-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, sHczWfoNMl90/Xg4oTDbwSrv/MHAn4j7eeRYwa2tKxVrctseG+OPr4kvnNNEgWaw NajBhcFNXGNGr0zXaDBXfg== 0000855048-95-000002.txt : 19950801 0000855048-95-000002.hdr.sgml : 19950801 ACCESSION NUMBER: 0000855048-95-000002 CONFORMED SUBMISSION TYPE: DEF 14A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19950731 FILED AS OF DATE: 19950731 SROS: AMEX SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: PUTNAM CALIFORNIA INVESTMENT GRADE MUNICIPAL TRUST CENTRAL INDEX KEY: 0000892980 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 046716831 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEF 14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-07276 FILM NUMBER: 95557727 BUSINESS ADDRESS: STREET 1: ONE POST OFFICE SQUARE CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 6172921000 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PUTNAM MASTER INCOME TRUST CENTRAL INDEX KEY: 0000824463 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 042993219 STATE OF INCORPORATION: MA FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: DEF 14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-05375 FILM NUMBER: 95557728 BUSINESS ADDRESS: STREET 1: ONE POST OFFICE SQ CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 6172921471 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PUTNAM MANAGED MUNICIPAL INCOME TRUST CENTRAL INDEX KEY: 0000844790 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 046608976 STATE OF INCORPORATION: MA FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: DEF 14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-05740 FILM NUMBER: 95557729 BUSINESS ADDRESS: STREET 1: ONE POST OFFICE SQ STREET 2: MAILSTOP A14 CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 6172921536 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PUTNAM HIGH YIELD MUNICIPAL TRUST CENTRAL INDEX KEY: 0000848077 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 046621377 STATE OF INCORPORATION: MA FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: DEF 14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-05795 FILM NUMBER: 95557730 BUSINESS ADDRESS: STREET 1: ONE POST OFFICE SQ CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 6172921000 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PUTNAM INVESTMENT GRADE MUNICIPAL TRUST CENTRAL INDEX KEY: 0000855048 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 046629611 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEF 14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-05901 FILM NUMBER: 95557731 BUSINESS ADDRESS: STREET 1: ONE POST OFFICE SQUARE CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 6172921000 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PUTNAM INVESTMENT GRADE MUNICIPAL TRUST II CENTRAL INDEX KEY: 0000892884 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 046716830 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEF 14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-07270 FILM NUMBER: 95557732 BUSINESS ADDRESS: STREET 1: ONE POST OFFICE SQUARE CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 6172921000 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PUTNAM NEW YORK INVESTMENT GRADE MUNICIPAL TRUST CENTRAL INDEX KEY: 0000892960 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 046716832 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEF 14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-07274 FILM NUMBER: 95557733 BUSINESS ADDRESS: STREET 1: ONE POST OFFICE SQUARE CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 6172921000 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PUTNAM MUNICIPAL OPPORTUNITIES TRUST CENTRAL INDEX KEY: 0000900422 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 043187549 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEF 14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-07626 FILM NUMBER: 95557734 BUSINESS ADDRESS: STREET 1: ONE POST OFFICE SQUARE CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 6172921000 MAIL ADDRESS: STREET 1: ONE POST OFFICE SQUARE CITY: BOSTON STATE: MA ZIP: 02109 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PUTNAM INVESTMENT GRADE MUNICIPAL TRUST III CENTRAL INDEX KEY: 0000912491 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEF 14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-07099 FILM NUMBER: 95557735 BUSINESS ADDRESS: STREET 1: ONE POST OFFICE SQUARE CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 6172921010 DEF 14A 1 DEFINITIVE INFORMATION SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. ) ---- Filed by the Registrant / X / ---- ---- Filed by a Party other than the Registrant / / ---- CHECK THE APPROPRIATE BOX: ---- / / Preliminary Proxy Statement - ---- ---- / / Preliminary Additional Materials - ---- ---- / X / Definitive Proxy Statement - ---- ---- / / Definitive Additional Materials - ---- ---- / / Soliciting Material Pursuant to Rule 14a-11(c) or - ----- 14a-12 PUTNAM CALIFORNIA INVESTMENT GRADE MUNICIPAL TRUST PUTNAM HIGH YIELD MUNICIPAL TRUST PUTNAM INVESTMENT GRADE MUNICIPAL TRUST PUTNAM INVESTMENT GRADE MUNICIPAL TRUST II PUTNAM INVESTMENT GRADE MUNICIPAL TRUST III PUTNAM MANAGED MUNICIPAL INCOME TRUST PUTNAM MASTER INCOME TRUST PUTNAM MUNICIPAL OPPORTUNITIES TRUST PUTNAM NEW YORK INVESTMENT GRADE MUNICIPAL TRUST (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement) PAYMENT OF FILING FEE (CHECK THE APPROPRIATE BOX): ---- / x / $125 per Exchange Act Rules 0-11(c)(1)(ii), - ---- 14a-6(i)(1), or 14a-6(i)(2) or Item 22(a)(2) of Schedule 14A. ---- / / $500 per each party to the controversy pursuant - ---- to Exchange Act Rule 14a-6(i)(3). ---- / / Fee computed on table below per Exchange Act Rules - ---- 14a-6(i)(4) and 0-11. (1) Title of each class of securities to which transaction applies: (2) Aggregate number of securities to which transaction applies: (3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11: (4) Proposed maximum aggregate value of transaction: ---- / / Check box if any part of the fee is offset as provided - ---- by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. (1) Amount Previously Paid: (2) Form, Schedule or Registration Statement No.: (3) Filing Party: (4) Date Filed: IMPORTANT INFORMATION FOR SHAREHOLDERS IN PUTNAM CALIFORNIA INVESTMENT GRADE MUNICIPAL TRUST PUTNAM HIGH YIELD MUNICIPAL TRUST PUTNAM INVESTMENT GRADE MUNICIPAL TRUST PUTNAM INVESTMENT GRADE MUNICIPAL TRUST II PUTNAM INVESTMENT GRADE MUNICIPAL TRUST III PUTNAM MANAGED MUNICIPAL INCOME TRUST PUTNAM MASTER INCOME TRUST PUTNAM MUNICIPAL OPPORTUNITIES TRUST PUTNAM NEW YORK INVESTMENT GRADE MUNICIPAL TRUST THE DOCUMENT YOU HOLD IN YOUR HANDS CONTAINS YOUR PROXY STATEMENT AND PROXY CARD. A PROXY CARD IS, IN ESSENCE, A BALLOT. WHEN YOU VOTE YOUR PROXY, IT TELLS US HOW TO VOTE ON YOUR BEHALF ON IMPORTANT ISSUES RELATING TO YOUR FUND. IF YOU COMPLETE AND SIGN THE PROXY, WE'LL VOTE IT EXACTLY AS YOU TELL US. IF YOU SIMPLY SIGN THE PROXY, WE'LL VOTE IT IN ACCORDANCE WITH THE TRUSTEES' RECOMMENDATIONS ON PAGE 4. WHILE INVESTORS SOMETIMES FIND A PROXY STATEMENT INTIMIDATING, WE ARE, IN FACT, ASKING FOR YOUR VOTE ON JUST A FEW MATTERS. SO WE URGE YOU TO SPEND A COUPLE OF MINUTES WITH THE PROXY STATEMENT, FILL OUT YOUR PROXY CARD, AND RETURN IT TO US. WHEN SHAREHOLDERS DON'T RETURN THEIR PROXIES IN SUFFICIENT NUMBERS, WE HAVE TO INCUR THE EXPENSE OF FOLLOW-UP SOLICITATIONS, WHICH CAN COST YOUR FUND MONEY. WE WANT TO KNOW HOW YOU WOULD LIKE TO VOTE AND WELCOME YOUR COMMENTS. PLEASE TAKE A FEW MOMENTS WITH THESE MATERIALS AND RETURN YOUR PROXY TO US. (PUTNAM LOGO APPEARS HERE) BOSTON * LONDON * TOKYO TABLE OF CONTENTS A Message from the Chairman. . . . . . . . . . . . . . . . . . . . . . . .1 Notice of Shareholder Meeting. . . . . . . . . . . . . . . . . . . . . . .2 Trustees' Recommendations. . . . . . . . . . . . . . . . . . . . . . . . .4 PROXY CARD ENCLOSED If you have any questions, please contact us at the special toll- free number we have set up for you (1-800-225-1581) or call your financial adviser. A MESSAGE FROM THE CHAIRMAN (Photograph of George Putnam appears here) Dear Shareholder: I am writing to you to ask for your vote on important questions that affect your investment in your fund. While you are, of course, welcome to join us at your fund's meeting, most shareholders cast their vote by filling out and signing the enclosed proxy. We are asking for your vote on these matters: 1. ELECTING TRUSTEES TO OVERSEE YOUR FUND; AND 2. RATIFYING THE SELECTION BY THE TRUSTEES OF THE INDEPENDENT AUDITORS OF YOUR FUND FOR ITS CURRENT FISCAL YEAR. Although we would like very much to have each shareholder attend their fund's meeting, we realize this is not possible. Whether or not you plan to be present, we need your vote. We urge you to complete, sign, and return the enclosed proxy card promptly. A postage-paid envelope is enclosed. I'm sure that you, like most people, lead a busy life and are tempted to put this proxy aside for another day. Please don't. When shareholders don't return their proxies, their fund may have to incur the expense of follow-up solicitations. All shareholders benefit from the speedy return of proxies. Your vote is important to us. We appreciate the time and consideration that I am sure you will give this important matter. If you have questions about the proposals, call 1-800-255-1581. Sincerely yours, (signature of George Putnam) George Putnam, Chairman PUTNAM CALIFORNIA INVESTMENT GRADE MUNICIPAL TRUST PUTNAM HIGH YIELD MUNICIPAL TRUST PUTNAM INVESTMENT GRADE MUNICIPAL TRUST PUTNAM INVESTMENT GRADE MUNICIPAL TRUST II PUTNAM INVESTMENT GRADE MUNICIPAL TRUST III PUTNAM MANAGED MUNICIPAL INCOME TRUST PUTNAM MASTER INCOME TRUST PUTNAM MUNICIPAL OPPORTUNITIES TRUST PUTNAM NEW YORK INVESTMENT GRADE MUNICIPAL TRUST NOTICE OF A MEETING OF SHAREHOLDERS THIS IS THE FORMAL AGENDA FOR YOUR FUND'S SHAREHOLDER MEETING. IT TELLS YOU WHAT MATTERS WILL BE VOTED ON AND THE TIME AND PLACE OF THE MEETING, IF YOU CAN ATTEND IN PERSON. To the Shareholders of Putnam California Investment Grade Municipal Trust, Putnam High Yield Municipal Trust, Putnam Investment Grade Municipal Trust, Putnam Investment Grade Municipal Trust II, Putnam Investment Grade Municipal Trust III, Putnam Managed Municipal Income Trust, Putnam Master Income Trust, Putnam Municipal Opportunities Trust and Putnam New York Investment Grade Municipal Trust: A Meeting of Shareholders of your fund will be held on October 5, 1995 at 2:00 p.m., Boston time, on the eighth floor of One Post Office Square, Boston, Massachusetts, to consider the following: 1. FIXING THE NUMBER OF TRUSTEES AND ELECTING TRUSTEES. SEE PAGE 6. 2. RATIFYING THE SELECTION OF AUDITORS FOR YOUR FUND FOR THE CURRENT FISCAL YEAR. SEE PAGE 28. 3. TRANSACTING OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING. By the Trustees George Putnam, Chairman William F. Pounds, Vice Chairman Jameson A. Baxter Donald S. Perkins Hans H. Estin George Putnam, III John A. Hill Eli Shapiro Elizabeth T. Kennan A.J.C. Smith Lawrence J. Lasser W. Nicholas Thorndike Robert E. Patterson WE URGE YOU TO MARK, SIGN, DATE, AND MAIL THE ENCLOSED PROXY IN THE POSTAGE-PAID ENVELOPE PROVIDED SO YOU WILL BE REPRESENTED AT THE MEETING. July 25, 1995 PROXY STATEMENT THIS DOCUMENT WILL GIVE YOU THE INFORMATION YOU NEED TO VOTE ON THE MATTERS LISTED ON THE PREVIOUS PAGE. MUCH OF THE INFORMATION IN THE PROXY STATEMENT IS REQUIRED UNDER RULES OF THE SECURITIES AND EXCHANGE COMMISSION (SEC); SOME OF IT IS TECHNICAL. IF THERE IS ANYTHING YOU DON'T UNDERSTAND, PLEASE CONTACT US AT OUR SPECIAL TOLL-FREE NUMBER, 1-800-225-1581, OR CALL YOUR FINANCIAL ADVISER. WHO IS ASKING FOR MY VOTE? THE ENCLOSED PROXY IS SOLICITED BY THE TRUSTEES OF PUTNAM CALIFORNIA INVESTMENT GRADE MUNICIPAL TRUST, PUTNAM HIGH YIELD MUNICIPAL TRUST, PUTNAM INVESTMENT GRADE MUNICIPAL TRUST, PUTNAM INVESTMENT GRADE MUNICIPAL TRUST II, PUTNAM INVESTMENT GRADE MUNICIPAL TRUST III, PUTNAM MANAGED MUNICIPAL INCOME TRUST, PUTNAM MASTER INCOME TRUST, PUTNAM MUNICIPAL OPPORTUNITIES TRUST AND PUTNAM NEW YORK INVESTMENT GRADE MUNICIPAL TRUST for use at the Meeting of Shareholders of your fund to be held on October 5, 1995, and, if your fund's meeting is adjourned, at any later meetings, for the purposes stated in the Notice of Meeting (see previous page). HOW DO YOUR FUND'S TRUSTEES RECOMMEND THAT SHAREHOLDERS VOTE ON THESE PROPOSALS? The Trustees recommend that you vote 1. FOR FIXING THE NUMBER OF TRUSTEES AS PROPOSED AND THE ELECTION OF ALL NOMINEES, AND 2. FOR SELECTING THE INDEPENDENT AUDITORS FOR YOUR FUND AS INDICATED BELOW: PRICE WATERHOUSE LLP Putnam California Investment Grade Municipal Trust Putnam High Yield Municipal Trust Putnam Investment Grade Municipal Trust Putnam New York Investment Grade Municipal Trust COOPERS & LYBRAND L.L.P. Putnam Investment Grade Municipal Trust II Putnam Investment Grade Municipal Trust III Putnam Managed Municipal Income Trust Putnam Master Income Trust Putnam Municipal Opportunities Trust WHO IS ELIGIBLE TO VOTE? Shareholders of record at the close of business on July 7, 1995, are entitled to be present and to vote at the meeting or any adjourned meeting. The Notice of Meeting, the proxy, and the Proxy Statement have been mailed to shareholders of record on or about July 31, 1995. Each share is entitled to one vote. Unless otherwise noted, if your fund's shares are divided into preferred and common shares, the holders of your fund's preferred shares and the holders of your fund's common shares will vote together as a single class. If you sign the proxy, but don't fill in a vote, your shares will be voted in accordance with the Trustees' recommendations. If any other business is brought before the meeting, your shares will be voted at the Trustees' discretion. THE PROPOSALS I. ELECTION OF TRUSTEES WHO ARE THE NOMINEES FOR TRUSTEES? The Nominating Committee of the Trustees of your fund recommends that the number of Trustees be fixed at thirteen and that your vote for the election of the nominees described below. Each nominee is currently a Trustee of your fund and of the other Putnam funds. Pursuant to the bylaws of Putnam California Investment Grade Municipal Trust, Putnam High Yield Municipal Trust, Putnam Investment Grade Municipal Trust, Putnam Investment Grade Municipal Trust II, Putnam Investment Grade Municipal Trust III, Putnam Managed Municipal Income Trust, Putnam Municipal Opportunities Trust and Putnam New York Investment Grade Municipal Trust and the Investment Company Act of 1940, holders of the preferred shares for each of the foregoing funds are entitled to elect two Trustees. The remaining Trustees for each of these funds will be elected by the holders of its preferred shares and common shares voting together as a single class. Therefore, for each of these funds, Messrs. Hill and Patterson have been nominated as Trustees to be elected by the holders of its preferred shares, while the other 11 Trustees have been nominated to be elected by the holders of its preferred shares and common shares voting together as a single class. The Nominating Committee of the Trustees consists solely of Trustees who are not "interested persons" (as defined in the Investment Company Act of 1940) of your fund or of Putnam Investment Management, Inc., your fund's investment manager ("Putnam Management"). JAMESON ADKINS BAXTER [INSERT PICTURE] Ms. Baxter, age 51, is the President of Baxter Associates, Inc., a management and financial consulting firm which she founded in 1986. During that time, she was also a Vice President and Principal of the Regency Group, Inc., and a Consultant to First Boston Corporation, both of which are investment banking firms. From 1965 to 1986, Ms. Baxter held various positions