497 1 d497.txt MANAGED ASSETS TRUST MANAGED ASSETS TRUST SUPPLEMENT DATED FEBRUARY 15, 2006 TO PROSPECTUS DATED MAY 2, 2005 This Supplement is made as of February 15, 2006 to the Prospectus of Managed Assets Trust ("Trust") dated May 2, 2005. On January 25, 2006, the Board of Trustees of the Trust approved a proposal to reorganize the Trust into the Legg Mason Partners Managed Assets Portfolio ("Legg Mason Partners Managed Assets"), a new series of Met Investors Series Trust. Legg Mason Partners Managed Assets has investment objectives, strategies and risks substantially similar to the Trust. If the shareholders of the Trust approve the proposal, the Trust will liquidate by transferring substantially all of its assets to Legg Mason Partners Managed Assets. Shareholders of the Trust will receive shares of Legg Mason Partners Managed Assets equal in value to their shares of the Trust as of the date of the reorganization, which is proposed to take place as of the close of business on or about May 1, 2006. Shareholders of record of the Trust as of January 31, 2006 are scheduled to vote on the proposal at a special meeting of shareholders to be held on April 12, 2006. Shareholders of record of the Trust will be mailed information detailing the proposal prior to April 12, 2006. Date: February 15, 2006