sales are reported -- as in the case of some securities traded over-the-counter -- a security is valued at its last reported bid price. Market quotations are not considered to be readily available for certain debt obligations; such investments are valued on the basis of valuations furnished by an independent pricing service or dealers, approved by the Trustees. Such services or dealers determine valuations for normal institutional-size trading units of such securities using methods based on market transactions for comparable securities and various relationships, generally recognized by institutional traders, between securities. Many securities markets and exchanges outside the U.S. close prior to the close of the New York Stock Exchange and therefore the closing prices for securities in such markets or on such exchanges may not fully reflect events that occur after such close but before the close of the New York Stock Exchange. Accordingly, on certain days, the fund will fair value foreign securities taking into account multiple factors, including movements in the U.S. securities markets. The number of days on which fair value prices will be used will depend on market activity and it is possible that fair value prices will be used by the fund to a significant extent. Short-term investments having remaining maturities of 60 days or less are valued at amortized cost, which approximates fair value. Other investments, including certain restricted securities, are valued at fair value following procedures approved by the Trustees. Such valuations and procedures are reviewed periodically by the Trustees. B) Joint trading account Pursuant to an exemptive order from the Securities and Exchange Commission, the fund may transfer uninvested cash balances, including cash collateral received under security lending arrangements, into a joint trading account along with the cash of other registered investment companies and certain other accounts managed by Putnam Investment Management, LLC ("Putnam Management"), the fund's manager, an indirect wholly-owned subsidiary of Putnam, LLC. These balances may be invested in issues of high-grade short-term investments having maturities of up to 397 days for collateral received under security lending arrangements and up to 90 days for other cash investments. C) Repurchase agreements The fund, or any joint trading account, through its custodian, receives delivery of the underlying securities, the market value of which at the time of purchase is required to be in an amount at least equal to the resale price, including accrued interest. Collateral for certain tri-party repurchase agreements is held at the counterparty's custodian in a segregated account for the benefit of the fund and the counterparty. Putnam Management is responsible for determining that the value of these underlying securities is at all times at least equal to the resale price, including accrued interest. D) Security transactions and related investment income Security transactions are recorded on the trade date (date the order to buy or sell is executed). Gains or losses on securities sold are determined on the identified cost basis. Interest income is recorded on the accrual basis. Dividend income, net of applicable withholding taxes, is recognized on the ex-dividend date except that certain dividends from foreign securities are recognized as soon as the fund is informed of the ex-dividend date. Non-cash dividends, if any, are recorded at the fair market value of the securities received. All premiums/discounts are amortized /accreted on a yield-to-maturity basis. Securities purchased or sold on a forward commitment basis may be settled a month or more after the trade date; interest income is accrued based on the terms of the securities. Losses may arise due to changes in the market value of the underlying securities or if the counterparty does not perform under the contract. E) Foreign currency translation The accounting records of the fund are maintained in U.S. dollars. The market value of foreign securities, currency holdings, and other assets and liabilities are recorded in the books and records of the fund after translation to U.S. dollars based on the exchange rates on that day. The cost of each security is determined using historical exchange rates. Income and withholding taxes are translated at prevailing exchange rates when earned or incurred. The fund does not isolate that portion of realized or unrealized gains or losses resulting from changes in the foreign exchange rate on investments from fluctuations arising from changes in the market prices of the securities. Such gains and losses are included with the net realized and unrealized gain or loss on investments. Net realized gains and losses on foreign currency transactions represent net realized exchange gains or losses on closed forward currency contracts, disposition of foreign currencies, currency gains and losses realized between the trade and settlement dates on securities transactions and the difference between the amount of investment income and foreign withholding taxes recorded on the fund's books and the U.S. dollar equivalent amounts actually received or paid. Net unrealized appreciation and depreciation of assets and liabilities in foreign currencies arise from changes in the value of open forward currency contracts and assets and liabilities other than investments at the period end, resulting from changes in the exchange rate. Investments in foreign securities involve certain risks, including those related to economic instability, unfavorable political developments, and currency fluctuations, not present with domestic investments. F) Forward currency contracts The fund may buy and sell forward currency contracts, which are agreements between two parties to buy and sell currencies at a set price on a future date. These contracts are used to protect against a decline in value relative to the U.S. dollar of the currencies in which its portfolio securities are denominated or quoted (or an increase in the value of a currency in which securities a fund intends to buy are denominated, when a fund holds cash reserves and short term investments). The U.S. dollar value of forward currency contracts is determined using current forward currency exchange rates supplied by a quotation service. The market value of the contract will fluctuate with changes in currency exchange rates. The contract is marked to market daily and the change in market value is recorded as an unrealized gain or loss. When the contract is closed, the fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. The fund could be exposed to risk if the value of the currency changes unfavorably, if the counterparties to the contracts are unable to meet the terms of their contracts or if the fund is unable to enter into a closing position. Risks may exceed amounts recognized on the statement of assets and liabilities. Forward currency contracts outstanding at period end, if any, are listed after the fund's portfolio. G) Futures and options contracts The fund may use futures and options contracts to hedge against changes in the values of securities the fund owns or expects to purchase. The fund may also write options on securities it owns or in which it may invest or swaps, to increase its current returns. The potential risk to the fund is that the change in value of futures and options contracts may not correspond to the change in value of the hedged instruments. In addition, losses may arise from changes in the value of the underlying instruments, if there is an illiquid secondary market for the contracts, or if the counterparty to the contract is unable to perform. Risks may exceed amounts recognized on the statement of assets and liabilities. When the contract is closed, the fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction to the cost of investments. Futures contracts are valued at the quoted daily settlement prices established by the exchange on which they trade. The fund and the broker agree to exchange an amount of cash equal to the daily fluctuation in the value of the futures contract. Such receipts or payments are known as "variation margin." Exchange traded options are valued at the last sale price, or if no sales are reported, the last bid price for purchased options and the last ask price for written options. Options traded over-the-counter are valued using prices supplied by dealers. Futures and written option contracts