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Filed by State Street Research Exchange Trust
Pursuant to Rule 425 under the Securities Act of 1933 and
deemed filed pursuant to Rule 14a-12 of the
Securities Exchange Act of 1934
Subject Company: State Street Research Exchange Trust
SEC File No. 811-4256

This filing relates to the proposed reorganization of certain series of State
Street Research trusts ("State Street Research") into certain series of the
BlackRock Funds ("BlackRock") pursuant to Agreements and Plans of
Reorganization, forms of which are on file with the U.S. Securities and
Exchange Commission as appendices to the Combined Prospectus/Proxy Statements
on Form N-14 filed by BlackRock on November 8, 2004, and which are
incorporated by reference into this filing.

The following is an outline that was distributed by State Street Research to
certain State Street Research and PFPC Inc. employees.

                       PROXY/PROSPECTUS STATEMENT MAILING
                              FOR INTERNAL USE ONLY

                              STATE STREET RESEARCH
<Table>
<Caption>
                                                                      
MIGRATION ACTIVITY
         Transition.......................................................2
         Proxy Mailing....................................................2

FUND IMPACT
         Mappings.........................................................5
         Product Details .................................................7

BLACKROCK REORGANIZATION STICKER MAILING.................................20
</Table>

ADDITIONAL INFORMATION AND WHERE TO FIND IT

BlackRock Funds ("BlackRock") has filed Combined Prospectus/Proxy Statements
with the Securities and Exchange Commission. Registration Statements on Form
N-14 (Nos. 333-119445, 333-119446, 333-119447, 333-119457, 333-119448,
333-119449, 333-119450, 333-119451, 333-119452, 333-119453, 333-119454,
333-119456, 333-119458, 333-119459 and 333-119461), of certain BlackRock and
State Street Research ("SSR") funds and other relevant materials regarding the
proposed reorganizations (the "Reorganizations") of certain series of SSR trusts
into certain series of BlackRock funds. The Combined Prospectus/Proxy Statements
were sent to security holders of SSR funds seeking their approval of the
reorganizations. WE URGE YOU TO READ THE COMBINED PROSPECTUS/PROXY STATEMENTS
FILED BY BLACKROCK WITH THE SEC ON NOVEMBER 8, 2004 AND THE OTHER RELEVANT
MATERIALS FILED BY BLACKROCK OR SSR WITH THE SEC BEFORE VOTING OR MAKING ANY
INVESTMENT DECISION WITH RESPECT TO THE REORGANIZATIONS, BECAUSE THEY CONTAIN
IMPORTANT INFORMATION ABOUT BLACKROCK, SSR AND THE REORGANIZATIONS. You may
obtain a free copy of these materials and other documents filed by BlackRock or
SSR with the SEC at the SEC's website at www.sec.gov. In addition, the documents
filed with the SEC by BlackRock may be obtained free of charge by directing such
request to: BlackRock Funds, Bellevue Park Corporate Center, 100 Bellevue
Parkway, Wilmington, Delaware, 19809, (800) 441-7762. Documents filed with the
SEC by SSR may be obtained free of charge by directing such request to: State
Street Research, One Financial Center, Boston, Massachusetts, 02111, (877)
773-8637.

                                       1

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FOR INTERNAL USE ONLY

TRANSITION

1.       WHEN IS THE BLACKROCK ACQUISITION OF THE SSR BUSINESS EXPECTED TO
         CLOSE?
         The transaction is expected to close in the first quarter of 2005.



PROXY MAILINGS

2.       ARE BLACKROCK SHAREHOLDERS AND SSR SHAREHOLDERS BEING PROXIED?
         SSR shareholders are being proxied. BlackRock shareholders are not
         required to approve the fund reorganization.

3.       WHY ARE SHAREHOLDERS BEING SENT A PROSPECTUS/PROXY STATEMENT?
         SSR shareholders will be sent prospectus/proxy statements asking them
         to vote on the reorganization of SSR funds into BlackRock funds in
         connection with BlackRock's recent agreement to acquire the parent
         company of State Street Research & Management Company ("SSRM"), the
         investment adviser to the SSR funds, from MetLife, Inc.

4.       WHEN IS THE SSR PROXY MAILING TAKING PLACE?
         The proxy is expected to mail the week of November 8, 2004.

5.       WHEN IS THE SSR SHAREHOLDER MEETING AND WHY IS IT BEING HELD?
         The shareholder meeting is scheduled for December 27, 2004. SSR fund
         shareholders will be asked to cast their vote for the proposed
         reorganization of SSR funds into BlackRock funds.

6.       HOW DO I VOTE MY PROXY?
         You may cast your vote by mail, by telephone, online via the Internet
         or by attending the shareholder meeting. To vote by mail, please mark
         your vote on the proxy card and sign, date and return the card in the
         postage-paid envelope provided. To vote online or via telephone, please
         have the voting form in hand and call the number or go to the website
         address on the proxy form and follow the instructions, if they appear
         on the form. It is very important that voting instructions be received
         no later than December 24, 2004.

7.       WHAT IS THE PURPOSE OF THIS PARTICULAR PROXY SOLICITATION?
         After thoughtful review and consideration, the SSR Board of Trustees
         has determined that the proposed reorganizations is in the best
         interest of SSR funds and its shareholders, and recommends that
         shareholders carefully consider and approve the proposal.

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FOR INTERNAL USE ONLY

8.       HOW WILL SHAREHOLDERS BENEFIT IF THE PROPOSAL IS APPROVED?
         The Board believes that shareholders will benefit from:

          o    similarities between the investment objectives and policies of
               each BlackRock fund and the respective SSR fund;

          o    the fact that BlackRock has committed to maintain the combined
               fund's net operating expense ratio at a level no greater than
               that of the SSR fund until February 1, 2007;

          o    the combined fund family's having access to significantly more
               investment professionals and related resources; and

          o    the same level of services shareholders currently receive, in
               addition to a broader array of investment options offered by a
               larger fund family.

9.       HOW WILL THE REORGANIZATIONS AFFECT ME?
         If the proposed reorganizations are approved, the assets and certain
         stated liabilities of the SSR fund will be combined with those of the
         respective BlackRock fund, an account will be set up in your name at
         BlackRock and you will receive shares of the BlackRock fund. You would
         receive shares of the BlackRock fund with an aggregate value equivalent
         to the net asset value of your SSR fund shares at the time of the
         transaction.

10.      WILL SSR PORTFOLIO MANAGERS CONTINUE TO MANAGE ALL MUTUAL FUNDS?
         The SSR Trusts' Board believes that the combined fund family will have
         access to significantly more investment professionals and related
         resources. In some cases, the combined fund portfolio management team
         is expected to be led by current SSR managers; in other cases, the team
         is expected to be led by BlackRock managers; and in other cases, the
         team is expected to be led by a merged group of SSR and BlackRock
         managers.

