-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, HxsxBNV4MM2joG6t0PKi4wX9dZLZTXXp3CnxL9cZ7/TevISbhm+NgpUSIVWlKyI4 ye5X9DXELcgnGxPHQGz23g== 0000749748-09-000019.txt : 20091102 0000749748-09-000019.hdr.sgml : 20091102 20091102133530 ACCESSION NUMBER: 0000749748-09-000019 CONFORMED SUBMISSION TYPE: 497 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20091102 DATE AS OF CHANGE: 20091102 EFFECTIVENESS DATE: 20091102 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CASH ASSETS TRUST CENTRAL INDEX KEY: 0000749748 IRS NUMBER: 136844974 STATE OF INCORPORATION: MA FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 002-92164 FILM NUMBER: 091150525 BUSINESS ADDRESS: STREET 1: 380 MADISON AVE STREET 2: SUITE 2300 CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2126976666 MAIL ADDRESS: STREET 1: 380 MADISON AVENUE STREET 2: SUITE 2300 CITY: NEW YORK STATE: NY ZIP: 10017 0000749748 S000006652 Pacific Capital Cash Assets Trust C000018146 Pacific Capital Cash Assets Trust Original Shares CATXX C000018147 Pacific Capital Cash Assets Trust Service Shares CASXX 0000749748 S000006653 Pacific Capital Tax-Free Cash Assets Trust C000018148 Pacific Capital Tax-Free Cash Assets Trust Original Shares TFCXX C000018149 Pacific Capital Tax-Free Cash Assets Trust Service Shares TFAXX 0000749748 S000006654 Pacific Capital U.S. Government Securities Cash Assets Trust C000018150 Pacific Capital U.S.Government Securities Cash Assets Trust Original Shares USCXX C000018151 Pacific Capital U.S. Government Securities Cash Assets Trust Service Shares UCSXX 497 1 pcat09st1.txt SUPPLEMENT TO THE OS AND SS PROSPECTUSES AND SAI Pacific Capital Funds(R) of Cash Assets Trust Supplement to the Statement of Additional Information Dated July 31, 2009 The material under the caption "Management of the Trust" is replaced by the following: Management of the Trust The Board of Trustees The business and affairs of each Fund are managed under the direction and control of the Board of Trustees of the Trust. The Board of Trustees has authority over every aspect of the Funds' operations, including approval of the advisory agreements and their annual renewal, the contracts with all other service providers and payments under each Fund's Distribution Plan and Shareholder Services Plan. The Trust has an Audit Committee, consisting of all of the Trustees who are "independent" and are not "interested persons" of the Trust. The Committee determines what independent registered public accounting firm will be selected by the Board of Trustees, reviews the methods, scope and result of audits and the fees charged, and reviews the adequacy of the Trust's internal accounting procedures and controls. The Audit Committee had two meetings during the last fiscal year. The Trust has a Nominating Committee, consisting of all of the non-interested Trustees. The Nominating Committee held one meeting during the last fiscal year. The committee will consider nominees recommended by the shareholders who may send recommendations to the committee in care of the Administrator at 380 Madison Avenue, New York, NY 10017. On September 23, 2009, Mr. Richard L. Humphreys, Mr. Bert A. Kobayashi, Jr. and Mr. Glenn P. O'Flaherty were elected Trustees by the shareholders of the Trust. Trustees and Officers The following material includes information about each Trustee and officer and the Chairman Emeritus of the Trust.