in investment banking and corporate finance at First Boston. Ms. Baxter currently also serves as a Director of Banta Corporation, a Fortune 500 printing company, Avondale Federal Savings Bank, a savings and loan company, and ASHTA Chemicals, Inc., a basic chemicals producer. She is also the Chairman Emeritus of the Board of Trustees of Mount Holyoke College, having previously served as Chairman for five years and as a Board member for thirteen years; an Honorary Trustee and past President of the Board of Trustees of the Emma Willard School; and a Member of the Board of Governors of Good Shepherd Hospital. She is also active in various professional and civic organizations, including the Financial Women's Association of New York. Ms. Baxter is a graduate of Mount Holyoke College. HANS H. ESTIN [INSERT PICTURE] Mr. Estin, age 66, is a Chartered Financial Analyst and the Vice Chairman of North American Management Corp., a registered investment adviser serving individual clients and their families. Mr. Estin currently also serves as a Director of The Boston Company, Inc., a registered investment adviser which provides administrative and investment management services to mutual funds and other institutional investors, and Boston Safe Deposit and Trust Company; a Corporation Member of Massachusetts General Hospital; and a Trustee of New England Aquarium. He previously served as the Chairman of the Board of Trustees of Boston University and is currently active in various other civic associations, including the Boys & Girls Clubs of Boston, Inc. Mr. Estin is a graduate of Harvard College and holds honorary doctorates from Merrimack College and Boston University. JOHN A. HILL [INSERT PICTURE] Mr. Hill, age 53, is the Chairman and Managing Director of First Reserve Corporation, a registered investment adviser investing in companies in the world-wide energy industry on behalf of institutional investors. Prior to acquiring First Reserve in 1983, Mr. Hill held executive positions with several investment advisory firms and held various positions with the Federal government, including Associate Director of the Office of Management and Budget and Deputy Administrator of the Federal Energy Administration. Mr. Hill currently also serves as a Director of Snyder Oil Corporation, an exploration and production company which he founded, Maverick Tube Corporation, a manufacturer of structural steel, pipe and well casings, PetroCorp Incorporated, an exploration and production company, Enterra Corporation, an oil field service company, various private companies controlled by First Reserve Corporation, and various First Reserve Funds. He is currently 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 is a graduate of Southern Methodist University. ELIZABETH T. KENNAN [INSERT PICTURE] Ms. Kennan, age 57, President Emeritus and Professor of Mount Holyoke College. From 1978 through June 1995, she was President of Mount Holyoke College. From 1966 to 1978, she was on the faculty of Catholic University, where she taught history and published numerous articles. Ms. Kennan currently also serves as a Director of NYNEX Corporation, a telecommunications company, Northeast Utilities, the Kentucky Home Life Insurance Companies, and Talbots, a women's clothing retailer. She also serves as a Member of The Folger Shakespeare Library Committee. She is currently active in various educational and civic associations, including the Committee on Economic Development and the Council on Foreign Relations. Ms. Kennan is a graduate of Mount Holyoke College, the University of Washington and St. Hilda College at Oxford University and holds several honorary doctorates. LAWRENCE J. LASSER* [INSERT PICTURE] Mr. Lasser, age 52, is the Vice President of your fund and the other Putnam funds. He has been the President, Chief Executive Officer and a Director of Putnam Investments, Inc. and Putnam Management since 1985, having begun his career there in 1969. Mr. Lasser currently also serves as a Director of Marsh & McLennan Companies, Inc., the parent company of Putnam Management, and INROADS/Central New England, Inc., a job market internship program for minority high school and college students. He is a Member of the Board of Overseers of the Museum of Science, the Museum of Fine Arts and the Isabella Stewart Gardner Museum in Boston. He is also a Trustee of the Beth Israel Hospital and Buckingham, Browne and Nichols School. Mr. Lasser is a graduate of Antioch College and Harvard Business School. ROBERT E. PATTERSON [INSERT PICTURE] Mr. Patterson, age 50, is the Executive Vice President and Director of Acquisitions of Cabot Partners Limited Partnership, a registered investment adviser which manages real estate investments for institutional investors. Prior to 1990, he was the Executive Vice President of Cabot, Cabot & Forbes Realty Advisors, Inc., the predecessor company of Cabot Partners. Prior to that, he was a Senior Vice President of the Beal Companies, a real estate management, investment and development company. He has also worked as an attorney and held various positions in state government, including the founding Executive Director of the Massachusetts Industrial Finance Agency. Mr. Patterson currently also serves as Chairman of the Joslin Diabetes Center and as a Director of Brandywine Trust Company. Mr. Patterson is a graduate of Harvard College and Harvard Law School. DONALD S. PERKINS* [INSERT PICTURE] Mr. Perkins, age 68, is the retired Chairman of the Board of Jewel Companies, Inc., a diversified retailer, where among other roles he served as President, Chief Executive Officer and Chairman of the Board from 1965 to 1980. He currently also serves as a Director of various other public corporations, including American Telephone & Telegraph Company, AON Corp., an insurance company, Cummins Engine Company, Inc., an engine and power generator equipment manufacturer and assembler, Illinova and Illinois Power Co., Inland Steel Industries, Inc., Kmart Corporation, a major department store company, LaSalle Street Fund, Inc., a real estate investment trust, and Time Warner, Inc., the nation's largest media conglomerate. He previously served as a director of several other major public corporations, including Corning Glass Works, Eastman Kodak Company and Firestone Tire & Rubber Company. Mr. Perkins currently also serves as a Trustee and Vice Chairman of Northwestern University and as a Trustee of the Hospital Research and Education Trust. He is currently active in various civic and business associations, including the Business Council and the Civic Committee of the Commercial Club of Chicago, of which he is the founding Chairman. Mr. Perkins is a graduate of Yale University and Harvard Business School and holds an honorary Doctorate from Loyola University of Chicago. WILLIAM F. POUNDS [INSERT PICTURE] Dr. Pounds, age 67, is the Vice Chairman of your fund and of the other Putnam funds. He has been a Professor of Management at the Alfred P. Sloan School of Management at the Massachusetts Institute of Technology since 1961 and served as Dean of that School from 1966 to 1980. He previously served as Senior Advisor to the Rockefeller Family and Associates and was a past Chairman of Rockefeller & Co., Inc., a registered investment adviser which manages Rockefeller family assets, and Rockefeller Trust Company. Dr. Pounds currently also serves as a Director of IDEXX Laboratories, Inc., M/A-COM, Inc., EG&G, Inc., Perseptive Biosystems, Inc., Management Sciences For Health, Inc. and Sun Company, Inc. He is also a Trustee of the Museum of Fine Arts in Boston; an Overseer of WGBH Educational Foundation, and a Fellow of The American Academy of Arts and Sciences. He previously served as a director of Fisher-Price, Inc., a major toy manufacturer and General Mills, Inc., a major manufacturer and distributor of food products. Dr. Pounds is a graduate of Carnegie Mellon University. GEORGE PUTNAM* [INSERT PICTURE] Mr. Putnam, age 69, is the Chairman and President of your fund and of the other Putnam funds. He is the Chairman and a Director of Putnam Management and Putnam Mutual Funds Corp. and a director of Marsh & McLennan, their parent company. Mr. Putnam is the son of the founder of the Putnam funds and Putnam Management and has been employed in various capacities by Putnam Management since 1951, including Chief Executive Officer from 1961 to 1973. He is a former Overseer and Treasurer of Harvard University; a past Chairman of the Harvard Management Company; and a Trustee Emeritus of Wellesley College and Bradford College. Mr. Putnam currently also serves as a Director of The Boston Company, Inc., Boston Safe Deposit and Trust Company, Freeport-McMoRan, Inc., a mining and natural resources company, General Mills, Inc., a major manufacturer of food products, Houghton Mifflin Company, a major publishing company, and Rockefeller Group, Inc., a real estate manager. He is also a Trustee of Massachusetts General Hospital, McLean Hospital, Vincent Memorial Hospital, WGBH Educational Foundation and the Museum of Fine Arts in Boston; an Overseer of Northeastern University; and a Fellow of The American Academy of Arts and Sciences. Mr. Putnam is a graduate of Harvard College and Harvard Business School and holds honorary doctorates from Bates College and Harvard University. GEORGE PUTNAM, III* [INSERT PICTURE] Mr. Putnam, age 44, is the President of New Generation Research, Inc., a publisher of financial advisory and other research services relating to bankrupt and distressed companies, and New Generation Advisers, Inc., a registered investment adviser which provides advice to private funds specializing in investments in such companies. Prior to founding New Generation in 1985, Mr. Putnam was an attorney with the Philadelphia law firm Dechert Price & Rhodes. Mr. Putnam currently also serves as a Director of The World Environment Center and the Massachusetts Audubon Society. He is also a Trustee of the Sea Education Association and St. Mark's School and an Overseer of the New England Medical Center. Mr. Putnam is a graduate of Harvard College, Harvard Business School and Harvard Law School. ELI SHAPIRO [INSERT PICTURE] Dr. Shapiro, age 79, is the Alfred P. Sloan Professor of Management, Emeritus at the Alfred P. Sloan School of Management at the Massachusetts Institute of Technology, having served on the faculty of the Sloan School for eighteen years. He previously was also on the faculty of Harvard Business School, The University of Chicago School of Business and Brooklyn College. During his academic career, Dr. Shapiro authored numerous publications concerning finance and related topics. He previously served as the President and Chief Executive of the National Bureau of Economic Research and also provided economic and financial consulting services to various clients. Dr. Shapiro currently serves as a Director of Nomura Dividend Income Fund, Inc., a privately held registered investment company managed by Putnam Management. He is also a past Director of many companies, including Reece Corporation, a sewing machine manufacturer, Commonwealth Mortgage, Dexter Corporation, a manufacturer of plastics and related products, Avis Corporation, a car rental company, Connecticut Bank and Trust Company, Connecticut National Gas Corporation, the Federal Home Loan Bank of Boston, where he served as Chairman from 1977 to 1989, Travelers' Corporation, an insurance company, and Norlin Corporation, a musical instrument manufacturer; and a past Trustee of Mount Holyoke College and the Putnam funds (from 1984 to 1989). Dr. Shapiro is a Fellow of The American Academy of Arts and Sciences and is active in various professional and civic associations, including the American Economic Association, the American Finance Association and the Council on Foreign Relations. Dr. Shapiro is a graduate of Brooklyn College and Columbia University. A.J.C. SMITH* [INSERT PICTURE] Mr. Smith, age 61, is the Chairman and Chief Executive Officer of Marsh & McLennan Companies, Inc. He has been employed by Marsh & McLennan and related companies in various capacities since 1961. Mr. Smith is a Director of the Trident Corp., and he also serves as a Trustee of the Carnegie Hall Society, the Central Park Conservancy, The American Institute for Chartered Property Underwriters, and is a Founder of the Museum of Scotland Society. He was educated in Scotland and is a Fellow of the Faculty of Actuaries in Edinburgh, a Fellow of the Canadian Institute of Actuaries, a Fellow of the Conference of Actuaries in Public Practice, an Associate of the Society of Actuaries, a Member of the American Academy of Actuaries, the International Actuarial Association and the International Association of Consulting Actuaries. W. NICHOLAS THORNDIKE** [INSERT PICTURE] Mr. Thorndike, age 62, serves as a Director of various corporations and charitable organizations, including Data General Corporation, a computer and high technology company, Bradley Real Estate, Inc., a real estate investment firm, Providence Journal Co., a newspaper publisher, and Courier Corporation, a book binding and printing company. He is also a Trustee of Eastern Utilities Associates, Massachusetts General Hospital, where he previously served as chairman, and Northeastern University. Prior to December 1988, he was the Chairman of the Board and Managing Partner of Wellington Management Company/Thorndike, Doran, Paine & Lewis, a registered investment adviser which managed mutual funds and institutional assets. He also previously served as a Trustee of the Wellington Group of Funds (now The Vanguard Group) and was the Chairman and a Director of Ivest Fund, Inc. Mr. Thorndike is a graduate of Harvard College. - ---------------------------- * Nominees who are or may be deemed to be "interested persons" (as defined in the Investment Company Act of 1940) of your fund, Putnam Management, and Putnam Mutual Funds Corp. ("Putnam Mutual Funds"), the principal underwriter for all the open-end Putnam funds and an affiliate of Putnam Management. Messrs. Putnam, Lasser, and Smith are deemed "interested persons" by virtue of their positions as officers or shareholders of your fund, or directors of Putnam Management, Putnam Mutual Funds, or Marsh & McLennan Companies, Inc., the parent company of Putnam Management and Putnam Mutual Funds. Mr. George Putnam, III, Mr. Putnam's son, is also an "interested person" of your fund, Putnam Management, and Putnam Mutual Funds. Mr. Perkins may be deemed to be an "interested person" of your fund because of his service as a director of certain publicly held companies that include registered broker-dealer firms among their subsidiaries. Neither your fund nor any of the other Putnam funds currently engages in any transactions with such firms except that certain of such firms act as dealers in the retail sale of shares of certain Putnam funds in the ordinary course of their business. The balance of the nominees are not "interested persons." ** In February 1994 Mr. Thorndike accepted appointment as a successor trustee of certain private trusts in which he has no beneficial interest. At that time he also became Chairman of the Board of two privately owned corporations controlled by such trusts, serving in that capacity until October 1994. These corporations filed voluntary petitions for relief under Chapter 11 of the U.S. Bankruptcy Code in August 1994. Except as indicated above, the principal occupations and business experience of the nominees for the last five years have been with the employers indicated, although in some cases they have held different positions with those employers. Except for Dr. Shapiro, all the nominees were elected by the shareholders of Putnam California Investment Grade