11.      WILL I HAVE TO PAY ANY SALES LOAD, COMMISSION OR OTHER SIMILAR FEE IN
         CONNECTION WITH THE REORGANIZATION?
         You will pay no sales load, commission or other similar fee in
         connection with the reorganizations. As more fully discussed in the
         prospectus/proxy statement, the holding period with respect to any
         contingent deferred sales charge applicable to shares of the BlackRock
         fund received by you in the reorganization will relate back to their
         original acquisition of shares of the SSR fund and, as such, will be
         measured from the earlier of the time (i) you purchased the shares
         from the SSR fund or (ii) you purchased your shares of any other SSR
         fund and subsequently exchanged them for shares of the SSR fund.

12.      HOW DO OPERATING EXPENSES PAID BY THE BLACKROCK FUND COMPARE TO THOSE
         PAYABLE BY THE SSR FUND?
         Following the reorganization, the BlackRock fund's contracted combined
         advisory, administration and 12b-1 fees will be higher. However,
         BlackRock has committed to maintain the combined fund's net operating
         expense ratio at a level that is no greater than that of the SSR fund
         for the year ended March 31, 2004, until February 1, 2007.

         For B Class shareholders, the fund operating expenses for the year
         ended March 31, 2004, were adjusted to reflect the elimination of a 25
         basis points voluntary waiver of 12b-1 fees by SSR.

                                       3

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FOR INTERNAL USE ONLY

13.      WHAT WILL I HAVE TO DO TO OPEN AN ACCOUNT IN THE BLACKROCK FUND? WHAT
         HAPPENS TO MY ACCOUNT IF THE REORGANIZATION IS APPROVED?
         There is no need for you to establish an account with BlackRock. If
         the reorganization is approved, an account will be set up in your name
         and your shares automatically will be converted into shares of the
         BlackRock fund, and we will send you written confirmation that this
         change has taken place. You will receive the same or similar class of
         shares of the BlackRock fund, except that holders of SSR fund Class B,
         R & E shares will receive the BlackRock fund Investor A shares, equal
         in value to your shares. No certificates for shares will be issued in
         connection with the reorganization. If you currently hold certificates
         representing your shares of the SSR fund, it is not necessary to
         surrender such certificates.

14.      WILL I HAVE TO PAY ANY FEDERAL TAXES AS A RESULT OF THE REORGANIZATION?
         The reorganization is expected to qualify as a "reorganization" within
         the meaning of Section 368(a) of the Internal Revenue Code of 1986, as
         amended. If the reorganization so qualifies, neither the fund nor its
         shareholders will not recognize any gain or loss in the transactions
         contemplated by the reorganization.

15.      WHAT IF I REDEEM OR EXCHANGE MY SHARES BEFORE THE REORGANIZATION TAKES
         PLACE?
         If you choose to redeem or exchange your shares before the
         reorganization takes place, the redemption or exchange will be treated
         as a normal redemption or exchange of shares and, generally, will be a
         taxable transaction, and, in the case of redemption, any applicable
         contingent deferred sales charges will be applied.

16.      WHEN WILL THE REORGANIZATIONS OCCUR?
         If approved by shareholders, the reorganizations are expected to occur
         in the first quarter of 2005 along with BlackRock's acquisition of SSRM
         Holdings, Inc. The reorganization will not take place in the event that
         for any reason BlackRock does not acquire SSRM Holdings, Inc.

17.      WHOM DO I CONTACT FOR FURTHER INFORMATION?
         You can contact your financial adviser for further information. You may
         also call BlackRock toll-free at 1-888-825-2267.

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MAPPINGS

18.      WHAT MUTUAL FUND CONSOLIDATION ACTIVITY IS TAKING PLACE? WHAT ARE THE
         FUND MAPPINGS?
         See grid on next page.

19.      WHAT WILL HAPPEN WITH ALL FUND INVESTMENT HISTORY IF THE FUNDS ARE
         REORGANIZED?
         Eighteen months of history will be available to fund representatives to
         assist shareholders researching any inquiries.

20.      HOW CAN I GET INFORMATION ON BLACKROCK'S HISTORICAL
         PERFORMANCE/RETURNS?
         Mutual fund shareholders can get historical performance information
         calling BlackRock toll-free at 1-888-825-2267.

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<Table>
<Caption>
                                                                        
- ----------------------- ----------------- -------------------- -------------------- --------------------------
SSR FUND                MERGE INTO        INVESTMENT STYLE     BENCHMARK FOR BLK    PM TEAM
                                                               FUND
- ----------------------- ----------------- -------------------- -------------------- --------------------------
SSR Asset Allocation    BLK Balanced      Keep existing        60% S&P 500          Merged team led by
                                          strategy             40% Lehman US        Andrew Damm (BLK) &
                                                               Aggregate            Linda Zhang (SSR)
- ----------------------- ----------------- -------------------- -------------------- --------------------------
SSR Aurora              BLK Aurora        Keep active          Russell 2500 Value   Merged team led by Wayne
                                          fundamental                               Archambo (BLK)
- ----------------------- ----------------- -------------------- -------------------- --------------------------
SSR Emerging Growth     BLK Emerging      Keep active          Russell 2500         Consolidate under merged
                        Growth            fundamental          Growth               team led by Neil Wagner
                                                                                    (BLK) & Eileen Leary
                                                                                    (SSR)
- ----------------------- ----------------- -------------------- -------------------- --------------------------
SSR Exchange            BLK Exchange      Keep existing        No benchmark         SSR large-cap growth
                                          strategy                                  team led by Ed Dowd &
                                                                                    Jeff Lindsey
- ----------------------- ----------------- -------------------- -------------------- --------------------------
SSR Global Resources    BLK Global        Keep active          Wilshire 5000        SSR energy team led by
                        Resources         fundamental          Modified Energy      Dan Rice & Denis Walsh
- ----------------------- ----------------- -------------------- -------------------- --------------------------
SSR Government Income   BLK               Keep relative value  Lehman               BLK fixed income team
                        Intermediate                           intermediate Gov't   led by Scott Amero,
                        Government                                                  Keith Anderson & Todd
                                                                                    Kopstein
- ----------------------- ----------------- -------------------- -------------------- --------------------------
SSR Health Sciences     BLK Health        Keep active          Lipper Health/Bio    Merged team led by Erin
                        Sciences          fundamental          Funds Index          Xie (SSR) & Thomas
                                                                                    Callan (BLK)
- ----------------------- ----------------- -------------------- -------------------- --------------------------
SSR High Income         BLK High Yield    Keep relative value  Lehman US            BLK fixed income team
                                                               Corporate HY         led by Scott Amero &
                                                                                    Jeff Gary
- ----------------------- ----------------- -------------------- -------------------- --------------------------
SSR Investment Trust    BLK Select        Change to active     S&P 500              BLK quantitative equity
                        Equity            quant                                     team led by David Byrket
                                                                                    & Fred Herrmann
- ----------------------- ----------------- -------------------- -------------------- --------------------------
SSR Large-Cap Analyst   BLK Select        Change to active     S&P 500              BLK quantitative equity
                        Equity            quant                                     team led by David Byrket
                                                                                    & Fred Herrmann
- ----------------------- ----------------- -------------------- -------------------- --------------------------
SSR Large-Cap Value     BLK Large-Cap     Change to active     Russell 1000 Value   BLK quantitative equity
                        Value             quant                                     team led by David Byrket
                                                                                    & Fred Herrmann
- ----------------------- ----------------- -------------------- -------------------- --------------------------
SSR Legacy              BLK Legacy        Keep active          Russell 1000 Growth  SSR large-cap growth
                                          fundamental                               team led by Ed Dowd &
                                                                                    Jeff Lindsey
- ----------------------- ----------------- -------------------- -------------------- --------------------------
SSR Mid-Cap Growth      BLK Mid-Cap       Keep active          Russell Midcap       Merged team led by
                        Growth            fundamental          Growth               Eileen Leary (SSR) &
                                                                                    Neil Wagner (BLK)
- ----------------------- ----------------- -------------------- -------------------- --------------------------
SSR Mid-Cap Value       BLK Mid-Cap       Keep active          Russell Midcap       Merged team led by
                        Value             fundamental          Value                Anthony Forcione (SSR) &
                                                                                    Wayne Archambo (BLK)
- ----------------------- ----------------- -------------------- -------------------- --------------------------
SSR Money Market        BLK Money Market  Keep relative value  Lipper Money         BLK Institutional
                                                               Market Funds         Management Corp.
                                                               Index
- ----------------------- ----------------- -------------------- -------------------- --------------------------
</Table>