Number of Portfolios in Other Directorships Positions Held Fund Held by Trustee with Trust and Complex(4) (The position held is a Name, Address(1) (2) Length of Principal Occupation(s) Overseen by directorship unless and Date of Birth Service(3) During Past 5 Years Trustee indicated otherwise.) Interested Trustee (5) Diana P. Herrmann Vice Chair of Vice Chair and Chief Executive 12 ICI Mutual Insurance New York, NY the Board of Officer of Aquila Management Company (02/25/58) Trustees since Corporation, Founder of the 2003, President Aquila Group of Funds((6)) and since 1998 and parent of Aquila Investment Trustee since Management LLC, Administrator 2004 since 2004, President since 1997, Chief Operating Officer, 1997-2008, a Director since 1984, Secretary since 1986 and previously its Executive Vice President, Senior Vice President or Vice President, 1986-1997; Chief Executive Officer and Vice Chair since 2004, President and Manager of the Administrator since 2003, and Chief Operating Officer of the Administrator, 2003-2008; Chair, Vice Chair, President, Executive Vice President or Senior Vice President of funds in the Aquila Group of Funds since 1986; Director of the Distributor since 1997; Governor, Investment Company Institute (a trade organization for the U.S. mutual fund industry dedicated to protecting shareholder interests and educating the public about investing) and head of its Small Funds Committee since 2004; active in charitable and volunteer organizations. Non-interested Trustees Theodore T. Mason Chair of the Executive Director, East Wind 8 None New York, NY Board of Power Partners LTD since 1994 (11/24/35) Trustees since and Louisiana Power Partners, 2004 and 1999-2003; Trustee, Premier VIT, Trustee since 2000-2009; Treasurer, Fort 1984 Schuyler Maritime Alumni Association, Inc., successor to Alumni Association of SUNY Maritime College, since 2004 (President, 2002-2003, First Vice President, 2000-2001, Second Vice President, 1998-2000) and director of the same organization since 1997; Director, STCM Management Company, Inc., 1973-2004; twice national officer of Naval Reserve Association, Commanding Officer of four naval reserve units and Captain, USNR (Ret); director, The Navy League of the United States New York Council since 2002; trustee, The Maritime Industry Museum at Fort Schuyler, 2000-2004; and Fort Schuyler Maritime Foundation, Inc., successor to the Maritime College at Fort Schuyler Foundation, Inc., since 2000. Thomas W. Courtney Trustee President, Courtney Associates, 5 None Sewickley, PA since 1984 Inc., a venture capital firm, (08/17/33) since 1988. Stanley W. Hong Trustee President, Waste Management of 4 Trustee, Pacific Capital Honolulu, HI since 1993 Hawaii, Inc. and Corporate Vice Funds(R), which includes (04/05/36) President - Hawaii Area for 12 bond and stock funds; Waste Management, Inc., First Insurance Co. of 2001-2005; Trustee, The King Hawaii, Ltd., Lanihau William Charles Lunalilo Trust Properties, Ltd., The Estate since 2001; President and Westye Group - West Chief Executive Officer, The (Hawaii), Inc., Heald Chamber of Commerce of Hawaii, Education LLC. 1996-2001; Director PBS - Hawaii Foundation since 1998; Regent, Chaminade University of Honolulu since 1991; Trustee, the Nature Conservancy of Hawaii since 1998; Trustee, Child and Family Service since 2005; Director, The East West Center Foundation since 2006; St. Louis School since 2007; and a director of other corporate and community organizations. Richard L. Humphreys Trustee since President, Hawaii Receivables 4 Trustee, Pacific Capital Kaneohe, HI 2009 Management, LLC (a factoring Funds(R), which includes (10/06/43) company) since 2001; President, 12 bond and stock funds; Lynk Payment Systems Hawaii, LLC (credit card processing) since 2002. Bert A. Kobayashi, Jr. Trustee since President and Chief Executive 4 Hawaiian Electric Honolulu, HI 2009 Officer, Kobayashi Group, LLC (a Company, Inc. (04/22/70) group of companies primarily engaged in real estate enterprises) since 2001; Managing Director, KG Holdings, LLC (real estate investment) since 2009; Vice President, Nikken Holdings, LLC (real estate investment) since 2003; interested in a number of other real estate companies in Hawaii. Glenn P. O'Flaherty Trustee since Chief Financial Officer and 6 None Denver, CO 2009 Chief Operating Officer of (08/03/58) Lizard Investors, LLC since 2008; Co-Founder, Chief Financial Officer and Chief Compliance Officer of Three Peaks Capital Management, LLP, 2003-2005; Vice President - Investment Accounting, Global Trading and Trade Operations, Janus Capital Corporation, and Chief Financial Officer and Treasurer, Janus Funds, 1991-2002. Russell K. Okata Trustee Executive Director, Hawaii 5 Trustee, Pacific Capital Honolulu, HI since 1993 Government Employees Association Funds(R), which includes (03/22/44) AFSCME Local 152, AFL-CIO 12 bond and stock funds. 