outstanding at period end, if any, are listed after the fund's portfolio. H) Total return swap contracts The fund may enter into total return swap contracts, which are arrangements to exchange a market linked return for a periodic payment, both based on a notional principal amount. To the extent that the total return of the security or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the fund will receive a payment from or make a payment to the counterparty. Total return swap contracts are marked to market daily based upon quotations from market makers and the change, if any, is recorded as unrealized gain or loss. Payments received or made are recorded as realized gains or loss. The fund could be exposed to credit or market risk due to unfavorable changes in the fluctuation of interest rates or in the price of the underlying security or index, the possibility that there is no liquid market for these agreements or that the counterparty may default on its obligation to perform. Risk of loss may exceed amounts recognized on the statement of assets and liabilities. Total return swap contracts outstanding at period end, if any, are listed after the fund's portfolio. I) Interest rate swap contracts The fund may enter into interest rate swap contracts, which are arrangements between two parties to exchange cash flows based on a notional principal amount, to manage the fund's exposure to interest rates. Interest rate swap contracts are marked to market daily based upon quotations from market makers and the change, if any, is recorded as unrealized gain or loss. Payments received or made are recorded as realized gains or loss. The fund could be exposed to credit or market risk due to unfavorable changes in the fluctuation of interest rates or if the counterparty defaults on its obligation to perform. Risk of loss may exceed amounts recognized on the statement of assets and liabilities. Interest rate swap contracts outstanding at period end, if any, are listed after the fund's portfolio. J) Credit default contracts The fund may enter into credit default contracts where one party, the protection buyer, makes an upfront or periodic payment to a counter party, the protection seller, in exchange for the right to receive a contingent payment. The maximum amount of the payment may equal the notional amount, at par, of the underlying index or security as a result of a related credit event. An upfront payment received by the fund, as the protection seller, is recorded as a liability on the fund's books. An upfront payment made by the fund, as the protection buyer, is recorded as an asset on the fund's books. Periodic payments received or paid by the fund are recorded as realized gains or losses. The credit default contracts are marked to market daily based upon quotations from market makers and the change, if any, is recorded as unrealized gain or loss. Payments received or made as a result of a credit event or termination of the contract are recognized, net of a proportional amount of the upfront payment, as realized gains or losses. In addition to bearing the risk that the credit event will occur, the fund could be exposed to market risk due to unfavorable changes in interest rates or in the price of the underlying security or index, the possibility that the fund may be unable to close out its position at the same time or at the same price as if it had purchased comparable publicly traded securities or that the counterparty may default on its obligation to perform. Risks of loss may exceed amounts recognized on the statement of assets and liabilities. Credit default contracts outstanding at period end, if any, are listed after the fund's portfolio. K) TBA purchase commitments The fund may enter into "TBA" (to be announced) commitments to purchase securities for a fixed unit price at a future date beyond customary settlement time. Although the unit price has been established, the principal value has not been finalized. However, the amount of the commitments will not significantly differ from the principal amount. The fund holds, and maintains until settlement date, cash or high-grade debt obligations in an amount sufficient to meet the purchase price, or the fund may enter into offsetting contracts for the forward sale of other securities it owns. Income on the securities will not be earned until settlement date. TBA purchase commitments may be considered securities themselves, and involve a risk of loss if the value of the security to be purchased declines prior to the settlement date, which risk is in addition to the risk of decline in the value of the fund's other assets. Unsettled TBA purchase commitments are valued at fair value of the underlying securities, according to the procedures described under "Security valuation" above. The contract is "marked-to-market" daily and the change in market value is recorded by the fund as an unrealized gain or loss. Although the fund will generally enter into TBA purchase commitments with the intention of acquiring securities for its portfolio or for delivery pursuant to options contracts it has entered into, the fund may dispose of a commitment prior to settlement if Putnam Management deems it appropriate to do so. L) TBA sale commitments The fund may enter into TBA sale commitments to hedge its portfolio positions or to sell mortgage-backed securities it owns under delayed delivery arrangements. Proceeds of TBA sale commitments are not received until the contractual settlement date. During the time a TBA sale commitment is outstanding, equivalent deliverable securities or an offsetting TBA purchase commitment deliverable on or before the sale commitment date, are held as "cover" for the transaction. Unsettled TBA sale commitments are valued at fair value of the underlying securities, generally according to the procedures described under "Security valuation" above. The contract is "marked-to-market" daily and the change in market value is recorded by the fund as an unrealized gain or loss. If the TBA sale commitment is closed through the acquisition of an offsetting purchase commitment, the fund realizes a gain or loss. If the fund delivers securities under the commitment, the fund realizes a gain or a loss from the sale of the securities based upon the unit price established at the date the commitment was entered into. TBA sale commitments outstanding at period end, if any, are listed after the fund's portfolio. M) Dollar rolls To enhance returns, the fund may enter into dollar rolls (principally using TBAs) in which the fund sells securities for delivery in the current month and simultaneously contracts to purchase similar securities on a specified future date. During the period between the sale and subsequent purchase, the fund will not be entitled to receive income and principal payments on the securities sold. The fund will, however, retain the difference between the initial sales price and the forward price for the future purchase. The fund will also be able to earn interest on the cash proceeds that are received from the initial sale. The fund may be exposed to market or credit risk if the price of the security changes unfavorably or the counterparty fails to perform under the terms of the agreement. N) Security lending The fund may lend securities, through its agents, to qualified borrowers in order to earn additional income. The loans are collateralized by cash and/or securities in an amount at least equal to the market value of the securities loaned. The market value of securities loaned is determined daily and any additional required collateral is allocated to the fund on the next business day. The risk of borrower default will be borne by the fund's agents; the fund will bear the risk of loss with respect to the investment of the cash collateral. Income from securities lending is included in investment income on the statement of operations. At July 31, 2005, the value of securities loaned amounted to $134,419,014. The fund received cash collateral of $138,499,005 which is pooled with collateral of other Putnam funds into 26 issues of high grade short-term investments. O) Federal taxes It is the policy of the fund to distribute all of its taxable income within the prescribed time and otherwise comply with the provisions of the Internal Revenue Code of 1986 (the "Code") applicable to regulated investment companies. It is also the intention of the fund to distribute an amount sufficient to avoid imposition of any excise