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PRODUCT DETAILS


ASSET ALLOCATION

21.      WHAT ARE THE CURRENT OBJECTIVE AND STRATEGY FOR SSR ASSET ALLOCATION
         FUND?
         The fund seeks to provide a high total return while attempting to limit
         investment risk and preserve capital. The fund uses an asset allocation
         strategy, investing varying percentages of its portfolio in three major
         categories, including stocks, bonds and, to a lesser extent, money
         market instruments.

22.      WHAT ARE THE CURRENT OBJECTIVE AND STRATEGY FOR BLK BALANCED FUND?
         The fund seeks to maximize total return, consistent with income
         generation and prudent investment management. The fund invests
         primarily in a blend of equity and fixed income securities selected to
         deliver returns through the combination of capital appreciation and
         current income.

23.      WHAT DO THE TWO FUNDS HAVE IN COMMON?
         The funds share similar investment objectives and seek to provide broad
         exposure to equity and fixed income securities through an actively
         managed asset allocation strategy.

24.      WHAT ARE THE PRIMARY DIFFERENCES BETWEEN THE TWO FUNDS?
         The funds differ in their approach to diversification and security
         selection. The SSR fund has the flexibility to allocate assets across a
         broad array of equity and fixed income styles. Security selection in
         the SSR fund is driven primarily by individual investment team members
         responsible for specific mandates. In contrast, the BLK fund is limited
         to investment in primarily large-cap stocks and investment-grade bonds.
         The BLK fund's security selection is driven by a multi-factor
         quantitative model.

25.      HOW WILL THE COMBINED FUND BE MANAGED?
         The combined fund will maintain the SSR fund's approach to
         diversification and security selection.

26.      WHICH FUND'S TRACK RECORD WILL BE MAINTAINED?
         SSR Asset Allocation Fund's track record will be maintained.

27.      WHO WILL COMPRISE THE PORTFOLIO MANAGEMENT TEAM? WHAT ARE THEIR
         BACKGROUNDS?
         Following the reorganization, the team will be led by R. Andrew Damm,
         Managing Director of BlackRock Advisors since 1995 and Linda Zhang,
         Vice President and Head of SSR Quantitative Strategy since 2003.

         Mr. Damm is a member of the Portfolio Risk Management Group and the
         Asset Allocation Committee. His primary responsibility is the oversight
         of the risk management of domestic equity portfolios. Prior to this, he
         was the equity product strategist and lead portfolio manager for
         BlackRock's Large Cap Growth and Core Equity Portfolios.

         Ms. Zhang is also a portfolio manager and a key member of the portfolio
         management team for SSR Asset Allocation Fund. Prior to joining SSR,
         she served as an associate portfolio manager for the North American
         Fixed Income Team at Baring Asset Management.

                                       7

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AURORA

28.      WHAT ARE THE CURRENT OBJECTIVE AND STRATEGY FOR SSR AURORA FUND?
         The fund seeks to provide high total return, consisting principally of
         capital appreciation. The fund seeks to achieve its investment
         objective by investing at least 65% of its total assets in small-cap
         value stocks.

29.      WHAT ARE THE CURRENT OBJECTIVE AND STRATEGY FOR BLK AURORA FUND?
         They are substantially similar to those of the SSR fund.

30.      HOW WILL THE COMBINED FUND BE MANAGED?
         The combined fund's principal investment objectives will be the
         substantially similar to those of SSR Aurora Fund; however, it will
         include the flexibility to invest in mid-cap. As a result, the combined
         fund's benchmark will change to the Russell 2500(R) Value Index.

31.      WHICH FUND'S TRACK RECORD WILL BE MAINTAINED?
         SSR Aurora Fund's track record will be maintained.

32.      WHO WILL COMPRISE THE PORTFOLIO MANAGEMENT TEAM? WHAT ARE THEIR
         BACKGROUNDS?
         Following the reorganization, the combined fund will be led by Wayne
         Archambo, CFA, Managing Director at BlackRock Advisors since January
         2002.

         Before joining BlackRock, Mr. Archambo was a founding partner and
         Manager of Boston Partners Asset Management, LP, and manager of small-
         and mid-cap value equity products since the firm's inception in 1995.

EMERGING GROWTH

33.      WHAT ARE THE CURRENT OBJECTIVE AND STRATEGY FOR SSR EMERGING GROWTH
         FUND?
         The fund seeks to provide growth of capital by investing at least 65%
         of its total assets in emerging growth companies, with an emphasis on
         small-cap companies.

34.      WHAT ARE THE CURRENT OBJECTIVE AND STRATEGY FOR BLK EMERGING GROWTH
         FUND?
         They are similar to that of the SSR fund.

35.      HOW WILL THE COMBINED FUND BE MANAGED?
         The combined fund's principal investment strategy will be similar to
         that described above; however, with a greater focus on small- and
         mid-cap growth companies.