Municipal Trust, Putnam High Yield Municipal Trust, Putnam Investment Grade Municipal Trust, Putnam Investment Grade Municipal Trust II, Putnam Managed Municipal Income Trust, Putnam Master Income Trust, Putnam Municipal Opportunities Trust and Putnam New York Investment Grade Municipal Trust in October, 1994. Mr. Estin, Mr. Hill, Ms. Kennan, Mr. Lasser, Mr. Patterson, Mr. Perkins, Dr. Pounds, Mr. Putnam and Mr. Thorndike were elected by the sole shareholder of Putnam Investment Grade Municipal Trust III in November, 1993. Dr. Shapiro was elected by the other Trustees in April, 1995. As indicated above, Dr. Shapiro also previously served as a Trustee of the Putnam funds from 1984 to 1989. The 13 nominees for election as Trustees at the shareholder meeting of your fund who receive the greatest number of votes will be elected Trustees of that fund. The Trustees serve until their successors are elected and qualified. Each of the nominees has agreed to serve as a Trustee if elected. If any of the nominees is unavailable for election at the time of the meeting, which is not anticipated, the Trustees may vote for other nominees at their discretion, or the Trustees may recommend that shareholders fix the number of Trustees at less than 13 for each fund. WHAT ARE THE TRUSTEES' RESPONSIBILITIES? Your fund's Trustees are responsible for the general oversight of your fund's business and for assuring that your fund is managed in the best interests of its shareholders. The Trustees periodically review your fund's investment performance as well as the quality of other services provided to your fund and its shareholders by Putnam Management and its affiliates, including administration, custody, distribution and investor servicing. At least annually, the Trustees review the fees paid to Putnam Management and its affiliates for these services and the overall level of your fund's operating expenses. In carrying out these responsibilities, the Trustees are assisted by an independent administrative staff and by your fund's auditors and legal counsel, which are selected by the Trustees and are independent of Putnam Management and its affiliates. DO THE TRUSTEES HAVE A STAKE IN YOUR FUND? The Trustees believe it is important that each Trustee have a significant investment in the Putnam funds. The Trustees allocate their investments among the more than 80 Putnam funds based on their own investment needs. The Trustees' aggregate investments in the Putnam funds total over $34 million. The tables below lists each Trustee's current investments in your fund and in the Putnam funds as a group. NUMBER OF YEAR FIRST SHARES ELECTED OWNED OF AS TRUSTEE ALL PUTNAM OF THE FUNDS PUTNAM AS OF TRUSTEES FUNDS 6/15/95* - ----------------------------------------------------------------------------- Jameson Adkins Baxter 1994 12,481 Hans H. Estin 1972 25,530 John A. Hill 1985 92,219 Elizabeth T. Kennan 1992 15,528 Lawrence J. Lasser 1992 216,782 Robert E. Patterson 1984 59,611 Donald S. Perkins 1982 187,491 William F. Pounds 1971 362,818 George Putnam 1957 1,323,300 George Putnam, III 1984 137,104 Eli Shapiro 1995+ 84,440 A.J.C. Smith 1986 32,067 W. Nicholas Thorndike 1992 66,504 - ------------------------------------------------------------------------------ * These holdings do not include shares of Putnam money market funds. + Dr. Shapiro previously served as a Trustee of the Putnam funds from 1984 to 1989. NUMBER OF NUMBER OF NUMBER OF NUMBER OF SHARES OWNED SHARES SHARES OWNED SHARES OWNED OF PUTNAM OWNED OF OF PUTNAM OF PUTNAM CALIFORNIA PUTNAM INVESTMENT INVESTMENT INVESTMENT HIGH YIELD GRADE GRADE GRADE MUNICIPAL MUNICIPAL MUNICIPAL MUNICIPAL TRUST TRUST TRUST II TRUST AS OF AS OF AS OF AS OF TRUSTEES 6/15/95* 6/15/95* 6/15/95* 6/15/95* - ------------------------------------------------------------------------------- Jameson Adkins Baxter 100 100 100 100 Hans H. Estin 107 141 139 108 John A. Hill 100 100 100 100 Elizabeth T. Kennan 100** 100*** 100+ 100++ Lawrence J. Lasser 100 100 100 100 Robert E. Patterson 100 300 300 100 Donald S. Perkins 153 1,094 445 780 William F. Pounds 335 500 500 335 George Putnam 783 1,100 900 789 George Putnam, III 500 300 300 500 Eli Shapiro+++ - - - - A.J.C. Smith 200 200 200 200 W. Nicholas Thorndike 113 130 130 114 - ------------------------------------------------------------------------------- * As of June 15, 1995, the Trustees and officers of Putnam California Investment Grade Municipal Trust, Putnam High Yield Municipal Trust, Putnam Investment Grade Municipal Trust and Putnam Investment Grade Municipal Trust II owned a total of 2,691, 4,165, 3,314, and 3,326 common shares, respectively, of the funds, comprising less than 1% of the outstanding common shares of such funds on that date. With respect to all of these shares, the Trustees and officers individually have sole investment power and sole voting power. None of the Trustees owns any preferred shares. ** In addition, Mrs. Kennan is the custodian of a trust for her son which owns 115 shares of the fund. *** In addition, Mrs. Kennan is the custodian of a trust for her son which owns 106 shares of the fund. + In addition, Mrs. Kennan is the custodian of a trust for her son which owns 106 shares of the fund. ++ In addition, Mrs. Kennan is the custodian of a trust for her son which owns 110 shares of the fund. +++ Dr. Shapiro previously served as a Trustee of the Putnam funds from 1984 to 1989. NUMBER OF NUMBER OF NUMBER OF NUMBER OF SHARES OWNED SHARES OWNED SHARES SHARES OWNED OF PUTNAM OF PUTNAM OWNED OF OF PUTNAM INVESTMENT MANAGED PUTNAM NEW YORK GRADE MUNICIPAL MUNICIPAL INVESTMENT MUNICIPAL INCOME OPPORTUNITIES GRADE TRUST III TRUST TRUST MUNICIPAL TRUST AS OF AS OF AS OF AS OF TRUSTEES 6/15/95* 6/15/95* 6/15/95* 6/15/95* - ----------------------------------------------------------------------------- Jameson Adkins Baxter 300 100 100 100 Hans H. Estin 100 140 107 106 John A. Hill 4,500 100 100 2,100 Elizabeth T. Kennan 100 100** 100*** 100+ Lawrence J. Lasser 100 100 100 100 Robert E. Patterson 200 300 100 100 Donald S. Perkins 900 1,084 524 193 William F. Pounds 100 500 500 335 George Putnam 851 1,100 798 767 George Putnam, III 500 300 500 500 Eli Shapiro++ - - - - A.J.C. Smith 200 200 200 200 W. Nicholas Thorndike 100 130 113 113 - ------------------------------------------------------------------------------- * As of June 15, 1995, the Trustees and officers of Putnam Investment Grade Municipal Trust III, Putnam Managed Municipal Income Trust, Putnam Municipal Opportunities Trust and Putnam New York Investment Grade Municipal Trust owned a total of 7,951, 4,154, 3,242 and 4,714 common shares, respectively, of the funds, comprising less than 1% of the outstanding common shares of such funds on that date. With respect to all of these shares, the Trustees and officers individually have sole investment power and sole voting power. None of the Trustees owns any preferred shares. ** In addition, Mrs. Kennan is the custodian of a trust for her son which owns 105 shares of the fund. *** In addition, Mrs. Kennan is the custodian of a trust for her son which owns 114 shares of the fund. + In addition, Mrs. Kennan is the custodian of a trust for her son which owns 109 shares of the fund. ++ Dr. Shapiro previously served as a Trustee of the Putnam funds from 1984 to 1989. NUMBER OF SHARES OWNED OF PUTNAM MASTER INCOME TRUST AS OF TRUSTEES 6/15/95* - ------------------------------------------------------------------------------ Jameson Adkins Baxter 100 Hans H. Estin 594 John A. Hill 1,500 Elizabeth T. Kennan 100** Lawrence J. Lasser 100 Robert E. Patterson 300 Donald S. Perkins 1,191 William F. Pounds 500 George Putnam 2,090 George Putnam, III 500 Eli Shapiro+ - A.J.C. Smith 200 W. Nicholas Thorndike 137 - ------------------------------------------------------------------------------- * As of June 15, 1995, the Trustees and officers of Putnam Master Income Trust owned a total of 7,312 shares of the fund, comprising less than 1% of the outstanding shares of the fund on that date. With respect to all of these shares, the Trustees and officers individually have sole investment power and sole voting power. ** In addition, Mrs. Kennan is the custodian of a trust for her son which owns 106 shares of the fund. + Dr. Shapiro previously served as a Trustee of the Putnam funds from 1984 to 1989. WHAT ARE SOME OF THE WAYS IN WHICH THE TRUSTEES REPRESENT SHAREHOLDER INTERESTS? The Trustees believe that, as substantial investors in the Putnam funds, their interests are closely aligned with those of individual shareholders. Among other ways, the Trustees seek to represent shareholder interests: by carefully reviewing your fund's investment performance on an individual basis with your fund's managers; by also carefully reviewing the quality of the various other services provided to the funds and their shareholders by Putnam Management and its affiliates; by discussing with senior management of Putnam Management steps being taken to address any performance deficiencies; by reviewing the fees paid to Putnam Management to ensure that such fees remain reasonable and competitive with those of other mutual funds, while at the same time providing Putnam Management sufficient resources to continue to provide high quality services in the future; by monitoring potential conflicts between the funds and Putnam Management and its affiliates to ensure that the funds continue to be managed in the best interests of their shareholders; by also monitoring potential conflicts among funds to ensure that shareholders continue to realize the benefits of participation in a large and diverse family of funds. HOW OFTEN DO THE TRUSTEES MEET? The Trustees meet each month (except August) over a two-day period to review the operations of your fund and of the other Putnam funds. A portion of each of these meetings is devoted to meetings of various Committees of the board which focus on particular matters. These include: the Contract Committee, which reviews all contractual arrangements with Putnam Management and its affiliates; the Communication and Services Committee, which reviews the quality of services provided by your fund's investor servicing agent, custodian and distributor; the Pricing, Brokerage and Special Investments Committee, which reviews matters relating to valuation of securities, best execution, brokerage costs and allocations and new investment techniques; the Audit Committee, which reviews accounting policies and the adequacy of internal controls and supervises the engagement of the funds' auditors; the Compensation, Administration and Legal Affairs Committee, which reviews compensation of the Trustees and their administrative staff and supervises the engagement of the funds' independent counsel; and the Nominating Committee, which is responsible for selecting nominees for election as Trustees. Each Trustee generally attends at least two formal committee meetings during such monthly meeting of the Trustees. During 1994, the average Trustee participated in approximately 40 committee and board meetings. In addition, the Trustees meet in small groups with Chief Investment Officers and Portfolio Managers to review recent performance and the current investment climate for selected funds. These meetings ensure that each fund's performance is reviewed in detail at least twice a year. The Contract Committee typically meets on several additional occasions during the year to carry out its responsibilities. Other Committees, including an Executive Committee, may also meet on special occasions as the need arises. WHAT ARE THE TRUSTEES PAID FOR THEIR SERVICES? Your fund pays each Trustee a fee for his or her services. Each Trustee also receives fees for serving as Trustee of other Putnam funds. The Trustees periodically review their fees to assure that such fees continue to be appropriate in light of their responsibilities as well as in relation to fees paid to trustees of other mutual fund complexes. The fees paid to each Trustee by your fund and by all of the Putnam funds are shown below: COMPENSATION TABLE AGGREGATE AGGREGATE COMPENSATION COMPENSATION RETIREMENT TOTAL FROM PUTNAM FROM PUTNAM BENEFITS COMPENSATION CALIFORNIA HIGH YIELD ACCRUED AS FROM ALL INVESTMENT GRADE MUNICIPAL PART OF EACH PUTNAM TRUSTEES MUNICIPAL TRUST* TRUST* FUND'S EXPENSES FUNDS** - ------------------------------------------------------------------------------- Ms. Baxter+ $610 $610 $0 $135,850 Mr. Estin 612 612 0 141,850 Mr. Hill 612 612 0 143,850 Ms. Kennan 605 605 0 141,850 Mr. Lasser 612 612 0 141,850 Mr. Patters 620 620 0 144,850 Mr. Perkins 607 607 0 139,850 Dr. Pounds 613 613 0 143,850 Mr. G. Putnam 612 612 0 141,850 Mr. G. Putnam, III 612 612 0 141,850 Dr. Shapiro++ N/A N/A 0 N/A Mr. Smith 604 604 0 137,850 Mr. Thorndike 620 620 0 144,850 - ------------------------------------------------------------------------------ * Reflects amounts paid by the fund for its last fiscal year. Includes an annual retainer and an attendance fee for each meeting attended. ** Reflects total payments received from all Putnam funds in the most recent calendar year. As of December 31, 1994, there were 86 funds in the Putnam family. + Elected to Board in January, 1994. ++ Elected to Board in April, 1995. For the calendar year ended December 31, 1994, Dr. Shapiro received $38,577 in retirement benefits from the Putnam funds in respect of his prior service as a Trustee. These benefits terminated at the end of 1994. AGGREGATE AGGREGATE COMPENSATION COMPENSATION FROM PUTNAM FROM PUTNAM RETIREMENT TOTAL INVESTMENT INVESTMENT BENEFITS COMPENSATION GRADE GRADE ACCRUED AS FROM ALL MUNICIPAL MUNICIPAL PART OF EACH PUTNAM TRUSTEES TRUST* TRUST II* FUND'S EXPENSES FUNDS** - ------------------------------------------------------------------------------- Ms. Baxter+ $1,023 $919 $0 $135,850 Mr. Estin 1,032 919 0 141,850 Mr. Hill 1,036 919 0 143,850 Ms. Kennan 1,029 909 0 141,850 Mr. Lasser 1,033 919 0 141,850 Mr. Patterson 1,044 929 0 144,850 Mr. Perkins 1,020 912 0 139,850 Dr. Pounds 1,036 920 0 143,850 Mr. G. Putnam 1,033 919 0 141,850 Mr. G. Putnam, III 1,033 919 0 141,850 Dr. Shapiro++ N/A N/A 0 N/A Mr. Smith 1,007 909 0 137,850 Mr. Thorndike 1,044 929 0 144,850 - ------------------------------------------------------------------------------ * Reflects amounts paid by the fund for its last fiscal year. Includes an annual retainer and an attendance fee for each meeting attended. ** Reflects total payments received from all Putnam funds in the most recent calendar year. As of December 31, 1994, there were 86 funds in the Putnam family. + Elected to Board in January, 1994. ++ Elected to Board in April, 1995. For the calendar year ended December 31, 1994, Dr. Shapiro received $38,577 in retirement benefits from the Putnam funds in respect of his prior service as a Trustee. These benefits terminated at the end of 1994. AGGREGATE AGGREGATE AGGREGATE COMPENSATION COMPENSATION COMPENSATION FROM PUTNAM FROM PUTNAM FROM RETIREMENT TOTAL INVESTMENT MANAGED PUTNAM BENEFITS COMPENSATION GRADE MUNICIPAL MASTER ACCRUED AS FROM ALL MUNICIPAL INCOME INCOME PART OF EACH PUTNAM TRUSTEES TRUST III* TRUST* TRUST FUND'S EXPENSES FUNDS** - ---------------------------------------------------------------------------- Ms. Baxter+ $499 $1,469 $1,386 $0 $135,850 Mr. Estin 497 1,501 1,420 0 141,850 Mr. Hill 494 1,515 1,434 0 143,850 Ms. Kennan 494 1,496 1,415 0 141,850 Mr. Lasser 497 1,501 1,420 0 141,850 Mr. Patterson 499 1,526 1,445 0 144,850 Mr. Perkins 489 1,484 1,402 0 139,850 Dr. Pounds 494 1,514 1.433 0 143,850 Mr. G. Putnam 497 1,501 1,420 0 141,850 Mr. G. Putnam, III 497 1,501 1,420 0 141,850 Dr. Shapiro++ N/A N/A N/A 0 N/A Mr. Smith 482 1,467 1,385 0 137,850 Mr. Thorndike 499 1,526 