1981-2007; International Vice President, American Federation of State, County and Municipal Employees, AFL-CIO 1981-2007; director of various civic and charitable organizations. Other Individuals Chairman Emeritus(7) Lacy B. Herrmann Founder and Founder and Chairman of the N/A N/A New York, NY Chairman Board, Aquila Management (05/12/29) Emeritus since Corporation, the sponsoring 2004, Trustee, organization and parent of the 1984-2004, and Manager or Administrator and/or Chairman of Adviser or Sub-Adviser to each the Board of fund of the Aquila Group of Trustees, Funds; Chairman of the Manager or 1984-2003 Administrator and/or Adviser or Sub-Adviser to each since 2004; Founder and Chairman Emeritus of each fund in the Aquila Group of Funds; previously Chairman and a Trustee of each fund in the Aquila Group of Funds since its establishment until 2004 or 2005; Director of the Distributor since 1981 and formerly Vice President or Secretary, 1981-1998; Director or trustee, Premier VIT, 1994 - 2009; Director or trustee of Oppenheimer Quest Value Funds Group, Oppenheimer Small Cap Value Fund, Oppenheimer Midcap Fund, 1987 - 2009, and Oppenheimer Rochester Group of Funds, 1995 - 2009; Trustee Emeritus, Brown University and the Hopkins School; active in university, school and charitable organizations. Officers Charles E. Executive Vice Executive Vice President of all N/A N/A Childs, III President funds in the Aquila Group of New York, NY since 2003 Funds and the Administrator and (04/01/57) the Administrator's parent since 2003; Executive Vice President and Chief Operating Officer of the Administrator's parent since 2008; formerly Senior Vice President, corporate development, Vice President, Assistant Vice President and Associate of the Administrator's parent since 1987; Senior Vice President, Vice President or Assistant Vice President of the Aquila Money-Market Funds, 1988-2003. Sherri Foster Vice President Senior Vice President, Hawaiian N/A N/A Lahaina, HI (07/27/50) since 1997 Tax-Free Trust since 1993 and formerly Vice President or Assistant Vice President; Vice President since 1997 and formerly Assistant Vice President of the three Aquila Money-Market Funds; Vice President, Aquila Rocky Mountain Equity Fund since 2006; Registered Representative of the Distributor since 1985. John M. Herndon Vice President Assistant Secretary of the N/A N/A New York, NY (12/17/39) since 1990 and Aquila Group of Funds since 1995 Assistant and Vice President of the three Secretary Aquila Money-Market Funds since since 1995 1990; Vice President of the Administrator or its predecessor and current parent since 1990. Robert W. Anderson Chief Chief Compliance Officer of the N/A N/A New York, NY (08/23/40) Compliance Trust and each of the other Officer since funds in the Aquila Group of 2004 and Funds, the Administrator and Assistant the Distributor since 2004, Secretary Compliance Officer of the since 2000 Administrator or its predecessor and current parent 1998-2004; Assistant Secretary of the Aquila Group of Funds since 2000. Joseph P. DiMaggio Chief Chief Financial Officer of the N/A N/A New York, NY Financial Aquila Group of Funds since 2003 (11/06/56) Officer since and Treasurer since 2000. 2003 and Treasurer since 2000 Edward M. W. Hines Secretary Shareholder of Butzel Long, a N/A N/A New York, NY since 1984 professional corporation, (12/16/39) counsel to the Trust, since 2007; Partner of Hollyer Brady Barrett & Hines LLP, its predecessor as counsel, 1989-2007; Secretary of the Aquila Group of Funds. Lori A. Vindigni Assistant Assistant Treasurer of the N/A N/A New York, NY Treasurer since Aquila Group of Funds since (11/02/66) 2000 2000; Assistant Vice President of the Administrator or its predecessor and current parent since 1998; Fund Accountant for the Aquila Group of Funds, 1995-1998. (1) From time to time Bank of Hawaii may enter into normal investment management, commercial banking and lending arrangements with one or more of the Trustees of the Trust and their affiliates. The Asset Management Group of Bank of Hawaii is the Trust's investment adviser. (2) The mailing address of each Trustee and officer is c/o Pacific Capital Funds(R) of Cash Assets Trust, 380 Madison Avenue, Suite 2300, New York, NY 10017. (3) Because the Funds do not normally hold annual meetings, each Trustee holds office for an indeterminate term. The term of office of each officer is one year. (4) Includes certain Aquila-sponsored funds that are dormant and have no public shareholders. (5) Ms. Herrmann is an interested person of the Funds as an officer of each Fund, as a director, officer and shareholder of the Administrator's corporate parent, as an officer and Manager of the Administrator, and as a shareholder and director of the Distributor. Ms. Herrmann is the daughter of Lacy B. Herrmann, the Founder and Chairman Emeritus of the Funds. (6) In this material Pacific Capital Cash Assets Trust, Pacific Capital U.S. Government Securities Cash Assets Trust and Pacific Capital Tax-Free Cash Assets Trust, each of which is a money-market fund, are called the "Aquila Money-Market Funds"; Hawaiian Tax-Free Trust, Tax-Free Trust of Arizona, Tax-Free Trust of Oregon, Tax-Free Fund of Colorado, Churchill Tax-Free Fund of Kentucky, Narragansett Insured Tax-Free Income Fund and Tax-Free Fund For Utah, each of which is a tax-free municipal bond fund, are called the "Aquila Municipal Bond Funds"; Aquila Rocky Mountain Equity Fund is an equity fund; Aquila Three Peaks High Income Fund is a high income corporate bond fund; considered together, these 12 funds, which do not include the dormant funds described in footnote 4, are called the "Aquila Group of Funds." (7) The Chairman Emeritus may attend Board meetings but has no voting power.
