425 1 a2147370z425.txt 425 Filed by State Street Research Income 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 Income Trust SEC File No. 33-2697 This filing relates to the proposed reorganization of certain series of State Street Research funds ("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 of State Street Research's broker-dealers. IMPORTANT INFORMATION FOR REGISTERED INVESTMENT ADVISORS: PROPOSED FUND LINE-UP AND PORTFOLIO MANAGEMENT TEAMS State Street Research (SSR) shareholders were sent a prospectus/proxy statement soliciting their approval of 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. The grid on the next page outlines the proposed fund line-up and portfolio management teams. These reorganizations are subject to shareholder approval and the closing of BlackRock's acquisition of SSRM, which is expected to occur in early 2005. We appreciate your patience and understanding during this period of transition and thank you for your continued support. IF YOU NEED FURTHER INFORMATION, PLEASE CALL US. INVESTMENT ADVISOR SERVICES GROUP Peter Borghi, Senior Vice President, Director, 800.882.0052 x7002 Tom McNeil, Regional Manager, 800.882.0052 x7898 Greg Hohmann, Regional Vice President, 800.882.0052 x7865 Jason Moore, Investment Advisor Representative, 800.882.0052 x7831 ADDITIONAL INFORMATION AND WHERE TO FIND IT BlackRock Funds ("BlackRock") has filed Combined Prospectus/Proxy Statements with the Securities and Exchange Commission (SEC) 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 BlackRock and certain State Street Research ("SSR") funds and other relevant materials regarding the proposed reorganizations (the "Reorganizations") of certain series of SSR funds into certain series of BlackRock funds. The Combined Prospectus/Proxy Statements, of which this Questions and Answers summary is a part, is being sent, simultaneously with the summary, to security holders of SSR 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 on 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. FOR USE WITH BROKER/DEALERS ONLY. NO PORTION OF THIS PUBLICATION MAY BE SHOWN OR DISTRIBUTED TO THE PUBLIC OR USED IN ORAL OR WRITTEN FORM IN SOLICITING SALES. PROPOSED FUND LINE-UP AND PORTFOLIO MANAGEMENT TEAMS
SSR FUND MERGE INTO INVESTMENT STYLE BENCHMARK FOR BLK FUND PM TEAM SURVIVING TRACK RECORD ------------------------------------------------------------------------------------------------------------------------------------ SSR ASSET BLK Balanced Keep existing 60% S&P 500, Merged team led by Andrew SSR Asset Allocation ALLOCATION strategy 40% Lehman US Damm (BLK) & Linda Zhang Aggregate (SSR) SSR AURORA BLK Aurora Keep active Russell 2500(R) Value Merged team led by Wayne SSR Aurora fundamental Archambo (BLK) SSR EMERGING BLK Small/Mid Keep active Russell 2500(R) Growth Consolidate under merged SSR Emerging GROWTH Growth fundamental team led by Neil Wagner (BLK) Growth & Eileen Leary (SSR) SSR GLOBAL BLK Global Keep active Lipper Natural Resources SSR energy team led by Dan SSR Global Resources RESOURCES Resources fundamental and S&P 500 Rice & Denis Walsh SSR GOVERNMENT BLK Keep relative Lehman Intermediate BLK fixed income team BLK Intermediate INCOME Intermediate value Government led by Scott Amero, Keith Government Income Government Anderson & Todd Kopstein SSR HEALTH BLK Keep active Lipper Health/Bio- Merged team led by Erin Xie SSR Health Sciences SCIENCES Health Sciences fundamental technology and S&P 500 (SSR) & Thomas Callan (BLK) SSR HIGH INCOME BLK High Yield Keep relative Lehman US BLK fixed income team led by BLK High Yield value Corporate HY Scott Amero & Jeff Gary SSR INVESTMENT BLK Select Change to S&P 500 BLK quantitative equity team BLK Select Equity TRUST Equity active quant led by David Byrket & Fred Herrmann SSR LARGE-CAP BLK Select Change to S&P 500 BLK quantitative equity team BLK Select Equity ANALYST Equity active quant led by David Byrket & Fred Herrmann SSR LARGE-CAP BLK Large-Cap Change to Russell 1000(R) Value BLK quantitative equity team BLK Large-Cap VALUE Value active quant led by David Byrket & Fred Value Herrmann SSR LEGACY BLK Legacy Keep active Russell 1000(R) Growth SSR large-cap growth team led SSR Legacy fundamental by Ed Dowd & Jeff Lindsey SSR MID-CAP BLK Mid-Cap Keep active Russell Midcap(R) Growth Merged team led by Eileen BLK Mid-Cap GROWTH Growth fundamental Leary (SSR) & Neil Wagner Growth (BLK) SSR MID-CAP BLK Mid- Keep active Russell Midcap(R) Value Merged team led by Anthony SSR Mid-Cap Value VALUE Cap Value fundamental Forcione (SSR) & Wayne Archambo (BLK) SSR MONEY BLK Money Keep relative N/A BLK Advisors and BLK BLK Money Market MARKET Market value Institutional Management Corp. *SSR: State Street Research; BLK: BlackRock
The information above is as of November 2004 and is subject to change. The reorganizations are subject to shareholder approval and the closing of BlackRock's acquisition of SSRM. FOR USE WITH BROKER/DEALERS ONLY. NO PORTION OF THIS PUBLICATION MAY BE SHOWN OR DISTRIBUTED TO THE PUBLIC OR USED IN ORAL OR WRITTEN FORM IN SOLICITING SALES. Member NASD, SIPC (C)2004 State Street Research Investment Services, Inc. One Financial Center Boston, MA 02111-2690 www.ssrfunds.com CONTROL NUMBER:(exp0205)SSR-LD SSR-9123-1104