1,445 0 144,850 - ---------------------------------------------------------------------------- * Reflects amounts paid by the fund for its last fiscal year. Includes an annual retainer and an attendance fee for each meeting attended. ** Reflects total payments received from all Putnam funds in the most recent calendar year. As of December 31, 1994, there were 86 funds in the Putnam family. + Elected to Board in January, 1994. ++ Elected to Board in April, 1995. For the calendar year ended December 31, 1994, Dr. Shapiro received $38,577 in retirement benefits from the Putnam funds in respect of his prior service as a Trustee. These benefits terminated at the end of 1994. AGGREGATE AGGREGATE COMPENSATION COMPENSATION FROM PUTNAM RETIREMENT TOTAL FROM PUTNAM NEW YORK BENEFITS COMPENSATION MUNICIPAL INVESTMENT ACCRUED AS FROM ALL OPPORTUNITIES GRADE PART OF EACH PUTNAM TRUSTEES TRUST* MUNICIPAL TRUST* FUND'S EXPENSES FUNDS** - ----------------------------------------------------------------------------- Ms. Baxter+ $908 $580 $0 $135,850 Mr. Estin 911 582 0 141,850 Mr. Hill 910 582 0 143,850 Ms. Kennan 901 575 0 141,850 Mr. Lasser 911 582 0 141,850 Mr. Patterson 921 589 0 144,850 Mr. Perkins 904 577 0 139,850 Dr. Pounds 912 583 0 143,850 Mr. G. Putnam 911 582 0 141,850 Mr. G. Putnam, III 911 582 0 141,850 Dr. Shapiro++ N/A N/A 0 N/A Mr. Smith 900 575 0 137,850 Mr. Thorndike 921 589 0 144,850 - ------------------------------------------------------------------------------ * Reflects amounts paid by the fund for its last fiscal year. Includes an annual retainer and an attendance fee for each meeting attended. ** Reflects total payments received from all Putnam funds in the most recent calendar year. As of December 31, 1994, there were 86 funds in the Putnam family. + Elected to Board in January, 1994. ++ Elected to Board in April, 1995. For the calendar year ended December 31, 1994, Dr. Shapiro received $38,577 in retirement benefits from the Putnam funds in respect of his prior service as a Trustee. These benefits terminated at the end of 1994. Your fund's Trustees have approved Retirement Guidelines for Trustees of the Putnam funds. These guidelines provide generally that a Trustee who retires after reaching age 72 and who has at least 10 years of continuous service will be eligible to receive a retirement benefit from each Putnam fund for which he or she served as a Trustee. The amount and form of such benefit is subject to determination annually by the Trustees and, unless otherwise determined by the Trustees, will be an annual cash benefit payable for life equal to one-half of the Trustee retainer fees paid by the fund at the time of retirement. Several retired Trustees are currently receiving benefits pursuant to the Guidelines and it is anticipated that the current Trustees of your fund will receive similar benefits upon their retirement. A Trustee who retired in the most recent calendar year and was eligible to receive benefits under these Guidelines would have received an annual benefit of $60,425, based upon the aggregate retainer fees paid by the Putnam funds for such year. The Trustees of your fund reserve the right to amend or terminate such guidelines and the related payments at any time, and may modify or waive the foregoing eligibility requirements when deemed appropriate. For additional information about your fund, including further information about its Trustees and officers, please see "Further information about your fund," on page 33. PUTNAM INVESTMENTS Putnam Investment Management, Inc. and its affiliate, Putnam Fiduciary Trust Company, your fund's investor servicing agent and custodian, are wholly owned by Putnam Investments, Inc., One Post Office Square, Boston, Massachusetts 02109, a holding company that is in turn wholly owned by Marsh & McLennan Companies, Inc., which has executive offices at 1166 Avenue of the Americas, New York, New York 10036. Marsh & McLennan Companies, Inc., and its operating subsidiaries are professional services firms with insurance and reinsurance brokering, consulting, and investment management businesses. 2. SELECTION OF INDEPENDENT AUDITORS COOPERS & LYBRAND L.L.P., One Post Office Square, Boston, Massachusetts 02109, independent accountants, has been selected by the Trustees as auditors of PUTNAM INVESTMENT GRADE MUNICIPAL TRUST II, PUTNAM INVESTMENT GRADE MUNICIPAL TRUST III, PUTNAM MANAGED MUNICIPAL INCOME TRUST, PUTNAM MASTER INCOME TRUST AND PUTNAM MUNICIPAL OPPORTUNITIES TRUST for their current fiscal years. PRICE WATERHOUSE LLP, 160 Federal Street, Boston, Massachusetts 02108, independent accountants, has been selected by the Trustees as auditors of PUTNAM CALIFORNIA INVESTMENT GRADE MUNICIPAL TRUST, PUTNAM HIGH YIELD MUNICIPAL TRUST, PUTNAM INVESTMENT GRADE MUNICIPAL TRUST AND PUTNAM NEW YORK INVESTMENT GRADE MUNICIPAL TRUST for their current fiscal years. Among the country's preeminent accounting firms, these firms together also serve as the auditors for all of the other funds in the Putnam family. Each was selected primarily on the basis of its expertise as auditors of investment companies, the quality of its audit services, and the competitiveness of the fees charged for these services. A majority of the votes on the matter is necessary to ratify the selection of auditors. A representative of each firm is expected to be present at the meeting to make statements and to respond to appropriate questions. FURTHER INFORMATION ABOUT VOTING AND THE SHAREHOLDER MEETING QUORUM AND METHODS OF TABULATION. The shareholders of each fund vote separately on the proposals presented for their fund. In the case of Putnam California Investment Grade Municipal Trust, Putnam High Yield Municipal Trust, Putnam Investment Grade Municipal Trust, Putnam Investment Grade Municipal Trust II, Putnam Investment Grade Municipal Trust III, Putnam Managed Municipal Income Trust, Putnam Municipal Opportunities Trust and Putnam New York Investment Grade Municipal Trust, a majority of the shares entitled to vote -- present in person or represented by proxy -- constitutes a quorum for the transaction of business with respect to any proposal at the meeting (unless otherwise noted in the proxy statement), except that where the preferred shares or common shares shall vote as a separate class, then a majority of the aggregate number of shares of that class shall be necessary to constitute a quorum for the transaction of business by that class. In the case of the Putnam Master Income Trust, thirty percent of the shares entitled to vote -- present in person or represented by proxy -- constitutes a quorum for the transaction of business with respect to any proposal at the meeting (unless otherwise noted in the proxy statement). Shares represented by proxies that reflect abstentions and "broker non-votes" (i.e., shares held by brokers or nominees as to which (i) instructions have not been received from the beneficial owners or the persons entitled to vote and (ii) the broker or nominee does not have the discretionary voting power on a particular matter) will be counted as shares that are present and entitled to vote on the matter for purposes of determining the presence of a quorum. Votes cast by proxy or in person at the meeting will be counted by persons appointed by your fund as tellers for the meeting. The tellers will count the total number of votes cast "for" approval of the proposals for purposes of determining whether sufficient affirmative votes have been cast. With respect to the election of Trustees and selection of auditors, neither abstentions nor broker non-votes have any effect on the outcome of the proposal. With respect to any other proposals, abstentions and broker non-votes have the effect of a negative vote on the proposal. OTHER BUSINESS. The Trustees know of no other business to be brought before the meeting. However, if any other matters properly come before the meeting, it is their intention that proxies that do not contain specific restrictions to the contrary will be voted on such matters in accordance with the judgment of the persons named as proxies in the enclosed form of proxy. SIMULTANEOUS MEETINGS. The meeting of shareholders of your fund is called to be held at the same time as the meetings of shareholders of certain of the other Putnam funds. It is anticipated that all meetings will be held simultaneously. If any shareholder at the meeting objects to the holding of a simultaneous meeting and moves for an adjournment of the meeting to a time promptly after the simultaneous meetings, the persons named as proxies will vote in favor of such adjournment. SOLICITATION OF PROXIES. In addition to soliciting proxies by mail, Trustees of your fund and employees of Putnam Management, Putnam Fiduciary Trust Company, and Putnam Mutual Funds may solicit proxies in person or by telephone. Your fund may also arrange to have votes recorded by telephone. The telephone voting procedure is designed to authenticate shareholders' identities, to allow shareholders to authorize the voting of their shares in accordance with their instructions and to confirm that their instructions have been properly recorded. Your fund has been advised by counsel that these procedures are consistent with the requirements of applicable law. If these procedures were subject to a successful legal challenge, such votes would not be counted at the meeting. No fund is aware of any such challenge at this time. Shareholders would be called at the phone number Putnam Investments has in its records for their accounts, and would be asked for their Social Security number or other identifying information. The shareholders would then be given an opportunity to authorize proxies to vote their shares at the meeting in accordance with their instructions. To ensure that the shareholders' instructions have been recorded correctly, they will also receive a confirmation of their instructions in the mail. A special toll-free number will be available in case the information contained in the confirmation is incorrect. Your fund's Trustees have adopted a general policy of maintaining confidentiality in the voting of proxies. Consistent with this policy, your fund may solicit proxies from shareholders who have not voted their shares or who have abstained from voting. Persons holding shares as nominees will upon request be reimbursed for their reasonable expenses in soliciting instructions from their principals. Each fund has retained at its expense Management Information Services Corp., 61 Accord Park Drive, Norwell, Massachusetts 02061, to aid in the solicitation instructions for nominee and registered accounts. REVOCATION OF PROXIES. Proxies, including proxies given by telephone, may be revoked at any time before they are voted by a written revocation received by the Clerk of the Putnam funds, by properly executing a later-dated proxy or by attending the meeting and voting in person. DATE FOR RECEIPT OF SHAREHOLDERS' PROPOSALS FOR THE NEXT ANNUAL MEETING. It is anticipated that each fund's next annual meeting of shareholders will be held in October, 1996. Shareholder proposals to be included in your fund's proxy statement for the next annual meeting must be received by your fund before March 31, 1996. ADJOURNMENT. If sufficient votes in favor of any of the proposals for any fund set forth in the Notice of the Meeting are not received by the time scheduled for the meeting, the persons named as proxies may propose adjournments of the meeting for such fund for a period or periods of not more than 60 days in the aggregate to permit further solicitation of proxies with respect to any of such proposals. Any adjournment will require the affirmative vote of a majority of the votes cast on the question in person or by proxy at the session of the meeting to be adjourned. The persons named as proxies will vote in favor of such adjournment those proxies which they are entitled to vote in favor of such proposals. They will vote against any such adjournment those proxies required to be voted against any of such proposals. Such fund pays the costs of any additional solicitation and of any adjourned session. Any proposals for which sufficient favorable votes have been received by the time of the meeting may be acted upon and considered final regardless of whether the meeting is adjourned to permit additional solicitation with respect to any other proposal. FINANCIAL INFORMATION. YOUR FUND WILL FURNISH, WITHOUT CHARGE, TO ANY OF ITS SHAREHOLDERS UPON REQUEST A COPY OF THE FUND'S ANNUAL REPORT FOR ITS MOST RECENT FISCAL YEAR, AND A COPY OF ITS SEMIANNUAL REPORT FOR ANY SUBSEQUENT SEMIANNUAL PERIOD. SUCH REQUESTS MAY BE DIRECTED TO PUTNAM INVESTOR SERVICES, P.O. BOX 41203, PROVIDENCE, RI 02940-1203, 1-800-225-1581. FURTHER INFORMATION ABOUT YOUR FUND LIMITATION OF TRUSTEE LIABILITY. The Agreement and Declaration of Trust of each fund provides that the fund will indemnify its Trustees and officers against liabilities and expenses incurred in connection with litigation in which they may be involved because of their offices with the fund, except if it is determined in the manner specified in the Agreement and Declaration of Trust that they have not acted in good faith in the reasonable belief that their actions were in the best interests of the fund or that such indemnification would relieve any officer or Trustee of any liability to the fund or its shareholders arising by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of his or her duties. Your fund, at its expense, provides liability insurance for the benefit of its Trustees and officers. AUDIT AND NOMINATING COMMITTEES. The voting members of the Audit Committee of your fund include only Trustees who are not "interested persons" of the fund or by reason of any affiliation with Putnam Investments and its affiliates. The Audit Committee currently consists of Messrs. Estin (Chairman), Perkins (without vote), Putnam, III (without vote), Shapiro, Smith (without vote), and Mrs. Kennan. The Nominating Committee consists only of Trustees who are not "interested persons" of your fund or Putnam Management. The Nominating Committee currently consists of Dr. Pounds and Mrs. Kennan (Co-chairpersons), Mrs. Baxter, and Messrs. Estin, Hill, Patterson, Shapiro and Thorndike. OFFICERS AND OTHER INFORMATION. In addition to George Putnam and Lawrence J. Lasser, the officers of each fund are as follows: PUTNAM CALIFORNIA INVESTMENT GRADE MUNICIPAL TRUST YEAR FIRST ELECTED TO NAME (AGE) OFFICE OFFICE - --------------------------------------------------------------------------- Charles E. Porter (56) Executive Vice President 1992 Patricia C. Flaherty (48) Senior Vice President 1993 Gordon H. Silver (48) Vice President 1992 Gary N. Coburn (49) Vice President 1992 James E. Erickson (59) Vice President 1992 William H. Reeves* (51) Vice President 1995 William N. Shiebler** (53) Vice President 1992 John R. Verani (56) Vice President 1992 Paul M. O'Neil (42) Vice President 1992 John D. Hughes (60) Vice President & Treasurer 1992 Beverly Marcus (51) Clerk 1992 - ---------------------------------------------------------------------------- * The fund's portfolio manager ** President of Putnam Mutual Funds PUTNAM HIGH YIELD MUNICIPAL TRUST YEAR FIRST ELECTED TO NAME (AGE) OFFICE OFFICE - --------------------------------------------------------------------------- Charles E. Porter (56) Executive Vice President 1989 Patricia C. Flaherty (48) Senior Vice President 1993 Gordon H. Silver (48) Vice President 1990 Gary N. Coburn (49) Vice President 1989 James E. Erickson (59) Vice President 1989 Triet M. Nguyen* (38) Vice President 1989 William N. Shiebler** (53) Vice President 1991 John R. Verani (56) Vice President 1989 Paul M. O'Neil (42) Vice