tax under Section 4982 of the Code, as amended. Therefore, no provision has been made for federal taxes on income, capital gains or unrealized appreciation on securities held nor for excise tax on income and capital gains. At July 31, 2005, the fund had a capital loss carryover of $35,701,820 available to the extent allowed by the Code to offset future net capital gain, if any. The amount of the carryover and the expiration dates are: - ---------------------------------------------------------------------- Loss Carryover Expiration - ---------------------------------------------------------------------- $29,751,500 July 31, 2010 - ---------------------------------------------------------------------- 5,950,320 July 31, 2011 - ---------------------------------------------------------------------- P) Distributions to shareholders Distributions to shareholders from net investment income are recorded by the fund on the ex-dividend date. Distributions from capital gains, if any, are recorded on the ex-dividend date and paid at least annually. The amount and character of income and gains to be distributed are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. These differences include temporary and permanent differences of losses on wash sale transactions, foreign currency gains and losses, nontaxable dividends, defaulted bond interest, unrealized and realized gains and losses on certain futures contracts, market discount, realized built-in losses and income on swap contracts. Reclassifications are made to the fund's capital accounts to reflect income and gains available for distribution (or available capital loss carryovers) under income tax regulations. For the year ended July 31, 2005, the fund reclassified $10,619,341 to increase undistributed net investment income with an increase to accumulated net realized losses of $10,619,341. The tax basis components of distributable earnings and the federal tax cost as of period end were as follows: Unrealized appreciation $1,219,293,041 Unrealized depreciation (594,049,772) -------------- Net unrealized appreciation 625,243,269 Undistributed ordinary income 26,967,236 Undistributed long-term gains 23,151,158 Capital loss carryforward (35,701,820) Cost for federal income tax purposes $5,110,640,569 Note 2: Management fee, administrative services and other transactions Putnam Management is paid for management and investment advisory services quarterly based on the average net assets of the fund. Such fee is based on the following annual rates: 0.65% of the first $500 million of average net assets, 0.55% of the next $500 million, 0.50% of the next $500 million, 0.45% of the next $5 billion, 0.425% of the next $5 billion, 0.405% of the next $5 billion, 0.39% of the next $5 billion and 0.38% thereafter. Putnam Management has agreed to waive fees and reimburse expenses of the fund through July 31, 2006 to the extent necessary to ensure that the fund's expenses do not exceed the simple average of the expenses of all front-end load funds viewed by Lipper Inc. as having the same investment classification or objective as the fund. The expense reimbursement is based on a comparison of the fund's expenses with the average annualized operating expenses of the funds in its Lipper peer group for each calendar quarter during the fund's last fiscal year, excluding 12b-1 fees and without giving effect to any expense offset and brokerage service arrangements that may reduce fund expenses. For the year ended July 31, 2005, Putnam Management did not waive any of its management fee from the fund. For the period ended July 31, 2005, Putnam Management has assumed $174,691 of legal, shareholder servicing and communication, audit and Trustee fees incurred by the fund in connection with certain legal and regulatory matters (including those described in Note 6). The fund reimburses Putnam Management an allocated amount for the compensation and related expenses of certain officers of the fund and their staff who provide administrative services to the fund. The aggregate amount of all such reimbursements is determined annually by the Trustees. Custodial functions for the fund's assets are provided by Putnam Fiduciary Trust Company ("PFTC"), a subsidiary of Putnam, LLC. PFTC receives fees for custody services based on the fund's asset level, the number of its security holdings and transaction volumes. Putnam Investor Services, a division of PFTC, provides investor servicing agent functions to the fund. Putnam Investor Services receives fees for investor servicing based on the number of shareholder accounts in the fund and the level of defined contribution plan assets in the fund. During the year ended July 31, 2005, the fund paid PFTC $12,798,085 for these services. The fund has entered into an arrangement with PFTC whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the fund's expenses. The fund also reduced expenses through brokerage service arrangements. For the year ended, July 31, 2005, the fund's expenses were reduced by $1,414,860 under these arrangements. Each independent Trustee of the fund receives an annual Trustee fee, of which $1,092 as a quarterly retainer, has been allocated to the fund, and an additional fee for each Trustees meeting attended. Trustees receive additional fees for attendance at certain committee meetings. George Putnam III, who is not an independent Trustee, also receives the foregoing fees for his services as Trustee. The fund has adopted a Trustee Fee Deferral Plan (the "Deferral Plan") which allows the Trustees to defer the receipt of all or a portion of Trustees fees payable on or after July 1, 1995. The deferred fees remain invested in certain Putnam funds until distribution in accordance with the Deferral Plan. The fund has adopted an unfunded noncontributory defined benefit pension plan (the "Pension Plan") covering all Trustees of the fund who have served as a Trustee for at least five years. Benefits under the Pension Plan are equal to 50% of the Trustee's average total retainer and meeting fees for the three years preceding retirement. Pension expense for the fund is included in Trustee compensation and expenses in the statement of operations. Accrued pension liability is included in Payable for Trustee compensation and expenses in the statement of assets and liabilities. The Trustees have terminated the Pension Plan with respect to any Trustee first elected after 2003. The fund has adopted distribution plans (the "Plans") with respect to its class A, class B, class C, class M and class R shares pursuant to Rule 12b-1 under the Investment Company Act of 1940. The purpose of the Plans is to compensate Putnam Retail Management, a wholly-owned subsidiary of Putnam, LLC and Putnam Retail Management GP, Inc., for services provided and expenses incurred in distributing shares of the fund. The Plans provide for payments by the fund to Putnam Retail Management at an annual rate of up to 0.35%, 1.00%, 1.00%, 1.00% and 1.00% of the average net assets attributable to class A, class B, class C, class M and class R shares, respectively. The Trustees have approved payment by the fund at an annual rate of 0.25%, 1.00%, 1.00%, 0.75% and 0.50% of the average net assets attributable to class A, class B, class C, class M and class R shares, respectively. For the year ended July 31, 2005, Putnam Retail Management, acting as underwriter, received net commissions of $228,229 and $5,309 from the sale of class A and class M shares, respectively, and received $1,080,096 and $7,340 in contingent deferred sales charges from redemptions of class B and class C shares, respectively. A deferred sales charge of up to 1.00% and 0.65% is assessed on certain redemptions of class A and class M shares, respectively. For the year ended July 31, 2005, Putnam Retail Management, acting as underwriter, received $3,343 and no monies on class A and class M redemptions, respectively. Note 3: Purchases and sales of securities During the year ended July 31, 2005, cost of purchases and proceeds from sales of investment securities other than U.S. government securities and short-term investments aggregated $8,354,742,454 and $8,877,254,597, respectively. Purchases and sales of U.S. government securities aggregated $26,677,866 and $26,677,866, respectively. Written option transactions during the year are summarized as follows: - --------------------------------------------------------------------- Contract Premiums Amounts Received - --------------------------------------------------------------------- Written options outstanding at beginning of year -- $-- - --------------------------------------------------------------------- Options opened 291,712,134 11,323,651 Options expired (12,134) (11,090) Options closed (138,060,000) (5,370,534) - --------------------------------------------------------------------- Written options outstanding at end of year 153,640,000 $5,942,027 Note 4: Capital shares At July 31, 2005 there was an unlimited number of shares of beneficial interest authorized. Transactions in capital shares were as follows: - --------------------------------------------------------------------- Class A Shares Amount - --------------------------------------------------------------------- Year ended 7/31/05: Shares sold 32,384,442 $574,245,635 - --------------------------------------------------------------------- Shares issued in connection with reinvestment of distributions 3,333,997 58,742,671 - --------------------------------------------------------------------- 35,718,439 632,988,306 - --------------------------------------------------------------------- Shares repurchased (44,333,728) (784,605,393) - --------------------------------------------------------------------- Net decrease (8,615,289) $(151,617,087) Year ended 7/31/04: Shares sold 38,177,152 $636,173,891 - --------------------------------------------------------------------- Shares issued in connection with reinvestment of distributions 4,010,048 65,565,354 - --------------------------------------------------------------------- 42,187,200 701,739,245 Shares repurchased (86,369,385) (1,432,155,679) - --------------------------------------------------------------------- Net decrease (44,182,185) $(730,416,434) - --------------------------------------------------------------------- Class B Shares Amount - --------------------------------------------------------------------- Year ended 7/31/05: Shares sold 5,236,764 $91,543,092 - --------------------------------------------------------------------- Shares issued in connection with reinvestment of distributions 630,414 10,998,211 - --------------------------------------------------------------------- 5,867,178 102,541,303 Shares repurchased (20,958,534) (367,671,388) - --------------------------------------------------------------------- Net decrease (15,091,356) $(265,130,085) Year ended 7/31/04: Shares sold 10,048,720 $165,010,566 - --------------------------------------------------------------------- Shares issued in connection with reinvestment of distributions 894,212 14,468,542 - --------------------------------------------------------------------- 10,942,932 179,479,108 Shares repurchased (29,561,948) (487,125,663) - --------------------------------------------------------------------- Net decrease (18,619,016) $(307,646,555) - --------------------------------------------------------------------- Class C Shares Amount - --------------------------------------------------------------------- Year ended 7/31/05: Shares sold 800,334 $14,156,023 - --------------------------------------------------------------------- Shares issued in connection with reinvestment of distributions 44,540 781,476 - --------------------------------------------------------------------- 844,874 14,937,499 Shares repurchased (1,108,465) (19,549,142) - --------------------------------------------------------------------- Net decrease (263,591) $(4,611,643) Year ended 7/31/04: Shares sold 1,298,282 $21,315,780 - --------------------------------------------------------------------- Shares issued in connection with reinvestment of distributions 60,062 973,315 - --------------------------------------------------------------------- 1,358,344 22,289,095 Shares repurchased (2,725,476) (45,065,348) - --------------------------------------------------------------------- Net decrease (1,367,132) $(22,776,253) - --------------------------------------------------------------------- Class M Shares Amount - --------------------------------------------------------------------- Year ended 7/31/05: Shares sold 2,152,981 $37,764,959 - --------------------------------------------------------------------- Shares issued in connection with reinvestment of distributions 174,045 3,038,978 - --------------------------------------------------------------------- 2,327,026 40,803,937 Shares repurchased (3,448,793) (60,632,306) - --------------------------------------------------------------------- Net decrease (1,121,767) $(19,828,369) Year ended 7/31/04: Shares sold 1,968,774 $32,462,800 - --------------------------------------------------------------------- Shares issued in connection with reinvestment of distributions 215,887 3,497,386 - --------------------------------------------------------------------- 2,184,661 35,960,186 Shares repurchased (4,611,033) (76,071,129) - --------------------------------------------------------------------- Net decrease (2,426,372) $(40,110,943) - --------------------------------------------------------------------- Class R Shares Amount - --------------------------------------------------------------------- Year ended 7/31/05: Shares sold 34,944 $617,759 - --------------------------------------------------------------------- Shares issued in connection with reinvestment of distributions 414 7,354 - --------------------------------------------------------------------- 35,358 625,113 Shares repurchased (3,357) (59,966) - --------------------------------------------------------------------- Net increase 32,001 $565,147 Year ended 7/31/04: Shares sold 8,000 $136,550 - --------------------------------------------------------------------- Shares issued in connection with reinvestment of distributions 27 455 - --------------------------------------------------------------------- 8,027 137,005 Shares repurchased (586) (9,998) - --------------------------------------------------------------------- Net increase 7,441 $127,007 - --------------------------------------------------------------------- Class Y Shares Amount - --------------------------------------------------------------------- Year ended 7/31/05: Shares sold 8,972,215 $159,374,817 - --------------------------------------------------------------------- Shares issued in connection with reinvestment of distributions 961,528 16,948,666 - --------------------------------------------------------------------- 9,933,743 176,323,483 Shares repurchased (24,182,974) (429,752,275) - --------------------------------------------------------------------- Net decrease (14,249,231) $(253,428,792) Year ended 7/31/04: Shares sold 13,234,706 $218,756,844 - --------------------------------------------------------------------- Shares issued in connection with reinvestment of distributions 1,301,572 21,369,832 - --------------------------------------------------------------------- 14,536,278 240,126,676 Shares repurchased (20,348,272) (343,556,700) - --------------------------------------------------------------------- Net decrease (5,811,994) $(103,430,024) Note 5: Investment in Putnam Prime Money Market Fund Pursuant to an exemptive order from the Securities and Exchange Commission, the fund invests in Putnam Prime Money Market Fund, an open-end management investment company managed by Putnam Management. Management fees paid by the fund are reduced by an amount equal to the management and administrative services fees paid by Putnam Prime Money Market Fund with respect to assets invested by the fund in Putnam Prime Money Market Fund. For the year ended July 31, 2005, management fees paid were reduced by $585,732 relating to the fund's investment in Putnam Prime Money Market Fund. Income distributions earned by the fund are recorded as income in the statement of operations and totaled $8,908,252 for the year ended July 31, 2005. During the year ended July 31, 2005, cost of purchases and cost of sales of investments in Putnam Prime Money Market Fund aggregated $1,902,204,228 and $1,946,213,852, respectively. Note 6: Regulatory matters and litigation Putnam Management has entered into agreements with the Securities and Exchange Commission and the Massachusetts Securities Division settling charges connected with excessive short-term trading by Putnam employees and, in the case of the charges brought by the Massachusetts Securities Division, by participants in some Putnam-administered 401(k) plans. Pursuant to these settlement agreements, Putnam Management will pay a total of $193.5 