36.      WHICH FUND'S TRACK RECORD WILL BE MAINTAINED?
         SSR Emerging Growth Fund's track record will be maintained.

37.      WHO WILL COMPRISE THE PORTFOLIO MANAGEMENT TEAM? WHAT ARE THEIR
         BACKGROUNDS?
         Following the reorganization, the combined fund management team will be
         led by Eileen Leary, CFA, Managing Director of SSR, and Neil Wagner,
         Managing Director of BlackRock.

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         Ms. Leary joined SSR in 1989, has been an investment professional since
         1993 and has been responsible for the day-to-day portfolio management
         of SSR Mid-Cap Growth Fund since 2002.

         Prior to joining BlackRock in April 2002, Mr. Wagner was a portfolio
         manager at MFS Investment Management since 1998. Prior to that, he was
         a senior research analyst at DFS Advisors LLC from 1997 to 1998 and an
         associate at Berkshire Partners from 1995 to 1997.

EXCHANGE

38.      WHAT ARE THE CURRENT OBJECTIVE AND STRATEGY FOR SSR EXCHANGE FUND?
         The fund seeks long-term growth of capital and consequent long-term
         growth of income by investing largely in a diversified and supervised
         portfolio of common stocks, or securities convertible into common
         stocks, believed to have growth potential over time.

39.      WHAT ARE THE CURRENT OBJECTIVE AND STRATEGY FOR BLK EXCHANGE FUND?
         They are substantially similar to that of the SSR fund.

40.      HOW WILL THE COMBINED FUND BE MANAGED?
         The combined fund's principal investment strategies will be
         substantially similar to that described above.

41.      WHICH FUND'S TRACK RECORD WILL BE MAINTAINED?
         SSR Exchange Fund's track record will be maintained.

42.      WHO WILL COMPRISE THE PORTFOLIO MANAGEMENT TEAM? WHAT ARE THEIR
         BACKGROUNDS?
         Following the reorganization, the combined fund management team will be
         led by Edward Dowd and Jeffrey Lindsey.

         Jeffrey Lindsey, CFA, and Edward Dowd are co-portfolio managers of the
         SSR fund. They have been responsible for the day-to-day management of
         the SSR fund since December 2002. A managing director, Mr. Lindsey
         joined the firm in 2002. During the past five years, he has also served
         as a managing director and Senior Vice President at Putnam Investments.

         A Vice President, Mr. Dowd joined the firm in 2002. During the past
         five years he has also served as a Vice President at Independence
         Investment LLC and as an equity research associate at Donaldson, Lufkin
         & Jenrette.

GLOBAL RESOURCES

43.      WHAT ARE THE CURRENT OBJECTIVE AND STRATEGY FOR SSR GLOBAL RESOURCES
         FUND?
         The fund seeks to provide long-term growth of capital by investing at
         least 80% of its net assets in securities of energy and natural
         resources companies and companies in associated businesses, as well as
         utilities.

44.      WHAT ARE THE CURRENT OBJECTIVE AND STRATEGY FOR BLK GLOBAL RESOURCES
         FUND?
         They are similar to that of the SSR fund.

45.      HOW WILL THE COMBINED FUND BE MANAGED?
         The combined fund's principal investment strategies will be similar to
         that described above.

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46.      WHICH FUND'S TRACK RECORD WILL BE MAINTAINED?
         SSR Global Resources Fund's track record will be maintained.

48.      WHO WILL COMPRISE THE PORTFOLIO MANAGEMENT TEAM? WHAT ARE THEIR
         BACKGROUNDS?
         Following the reorganization, the combined fund management team will be
         led by Daniel Rice, Senior Vice President, and Denis Walsh, CFA,
         Managing Director.

         Daniel J. Rice has been portfolio manager since the SSR fund's
         inception in March 1990. He joined the firm in 1984 and has worked as
         an investment professional since 1979.

         Denis Walsh has been an energy analyst for the SSR fund since joining
         the firm in 1999; he has worked as an investment professional since
         1982.

GOVERNMENT INCOME

49.      WHAT ARE THE CURRENT OBJECTIVE AND STRATEGY FOR SSR GOVERNMENT INCOME
         FUND?
         The fund seeks to achieve high current income by investing at least 80%
         of its net assets in U.S. government securities, including those issued
         by the U.S. Treasury, the Government National Mortgage Association
         (Ginnie Mae), the Federal National Mortgage Association (Fannie Mae),
         the Federal Home Loan Mortgage Corporation (Freddie Mac) and the
         Resolution Funding Corporation.

50.      WHAT ARE THE CURRENT OBJECTIVE AND STRATEGY FOR BLK INTERMEDIATE
         GOVERNMENT FUND?
         The fund's investment objective is to seek to maximize total return,
         consistent with income generation and prudent investment management.
         The fund invests primarily in the highest-rated government and agency
         bonds and maintains an average portfolio duration that is within +/-20%
         of the Lehman Brothers Intermediate Government Index.

51.      WHAT DO THE TWO FUNDS HAVE IN COMMON?
         The funds attempt to provide diversified exposure to high-quality fixed
         income securities issued primarily by the U.S. government and its
         agencies.

52.      WHAT ARE THE PRIMARY DIFFERENCES BETWEEN THE TWO FUNDS?
         The SSR fund may invest in non-U.S. securities. While the BlackRock
         fund may invest 20% of its assets in other securities, typically it
         will not invest in non-U.S. securities. The funds also differ with
         regard to their guidelines for average maturity and duration. The SSR
         fund generally invests in securities with medium- to long-term
         maturities, while the BlackRock fund maintains a dollar-weighted
         average maturity of 3 to 10 years.

53.      HOW WILL THE COMBINED FUND BE MANAGED?
         The combined fund's principal investment strategy will be similar to
         that of the BlackRock fund.

54.      WHICH FUND'S TRACK RECORD WILL BE MAINTAINED?
         BLK Intermediate Government Fund's track record will be maintained.

55.      WHO WILL COMPRISE THE PORTFOLIO MANAGEMENT TEAM? WHAT ARE THEIR
         BACKGROUNDS?
         Following the reorganization, the combined fund will be managed by a
         team of investment professionals at BlackRock Fund Management (BFM).
         The following individuals with day-to-day

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         responsibility are: Scott Amero, Managing Director of BFM since 1990;
         Keith Anderson, Managing Director of BFM since 1988; and Todd
         Kopstein, Managing Director of BFM since 2003.

         Mr. Kopstein spent two years as an analyst in the Account Management
         Group followed by one and one-half years with BlackRock Solutions. He
         became a portfolio manager specializing in short-duration securities in
         1998. Scott Amero has been a member of the team managing the BlackRock
         fund since 1992, Keith Anderson since 1992 and Todd Kopstein since
         1998. Scott Amero has been a portfolio co-manager since inception,
         Keith Anderson since 1999 and Todd Kopstein since January 2003.