President 1992 John D. Hughes (60) Vice President & Treasurer 1989 Beverly Marcus (51) Clerk 1989 - ---------------------------------------------------------------------------- * The fund's portfolio manager ** President of Putnam Mutual Funds PUTNAM INVESTMENT GRADE MUNICIPAL TRUST YEAR FIRST ELECTED TO NAME (AGE) OFFICE OFFICE - --------------------------------------------------------------------------- Charles E. Porter (56) Executive Vice President 1989 Patricia C. Flaherty (48) Senior Vice President 1993 Gordon H. Silver (48) Vice President 1989 Gary N. Coburn (49) Vice President 1989 James E. Erickson (59) Vice President 1989 Michael F. Bouscaren* (48) Vice President 1994 William N. Shiebler** (53) Vice President 1991 John R. Verani (56) Vice President 1989 Paul M. O'Neil (42) Vice President 1992 John D. Hughes (60) Vice President & Treasurer 1989 Beverly Marcus (51) Clerk 1989 - --------------------------------------------------------------------------- * The fund's portfolio manager ** President of Putnam Mutual Funds PUTNAM INVESTMENT GRADE MUNICIPAL TRUST II YEAR FIRST ELECTED TO NAME (AGE) OFFICE OFFICE - ---------------------------------------------------------------------------- Charles E. Porter (56) Executive Vice President 1992 Patricia C. Flaherty (48) Senior Vice President 1993 Gordon H. Silver (48) Vice President 1992 Gary N. Coburn (49) Vice President 1992 James E. Erickson (59) Vice President 1992 Michael F. Bouscaren* (48) Vice President 1994 William N. Shiebler** (53) Vice President 1992 John R. Verani (56) Vice President 1992 Paul M. O'Neil (42) Vice President 1992 John D. Hughes (60) Vice President & Treasurer 1992 Beverly Marcus (51) Clerk 1992 - ----------------------------------------------------------------------------- * The fund's portfolio manager ** President of Putnam Mutual Funds PUTNAM INVESTMENT GRADE MUNICIPAL TRUST III YEAR FIRST ELECTED TO NAME (AGE) OFFICE OFFICE - ---------------------------------------------------------------------------- Charles E. Porter (56) Executive Vice President 1993 Patricia C. Flaherty (48) Senior Vice President 1993 Gordon H. Silver (48) Vice President 1993 Gary N. Coburn (49) Vice President 1993 James E. Erickson (59) Vice President 1993 Michael F. Bouscaren* (48) Vice President 1994 William N. Shiebler** (53) Vice President 1993 John R. Verani (56) Vice President 1993 Paul M. O'Neil (42) Vice President 1993 John D. Hughes (60) Vice President & Treasurer 1993 Beverly Marcus (51) Clerk 1993 - ----------------------------------------------------------------------------- * The fund's portfolio manager ** President of Putnam Mutual Funds PUTNAM MANAGED MUNICIPAL INCOME TRUST YEAR FIRST ELECTED TO NAME (AGE) OFFICE OFFICE - ---------------------------------------------------------------------------- Charles E. Porter (56) Executive Vice President 1989 Patricia C. Flaherty (48) Senior Vice President 1993 Gordon H. Silver (48) Vice President 1988 Gary N. Coburn (49) Vice President 1988 James E. Erickson (59) Vice President 1988 Howard K. Manning* (42) Vice President 1994 William N. Shiebler** (53) Vice President 1991 John R. Verani (56) Vice President 1988 Paul M. O'Neil (42) Vice President 1992 John D. Hughes (60) Vice President & Treasurer 1988 Beverly Marcus (51) Clerk 1988 - -------------------------------------------------------------------------------- * The fund's portfolio manager ** President of Putnam Mutual Funds PUTNAM MASTER INCOME TRUST YEAR FIRST ELECTED TO NAME (AGE) OFFICE OFFICE - ---------------------------------------------------------------------------- Charles E. Porter (56) Executive Vice President 1989 Patricia C. Flaherty (48) Senior Vice President 1993 Gordon H. Silver (48) Vice President 1989 Gary N. Coburn (49) Vice President 1987 Rosemary H. Thomsen* (34) Vice President 1992 Neil H. Powers* (33) Vice President 1994 Michael Martino* (42) Vice President 1994 D. William Kohli* (34) Vice President 1994 Mark J. Siegel* (35) Vice President 1995 William N. Shiebler** (53) Vice President 1991 John R. Verani (56) Vice President 1987 Paul M. O'Neil (42) Vice President 1992 John D. Hughes (60) Vice President & Treasurer 1987 Beverly Marcus (51) Clerk 1987 - ----------------------------------------------------------------------------- * One of the fund's portfolio managers ** President of Putnam Mutual Funds PUTNAM MUNICIPAL OPPORTUNITIES TRUST YEAR FIRST ELECTED TO NAME (AGE) OFFICE OFFICE - ---------------------------------------------------------------------------- Charles E. Porter (56) Executive Vice President 1993 Patricia C. Flaherty (48) Senior Vice President 1993 Gordon H. Silver (48) Vice President 1993 Gary N. Coburn (49) Vice President 1993 James E. Erickson (59) Vice President 1993 Triet M. Nguyen* (38) Vice President 1993 William N. Shiebler** (53) Vice President 1993 John R. Verani (56) Vice President 1993 Paul M. O'Neil (42) Vice President 1993 John D. Hughes (60) Vice President & Treasurer 1993 Beverly Marcus (51) Clerk 1993 - ----------------------------------------------------------------------------- * The fund's portfolio manager ** President of Putnam Mutual Funds PUTNAM NEW YORK INVESTMENT GRADE MUNICIPAL TRUST YEAR FIRST ELECTED TO NAME (AGE) OFFICE OFFICE - ---------------------------------------------------------------------------- Charles E. Porter (56) Executive Vice President 1992 Patricia C. Flaherty (48) Senior Vice President 1993 Gordon H. Silver (48) Vice President 1992 Gary N. Coburn (49) Vice President 1992 James E. Erickson (59) Vice President 1992 David J. Eurkus* (49) Vice President 1992 William N. Shiebler** (53) Vice President 1992 John R. Verani (56) Vice President 1992 Paul M. O'Neil (42) Vice President 1992 John D. Hughes (60) Vice President & Treasurer 1992 Beverly Marcus (51) Clerk 1992 - ----------------------------------------------------------------------------- * The fund's portfolio manager ** President of Putnam Mutual Funds All of the officers of your fund are employees of Putnam Management or its affiliates. Because of their positions with Putnam Management or its affiliates or their ownership of stock of Marsh & McLennan Companies, Inc., the parent corporation of Putnam Management, Messrs. Putnam, George Putnam, III, Lasser and Smith (nominees for Trustees of your fund), as well as the officers of your fund, will benefit from the management fees, custodian fees, and investor servicing fees paid or allowed by the fund. ASSETS AND SHARES OUTSTANDING OF EACH FUND AS OF MAY 31, 1995 PUTNAM CALIFORNIA INVESTMENT GRADE MUNICIPAL TRUST $ 67,655,214 PUTNAM HIGH YIELD MUNICIPAL TRUST $196,044,551 PUTNAM INVESTMENT GRADE MUNICIPAL TRUST $243,876,176 PUTNAM INVESTMENT GRADE MUNICIPAL TRUST II $189,400,541 PUTNAM INVESTMENT GRADE MUNICIPAL TRUST III $ 52,700,603 PUTNAM MANAGED MUNICIPAL INCOME TRUST $448,912,834 PUTNAM MASTER INCOME TRUST $478,660,922 PUTNAM MUNICIPAL OPPORTUNITIES TRUST $220,880,350 PUTNAM NEW YORK INVESTMENT GRADE MUNICIPAL TRUST $ 39,264,201 COMMON SHARES OUTSTANDING AND AUTHORIZED TO VOTE: PUTNAM CALIFORNIA INVESTMENT GRADE MUNICIPAL TRUST 4,607,092 SHARES PUTNAM HIGH YIELD MUNICIPAL TRUST 21,244,347 SHARES PUTNAM INVESTMENT GRADE MUNICIPAL TRUST 20,158,364 SHARES PUTNAM INVESTMENT GRADE MUNICIPAL TRUST II 13,357,092 SHARES PUTNAM INVESTMENT GRADE MUNICIPAL TRUST III 4,007,092 SHARES PUTNAM MANAGED MUNICIPAL INCOME TRUST 44,741,318 SHARES PUTNAM MASTER INCOME TRUST 53,356,949 SHARES PUTNAM MUNICIPAL OPPORTUNITIES TRUST 16,157,092 SHARES PUTNAM NEW YORK INVESTMENT GRADE MUNICIPAL TRUST 2,847,092 SHARES PREFERRED SHARES OUTSTANDING AND AUTHORIZED TO VOTE: PUTNAM CALIFORNIA INVESTMENT GRADE MUNICIPAL TRUST 320 SHARES PUTNAM HIGH YIELD MUNICIPAL TRUST 900 SHARES PUTNAM INVESTMENT GRADE MUNICIPAL TRUST 1,400 SHARES PUTNAM INVESTMENT GRADE MUNICIPAL TRUST II 1,260 SHARES PUTNAM INVESTMENT GRADE MUNICIPAL TRUST III 200 SHARES PUTNAM MANAGED MUNICIPAL INCOME TRUST 1,750 SHARES PUTNAM MUNICIPAL OPPORTUNITIES TRUST 800 SHARES PUTNAM NEW YORK INVESTMENT GRADE MUNICIPAL TRUST 200 SHARES PERSONS BENEFICIALLY OWNING MORE THAN 5% OF COMMON SHARES: PUTNAM CALIFORNIA INVESTMENT GRADE MUNICIPAL TRUST NONE PUTNAM HIGH YIELD MUNICIPAL TRUST NONE PUTNAM INVESTMENT GRADE MUNICIPAL TRUST NONE PUTNAM INVESTMENT GRADE MUNICIPAL TRUST II NONE PUTNAM INVESTMENT GRADE MUNICIPAL TRUST III NONE PUTNAM MANAGED MUNICIPAL INCOME TRUST NONE PUTNAM MASTER INCOME TRUST NONE PUTNAM MUNICIPAL OPPORTUNITIES TRUST NONE PUTNAM NEW YORK INVESTMENT GRADE MUNICIPAL TRUST NONE PERSONS BENEFICIALLY OWNING MORE THAN 5% OF PREFERRED SHARES: PUTNAM CALIFORNIA INVESTMENT GRADE MUNICIPAL TRUST NONE PUTNAM HIGH YIELD MUNICIPAL TRUST NONE PUTNAM INVESTMENT GRADE MUNICIPAL TRUST Barnett Bond Operations, P.O. Box 45147, Jacksonville, FL 32232: owned 81 shares representing 5.79% of the outstanding preferred shares. Bristol Myers Squibb Company, 345 Park Ave., 42nd floor, New York, NY 10154; owned 100 shares representing 7.14% of the outstanding preferred shares. UPICO Corp., 1403 Foulk Road, Suite 102, Wilmington, DE 19803; owned 140 shares representing 10.00% of the outstanding preferred shares. PUTNAM INVESTMENT GRADE MUNICIPAL TRUST II Bristol Myers Squibb Company, 345 Park Ave., 42nd floor, New York, NY 10154; owned 200 shares representing 15.87% of the outstanding preferred shares. PUTNAM INVESTMENT GRADE MUNICIPAL TRUST III NONE PUTNAM MANAGED MUNICIPAL INCOME TRUST Bristol Myers Squibb Company, 345 Park Ave., 42nd floor, New York, NY 10154; owned 280 shares representing 16.00% of the outstanding preferred shares. PUTNAM MUNICIPAL OPPORTUNITIES TRUST Bristol Myers Squibb Company, 345 Park Ave., 42nd floor, New York, NY 10154; owned 197 shares representing 24.62% of the outstanding preferred shares. PUTNAM NEW YORK INVESTMENT GRADE MUNICIPAL TRUST Bristol Myers Squibb Company, 345 Park Ave., 42nd floor, New York, NY 10154; owned 50 shares representing 25.00% of the outstanding preferred shares. Charles Evans, Charles Evans Company, 745 5th Avenue, New York, NY 10151; owned 40 shares representing 20.00% of the outstanding preferred shares. PUTNAMINVESTMENTS THE PUTNAM FUNDS One Post Office Square Boston, Massachusetts 02109 Toll-free 1-800-225-1581 PUTNAMINVESTMENTS THIS IS YOUR PROXY CARD. PLEASE VOTE THIS PROXY, SIGN IT BELOW, AND RETURN IT PROMPTLY IN THE ENVELOPE PROVIDED. YOUR VOTE IS IMPORTANT. Please fold at perforation before detaching - ----------------------------------------------------------------- Proxy for a meeting of shareholders, October 5, 1995, for PUTNAM CALIFORNIA INVESTMENT GRADE MUNICIPAL TRUST. (COMMON SHARES) THIS PROXY IS SOLICITED ON BEHALF OF THE TRUSTEES OF THE FUND. The undersigned shareholder hereby appoints George Putnam, Hans H. Estin, and William F. Pounds, and each of them separately, proxies, with power of substitution, and hereby authorizes them to represent and to vote, as designated below, at the meeting of shareholders of Putnam California Investment Grade Municipal Trust on October 5, 1995, at 2:00 p.m., Boston time, and at any adjournments thereof, all of the shares of the fund that the undersigned shareholder would be entitled to vote if personally present. PLEASE BE SURE TO SIGN AND DATE THIS PROXY. Please sign your name exactly as it appears on this card. If you are a joint owner, each of you should sign. When signing as an executor, administrator, attorney, trustee or guardian, or as custodian for a minor, please give your full title as such. If you are signing for a corporation, please sign the full corporate name and indicate the signer's office. If you are a partner, sign in the partnership name. - ----------------------------------------------------------------- Shareholder sign here Date - ----------------------------------------------------------------- Co-owner sign here Date HAS YOUR ADDRESS CHANGED? Please use this form to notify us of any change in address or telephone number or to provide us with your comments. Detach this form from the proxy ballot and return it with your signed proxy in the enclosed envelope. Street - ----------------------------------------------------------------- City State Zip - ----------------------------------------------------------------- Telephone - ----------------------------------------------------------------- DO YOU HAVE ANY COMMENTS? - ----------------------------------------------------------------- - ----------------------------------------------------------------- - ----------------------------------------------------------------- DEAR SHAREHOLDER: Your vote is important. Please help us to eliminate the expense of follow-up mailings by signing and returning this proxy as soon as possible. A postage-paid envelope is enclosed for your convenience. THANK YOU! - ----------------------------------------------------------------- Please fold at perforation before detaching IF YOU COMPLETE AND SIGN THE PROXY, WE'LL VOTE IT EXACTLY AS YOU TELL US. IF YOU SIMPLY SIGN THE PROXY, IT WILL BE VOTED FOR ELECTING TRUSTEES AS SET FORTH IN PROPOSAL 1 AND FOR PROPOSAL 2. THE PROXIES WILL ALSO BE AUTHORIZED TO VOTE UPON SUCH OTHER MATTERS THAT MAY COME BEFORE THE MEETING. THE TRUSTEES RECOMMEND A VOTE FOR FIXING THE NUMBER OF TRUSTEES AND ELECTING ALL OF THE NOMINEES FOR TRUSTEES AND FOR THE PROPOSAL LISTED BELOW: PLEASE MARK YOUR CHOICES / X / IN BLUE OR BLACK INK. 1. PROPOSAL TO ELECT TRUSTEES The nominees for Trustees are: J.A. Baxter, H.H. Estin, E.T. Kennan, L.J. Lasser, D.S. Perkins, W.F. Pounds, G. Putnam, G. Putnam, III, E. Shapiro, A.J.C. Smith, W.N. Thorndike. / / FOR fixing the number of Trustees and electing all the nominees (EXCEPT AS MARKED TO THE CONTRARY BELOW.) TO WITHHOLD AUTHORITY TO VOTE FOR ONE OR MORE OF THE NOMINEES, WRITE THOSE NOMINEES' NAMES BELOW: ------------------------------------------------------------ / / WITHHOLD authority to vote for all nominees 2. PROPOSAL TO RATIFY FOR AGAINST ABSTAIN THE SELECTION OF / / / / / / PRICE WATERHOUSE LLP AS AUDITORS. NOTE: If you have questions on any of the proposals, please call 1-800-225-1581. PUTNAMINVESTMENTS THIS IS YOUR PROXY CARD. PLEASE VOTE THIS PROXY, SIGN IT BELOW, AND RETURN IT PROMPTLY IN THE ENVELOPE PROVIDED. YOUR VOTE IS IMPORTANT. Please fold at perforation before detaching - ----------------------------------------------------------------- Proxy for a meeting of shareholders, October 5, 1995, for PUTNAM HIGH YIELD MUNICIPAL TRUST. (COMMON SHARES) THIS PROXY IS SOLICITED ON BEHALF OF THE TRUSTEES OF THE FUND. The undersigned shareholder hereby appoints George Putnam, Hans H. Estin, and William F. Pounds, and each of them separately, proxies, with power of substitution, and hereby authorizes them to represent and to vote, as designated below, at the meeting of shareholders of Putnam High Yield Municipal Trust on October 5, 1995, at 2:00 p.m., Boston time, and at any adjournments thereof, all of the shares of the fund that the undersigned shareholder would be entitled to vote if personally present. PLEASE BE SURE TO SIGN AND DATE THIS PROXY. Please sign your name exactly as it appears on this card. If you are a joint owner, each of you should sign. When signing as an executor, administrator, attorney, trustee or guardian, or as custodian for a minor, please give your full title as such. If you are signing for a corporation, please sign the full corporate name and indicate the signer's office. If you are a partner, sign in the partnership name. - ----------------------------------------------------------------- Shareholder sign here Date - ----------------------------------------------------------------- Co-owner sign here Date HAS YOUR ADDRESS CHANGED? Please use this form to notify us of any change in address or telephone number or to provide us with your comments. Detach this form