million in penalties and restitution, with $153.5 million being paid to shareholders and the funds. The restitution amount will be allocated to shareholders pursuant to a plan developed by an independent consultant, with payments to shareholders following approval of the plan by the SEC and the Massachusetts Securities Division. The Securities and Exchange Commission's and Massachusetts Securities Division's allegations and related matters also serve as the general basis for numerous lawsuits, including purported class action lawsuits filed against Putnam Management and certain related parties, including certain Putnam funds. Putnam Management will bear any costs incurred by Putnam funds in connection with these lawsuits. Putnam Management believes that the likelihood that the pending private lawsuits and purported class action lawsuits will have a material adverse financial impact on the fund is remote, and the pending actions are not likely to materially affect its ability to provide investment management services to its clients, including the Putnam funds. On March 23, 2005, Putnam Management entered into a settlement with the Securities and Exchange Commission resolving its inquiry into Putnam Management's alleged failure to fully and effectively disclose a former brokerage allocation practice to the Board of Trustees and shareholders of the Putnam Funds. This practice, which Putnam Management ceased as of January 1, 2004, involved allocating a portion of the brokerage on mutual fund portfolio transactions to certain broker-dealers who sold shares of Putnam mutual funds. Under the settlement order, Putnam Management has paid a civil penalty of $40 million and disgorgement of $1 to the Securities and Exchange Commission. Of these amounts, $919,245 has been allocated for distribution to the fund pursuant to a plan approved by the Securities and Exchange Commission and is included in Other income on the Statement of operations. As part of the settlement, Putnam Management neither admitted nor denied any wrongdoing. Putnam Investments has recorded a charge of $30 million for the estimated cost, excluding interest, that it believes will be necessary to address issues relating to the calculation of certain amounts paid by the Putnam mutual funds in previous years. The previous payments were cost reimbursements by the Putnam funds to Putnam for transfer agent services relating to defined contribution operations. Putnam currently anticipates that any payments made by Putnam related to this issue will be paid to the Putnam funds. Review of this issue is ongoing. Putnam Management and Putnam Retail Management are named as defendants in a civil suit in which the plaintiffs allege that the management and distribution fees paid by certain Putnam funds were excessive and seek recovery under the Investment Company Act of 1940. Putnam Management and Putnam Retail Management have contested the plaintiffs' claims and the matter is currently pending in the U.S. District Court for the District of Massachusetts. Based on currently available information, Putnam Management believes that this action is without merit and that it is unlikely to have a material effect on Putnam Management's and Putnam Retail Management's ability to provide services to their clients, including the fund. Note 7: Other matters In connection with a review of compliance procedures and controls, Putnam Management discovered that in early January 2001, certain Putnam employees had willfully circumvented controls in connection with the correction of operational errors with respect to a 401(k) client's investment in certain Putnam Funds, which led to losses in the fund. Putnam made restitution of approximately $169,000 to the fund on February 27, 2004. Putnam has also made a number of personnel changes, including senior managers, and has implemented changes in procedures. Putnam has informed the SEC, the funds' Trustees and independent auditors. The SEC is investigating this matter. Federal tax information (Unaudited) The fund has designated 64.73% of the distributions from net investment income as qualifying for the dividends received deduction for corporations. For its tax year ended July 31, 2005, the fund hereby designates 67.74% or the maximum amount allowable, of its net taxable income as qualified dividends taxed at individual net capital gain rates. Pursuant to Section 852 of the Internal Revenue Code, as amended, the Fund hereby designates $23,774,072 as long term capital gain, for its taxable year ended July 31, 2005. The Form 1099 you receive in January 2006 will show the tax status of all distributions paid to your account in calendar 2005. Brokerage commissions (Unaudited) Brokerage commissions are paid to firms that execute trades on behalf of your fund. When choosing these firms, Putnam is required by law to seek the best execution of the trades, taking all relevant factors into consideration, including expected quality of execution and commission rate. Listed below are the largest relationships based upon brokerage commissions for your fund and the other funds in Putnam's Large-Cap Value group for the year ended July 31, 2005. The other Putnam mutual funds in this group are Putnam Classic Equity Fund, Putnam Convertible Income-Growth Trust, Putnam Equity Income Fund, The Putnam Fund for Growth and Income, Putnam New Value Fund, Putnam VT Equity Income Fund, Putnam VT The George Putnam Fund of Boston, Putnam VT Growth and Income Fund, and Putnam VT New Value Fund. The top five firms that received brokerage commissions for trades executed for the Large-Cap Value group are (in descending order) Goldman Sachs, Citigroup Global Markets, Deutsche Bank Securities, Lehman Brothers, and Merrill Lynch. Commissions paid to these firms together represented approximately 50% of the total brokerage commissions paid for the year ended July 31, 2005. Commissions paid to the next 10 firms together represented approximately 31% of the total brokerage commissions paid during the period. These firms are (in alphabetical order) Bank of America, Bear Stearns & Company, Credit Suisse First Boston, Investment Technology Group, JP Morgan Clearing, Lazard Freres & Co., Morgan Stanley Dean Witter, RBC Capital Markets, UBS Warburg, and Wachovia Securities. Commission amounts do not include "mark-ups" paid on bond or derivative trades made directly with a dealer. Additional information about brokerage commissions is available on the Securities and Exchange Commission (SEC) Web site at www.sec.gov. Putnam funds disclose commissions by firm to the SEC in semiannual filings on form N-SAR. About the Trustees - --------------------------------------------------------------------- Jameson A. Baxter (9/6/43), Trustee since 1994 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), the Mutual Fund Directors Forum, 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 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), Trustee since 2004 Ms. Drucker is a 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). Ms. Drucker is an ex-officio member of the New York Stock Exchange (NYSE) Pension Managers Advisory Committee, having served as Chair for seven years and a member of the Executive Committee of the Committee on Investment of Employee Benefit Assets. She is Chair of the Advisory Board of Hamilton Lane Advisors (an investment management firm) and a member of the Advisory Board of RCM (an investment management firm). 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 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 and various private companies controlled by First Reserve Corporation, as well as Chairman 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. Until 2005, he was a Director of Continuum Health Partners of New York. 