HEALTH SCIENCES

56.      WHAT ARE THE CURRENT OBJECTIVE AND STRATEGY FOR SSR HEALTH SCIENCES
         FUND?
         The fund seeks to provide long-term growth of capital by investing at
         least 80% of its total assets in securities of companies in health
         sciences and related industries. The fund invests in health care
         companies comparable in size to those in the health care sector of the
         Russell 3000(R) Index or in similar companies, including foreign
         companies.

57.      WHAT ARE THE CURRENT OBJECTIVE AND STRATEGY FOR BLK HEALTH SCIENCES
         FUND?
         They are similar to those of the SSR fund.

58.      HOW WILL THE COMBINED FUND BE MANAGED?
         The combined fund's principal investment strategies will be
         substantially similar to the objectives of the SSR fund.

59.      WHICH FUND'S TRACK RECORD WILL BE MAINTAINED?
         SSR Health Sciences Fund's track record will be maintained.

60.      WHO WILL COMPRISE THE PORTFOLIO MANAGEMENT TEAM? WHAT ARE THEIR
         BACKGROUNDS?
         Following the reorganization, the combined fund management team will be
         led by Thomas Callan and Erin Xie, PhD.

         Mr. Callan, Managing Director and senior portfolio manager, is a member
         of the global small-capitalization equity team. He is a lead manager
         for all global small-capitalization portfolios and is a member of the
         Equity Investment Strategy Group. Before becoming part of BlackRock's
         global small-capitalization team in 1998, Mr. Callan was with the PNC
         Asset Management Group, which he joined in 1994. Mr. Callan began his
         career at PNC Bank as a personal trust portfolio manager in 1998 and
         became a research analyst in 1992.

         Erin Xie, senior vice president, Ph.D. is the portfolio manager of the
         SSR fund. Ms. Xie has assisted with the management of the SSR fund
         since 2001 and became a portfolio manager in July 2003. Ms. Xie joined
         SSR in 2001 as an equity analyst covering the health care sector.
         Prior to joining the firm, Ms. Xie was an Associate in Pharmaceutical
         Equity Research at Sanford Berstein.


HIGH INCOME

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61.      WHAT ARE THE CURRENT OBJECTIVE AND STRATEGY FOR SSR HIGH INCOME FUND?
         The fund seeks, primarily, high current income and, secondarily,
         capital appreciation, from investments in fixed income securities. The
         fund invests at least 80% of its net assets in lower-quality
         securities--primarily "junk bonds."

62.      WHAT ARE THE CURRENT OBJECTIVE AND STRATEGY FOR BLK HIGH YIELD FUND?
         The fund seeks to maximize total return, consistent with income
         generation and prudent investment management. The fund invests
         primarily in non-investment-grade bonds with maturities of ten years or
         less. The fund normally invests at least 80% of its assets in
         high-yield bonds, including convertible and preferred securities.

63.      WHAT DO THE TWO FUNDS HAVE IN COMMON?
         The funds attempt to provide both income and capital appreciation
         through diversified exposure to non-investment-grade bonds. Each fund
         invests at least 80% of its assets in non-investment-grade bonds issued
         by companies believed to possess adequate cash flows, attractive
         valuations and strong management teams.

64.      WHAT ARE THE PRIMARY DIFFERENCES BETWEEN THE TWO FUNDS?
         While both funds invest primarily in non-investment-grade bonds, they
         have different benchmarks: the Credit Suisse First Boston Global High
         Yield Index II for the SSR fund, versus the Lehman Brothers U.S.
         Corporate High Yield Index for the BlackRock fund.

         The SSR fund has greater flexibility with regard to its investable
         universe. It may invest without limit in non-U.S. securities, while the
         BlackRock fund is limited to investing 10% of its assets in non-U.S.
         securities that are not U.S. dollar-denominated. The SSR fund may
         invest up to 20% of its assets in CCC/Caa or lower-rated securities,
         while the BlackRock fund is limited to investing 10% of its assets in
         these types of securities.

         The funds also differ with regard to their guidelines for maturity. The
         SSR fund may invest in bonds of any maturity, although it generally
         invests in those with medium- to long-term maturities. The BlackRock
         fund invests primarily in bonds with maturities of ten years or less.

65.      HOW WILL THE COMBINED FUND BE MANAGED?
         The combined fund's principal investment strategy will be similar to
         those of the BlackRock fund.

66.      WHICH FUND'S TRACK RECORD WILL BE MAINTAINED?
         BLK High Yield Fund's track record will be maintained.

67.      WHO WILL COMPRISE THE PORTFOLIO MANAGEMENT TEAM? WHAT ARE THEIR
         BACKGROUNDS?
         Following the reorganization, the combined fund will be managed by a
         team of investment professionals at BlackRock Financial Management,
         Inc. (BFM), including the following individuals with day-to-day
         responsibility: Jeff Gary, Managing Director of BFM since 2003, and
         Scott Amero, Managing Director of BFM since 1990.

         Jeff Gary is the head of the high yield team. Prior to joining BFM, he
         was a Managing Director and portfolio manager with AIG (American
         General) Investment Group. Jeff Gary and Scott Amero have been
         portfolio managers since September 2003, and Scott Amero has been part
         of the portfolio management team since the BlackRock fund's inception.

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INVESTMENT TRUST

68.      WHAT ARE THE CURRENT OBJECTIVE AND STRATEGY FOR SSR INVESTMENT TRUST?
         The fund seeks to provide long-term growth of capital and, secondarily,
         long-term growth of income. The fund seeks to achieve its investment
         objective by investing at least 65% of its net assets in stocks and
         convertible securities that have long-term growth potential.

69.      WHAT ARE THE CURRENT OBJECTIVE AND STRATEGY FOR BLK SELECT EQUITY FUND?
         The fund seeks long-term capital appreciation by investing at least 80%
         of its net assets in equity securities.

70.      WHAT DO THE TWO FUNDS HAVE IN COMMON?
         The funds share similar investment objectives and a common benchmark,
         the S&P 500 Index. In addition, both funds invest primarily in a
         diverse portfolio of large-cap stocks.

71.      WHAT ARE THE PRIMARY DIFFERENCES BETWEEN THE TWO FUNDS?
         While both funds seek to provide long-term growth of capital or capital
         appreciation, the SSR fund also seeks secondarily to provide long-term
         growth of income.