from the proxy ballot and return it with your signed proxy in the enclosed envelope. Street - ----------------------------------------------------------------- City State Zip - ----------------------------------------------------------------- Telephone - ----------------------------------------------------------------- DO YOU HAVE ANY COMMENTS? - ----------------------------------------------------------------- - ----------------------------------------------------------------- - ----------------------------------------------------------------- DEAR SHAREHOLDER: Your vote is important. Please help us to eliminate the expense of follow-up mailings by signing and returning this proxy as soon as possible. A postage-paid envelope is enclosed for your convenience. THANK YOU! - ----------------------------------------------------------------- Please fold at perforation before detaching IF YOU COMPLETE AND SIGN THE PROXY, WE'LL VOTE IT EXACTLY AS YOU TELL US. IF YOU SIMPLY SIGN THE PROXY, IT WILL BE VOTED FOR ELECTING TRUSTEES AS SET FORTH IN PROPOSAL 1 AND FOR PROPOSAL 2. THE PROXIES WILL ALSO BE AUTHORIZED TO VOTE UPON SUCH OTHER MATTERS THAT MAY COME BEFORE THE MEETING. THE TRUSTEES RECOMMEND A VOTE FOR FIXING THE NUMBER OF TRUSTEES AND ELECTING ALL OF THE NOMINEES FOR TRUSTEES AND FOR THE PROPOSAL LISTED BELOW: PLEASE MARK YOUR CHOICES / X / IN BLUE OR BLACK INK. 1. PROPOSAL TO ELECT TRUSTEES The nominees for Trustees are: J.A. Baxter, H.H. Estin, E.T. Kennan, L.J. Lasser, D.S. Perkins, W.F. Pounds, G. Putnam, G. Putnam, III, E. Shapiro, A.J.C. Smith, W.N. Thorndike. / / FOR fixing the number of Trustees and electing all the nominees (EXCEPT AS MARKED TO THE CONTRARY BELOW.) TO WITHHOLD AUTHORITY TO VOTE FOR ONE OR MORE OF THE NOMINEES, WRITE THOSE NOMINEES' NAMES BELOW: ------------------------------------------------------------ / / WITHHOLD authority to vote for all nominees 2. PROPOSAL TO RATIFY FOR AGAINST ABSTAIN THE SELECTION OF / / / / / / PRICE WATERHOUSE LLP AS AUDITORS. NOTE: If you have questions on any of the proposals, please call 1-800-225-1581. PUTNAMINVESTMENTS THIS IS YOUR PROXY CARD. PLEASE VOTE THIS PROXY, SIGN IT BELOW, AND RETURN IT PROMPTLY IN THE ENVELOPE PROVIDED. YOUR VOTE IS IMPORTANT. Please fold at perforation before detaching - ----------------------------------------------------------------- Proxy for a meeting of shareholders, October 5, 1995, for PUTNAM INVESTMENT GRADE MUNICIPAL TRUST. (COMMON SHARES) THIS PROXY IS SOLICITED ON BEHALF OF THE TRUSTEES OF THE FUND. The undersigned shareholder hereby appoints George Putnam, Hans H. Estin, and William F. Pounds, and each of them separately, proxies, with power of substitution, and hereby authorizes them to represent and to vote, as designated below, at the meeting of shareholders of Putnam Investment Grade Municipal Trust on October 5, 1995, at 2:00 p.m., Boston time, and at any adjournments thereof, all of the shares of the fund that the undersigned shareholder would be entitled to vote if personally present. PLEASE BE SURE TO SIGN AND DATE THIS PROXY. Please sign your name exactly as it appears on this card. If you are a joint owner, each of you should sign. When signing as an executor, administrator, attorney, trustee or guardian, or as custodian for a minor, please give your full title as such. If you are signing for a corporation, please sign the full corporate name and indicate the signer's office. If you are a partner, sign in the partnership name. - ----------------------------------------------------------------- Shareholder sign here Date - ----------------------------------------------------------------- Co-owner sign here Date HAS YOUR ADDRESS CHANGED? Please use this form to notify us of any change in address or telephone number or to provide us with your comments. Detach this form from the proxy ballot and return it with your signed proxy in the enclosed envelope. Street - ----------------------------------------------------------------- City State Zip - ----------------------------------------------------------------- Telephone - ----------------------------------------------------------------- DO YOU HAVE ANY COMMENTS? - ----------------------------------------------------------------- - ----------------------------------------------------------------- - ----------------------------------------------------------------- DEAR SHAREHOLDER: Your vote is important. Please help us to eliminate the expense of follow-up mailings by signing and returning this proxy as soon as possible. A postage-paid envelope is enclosed for your convenience. THANK YOU! - ----------------------------------------------------------------- Please fold at perforation before detaching IF YOU COMPLETE AND SIGN THE PROXY, WE'LL VOTE IT EXACTLY AS YOU TELL US. IF YOU SIMPLY SIGN THE PROXY, IT WILL BE VOTED FOR ELECTING TRUSTEES AS SET FORTH IN PROPOSAL 1 AND FOR PROPOSAL 2. THE PROXIES WILL ALSO BE AUTHORIZED TO VOTE UPON SUCH OTHER MATTERS THAT MAY COME BEFORE THE MEETING. THE TRUSTEES RECOMMEND A VOTE FOR FIXING THE NUMBER OF TRUSTEES AND ELECTING ALL OF THE NOMINEES FOR TRUSTEES AND FOR THE PROPOSAL LISTED BELOW: PLEASE MARK YOUR CHOICES / X / IN BLUE OR BLACK INK. 1. PROPOSAL TO ELECT TRUSTEES The nominees for Trustees are: J.A. Baxter, H.H. Estin, E.T. Kennan, L.J. Lasser, D.S. Perkins, W.F. Pounds, G. Putnam, G. Putnam, III, E. Shapiro, A.J.C. Smith, W.N. Thorndike. / / FOR fixing the number of Trustees and electing all the nominees (EXCEPT AS MARKED TO THE CONTRARY BELOW.) TO WITHHOLD AUTHORITY TO VOTE FOR ONE OR MORE OF THE NOMINEES, WRITE THOSE NOMINEES' NAMES BELOW: ------------------------------------------------------------ / / WITHHOLD authority to vote for all nominees 2. PROPOSAL TO RATIFY FOR AGAINST ABSTAIN THE SELECTION OF / / / / / / PRICE WATERHOUSE LLP AS AUDITORS. NOTE: If you have questions on any of the proposals, please call 1-800-225-1581. PUTNAMINVESTMENTS THIS IS YOUR PROXY CARD. PLEASE VOTE THIS PROXY, SIGN IT BELOW, AND RETURN IT PROMPTLY IN THE ENVELOPE PROVIDED. YOUR VOTE IS IMPORTANT. Please fold at perforation before detaching - ----------------------------------------------------------------- Proxy for a meeting of shareholders, October 5, 1995, for PUTNAM NEW YORK INVESTMENT GRADE MUNICIPAL TRUST. (COMMON SHARES) THIS PROXY IS SOLICITED ON BEHALF OF THE TRUSTEES OF THE FUND. The undersigned shareholder hereby appoints George Putnam, Hans H. Estin, and William F. Pounds, and each of them separately, proxies, with power of substitution, and hereby authorizes them to represent and to vote, as designated below, at the meeting of shareholders of Putnam New York Investment Grade Municipal Trust on October 5, 1995, at 2:00 p.m., Boston time, and at any adjournments thereof, all of the shares of the fund that the undersigned shareholder would be entitled to vote if personally present. PLEASE BE SURE TO SIGN AND DATE THIS PROXY. Please sign your name exactly as it appears on this card. If you are a joint owner, each of you should sign. When signing as an executor, administrator, attorney, trustee or guardian, or as custodian for a minor, please give your full title as such. If you are signing for a corporation, please sign the full corporate name and indicate the signer's office. If you are a partner, sign in the partnership name. - ----------------------------------------------------------------- Shareholder sign here Date - ----------------------------------------------------------------- Co-owner sign here Date HAS YOUR ADDRESS CHANGED? Please use this form to notify us of any change in address or telephone number or to provide us with your comments. Detach this form from the proxy ballot and return it with your signed proxy in the enclosed envelope. Street - ----------------------------------------------------------------- City State Zip - ----------------------------------------------------------------- Telephone - ----------------------------------------------------------------- DO YOU HAVE ANY COMMENTS? - ----------------------------------------------------------------- - ----------------------------------------------------------------- - ----------------------------------------------------------------- DEAR SHAREHOLDER: Your vote is important. Please help us to eliminate the expense of follow-up mailings by signing and returning this proxy as soon as possible. A postage-paid envelope is enclosed for your convenience. THANK YOU! - ----------------------------------------------------------------- Please fold at perforation before detaching IF YOU COMPLETE AND SIGN THE PROXY, WE'LL VOTE IT EXACTLY AS YOU TELL US. IF YOU SIMPLY SIGN THE PROXY, IT WILL BE VOTED FOR ELECTING TRUSTEES AS SET FORTH IN PROPOSAL 1 AND FOR PROPOSAL 2. THE PROXIES WILL ALSO BE AUTHORIZED TO VOTE UPON SUCH OTHER MATTERS THAT MAY COME BEFORE THE MEETING. THE TRUSTEES RECOMMEND A VOTE FOR FIXING THE NUMBER OF TRUSTEES AND ELECTING ALL OF THE NOMINEES FOR TRUSTEES AND FOR THE PROPOSAL LISTED BELOW: PLEASE MARK YOUR CHOICES / X / IN BLUE OR BLACK INK. 1. PROPOSAL TO ELECT TRUSTEES The nominees for Trustees are: J.A. Baxter, H.H. Estin, E.T. Kennan, L.J. Lasser, D.S. Perkins, W.F. Pounds, G. Putnam, G. Putnam, III, E. Shapiro, A.J.C. Smith, W.N. Thorndike. / / FOR fixing the number of Trustees and electing all the nominees (EXCEPT AS MARKED TO THE CONTRARY BELOW.) TO WITHHOLD AUTHORITY TO VOTE FOR ONE OR MORE OF THE NOMINEES, WRITE THOSE NOMINEES' NAMES BELOW: ------------------------------------------------------------ / / WITHHOLD authority to vote for all nominees 2. PROPOSAL TO RATIFY FOR AGAINST ABSTAIN THE SELECTION OF / / / / / / PRICE WATERHOUSE LLP AS AUDITORS. NOTE: If you have questions on any of the proposals, please call 1-800-225-1581. PUTNAMINVESTMENTS PUTNAM INVESTMENT GRADE MUNICIPAL TRUST II FOR THE HOLDERS OF COMMON SHARES THIS IS YOUR PROXY CARD. PLEASE VOTE THIS PROXY, SIGN IT BELOW, AND RETURN IT PROMPTLY IN THE ENVELOPE PROVIDED. YOUR VOTE IS IMPORTANT. Please fold at perforation before detaching - ----------------------------------------------------------------- Proxy for a meeting of shareholders, October 5, 1995, for PUTNAM INVESTMENT GRADE MUNICIPAL TRUST II. (COMMON SHARES) THIS PROXY IS SOLICITED ON BEHALF OF THE TRUSTEES OF THE FUND. The undersigned shareholder hereby appoints George Putnam, Hans H. Estin, and William F. Pounds, and each of them separately, proxies, with power of substitution, and hereby authorizes them to represent and to vote, as designated below, at the meeting of shareholders of Putnam Investment Grade Municipal Trust II on October 5, 1995, at 2:00 p.m., Boston time, and at any adjournments thereof, all of the shares of the fund that the undersigned shareholder would be entitled to vote if personally present. PLEASE BE SURE TO SIGN AND DATE THIS PROXY. Please sign your name exactly as it appears on this card. If you are a joint owner, each of you should sign. When signing as an executor, administrator, attorney, trustee or guardian, or as custodian for a minor, please give your full title as such. If you are signing for a corporation, please sign the full corporate name and indicate the signer's office. If you are a partner, sign in the partnership name. - ----------------------------------------------------------------- Shareholder sign here Date - ----------------------------------------------------------------- Co-owner sign here Date HAS YOUR ADDRESS CHANGED? Please use this form to notify us of any change in address or telephone number or to provide us with your comments. Detach this form from the proxy ballot and return it with your signed proxy in the enclosed envelope. Street - ----------------------------------------------------------------- City State Zip - ----------------------------------------------------------------- Telephone - ----------------------------------------------------------------- DO YOU HAVE ANY COMMENTS? - ----------------------------------------------------------------- - ----------------------------------------------------------------- - ----------------------------------------------------------------- DEAR SHAREHOLDER: Your vote is important. Please help us to eliminate the expense of follow-up mailings by signing and returning this proxy as soon as possible. A postage-paid envelope is enclosed for your convenience. THANK YOU! - ----------------------------------------------------------------- Please fold at perforation before detaching IF YOU COMPLETE AND SIGN THE PROXY, WE'LL VOTE IT EXACTLY AS YOU TELL US. IF YOU SIMPLY SIGN THE PROXY, IT WILL BE VOTED FOR ELECTING TRUSTEES AS SET FORTH IN PROPOSAL 1 AND FOR PROPOSAL 2. THE PROXIES WILL ALSO BE AUTHORIZED TO VOTE UPON SUCH OTHER MATTERS THAT MAY COME BEFORE THE MEETING. THE TRUSTEES RECOMMEND A VOTE FOR FIXING THE NUMBER OF TRUSTEES AND ELECTING ALL OF THE NOMINEES FOR TRUSTEES AND FOR THE PROPOSAL LISTED BELOW: PLEASE MARK YOUR CHOICES / X / IN BLUE OR BLACK INK. 1. PROPOSAL TO ELECT TRUSTEES The nominees for Trustees are: J.A. Baxter, H.H. Estin, E.T. Kennan, L.J. Lasser, D.S. Perkins, W.F. Pounds, G. Putnam, G. Putnam, III, E. Shapiro, A.J.C. Smith, W.N. Thorndike. / / FOR fixing the number of Trustees and electing all the nominees (EXCEPT AS MARKED TO THE CONTRARY BELOW.) TO WITHHOLD AUTHORITY TO VOTE FOR ONE OR MORE OF THE NOMINEES, WRITE THOSE NOMINEES' NAMES BELOW: ------------------------------------------------------------ / / WITHHOLD authority to vote for all nominees 2. PROPOSAL TO RATIFY FOR AGAINST ABSTAIN THE SELECTION OF / / / / / / COOPERS & LYBRAND L.L.P. AS AUDITORS. NOTE: If you have questions on any of the proposals, please call 1-800-225-1581. PUTNAMINVESTMENTS THIS IS YOUR PROXY CARD. PLEASE VOTE THIS PROXY, SIGN IT BELOW, AND RETURN IT PROMPTLY IN THE ENVELOPE PROVIDED. YOUR VOTE IS IMPORTANT. Please fold at perforation before detaching - ----------------------------------------------------------------- Proxy for a meeting of shareholders, October 5, 1995, for PUTNAM INVESTMENT GRADE MUNICIPAL TRUST III. (COMMON SHARES) THIS PROXY IS SOLICITED ON BEHALF OF THE TRUSTEES OF THE FUND. The undersigned shareholder hereby appoints George Putnam, Hans H. Estin, and William F. Pounds, and each of them separately, proxies, with power of substitution, and hereby authorizes them to represent and to vote, as designated below, at the meeting of shareholders of Putnam Investment Grade Municipal Trust III on October 5, 1995, at 2:00 p.m., Boston time, and at any adjournments thereof, all of the shares of the fund that the undersigned shareholder would be entitled to vote if personally present. PLEASE BE SURE TO SIGN AND DATE THIS PROXY. Please sign your name exactly as it appears on this card. If you are a joint owner, each of you should sign. When signing as an executor, administrator, attorney, trustee or guardian, or as custodian for a minor, please give your full title as such. If you are signing for a corporation, please sign the full corporate name and indicate the signer's office. If you are a partner, sign in the partnership name. - ----------------------------------------------------------------- Shareholder sign here Date - ----------------------------------------------------------------- Co-owner sign here Date HAS YOUR ADDRESS CHANGED? Please use this form to notify us of any change in address or telephone number or to provide us with your comments. Detach this form from the proxy ballot and return it with your signed proxy in the enclosed envelope. Street - ----------------------------------------------------------------- City State Zip - ----------------------------------------------------------------- Telephone - ----------------------------------------------------------------- DO YOU HAVE ANY