Securities Holdings of the Trustees (as of 12/31/08)
Dollar Range of Aggregate Dollar Range of Name of Ownership in Hawaiian Ownership in funds in the Trustee Tax-Free Trust(1) Aquila Group of Funds (1) - ------- -------------- --------------------- Interested Trustees Diana P. Herrmann D E Non-interested Trustees Theodore T. Mason A E Thomas W. Courtney A C Stanley W. Hong A C Richard L. Humphreys A E Bert A. Kobayashi, Jr. C C Glenn P. O'Flaherty A C Russell K. Okata A E
(1) A. None B. $1-$10,000 C. $10,001-$50,000 D. $50,001-$100,000 E. over $100,000 None of the non-interested Trustees or their immediate family members holds of record or beneficially any securities of the Adviser or the Distributor. Trustee Compensation The Funds do not pay fees to Trustees affiliated with the Administrator or Adviser or to any of the Funds' officers. During the fiscal year ended March 31, 2009, the Cash Fund, the Tax-Free Fund and the Government Securities Fund paid, respectively, $99,726, $79,386 and $261,033 in compensation and reimbursement of expenses to the Trustees. The Funds are among the twelve funds in the Aquila Group of Funds, which consist of three money-market funds, seven tax-free municipal bond funds, a high-income corporate bond fund and an equity fund. The following tables list the compensation of all Trustees who received compensation from the Funds, the compensation each received during each Fund's fiscal year from all funds in the Aquila Group of Funds and the number of such funds. None of such Trustees has any pension or retirement benefits from the Fund or any of the other funds in the Aquila Group of Funds.
Compensation Compensation Compensation from from from the Government Name the Cash Fund the Tax-Free Fund Securities Fund Theodore T. Mason $17,191 $14,652 $38,673 Thomas W. Courtney $14,087 $11,305 $37,621 Stanley W. Hong $13,469 $10,930 $34,951 Richard L. Humphreys $ 0 $ 0 $ 0 Bert A. Kobayashi, Jr. $ 0 $ 0 $ 0 Glenn P. O'Flaherty $ 0 $ 0 $ 0 Russell K. Okata $13,469 $10,930 $34,951
Compensation Number of from all funds boards on which in the Aquila the Trustee Name Group of Funds now serves* Theodore T. Mason $133,750 8 Thomas W. Courtney $104,575 5 Stanley W. Hong $76,250 4 Richard L. Humphreys $ 0 4 Bert A. Kobayashi, Jr. $ 0 4 Glenn P. O'Flaherty $34,000 6 Russell K. Okata $91,750 5 * Messrs. Hong, Humphreys and Okata are also trustees of the 12 funds in the Pacific Capital Funds(R) for which the Adviser is also investment adviser. For the same period, these funds paid Trustee Hong $40,375, Trustee Humphreys $44,343 and Trustee Okata $44,937. The date of this Supplement is November 2, 2009 Pacific Capital Funds(R) of Cash Assets Trust Supplement to the Prospectuses Dated July 31, 2009 The material under the heading "Board of Trustees" on the inside back cover is replaced by the following: Theodore T. Mason, Chair Diana P. Herrmann, Vice Chair Thomas W. Courtney Stanley W. Hong Richard L. Humphreys Bert A. Kobayashi, Jr. Glenn P. O'Flaherty Russell K. Okata The date of this Supplement is November 2, 2009 -----END PRIVACY-ENHANCED MESSAGE-----