         In addition, though both funds are actively managed, they use unique
         criteria to identify promising stocks. The SSR fund looks at
         fundamental business prospects to identify stocks that have long-term
         growth potential. The BlackRock fund uses a multi-factor quantitative
         model to identify stocks with rising earnings expectations that sell at
         low relative valuations, then selects stocks from this universe that it
         believes offer the maximum return per unit of risk. The BlackRock fund
         rebalances the portfolio regularly, selling a stock when it no longer
         offers an appropriate risk/return tradeoff.

72.      HOW WILL THE COMBINED FUND BE MANAGED?
         The combined fund's principal investment strategy will be similar to
         that of the BlackRock fund.

73.      WHICH FUND'S TRACK RECORD WILL BE MAINTAINED?
         BLK Select Equity Fund's track record will be maintained.

74.      WHO WILL COMPRISE THE PORTFOLIO MANAGEMENT TEAM? WHAT ARE THEIR
         BACKGROUNDS?
         Following the reorganization, the combined fund will be managed by
         BlackRock Advisors, including the following individuals with day-to-day
         responsibility: David E. Byrket, CFA, Managing Director, and Frederick
         W. Herrmann, CFA, Managing Director at BlackRock Advisors.

         Mr. Byrket and Mr. Herrmann have managed BlackRock's Large Cap Value
         Equity Portfolio, Large Cap Growth Equity Portfolio, Select Equity
         Portfolio and the equity portion of BlackRock's Balanced Portfolio, as
         well as institutional accounts at BlackRock, since March 2003. Prior to
         joining BlackRock in 2003, both Mr. Byrket and Mr. Herrmann were
         Managing Directors at Weiss, Peck, and Greer, LLC, where they were
         responsible for managing quantitative equity portfolios for
         institutional and high-net worth accounts and mutual funds since 1996.

LARGE-CAP ANALYST

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75.      WHAT ARE THE CURRENT OBJECTIVE AND STRATEGY FOR SSR LARGE-CAP ANALYST
         FUND?
         The fund seeks to provide long-term growth of capital. The SSR fund
         seeks to achieve its investment objective by investing at least 80% of
         its net assets in large-cap stocks and convertible securities of U.S.
         and foreign companies.

76.      WHAT ARE THE CURRENT OBJECTIVE AND STRATEGY FOR BLK SELECT EQUITY FUND?
         The fund seeks to provide long-term capital appreciation by investing
         at least 80% of its net assets in equity securities.

77.      WHAT DO THE TWO FUNDS HAVE IN COMMON?
         The funds share similar investment objectives and seek to maintain
         sector allocations similar to those of their respective benchmarks. In
         pursuing their objective, both funds invest at least 80% of the net
         assets primarily in a diverse portfolio of large-cap stocks.

78.      WHAT ARE THE PRIMARY DIFFERENCES BETWEEN THE TWO FUNDS?
         While both funds invest primarily in large-cap stocks, they have
         different benchmarks: the Russell 1000(R) Index for the SSR fund,
         versus the S&P 500 Index for the BlackRock fund.

         Though both funds are actively managed, they use unique criteria to
         identify promising stocks. The SSR fund looks at fundamental business
         prospects to identify stocks that have long-term growth potential. The
         BlackRock fund uses a multi-factor quantitative model to identify
         stocks with rising earnings expectations that sell at low relative
         valuations, then selects stocks from this universe that it believes
         offer the maximum return per unit of risk. The BlackRock fund
         rebalances the portfolio regularly, selling a stock when it no longer
         offers an appropriate risk/return tradeoff.

         The SSR fund has greater flexibility with regard to its investable
         universe. It must invest at least 80% of its net assets in large-cap
         stocks and convertible securities of U.S. and foreign companies, while
         the BlackRock fund must invest at least 80% of its net assets in
         large-cap stocks and convertible securities of U.S. companies.

79.      HOW WILL THE COMBINED FUND BE MANAGED?
         The combined fund's principal investment strategy will be similar to
         that of the BlackRock fund.

80.      WHICH FUND'S TRACK RECORD WILL BE MAINTAINED?
         BLK Select Equity Fund's track record will be maintained.

81.      WHO WILL COMPRISE THE PORTFOLIO MANAGEMENT TEAM? WHAT ARE THEIR
         BACKGROUNDS?
         Following the reorganization the combined fund will be managed by
         BlackRock Advisors, including the following individuals with day-to-day
         responsibility: David E. Byrket, CFA, Managing Director, and Frederick
         W. Herrmann, CFA, Managing Director at BlackRock Advisors.

         Mr. Byrket and Mr. Herrmann have managed BlackRock's Large Cap Value
         Equity Portfolio, Large Cap Growth Equity Portfolio, Select Equity
         Portfolio and the equity portion of BlackRock's Balanced Portfolio, as
         well as institutional accounts at BlackRock, since March 2003. Prior to
         joining BlackRock in 2003, both Mr. Byrket and Mr. Herrmann were
         Managing Directors at Weiss, Peck, and Greer, LLC, where they were
         responsible for managing quantitative equity portfolios for
         institutional and high-net worth accounts and mutual funds since 1996.

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LARGE-CAP VALUE

82.      WHAT ARE THE CURRENT OBJECTIVE AND STRATEGY FOR SSR LARGE-CAP VALUE
         FUND?
         The fund seeks to provide long-term growth of capital, and,
         secondarily, income. The fund seeks to achieve its investment objective
         by investing at least 80% of its net assets in large-cap stocks and
         convertible securities.

83.      WHAT ARE THE CURRENT OBJECTIVE AND STRATEGY FOR BLK LARGE-CAP VALUE
         FUND?
         The fund seeks long-term capital appreciation and, secondarily, current
         income. The fund seeks to achieve its investment objective by investing
         at least 80% of its net assets in equity securities issued by U.S.
         large-cap value companies (defined as those with market capitalizations
         equal to those within the universe of Russell 1000(R) Value Index
         stocks).

84.      WHAT DO THE TWO FUNDS HAVE IN COMMON?
         The funds share similar investment objectives and a common benchmark,
         the Russell 1000 Value Index. In pursuing their objective, the funds
         invest primarily in a diverse portfolio of large-cap stocks. In
         constructing the portfolio, the funds employ a value approach, seeking
         stocks trading at a temporary discount to estimates of fair value.

85.      WHAT ARE THE PRIMARY DIFFERENCES BETWEEN THE TWO FUNDS?
         The funds each use unique criteria to identify promising stocks and
         also differ in their sector weightings relative to the benchmark.

86.      HOW WILL THE COMBINED FUND BE MANAGED?
         The combined fund's principal investment objectives and strategy will
         be similar to the objectives of the BlackRock fund.

87.      WHICH FUND'S TRACK RECORD WILL BE MAINTAINED?
         BLK Large-Cap Value Fund's track record will be maintained.