COMMENTS? - ----------------------------------------------------------------- - ----------------------------------------------------------------- - ----------------------------------------------------------------- DEAR SHAREHOLDER: Your vote is important. Please help us to eliminate the expense of follow-up mailings by signing and returning this proxy as soon as possible. A postage-paid envelope is enclosed for your convenience. THANK YOU! - ----------------------------------------------------------------- Please fold at perforation before detaching IF YOU COMPLETE AND SIGN THE PROXY, WE'LL VOTE IT EXACTLY AS YOU TELL US. IF YOU SIMPLY SIGN THE PROXY, IT WILL BE VOTED FOR ELECTING TRUSTEES AS SET FORTH IN PROPOSAL 1 AND FOR PROPOSAL 2. THE PROXIES WILL ALSO BE AUTHORIZED TO VOTE UPON SUCH OTHER MATTERS THAT MAY COME BEFORE THE MEETING. THE TRUSTEES RECOMMEND A VOTE FOR FIXING THE NUMBER OF TRUSTEES AND ELECTING ALL OF THE NOMINEES FOR TRUSTEES AND FOR THE PROPOSAL LISTED BELOW: PLEASE MARK YOUR CHOICES / X / IN BLUE OR BLACK INK. 1. PROPOSAL TO ELECT TRUSTEES The nominees for Trustees are: J.A. Baxter, H.H. Estin, E.T. Kennan, L.J. Lasser, D.S. Perkins, W.F. Pounds, G. Putnam, G. Putnam, III, E. Shapiro, A.J.C. Smith, W.N. Thorndike. / / FOR fixing the number of Trustees and electing all the nominees (EXCEPT AS MARKED TO THE CONTRARY BELOW.) TO WITHHOLD AUTHORITY TO VOTE FOR ONE OR MORE OF THE NOMINEES, WRITE THOSE NOMINEES' NAMES BELOW: ------------------------------------------------------------ / / WITHHOLD authority to vote for all nominees 2. PROPOSAL TO RATIFY FOR AGAINST ABSTAIN THE SELECTION OF / / / / / / COOPERS & LYBRAND L.L.P. AS AUDITORS. NOTE: If you have questions on any of the proposals, please call 1-800-225-1581. PUTNAMINVESTMENTS THIS IS YOUR PROXY CARD. PLEASE VOTE THIS PROXY, SIGN IT BELOW, AND RETURN IT PROMPTLY IN THE ENVELOPE PROVIDED. YOUR VOTE IS IMPORTANT. Please fold at perforation before detaching - ----------------------------------------------------------------- Proxy for a meeting of shareholders, October 5, 1995, for PUTNAM MANAGED MUNICIPAL INCOME TRUST. (COMMON SHARES) THIS PROXY IS SOLICITED ON BEHALF OF THE TRUSTEES OF THE FUND. The undersigned shareholder hereby appoints George Putnam, Hans H. Estin, and William F. Pounds, and each of them separately, proxies, with power of substitution, and hereby authorizes them to represent and to vote, as designated below, at the meeting of shareholders of Putnam Managed Municipal Income Trust on October 5, 1995, at 2:00 p.m., Boston time, and at any adjournments thereof, all of the shares of the fund that the undersigned shareholder would be entitled to vote if personally present. PLEASE BE SURE TO SIGN AND DATE THIS PROXY. Please sign your name exactly as it appears on this card. If you are a joint owner, each of you should sign. When signing as an executor, administrator, attorney, trustee or guardian, or as custodian for a minor, please give your full title as such. If you are signing for a corporation, please sign the full corporate name and indicate the signer's office. If you are a partner, sign in the partnership name. - ----------------------------------------------------------------- Shareholder sign here Date - ----------------------------------------------------------------- Co-owner sign here Date HAS YOUR ADDRESS CHANGED? Please use this form to notify us of any change in address or telephone number or to provide us with your comments. Detach this form from the proxy ballot and return it with your signed proxy in the enclosed envelope. Street - ----------------------------------------------------------------- City State Zip - ----------------------------------------------------------------- Telephone - ----------------------------------------------------------------- DO YOU HAVE ANY COMMENTS? - ----------------------------------------------------------------- - ----------------------------------------------------------------- - ----------------------------------------------------------------- DEAR SHAREHOLDER: Your vote is important. Please help us to eliminate the expense of follow-up mailings by signing and returning this proxy as soon as possible. A postage-paid envelope is enclosed for your convenience. THANK YOU! - ----------------------------------------------------------------- Please fold at perforation before detaching IF YOU COMPLETE AND SIGN THE PROXY, WE'LL VOTE IT EXACTLY AS YOU TELL US. IF YOU SIMPLY SIGN THE PROXY, IT WILL BE VOTED FOR ELECTING TRUSTEES AS SET FORTH IN PROPOSAL 1 AND FOR PROPOSAL 2. THE PROXIES WILL ALSO BE AUTHORIZED TO VOTE UPON SUCH OTHER MATTERS THAT MAY COME BEFORE THE MEETING. THE TRUSTEES RECOMMEND A VOTE FOR FIXING THE NUMBER OF TRUSTEES AND ELECTING ALL OF THE NOMINEES FOR TRUSTEES AND FOR THE PROPOSAL LISTED BELOW: PLEASE MARK YOUR CHOICES / X / IN BLUE OR BLACK INK. 1. PROPOSAL TO ELECT TRUSTEES The nominees for Trustees are: J.A. Baxter, H.H. Estin, E.T. Kennan, L.J. Lasser, D.S. Perkins, W.F. Pounds, G. Putnam, G. Putnam, III, E. Shapiro, A.J.C. Smith, W.N. Thorndike. / / FOR fixing the number of Trustees and electing all the nominees (EXCEPT AS MARKED TO THE CONTRARY BELOW.) TO WITHHOLD AUTHORITY TO VOTE FOR ONE OR MORE OF THE NOMINEES, WRITE THOSE NOMINEES' NAMES BELOW: ------------------------------------------------------------ / / WITHHOLD authority to vote for all nominees 2. PROPOSAL TO RATIFY FOR AGAINST ABSTAIN THE SELECTION OF / / / / / / COOPERS & LYBRAND L.L.P. AS AUDITORS. NOTE: If you have questions on any of the proposals, please call 1-800-225-1581. PUTNAMINVESTMENTS PUTNAM MASTER INCOME TRUST THIS IS YOUR PROXY CARD. PLEASE VOTE THIS PROXY, SIGN IT BELOW, AND RETURN IT PROMPTLY IN THE ENVELOPE PROVIDED. YOUR VOTE IS IMPORTANT. Please fold at perforation before detaching - ----------------------------------------------------------------- Proxy for a meeting of shareholders, October 5, 1995, for PUTNAM MASTER INCOME TRUST. THIS PROXY IS SOLICITED ON BEHALF OF THE TRUSTEES OF THE FUND. The undersigned shareholder hereby appoints George Putnam, Hans H. Estin, and William F. Pounds, and each of them separately, proxies, with power of substitution, and hereby authorizes them to represent and to vote, as designated below, at the meeting of shareholders of Putnam Master Income Trust on October 5, 1995, at 2:00 p.m., Boston time, and at any adjournments thereof, all of the shares of the fund that the undersigned shareholder would be entitled to vote if personally present. PLEASE BE SURE TO SIGN AND DATE THIS PROXY. Please sign your name exactly as it appears on this card. If you are a joint owner, each of you should sign. When signing as an executor, administrator, attorney, trustee or guardian, or as custodian for a minor, please give your full title as such. If you are signing for a corporation, please sign the full corporate name and indicate the signer's office. If you are a partner, sign in the partnership name. - ----------------------------------------------------------------- Shareholder sign here Date - ----------------------------------------------------------------- Co-owner sign here Date HAS YOUR ADDRESS CHANGED? Please use this form to notify us of any change in address or telephone number or to provide us with your comments. Detach this form from the proxy ballot and return it with your signed proxy in the enclosed envelope. Street - ----------------------------------------------------------------- City State Zip - ----------------------------------------------------------------- Telephone - ----------------------------------------------------------------- DO YOU HAVE ANY COMMENTS? - ----------------------------------------------------------------- - ----------------------------------------------------------------- - ----------------------------------------------------------------- DEAR SHAREHOLDER: Your vote is important. Please help us to eliminate the expense of follow-up mailings by signing and returning this proxy as soon as possible. A postage-paid envelope is enclosed for your convenience. THANK YOU! - ----------------------------------------------------------------- Please fold at perforation before detaching IF YOU COMPLETE AND SIGN THE PROXY, WE'LL VOTE IT EXACTLY AS YOU TELL US. IF YOU SIMPLY SIGN THE PROXY, IT WILL BE VOTED FOR ELECTING TRUSTEES AS SET FORTH IN PROPOSAL 1 AND FOR PROPOSAL 2. THE PROXIES WILL ALSO BE AUTHORIZED TO VOTE UPON SUCH OTHER MATTERS THAT MAY COME BEFORE THE MEETING. THE TRUSTEES RECOMMEND A VOTE FOR FIXING THE NUMBER OF TRUSTEES AND ELECTING ALL OF THE NOMINEES FOR TRUSTEES AND FOR THE PROPOSAL LISTED BELOW: PLEASE MARK YOUR CHOICES / X / IN BLUE OR BLACK INK. 1. PROPOSAL TO ELECT TRUSTEES The nominees for Trustees are: J.A. Baxter, H.H. Estin, J.A. Hill, E.T. Kennan, L.J. Lasser, R.E. Pstterson, D.S. Perkins, W.F. Pounds, G. Putnam, G. Putnam, III, E. Shapiro, A.J.C. Smith, W.N. Thorndike. / / FOR fixing the number of Trustees and electing all the nominees (EXCEPT AS MARKED TO THE CONTRARY BELOW.) TO WITHHOLD AUTHORITY TO VOTE FOR ONE OR MORE OF THE NOMINEES, WRITE THOSE NOMINEES' NAMES BELOW: ------------------------------------------------------------ / / WITHHOLD authority to vote for all nominees 2. PROPOSAL TO RATIFY FOR AGAINST ABSTAIN THE SELECTION OF / / / / / / COOPERS & LYBRAND L.L.P. AS AUDITORS. NOTE: If you have questions on any of the proposals, please call 1-800-225-1581. PUTNAMINVESTMENTS THIS IS YOUR PROXY CARD. PLEASE VOTE THIS PROXY, SIGN IT BELOW, AND RETURN IT PROMPTLY IN THE ENVELOPE PROVIDED. YOUR VOTE IS IMPORTANT. Please fold at perforation before detaching - ----------------------------------------------------------------- Proxy for a meeting of shareholders, October 5, 1995, for PUTNAM MUNICIPAL OPPORTUNITIES TRUST. (COMMON SHARES) THIS PROXY IS SOLICITED ON BEHALF OF THE TRUSTEES OF THE FUND. The undersigned shareholder hereby appoints George Putnam, Hans H. Estin, and William F. Pounds, and each of them separately, proxies, with power of substitution, and hereby authorizes them to represent and to vote, as designated below, at the meeting of shareholders of Putnam Municipal Opportunities Trust on October 5, 1995, at 2:00 p.m., Boston time, and at any adjournments thereof, all of the shares of the fund that the undersigned shareholder would be entitled to vote if personally present. PLEASE BE SURE TO SIGN AND DATE THIS PROXY. Please sign your name exactly as it appears on this card. If you are a joint owner, each of you should sign. When signing as an executor, administrator, attorney, trustee or guardian, or as custodian for a minor, please give your full title as such. If you are signing for a corporation, please sign the full corporate name and indicate the signer's office. If you are a partner, sign in the partnership name. - ----------------------------------------------------------------- Shareholder sign here Date - ----------------------------------------------------------------- Co-owner sign here Date HAS YOUR ADDRESS CHANGED? Please use this form to notify us of any change in address or telephone number or to provide us with your comments. Detach this form from the proxy ballot and return it with your signed proxy in the enclosed envelope. Street - ----------------------------------------------------------------- City State Zip - ----------------------------------------------------------------- Telephone - ----------------------------------------------------------------- DO YOU HAVE ANY COMMENTS? - ----------------------------------------------------------------- - ----------------------------------------------------------------- - ----------------------------------------------------------------- DEAR SHAREHOLDER: Your vote is important. Please help us to eliminate the expense of follow-up mailings by signing and returning this proxy as soon as possible. A postage-paid envelope is enclosed for your convenience. THANK YOU! - ----------------------------------------------------------------- Please fold at perforation before detaching IF YOU COMPLETE AND SIGN THE PROXY, WE'LL VOTE IT EXACTLY AS YOU TELL US. IF YOU SIMPLY SIGN THE PROXY, IT WILL BE VOTED FOR ELECTING TRUSTEES AS SET FORTH IN PROPOSAL 1 AND FOR PROPOSAL 2. THE PROXIES WILL ALSO BE AUTHORIZED TO VOTE UPON SUCH OTHER MATTERS THAT MAY COME BEFORE THE MEETING. THE TRUSTEES RECOMMEND A VOTE FOR FIXING THE NUIMBER OF TRUSTEES AND ELECTING ALL OF THE NOMINEES FOR TRUSTEES AND FOR THE PROPOSAL LISTED BELOW: PLEASE MARK YOUR CHOICES / X / IN BLUE OR BLACK INK. 1. PROPOSAL TO ELECT TRUSTEES The nominees for Trustees are: J.A. Baxter, H.H. Estin, E.T. Kennan, L.J. Lasser, D.S. Perkins, W.F. Pounds, G. Putnam, G. Putnam, III, E. Shapiro, A.J.C. Smith, W.N. Thorndike. / / FOR fixing the number of Trustees and electing all the nominees (EXCEPT AS MARKED TO THE CONTRARY BELOW.) TO WITHHOLD AUTHORITY TO VOTE FOR ONE OR MORE OF THE NOMINEES, WRITE THOSE NOMINEES' NAMES BELOW: ------------------------------------------------------------ / / WITHHOLD authority to vote for all nominees 2. PROPOSAL TO RATIFY FOR AGAINST ABSTAIN THE SELECTION OF / / / / / / COOPERS & LYBRAND L.L.P. AS AUDITORS. NOTE: If you have questions on any of the proposals, please call 1-800-225-1581. PUTNAMINVESTMENTS THIS IS YOUR PROXY CARD. PLEASE VOTE THIS PROXY, SIGN IT BELOW, AND RETURN IT PROMPTLY IN THE ENVELOPE PROVIDED. YOUR VOTE IS IMPORTANT. Please fold at perforation before detaching - ----------------------------------------------------------------- Proxy for a meeting of shareholders, October 5, 1995, for PUTNAM CALIFORNIA INVESTMENT GRADE MUNICIPAL TRUST. (PREFERRED SHARES) THIS PROXY IS SOLICITED ON BEHALF OF THE TRUSTEES OF THE FUND. The undersigned shareholder hereby appoints George Putnam, Hans H. Estin, and William F. Pounds, and each of them separately, proxies, with power of substitution, and hereby authorizes them to represent and to vote, as designated below, at the meeting of shareholders of Putnam California Investment Grade Municipal Trust on October 5, 1995, at 2:00 p.m., Boston time, and at any adjournments thereof, all of the shares of the fund that the undersigned shareholder would be entitled to vote if personally present. PLEASE BE SURE TO SIGN AND DATE THIS PROXY. Please sign your name exactly as it appears on this card. If you are a joint owner, each of you should sign. When signing as an executor, administrator, attorney, trustee or guardian, or as custodian for a minor, please give your full title as such. If you are signing for a corporation, please sign the full corporate name and indicate the signer's office. If you are a partner, sign in the partnership name. - ----------------------------------------------------------------- Shareholder sign here Date - ----------------------------------------------------------------- Co-owner sign here Date HAS YOUR ADDRESS CHANGED? Please use this form to notify us of any change in address or telephone number or to provide us with your comments. Detach this form from the proxy ballot and return it with your signed proxy in the enclosed envelope. Street - ----------------------------------------------------------------- City State Zip - ----------------------------------------------------------------- Telephone - ----------------------------------------------------------------- DO YOU HAVE ANY COMMENTS? - ----------------------------------------------------------------- - ----------------------------------------------------------------- - ----------------------------------------------------------------- DEAR SHAREHOLDER: Your vote is important. Please help us to eliminate the expense of follow-up mailings by signing and returning this proxy as soon as possible. A postage-paid envelope is enclosed for your convenience. THANK