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 in the United States and Europe. Mr. Hill holds a B.A. degree in Economics from Southern Methodist University and pursued graduate studies there as a Woodrow Wilson Fellow. - --------------------------------------------------------------------- Paul L. Joskow (6/30/47), Trustee since 1997 Dr. Joskow is the Elizabeth and James Killian Professor of Economics and Management, and Director of the Center for Energy and Environmental Policy Research at the Massachusetts Institute of Technology. Dr. Joskow serves as a Director of National Grid plc (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 Overseers of the Boston Symphony Orchestra. Prior to February 2005, he served 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 a B.A. from Cornell University. - --------------------------------------------------------------------- Elizabeth T. Kennan (2/25/38), Trustee since 1992 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. Until 2005, she was 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 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 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 The National Humanities Center and 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. Prior to February 2004, he was a Director of Alex Brown Realty, Inc. Mr. Mullin is also a past Director of Adolph Coors Company; ACX Technologies, Inc.; Crystal Brands, Inc.; Dillon, Read & Co., Inc.; Fisher-Price, Inc.; and The Ryland Group, Inc. 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 Mr. Patterson is Senior Partner of Cabot Properties, L.P. and Chairman of Cabot Properties, Inc. (a private equity firm investing in commercial real estate). Mr. Patterson serves as Chairman Emeritus and Trustee of the Joslin Diabetes Center and as a Director of Brandywine Trust Group, LLC. 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 adviser involved in institutional real estate investments). Prior to 1990, he served as Executive Vice President of Cabot, Cabot & Forbes Realty Advisors, Inc. (the predecessor company of Cabot Partners). 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 Mr. Stephens is Chairman and Chief Executive Officer of Boise Cascade, L.L.C. (a paper, forest products and timberland assets company). Mr. Stephens serves as a Director of TransCanada Pipelines Limited. Until 2004, Mr. Stephens was a Director of Xcel Energy Incorporated (a public utility company), Qwest Communications, and Norske Canada, Inc. (a paper manufacturer). 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), Trustee since 2004 Mr. Worley is Managing Partner of Permit Capital LLC, an investment management firm. Mr. Worley serves 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. - --------------------------------------------------------------------- Charles E. Haldeman, Jr.* (10/29/48), Trustee since 2004 Mr. Haldeman is President and Chief Executive Officer of Putnam, LLC ("Putnam Investments"). He is a member of Putnam Investments' Executive Board of Directors and Advisory Council. Prior to November 2003, Mr. Haldeman served as Co-Head of Putnam Investments' Investment Division. Prior to joining Putnam Investments in 2002, Mr. Haldeman held executive positions in the investment management industry. He previously served as Chief Executive Officer 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 currently serves as a Trustee of Dartmouth College and as Emeritus Trustee of Abington Memorial Hospital. He 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 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 advisor 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 adviser). He is a Trustee of St. Mark's School and 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. The address of each Trustee is One Post Office Square, Boston, MA 02109. As of July 31, 2005, there were 108 Putnam Funds. All Trustees serve as Trustees of all Putnam funds. Each Trustee serves for an indefinite term, until his or her resignation, retirement at age 72, death, or removal. * Trustees who are or may be deemed to be "interested persons" (as defined in the Investment Company Act of 1940) of the fund, Putnam Management, Putnam Retail Management, or Marsh & McLennan Companies, Inc., the parent company of Putnam, LLC and its affiliated companies. Messrs. Haldeman and Putnam, III are deemed "interested persons" by virtue of their positions as officers of the fund, Putnam Management or Putnam Retail Management and as shareholders of Marsh & McLennan Companies, Inc. Mr. Putnam, III is the President of your fund and each of the other Putnam funds. Mr. Haldeman is President and Chief Executive Officer of Putnam Investments. Officers In addition to George Putnam, III, the other officers of the fund are shown below: Charles E. Porter (7/26/38) Executive Vice President, Associate Treasurer and Principal Executive Officer Since 1989 Jonathan S. Horwitz (6/4/55) Senior Vice President and Treasurer Since 2004 Prior to 2004, Managing Director, Putnam Investments Steven D. Krichmar (6/27/58) Vice President and Principal Financial Officer Since 2002 Senior Managing Director, Putnam Investments. Prior to July 2001, Partner, PricewaterhouseCoopers LLP Michael T. Healy (1/24/58) Assistant Treasurer and Principal Accounting Officer Since 2000 Managing Director, Putnam Investments Beth S. Mazor (4/6/58) Vice President Since 2002 Senior Vice President, Putnam Investments Daniel T. Gallagher (2/27/62) Senior Vice President, Staff Counsel and Compliance Liaison Since 2004 Prior to 2004, Associate, Ropes & Gray LLP; prior to 2000, Law Clerk, Massachusetts Supreme Judicial Court Francis J. McNamara, III (8/19/55) Vice President and Chief Legal Officer Since 2004 Senior Managing Director, Putnam Investments, Putnam Management and Putnam Retail Management. Prior to 2004, General Counsel, State Street Research & Management Company James P. Pappas (2/24/53) Vice President Since 2004 Managing Director, Putnam Investments and Putnam Management. During 2002, Chief Operating Officer, Atalanta/Sosnoff Management Corporation; prior to 2001, President and Chief Executive Officer, UAM Investment Services, Inc. Richard S. Robie, III (3/30/60) Vice President Since 2004 Senior Managing Director, Putnam Investments, Putnam Management and Putnam Retail Management. Prior to 2003, Senior Vice President, United Asset Management Corporation Charles A. Ruys de Perez (10/17/57) Vice President and Chief Compliance Officer Since 2004 Managing Director, Putnam Investments Mark C. Trenchard (6/5/62) Vice President and BSA Compliance Officer Since 2002 Senior Vice President, Putnam Investments Judith Cohen (6/7/45) Vice President, Clerk and Assistant Treasurer Since 1993 Wanda M. McManus (1/4/47) Vice President, Senior Associate Treasurer and Assistant Clerk Since 2005 Nancy T. Florek (6/13/57) Vice President, Assistant Clerk, Assistant Treasurer and Proxy Manager Since 2005 The address of each Officer is One Post Office Square, Boston, MA 02109. Fund information Founded over 65 years ago, Putnam Investments was built around the concept that a balance between risk and reward is the hallmark of a well-rounded financial program. We manage over 100 mutual funds in growth, value, blend, fixed income, and international. Investment Manager Putnam Investment Management, LLC One Post Office Square Boston, MA 02109 Marketing Services Putnam Retail Management One Post Office Square Boston, MA 02109 Custodian Putnam Fiduciary Trust Company Legal Counsel Ropes & Gray LLP Independent Registered Public Accounting Firm PricewaterhouseCoopers LLP Trustees John A. Hill, Chairman Jameson Adkins Baxter Charles B. Curtis Myra R. Drucker Charles E. Haldeman, Jr. Paul L. Joskow Elizabeth T. Kennan John H. Mullin, III Robert E. Patterson George Putnam, III W. Thomas Stephens Richard B. Worley Officers George Putnam, III President Charles E. Porter Executive Vice President, Associate Treasurer and Principal Executive Officer Jonathan S. Horwitz Senior Vice President and Treasurer Steven D. Krichmar Vice President and Principal Financial Officer Michael T. Healy Assistant Treasurer and Principal Accounting Officer Beth S. Mazor Vice President Daniel T. Gallagher Senior Vice President, Staff Counsel and Compliance Liaison James P. Pappas Vice President Richard S. Robie, III Vice President Mark C. Trenchard Vice President and BSA Compliance Officer Francis J. McNamara, III Vice President and Chief Legal Officer Charles A. Ruys de Perez Vice President and Chief Compliance Officer Judith Cohen Vice President, Clerk and Assistant Treasurer Wanda M. McManus Vice President, Senior Associate Treasurer and Assistant Clerk Nancy T. Florek Vice President, Assistant Clerk, Assistant Treasurer and Proxy Manager This report is for the information of shareholders of The George Putnam Fund of Boston. It may also be used as sales literature when preceded or accompanied by the current prospectus, the most recent copy of Putnam's Quarterly Performance Summary, and Putnam's Quarterly Ranking Summary. For more recent performance, please visit www.putnam.com. Investors should carefully consider the investment