88.      WHO WILL COMPRISE THE PORTFOLIO MANAGEMENT TEAM? WHAT ARE THEIR
         BACKGROUNDS?
         Following the reorganization, the combined fund will be managed by a
         team of investment professionals at BlackRock Advisors, including the
         following individuals with day-to-day responsibility: David E. Byrket,
         CFA, Managing Director, and Frederick W. Herrmann, CFA, Managing
         Director at BlackRock Advisors.

         Mr. Byrket and Mr. Herrmann have managed BlackRock's Large Cap Value
         Equity Portfolio, Large Cap Growth Equity Portfolio, Select Equity
         Portfolio and the equity portion of BlackRock's Balanced Portfolio, as
         well as institutional accounts at BlackRock, since March 2003. Prior to
         joining BlackRock in 2003, both Mr. Byrket and Mr. Herrmann were
         Managing Directors at Weiss, Peck, and Greer, LLC, where they were
         responsible for managing quantitative equity portfolios for
         institutional and high-net worth accounts and mutual funds since 1996.

LEGACY

89.      WHAT ARE THE CURRENT OBJECTIVE AND STRATEGY FOR SSR LEGACY FUND?

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         The fund seeks to provide long-term growth of capital by investing at
         least 65% of its total assets in stocks and convertible securities of
         mid- and large-size companies. In managing its portfolio, the fund
         employs a tax-managed strategy.

90.      WHAT ARE THE CURRENT OBJECTIVE AND STRATEGY FOR BLK LEGACY FUND?
         They are substantially similar to those of the SSR fund.

91.      HOW WILL THE COMBINED FUND BE MANAGED?
         The combined fund's principal investment objectives will be
         substantially similar to the objectives of the SSR fund. However, prior
         to the reorganization, the SSR Trust Board changed the SSR fund's
         management style to NON-tax-managed. This change will be effective when
         the funds are combined. The resulting combined fund will not be
         tax-managed.

92.      WHICH FUND'S TRACK RECORD WILL BE MAINTAINED?
         SSR Legacy Fund's track record will be maintained.

93.      WHO WILL COMPRISE THE PORTFOLIO MANAGEMENT TEAM? WHAT ARE THEIR
         BACKGROUNDS?
         Following the reorganization, the combined fund management team will be
         led by Edward Dowd and Jeffrey Lindsey, CFA. Jeff Lindsey and Ed Dowd
         are co-portfolio managers of the SSR fund. They have been responsible
         for the day-to-day management of the SSR fund since December 2002.

         Mr. Lindsey joined State Street Research in 2002. During the past five
         years, he has also served as a Managing Director and Senior Vice
         President at Putnam Investments.

         A Vice President, Mr. Dowd joined the firm in 2002. During the past
         five years he has also served as a Vice President at Independence
         Investment LLC and as an equity research associate at Donaldson, Lufkin
         & Jenrette.

MID-CAP GROWTH

94.      WHAT ARE THE CURRENT OBJECTIVE AND STRATEGY FOR SSR MID-CAP GROWTH
         FUND?
         The fund seeks to provide long-term growth of capital by investing at
         least 80% of its net assets in mid-cap stocks.

95.      WHAT ARE THE CURRENT OBJECTIVE AND STRATEGY FOR BLK MID-CAP GROWTH
         FUND?
         The fund seeks to provide long-term capital appreciation by investing
         at least 80% of its net assets in equity securities issued by U.S.
         mid-cap growth companies which the fund management team believes have
         above-average earnings growth potential.

96.      WHAT DO THE TWO FUNDS HAVE IN COMMON?
         The funds share similar investment objectives and a common benchmark,
         the Russell Midcap(R) Growth Index. In pursuing their objective, the
         funds invest primarily in a diverse portfolio of mid-cap stocks
         utilizing active, fundamental security selection.

97.      WHAT ARE THE PRIMARY DIFFERENCES BETWEEN THE TWO FUNDS?
         While both funds invest primarily in mid-cap stocks, they use slightly
         different definitions for capitalization range. The SSR fund considers
         mid-cap growth stocks to be those of companies who are comparable in
         size to the companies comprising the Russell Midcap Growth Index

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         (currently ranging from $527 million to $13.1 billion), the S&P MidCap
         400 Index (currently ranging from $340 million to $14.3 billion) or a
         similar index. The BlackRock fund currently considers mid-cap growth
         stocks to be those of companies with market capitalizations between $1
         billion and $10 billion. The difference in market cap definition is not
         expected to have a material impact on the primary investment strategy
         of the combined fund.

         The SSR fund has greater flexibility with regard to its investable
         universe. It must invest at least 80% of its net assets in mid-cap
         stocks and convertible securities of U.S. and foreign companies, but
         also may invest up to 20% of its assets in other securities, including
         other stocks and bonds. The BlackRock fund must invest at least 80% of
         its assets in U.S. mid-cap stocks. While it may invest up to 20% of its
         assets in other securities, it typically will not invest in bonds.

98.      HOW WILL THE COMBINED FUND BE MANAGED?
         The combined fund's principal investment strategy will be similar to
         that of the BlackRock fund.

99.      WHICH FUND'S TRACK RECORD WILL BE MAINTAINED?
         BLK Mid-Cap Growth Fund's track record will be maintained.

100.     WHO WILL COMPRISE THE PORTFOLIO MANAGEMENT TEAM? WHAT ARE THEIR
         BACKGROUNDS?
         Following the reorganization, the fund management team will be led by
         Eileen M. Leary, CFA, and Neil Wagner.

         Prior to joining BlackRock in April 2002, Mr. Wagner was a portfolio
         manager at MFS Investment Management since 1998. Prior to that, he was
         a senior research analyst at DFS Advisors LLC from 1997 to 1998 and an
         associate at Berkshire Partners from 1995 to 1997.

         Eileen M. Leary, CFA, has been responsible for the day-to-day portfolio
         management of the SSR fund since October 2002. A Senior Vice President,
         Ms. Leary joined the firm in 1989 and has been an investment
         professional since 1993.

MID-CAP VALUE

101.     WHAT ARE THE CURRENT OBJECTIVE AND STRATEGY FOR SSR MID-CAP VALUE FUND?
         The fund seeks to provide long-term growth of capital. The fund invests
         at least 80% of its net assets in mid-cap stocks and convertible
         securities.

102.     WHAT ARE THE CURRENT OBJECTIVE AND STRATEGY FOR BLK MID-CAP VALUE FUND?
         The fund seeks to provide long-term capital appreciation. The fund's
         strategy consists of investing at least 80% of its net assets in equity
         securities issued by U.S. mid-cap value companies (those with market
         capitalizations between $1 billion and $10 billion).

103.     WHAT DO THE TWO FUNDS HAVE IN COMMON?
         The funds share similar investment objectives and a common benchmark,
         the Russell Midcap(R) Value Index.

104.     WHAT ARE THE PRIMARY DIFFERENCES BETWEEN THE TWO FUNDS?
         While both funds invest primarily in mid-cap stocks, they use slightly
         different definitions for this cap range. The SSR fund considers
         mid-cap value stocks to be those of companies that are comparable in
         size to the companies comprising the Russell Midcap Value Index
         (currently

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         ranging from $527 million to $14.9 billion) or a similar index. The
         BlackRock fund considers mid-cap value stocks to be those of companies
         with market capitalization between $1 billion and $10 billion.

         The SSR fund has greater flexibility with regard to its investable
         universe. It must invest at least 80% of its net assets in mid-cap
         stocks and convertible securities of U.S. and foreign companies, but
         also may invest up to 20% of its assets in other securities, including
         other stocks and bonds. The BlackRock fund must invest at least 80% of
         its assets in U.S. mid-cap stocks. While it may invest up to 20% of its
         assets in other securities, it typically will not invest in bonds. The
         combined fund may from time to time invest in initial public offerings;
         however, will generally not invest in bonds of foreign issuers.

105.     HOW WILL THE COMBINED FUND BE MANAGED?
         The combined fund's principal investment strategy will consist of
         investing at least 80% of its net assets in equity securities issued by
         mid-cap value companies (companies that are comparable in size to the
         companies comprising the Russell Midcap Value Index or a similar
         index). The combined fund will primarily buy common stocks but also
         will be able to invest in preferred stock and securities convertible
         into common and preferred stock.

106.     WHICH FUND'S TRACK RECORD WILL BE MAINTAINED?
         SSR Mid-Cap Value Fund's track record will be maintained.

107.     WHO WILL COMPRISE THE PORTFOLIO MANAGEMENT TEAM? WHAT ARE THEIR
         BACKGROUNDS?
         The BlackRock Fund is lead managed by Wayne J. Archambo, Managing
         Director of BlackRock Advisors, and Anthony Forcione, Vice President of
         SSR.

         Mr. Archambo was a founding partner and manager of Boston Partners
         Asset Management, LP's small- and mid-cap value equity products since
         the firm's inception in 1995. He has been the BlackRock fund's manager
         since January 2002.

         Mr. Forcione has assisted with the management of the SSR fund since
         2000. Mr. Forcione, a Vice President, joined SSRM in 1992. In early
         1996, he joined SSRM's Central Equity Research group as a research
         associate, became an equity analyst in 1997 and joined the large-cap
         and mid-cap value teams in 1999.

MONEY MARKET

108.     WHAT ARE THE CURRENT OBJECTIVE AND STRATEGY FOR SSR MONEY MARKET FUND?
         The fund seeks to provide a high level of current income consistent
         with the preservation of capital and maintenance of liquidity. The fund
         invests at least 95% of its total assets in high-quality securities
         called "first tier" securities. These include U.S. government
         securities and corporate securities that, at the time of purchase, are
         rated by such firms as Standard & Poor's and Moody's in their highest
         short-term major rating categories, or are unrated securities that are
         considered equivalent by the investment manager.

109.     WHAT ARE THE CURRENT OBJECTIVE AND STRATEGY FOR BLK MONEY MARKET FUND?
         The fund seeks to provide as high a level of current income as is
         consistent with maintaining liquidity and stability of principal. The
         fund's strategy consists of investing in a broad range of

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         short-term, high-quality, U.S. dollar-denominated instruments,
         including government, bank, commercial and other obligations.

110.     WHAT DO THE TWO FUNDS HAVE IN COMMON?
         The funds have similar investment objectives and invest in a broad
         range of high-quality, short-term instruments. The funds are managed to
         maintain a dollar-weighted average maturity of 90 days or less and a
         net asset value of $1.00 per share.

111.     WHAT ARE THE PRIMARY DIFFERENCES BETWEEN THE TWO FUNDS?
         The funds differ slightly with regard to their guidelines for quality.
         The SSR fund must invest at least 95% of its assets in "first tier"
         securities and up to 5% in "second tier" securities, while the
         BlackRock fund can purchase securities from either of these categories
         without limit.

112.     HOW WILL THE COMBINED FUND BE MANAGED?
         The combined fund's principal investment strategy will be similar to
         that of the BlackRock fund.

113.     WHICH FUND'S TRACK RECORD WILL BE MAINTAINED?
         BLK Money Market Fund's track record will be maintained.

114.     WHO WILL COMPRISE THE PORTFOLIO MANAGEMENT TEAM? WHAT ARE THEIR
         BACKGROUNDS?
         Following the reorganization, BlackRock Institutional Management
         Corporation, as subadvisor, will be responsible for the day-to-day
         management of the combined fund.

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BLACKROCK REORGANIZATION STICKER MAILING

115.     CAN YOU TELL ME OR SEND ME MORE INFORMATION ABOUT THE ACQUISITION OF
         STATE STREET RESEARCH & MANAGEMENT COMPANY BY BLACKROCK? On August 26,
         2004, BlackRock, Inc. and MetLife, Inc. announced in a press release
         that they had entered into an agreement under which BlackRock will
         acquire from MetLife the holding company of State Street Research &
         Management Company. Closing is expected in early 2005 pending required
         regulatory and fund shareholder approvals and other closing conditions.
         No further information is available at this time.

116.     CAN YOU SEND ME A COPY OF THE PRESS RELEASE?
         Yes. (TAKE NAME AND ADDRESS. ENCLOSE COVER LETTER ACKNOWLEDGING ONLY
         THAT YOU ARE PROVIDING THE
         INFORMATION THEY REQUESTED AND YOUR TOLL FREE NUMBER.)

117.     CAN YOU SEND ME A COPY OF THE PROSPECTUS FOR THE BLACKROCK FUNDS
         REFERRED TO IN THE PROSPECTUS STICKER?
         You should contact BlackRock directly by calling 1-888-825-2267.

118.     IN THE MEANTIME, CAN YOU PROVIDE ME WITH INFORMATION ABOUT A
         PARTICULAR SSR FUND?
         Yes, we can send you a current prospectus. (TAKE NAME AND ADDRESS AND
         FOLLOW NORMAL PROCEDURE FOR SENDING OUT PROSPECTUSES.)

119.     CAN YOU TELL ME OR SEND ME MORE INFORMATION ABOUT THE COMBINATION OF
         THE STATE STREET RESEARCH FUNDS AND THE BLACKROCK FUNDS? Yes (FULFILL
         WITH N-14). A combined prospectus/proxy statement related to the
         proposed fund reorganizations is expected to be mailed in early
         November to shareholders of the SSR funds, in anticipation of a
         shareholder meeting in late December 2004.

120.     CAN YOU SEND ME INFORMATION ON A PARTICULAR BLACKROCK FUND?
         You should contact BlackRock directly by calling 1-888-825-2267.

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