objective, risks, charges, and expenses of a fund, which are described in its prospectus. For this and other information or to request a prospectus, call 1-800-225-1581 toll free. Please read the prospectus carefully before investing. The fund's Statement of Additional Information contains additional information about the fund's Trustees and is available without charge upon request by calling 1-800-225-1581. [blank page] [LOGO OMITTED] PUTNAM INVESTMENTS PRSRT STD U.S. POSTAGE PAID PUTNAM INVESTMENTS [GRAPHIC OMITTED: SCALE] One Post Office Square Boston, Massachusetts 02109 www.putnam.com 1-800-225-1581 Founded in 1937, Putnam Investments began with the principle that a balance between risk and reward is the mark of a well-rounded financial program. Today, we manage money with a focus on seeking consistent results over time. This balanced approach continues to underscore everything we do. Not FDIC Insured | May Lose Value | No Bank Guarantee AN021 226698 9/05 [PUTNAM INVESTMENTS] - ----------------------------------------------------------------------- The George Putnam Fund of Boston Supplement to Annual Report dated 7/31/05 The following information has been prepared to provide class Y shareholders with a performance overview specific to their holdings. Class Y shares are offered exclusively to clients that meet the eligibility requirements specified in the fund's prospectus for such shares. Performance of class Y shares, which do not incur a front-end load, a distribution fee, or a contingent deferred sales charge, will differ from the performance of class A, B, C, M, and R shares, which are discussed more extensively in the annual report. RESULTS AT A GLANCE - ----------------------------------------------------------------------- Total return for periods ended 7/31/05 NAV Life of fund (since class A inception, 11/5/37) Annual average 9.47% 10 years 132.45 Annual average 8.80 5 years 35.12 Annual average 6.21 1 year 11.26 Share value: NAV 7/31/04 $16.95 7/31/05 $18.46 - ----------------------------------------------------------------------- Distributions: No. Income Capital gains Total 4 $0.378 -- $0.378 - ----------------------------------------------------------------------- Data represents past performance. Past performance does not guarantee future results. More recent returns may be less or more than those shown. Investment return and principal value will fluctuate and you may have a gain or a loss when you sell your shares. For the most recent month-end performance, please visit www.putnaminvestments.com. Performance assumes reinvestment of distributions and does not account for taxes. Returns shown for class Y shares for periods prior to their inception (3/31/94) are derived from the historical performance of class A shares, and are not adjusted to reflect the initial sales charge currently applicable to class A shares. Returns have not been adjusted to reflect differences in operating expenses which, for class Y shares, are lower than the operating expenses applicable to class A shares. See full report for information on comparative benchmarks. If you have questions, please consult your fund prospectus or call Putnam toll free at 1-800-752-9894. A short-term trading fee of up to 2% may apply. Please see pages 16-19 of the accompanying shareholder report for a discussion of the information appearing in the tables below: - ----------------------------------------------------------------------- EXPENSES AND VALUE OF A $1,000 INVESTMENT assuming actual returns for the 6 months ended 7/31/05 Class Y Expenses paid per $1,000* $3.44 Ending value (after expenses) $1,039.90 - ----------------------------------------------------------------------- EXPENSES AND VALUE OF A $1,000 INVESTMENT assuming a hypothetical 5% annualized return for the 6 months ended 7/31/05 Class Y Expenses paid per $1,000* $3.41 Ending value (after expenses) $1,021.42 - ----------------------------------------------------------------------- EXPENSE RATIO COMPARISON USING ANNUALIZED DATA Your fund's annualized expense ratio + 0.68% Average annualized expense ratio for Lipper peer group ++ 1.02% + For the fund's most recent fiscal half year; may differ from expense ratios based on one-year data in financial highlights. ++ For class Y shares, Putnam has adjusted the Lipper total expense average to reflect that class Y shares do not incur 12b-1 fees. - ----------------------------------------------------------------------- Item 2. Code of Ethics: - ----------------------- (a) All officers of the Fund, including its principal executive, financial and accounting officers, are employees of Putnam Investment Management, LLC, the Fund's investment manager. As such they are subject to a comprehensive Code of Ethics adopted and administered by Putnam Investments which is designed to protect the interests of the firm and its clients. The Fund has adopted a Code of Ethics which incorporates the Code of Ethics of Putnam Investments with respect to all of its officers and Trustees who are employees of Putnam Investment Management, LLC. For this reason, the Fund has not adopted a separate code of ethics governing its principal executive, financial and accounting officers. (c) In July 2004, Putnam Investment Management, LLC, the Fund's investment manager, Putnam Retail Management Limited Partnership, the Fund's principal underwriter, and Putnam Investments Limited, the sub-manager for a portion of the assets of certain funds as determined by Putnam Management from time to time, adopted several amendments to their Code of Ethics. Some of these amendments were adopted as a result of Putnam Investment Management's partial settlement order with the SEC on November 13, 2003. Insofar as such Code of Ethics applies to the Fund's principal executive officer, principal financial officer and principal accounting officer, the amendments provided for the following: (i) a 90-day blackout period for all shares of Putnam open-end funds (except for money market funds) purchased or sold (including exchanges into or out of a fund) by Putnam employees and certain family members; (ii) a one-year holding period for all access persons that operates in the same manner as the 90-day rule; (iii) delivery by Putnam employees to the Code of Ethics Administrator of both quarterly account statements for all brokerage accounts (irrespective of activity in the accounts) and account statements for any Putnam funds not held at Putnam or for any funds sub-advised by Putnam; (iv) a prohibition of Putnam employees from making more than 25 trades in individual securities in their personal accounts in any given quarter; (v) the extension of the existing prohibition of access persons from a purchase and sale or sale and purchase of an individual security within 60 days to include trading based on tax-lot election; (vi) the inclusion of trades in Marsh & McLennan Companies, Inc. (ultimate parent company of Putnam Investment Management) securities in pre-clearance and reporting requirements; (vii) a prohibition of limit and good-until-canceled orders as inconsistent with the requirements of daily pre-clearance; (viii) new limits and procedures for accounts managed by outside managers and brokers, in order for trading in such accounts to be exempt from pre-clearance requirements; (ix) a new gift and entertainment policy that imposes a reporting obligation on all meals and entertainment and new limits on non-meal entertainment; (x) a number of alternatives for the reporting of irregular activity. In December 2004, additional amendments to the Code of Ethics were adopted. Insofar as such Code of Ethics applies to the Fund's principal executive officer, principal financial officer and principal accounting officer, the amendments provided for the following: (i) implementation of minimum monetary sanctions for violations of the Code; (ii) expansion of the definition of "access person" under the Code include all Putnam employees with access to non-public information regarding Putnam-managed mutual fund portfolio holdings; (iii) lengthening the period during which access persons are required to complete quarterly reports; (iv) reducing the maximum number of trades than can be made by Putnam employees in their personal accounts in any calendar quarter from 25 trades to 10 trades; and (v) lengthening the required holding period for securities by access persons from 60 days to 90 days. In March 2005, additional amendments to the Code of Ethics were adopted, that went into effect on April 1, 2005. Insofar as such Code of Ethics applies to the Fund's principal executive officer, principal financial officer and principal accounting officer, the amendments (i) prohibit Putnam employees and their immediate family members from having any direct or indirect personal financial interest in companies that do business with Putnam (excluding investment holdings in public companies that are not material to the employee), unless such interest is disclosed and approved by the Code of Ethics Officer; (ii) prohibit Putnam employees from using Putnam assets, letterhead or other resources in making political or campaign contributions, solicitations or endorsements;(iii) require Putnam employees to obtain pre-clearance of personal political or campaign contributions or other gifts to government officials or political candidates in certain jurisdictions and to officials or candidates with whom Putnam has or is seeking to establish a business relationship and (iv) require Putnam employees to obtain pre-approval from Putnam's Director of Government Relations prior to engaging in lobbying activities. In July 2005, additional amendments to the Code of Ethics were adopted. Insofar as such Code of Ethics applies to the Fund's principal executive officer, principal financial officer and principal accounting officer, the amendments provided for an exception to the standard 90-day holding period (one year, in the case of employees deemed to be "access persons" under the Code) for shares of Putnam mutual funds in the case of redemptions from an employee's account in a college savings plan qualified under Section 529 of the Internal Revenue Code. Under this exception, an employee may, without penalty under the Code, make "qualified redemptions" of shares from such an account less than 90 days (or one year, as applicable) after purchase. "Qualified redemptions" include redemptions for higher education purposes for the account beneficiary and redemptions made upon death or disability. The July 2005 amendments also provide that an employee may, for purposes of the rule limiting the number of trades per calendar quarter in an employee's personal account to a maximum of 10, count all trades of the same security in the same direction (all buys or all sells) over a period of five consecutive business days as a single trade. Item 3. Audit Committee Financial Expert: - ----------------------------------------- The Funds' Audit and Pricing Committee is comprised solely of Trustees who are "independent" (as such term has been defined by the Securities and Exchange Commission ("SEC") in regulations implementing Section 407 of the Sarbanes-Oxley Act (the "Regulations")). The Trustees believe that each of the members of the Audit and Pricing Committee also possess a combination of knowledge and experience with respect to financial accounting matters, as well as other attributes, that qualify them for service on the Committee. In addition, the Trustees have determined that all members of the Funds' Audit and Pricing Committee meet the financial literacy requirements of the New York Stock Exchange's rules and that Mr. Patterson, Mr. Stephens and Mr. Worley qualify as "audit committee financial experts" (as such term has been defined by the Regulations) based on their review of their pertinent experience and education. Certain other Trustees, although not on the Audit and Pricing Committee, would also qualify as "audit committee financial experts." The SEC has stated that the designation or identification of a person as an audit committee financial expert pursuant to this Item 3 of Form N-CSR does not impose on such person any duties, obligations or liability that are greater than the duties, obligations and liability imposed on such person as a member of the Audit and Pricing Committee and the Board of Trustees in the absence of such designation or identification. Item 4. Principal Accountant Fees and Services: - ----------------------------------------------- The following table presents fees billed in each of the last two fiscal years for services rendered to the fund by the fund's independent auditors: Audit Audit-Related Tax All Other Fiscal year ended Fees Fees Fees Fees - ----------------- ---------- ------------- ------- --------- July 31, 2005 $129,981* $-- $8,471 $3,605 July 31, 2004 $119,248* $-- $9,028 $1,151 * Includes fees of $ 3,086 and $ 4,953 billed by the fund's independent auditor to the fund for audit procedures necessitated by regulatory and litigation matters for the fiscal years ended July 31, 2005 and July 31, 2004, respectively. These fees were reimbursed to the fund by Putnam. For the fiscal years ended July 31, 2005 and July 31, 2004, the fund's independent auditors billed aggregate non-audit fees in the amounts of $ 207,406 and $143,807 respectively, to the fund, Putnam Management and any entity controlling, controlled by or under common control with Putnam Management that provides ongoing services to the fund. Audit Fees represents fees billed for the fund's last two fiscal years. Audit-Related Fees represents fees billed in the 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 represent fees billed in the 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 Fees represent fees billed for services relating to an analysis of recordkeeping fees and fund expense processing. 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 Investment Management, LLC ("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 fund 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 auditor's 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 fund. The following table presents fees billed by the fund's principal auditor for services required to be approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X. Audit-Related Tax All Other Total Non- Fiscal year ended Fees Fees Fees Audit Fees - ----------------- ------------- ---- --------- ---------- July 31, 2005 $-- $-- $-- $-- July 31, 2004 $-- $-- $-- $-- Item 5. Audit Committee: Not applicable - ------------------------- Item 6. Schedule of Investments: Not applicable - -------------------------------- Item 7. Disclosure of Proxy Voting Policies and Procedures For Closed-End - ------------------------------------------------------------------------- Management Investment Companies: Not applicable -------------------------------- Item 8. Purchases of Equity Securities by Closed-End Management Investment - -------------------------------------------------------------------------- Companies and Affiliated Purchasers: Not applicable ------------------------------------ Item 9. Submission of Matters to a Vote of Security Holders: - ------------------------------------------------------------ Not applicable Item 10. Controls and Procedures: - -------------------------------- (a) The registrant's principal executive officer and principal financial officer have concluded, based on their evaluation of the effectiveness of the design and operation of the registrant's disclosure controls and procedures as of a date within 90 days of the filing date of this report, that the design and operation of such procedures are generally effective to provide reasonable assurance that information required to be disclosed by the registrant in this report is recorded, processed, summarized and reported within the time periods specified in the Commission's rules and forms. (b) Changes in internal control over financial reporting: Not applicable Item 11. Exhibits: - ------------------ (a) The Code of Ethics of The Putnam Funds, which incorporates the Code of Ethics of Putnam Investments, is filed herewith. (b) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2 under the Investment Company Act of 1940, as amended, and the officer certifications as required by Section 906 of the Sarbanes-Oxley Act of 2002 are filed herewith. SIGNATURES - --------------------- Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. NAME OF REGISTRANT By (Signature and Title): /s/Michael T. Healy -------------------------- Michael T. Healy Principal Accounting Officer Date: September 28, 2005 Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. By (Signature and Title): /s/Charles E. Porter --------------------------- Charles E. Porter Principal Executive Officer Date: September 28, 2005 By (Signature and Title): /s/Steven D. Krichmar --------------------------- Steven D. Krichmar Principal Financial Officer Date: September 28, 2005