YOU! - ----------------------------------------------------------------- Please fold at perforation before detaching IF YOU COMPLETE AND SIGN THE PROXY, WE'LL VOTE IT EXACTLY AS YOU TELL US. IF YOU SIMPLY SIGN THE PROXY, IT WILL BE VOTED FOR ELECTING TRUSTEES AS SET FORTH IN PROPOSAL 1 AND FOR PROPOSAL 2. THE PROXIES WILL ALSO BE AUTHORIZED TO VOTE UPON SUCH OTHER MATTERS THAT MAY COME BEFORE THE MEETING. THE TRUSTEES RECOMMEND A VOTE FOR FIXING THE NUMBER OF TRUSTEES AND ELECTING ALL OF THE NOMINEES FOR TRUSTEES AND FOR THE PROPOSAL LISTED BELOW: PLEASE MARK YOUR CHOICES / X / IN BLUE OR BLACK INK. 1. PROPOSAL TO ELECT TRUSTEES The nominees for Trustees are: J.A. Baxter, H.H. Estin, J.A. Hill, E.T. Kennan, L.J. Lasser, R.E. Patterson, D.S. Perkins, W.F. Pounds, G. Putnam, G. Putnam, III, E. Shapiro, A.J.C. Smith, W.N. Thorndike. / / FOR fixing the number of Trustees and electing all the nominees (EXCEPT AS MARKED TO THE CONTRARY BELOW.) TO WITHHOLD AUTHORITY TO VOTE FOR ONE OR MORE OF THE NOMINEES, WRITE THOSE NOMINEES' NAMES BELOW: ------------------------------------------------------------ / / WITHHOLD authority to vote for all nominees 2. PROPOSAL TO RATIFY FOR AGAINST ABSTAIN THE SELECTION OF / / / / / / PRICE WATERHOUSE LLP AS AUDITORS. NOTE: If you have questions on any of the proposals, please call 1-800-225-1581. PUTNAMINVESTMENTS THIS IS YOUR PROXY CARD. PLEASE VOTE THIS PROXY, SIGN IT BELOW, AND RETURN IT PROMPTLY IN THE ENVELOPE PROVIDED. YOUR VOTE IS IMPORTANT. Please fold at perforation before detaching - ----------------------------------------------------------------- Proxy for a meeting of shareholders, October 5, 1995, for PUTNAM HIGH YIELD MUNICIPAL TRUST. (PREFERRED SHARES) THIS PROXY IS SOLICITED ON BEHALF OF THE TRUSTEES OF THE FUND. The undersigned shareholder hereby appoints George Putnam, Hans H. Estin, and William F. Pounds, and each of them separately, proxies, with power of substitution, and hereby authorizes them to represent and to vote, as designated below, at the meeting of shareholders of Putnam High Yield Municipal Trust on October 5, 1995, at 2:00 p.m., Boston time, and at any adjournments thereof, all of the shares of the fund that the undersigned shareholder would be entitled to vote if personally present. PLEASE BE SURE TO SIGN AND DATE THIS PROXY. Please sign your name exactly as it appears on this card. If you are a joint owner, each of you should sign. When signing as an executor, administrator, attorney, trustee or guardian, or as custodian for a minor, please give your full title as such. If you are signing for a corporation, please sign the full corporate name and indicate the signer's office. If you are a partner, sign in the partnership name. - ----------------------------------------------------------------- Shareholder sign here Date - ----------------------------------------------------------------- Co-owner sign here Date HAS YOUR ADDRESS CHANGED? Please use this form to notify us of any change in address or telephone number or to provide us with your comments. Detach this form from the proxy ballot and return it with your signed proxy in the enclosed envelope. Street - ----------------------------------------------------------------- City State Zip - ----------------------------------------------------------------- Telephone - ----------------------------------------------------------------- DO YOU HAVE ANY COMMENTS? - ----------------------------------------------------------------- - ----------------------------------------------------------------- - ----------------------------------------------------------------- DEAR SHAREHOLDER: Your vote is important. Please help us to eliminate the expense of follow-up mailings by signing and returning this proxy as soon as possible. A postage-paid envelope is enclosed for your convenience. THANK YOU! - ----------------------------------------------------------------- Please fold at perforation before detaching IF YOU COMPLETE AND SIGN THE PROXY, WE'LL VOTE IT EXACTLY AS YOU TELL US. IF YOU SIMPLY SIGN THE PROXY, IT WILL BE VOTED FOR ELECTING TRUSTEES AS SET FORTH IN PROPOSAL 1 AND FOR PROPOSAL 2. THE PROXIES WILL ALSO BE AUTHORIZED TO VOTE UPON SUCH OTHER MATTERS THAT MAY COME BEFORE THE MEETING. THE TRUSTEES RECOMMEND A VOTE FOR FIXING THE NUMBER OF TRUSTEES AND ELECTING ALL OF THE NOMINEES FOR TRUSTEES AND FOR THE PROPOSAL LISTED BELOW: PLEASE MARK YOUR CHOICES / X / IN BLUE OR BLACK INK. 1. PROPOSAL TO ELECT TRUSTEES The nominees for Trustees are: J.A. Baxter, H.H. Estin, J.A. Hill, E.T. Kennan, L.J. Lasser, R.E. Patterson, D.S. Perkins, W.F. Pounds, G. Putnam, G. Putnam, III, E. Shapiro, A.J.C. Smith, W.N. Thorndike. / / FOR fixing the number of Trustees and electing all the nominees (EXCEPT AS MARKED TO THE CONTRARY BELOW.) TO WITHHOLD AUTHORITY TO VOTE FOR ONE OR MORE OF THE NOMINEES, WRITE THOSE NOMINEES' NAMES BELOW: ------------------------------------------------------------ / / WITHHOLD authority to vote for all nominees 2. PROPOSAL TO RATIFY FOR AGAINST ABSTAIN THE SELECTION OF / / / / / / PRICE WATERHOUSE LLP AS AUDITORS. NOTE: If you have questions on any of the proposals, please call 1-800-225-1581. PUTNAMINVESTMENTS THIS IS YOUR PROXY CARD. PLEASE VOTE THIS PROXY, SIGN IT BELOW, AND RETURN IT PROMPTLY IN THE ENVELOPE PROVIDED. YOUR VOTE IS IMPORTANT. Please fold at perforation before detaching - ----------------------------------------------------------------- Proxy for a meeting of shareholders, October 5, 1995, for PUTNAM INVESTMENT GRADE MUNICIPAL TRUST. (PREFERRED SHARES) THIS PROXY IS SOLICITED ON BEHALF OF THE TRUSTEES OF THE FUND. The undersigned shareholder hereby appoints George Putnam, Hans H. Estin, and William F. Pounds, and each of them separately, proxies, with power of substitution, and hereby authorizes them to represent and to vote, as designated below, at the meeting of shareholders of Putnam Investment Grade Municipal Trust on October 5, 1995, at 2:00 p.m., Boston time, and at any adjournments thereof, all of the shares of the fund that the undersigned shareholder would be entitled to vote if personally present. PLEASE BE SURE TO SIGN AND DATE THIS PROXY. Please sign your name exactly as it appears on this card. If you are a joint owner, each of you should sign. When signing as an executor, administrator, attorney, trustee or guardian, or as custodian for a minor, please give your full title as such. If you are signing for a corporation, please sign the full corporate name and indicate the signer's office. If you are a partner, sign in the partnership name. - ----------------------------------------------------------------- Shareholder sign here Date - ----------------------------------------------------------------- Co-owner sign here Date HAS YOUR ADDRESS CHANGED? Please use this form to notify us of any change in address or telephone number or to provide us with your comments. Detach this form from the proxy ballot and return it with your signed proxy in the enclosed envelope. Street - ----------------------------------------------------------------- City State Zip - ----------------------------------------------------------------- Telephone - ----------------------------------------------------------------- DO YOU HAVE ANY COMMENTS? - ----------------------------------------------------------------- - ----------------------------------------------------------------- - ----------------------------------------------------------------- DEAR SHAREHOLDER: Your vote is important. Please help us to eliminate the expense of follow-up mailings by signing and returning this proxy as soon as possible. A postage-paid envelope is enclosed for your convenience. THANK YOU! - ----------------------------------------------------------------- Please fold at perforation before detaching IF YOU COMPLETE AND SIGN THE PROXY, WE'LL VOTE IT EXACTLY AS YOU TELL US. IF YOU SIMPLY SIGN THE PROXY, IT WILL BE VOTED FOR ELECTING TRUSTEES AS SET FORTH IN PROPOSAL 1 AND FOR PROPOSAL 2. THE PROXIES WILL ALSO BE AUTHORIZED TO VOTE UPON SUCH OTHER MATTERS THAT MAY COME BEFORE THE MEETING. THE TRUSTEES RECOMMEND A VOTE FOR FIXING THE NUMBER OF TRUSTEES AND ELECTING ALL OF THE NOMINEES FOR TRUSTEES AND FOR THE PROPOSAL LISTED BELOW: PLEASE MARK YOUR CHOICES / X / IN BLUE OR BLACK INK. 1. PROPOSAL TO ELECT TRUSTEES The nominees for Trustees are: J.A. Baxter, H.H. Estin, J.A. Hill, E.T. Kennan, L.J. Lasser, R.E. Patterson, D.S. Perkins, W.F. Pounds, G. Putnam, G. Putnam, III, E. Shapiro, A.J.C. Smith, W.N. Thorndike. / / FOR fixing the number of Trustees and electing all the nominees (EXCEPT AD MARKED TO THE CONTRARY BELOW) TO WITHHOLD AUTHORITY TO VOTE FOR ONE OR MORE OF THE NOMINEES, WRITE THOSE NOMINEES' NAMES BELOW: ------------------------------------------------------------ / / WITHHOLD authority to vote for all nominees 2. PROPOSAL TO RATIFY FOR AGAINST ABSTAIN THE SELECTION OF / / / / / / PRICE WATERHOUSE LLP AS AUDITORS. NOTE: If you have questions on any of the proposals, please call 1-800-225-1581. PUTNAMINVESTMENTS THIS IS YOUR PROXY CARD. PLEASE VOTE THIS PROXY, SIGN IT BELOW, AND RETURN IT PROMPTLY IN THE ENVELOPE PROVIDED. YOUR VOTE IS IMPORTANT. Please fold at perforation before detaching - ----------------------------------------------------------------- Proxy for a meeting of shareholders, October 5, 1995, for PUTNAM NEW YORK INVESTMENT GRADE MUNICIPAL TRUST. (PREFERRED SHARES) THIS PROXY IS SOLICITED ON BEHALF OF THE TRUSTEES OF THE FUND. The undersigned shareholder hereby appoints George Putnam, Hans H. Estin, and William F. Pounds, and each of them separately, proxies, with power of substitution, and hereby authorizes them to represent and to vote, as designated below, at the meeting of shareholders of Putnam New York Investment Grade Municipal Trust on October 5, 1995, at 2:00 p.m., Boston time, and at any adjournments thereof, all of the shares of the fund that the undersigned shareholder would be entitled to vote if personally present. PLEASE BE SURE TO SIGN AND DATE THIS PROXY. Please sign your name exactly as it appears on this card. If you are a joint owner, each of you should sign. When signing as an executor, administrator, attorney, trustee or guardian, or as custodian for a minor, please give your full title as such. If you are signing for a corporation, please sign the full corporate name and indicate the signer's office. If you are a partner, sign in the partnership name. - ----------------------------------------------------------------- Shareholder sign here Date - ----------------------------------------------------------------- Co-owner sign here Date HAS YOUR ADDRESS CHANGED? Please use this form to notify us of any change in address or telephone number or to provide us with your comments. Detach this form from the proxy ballot and return it with your signed proxy in the enclosed envelope. Street - ----------------------------------------------------------------- City State Zip - ----------------------------------------------------------------- Telephone - ----------------------------------------------------------------- DO YOU HAVE ANY COMMENTS? - ----------------------------------------------------------------- - ----------------------------------------------------------------- - ----------------------------------------------------------------- DEAR SHAREHOLDER: Your vote is important. Please help us to eliminate the expense of follow-up mailings by signing and returning this proxy as soon as possible. A postage-paid envelope is enclosed for your convenience. THANK YOU! - ----------------------------------------------------------------- Please fold at perforation before detaching IF YOU COMPLETE AND SIGN THE PROXY, WE'LL VOTE IT EXACTLY AS YOU TELL US. IF YOU SIMPLY SIGN THE PROXY, IT WILL BE VOTED FOR ELECTING TRUSTEES AS SET FORTH IN PROPOSAL 1 AND FOR PROPOSAL 2. THE PROXIES WILL ALSO BE AUTHORIZED TO VOTE UPON SUCH OTHER MATTERS THAT MAY COME BEFORE THE MEETING. THE TRUSTEES RECOMMEND A VOTE FOR FIXING THE NUMBER OF TRUSTEES AND ELECTING ALL OF THE NOMINEES FOR TRUSTEES AND FOR THE PROPOSAL LISTED BELOW: PLEASE MARK YOUR CHOICES / X / IN BLUE OR BLACK INK. 1. PROPOSAL TO ELECT TRUSTEES The nominees for Trustees are: J.A. Baxter, H.H. Estin, J.A. Hill, E.T. Kennan, L.J. Lasser, R.E. Patterson, D.S. Perkins, W.F. Pounds, G. Putnam, G. Putnam, III, E. Shapiro, A.J.C. Smith, W.N. Thorndike. / / FOR fixing the number of Trustees and electing all the nominees (EXCEPT AS MARKED TO THE CONTRARY BELOW) TO WITHHOLD AUTHORITY TO VOTE FOR ONE OR MORE OF THE NOMINEES, WRITE THOSE NOMINEES' NAMES BELOW: ------------------------------------------------------------ / / WITHHOLD authority to vote for all nominees 2. PROPOSAL TO RATIFY FOR AGAINST ABSTAIN THE SELECTION OF / / / / / / PRICE WATERHOUSE LLP AS AUDITORS. NOTE: If you have questions on any of the proposals, please call 1-800-225-1581. PUTNAMINVESTMENTS THIS IS YOUR PROXY CARD. PLEASE VOTE THIS PROXY, SIGN IT BELOW, AND RETURN IT PROMPTLY IN THE ENVELOPE PROVIDED. YOUR VOTE IS IMPORTANT. Please fold at perforation before detaching - ----------------------------------------------------------------- Proxy for a meeting of shareholders, October 5, 1995, for PUTNAM INVESTMENT GRADE MUNICIPAL TRUST II. (PREFERRED SHARES) THIS PROXY IS SOLICITED ON BEHALF OF THE TRUSTEES OF THE FUND. The undersigned shareholder hereby appoints George Putnam, Hans H. Estin, and William F. Pounds, and each of them separately, proxies, with power of substitution, and hereby authorizes them to represent and to vote, as designated below, at the meeting of shareholders of Putnam Investment Grade Municipal Trust II on October 5, 1995, at 2:00 p.m., Boston time, and at any adjournments thereof, all of the shares of the fund that the undersigned shareholder would be entitled to vote if personally present. PLEASE BE SURE TO SIGN AND DATE THIS PROXY. Please sign your name exactly as it appears on this card. If you are a joint owner, each of you should sign. When signing as an executor, administrator, attorney, trustee or guardian, or as custodian for a minor, please give your full title as such. If you are signing for a corporation, please sign the full corporate name and indicate the signer's office. If you are a partner, sign in the partnership name. - ----------------------------------------------------------------- Shareholder sign here Date - ----------------------------------------------------------------- Co-owner sign here Date HAS YOUR ADDRESS CHANGED? Please use this form to notify us of any change in address or telephone number or to provide us with your comments. Detach this form from the proxy ballot and return it with your signed proxy in the enclosed envelope. Street - ----------------------------------------------------------------- City State Zip - ----------------------------------------------------------------- Telephone - ----------------------------------------------------------------- DO YOU HAVE ANY COMMENTS? - ----------------------------------------------------------------- - ----------------------------------------------------------------- - ----------------------------------------------------------------- DEAR SHAREHOLDER: Your vote is important. Please help us to eliminate the expense of follow-up mailings by signing and returning this proxy as soon as possible. A postage-paid envelope is enclosed for your convenience. THANK YOU! - ----------------------------------------------------------------- Please fold at perforation before detaching IF YOU COMPLETE AND SIGN THE PROXY, WE'LL VOTE IT EXACTLY AS YOU TELL US. IF YOU SIMPLY SIGN THE PROXY, IT WILL BE VOTED FOR ELECTING TRUSTEES AS SET FORTH IN PROPOSAL 1 AND FOR PROPOSAL 2. THE PROXIES WILL ALSO BE AUTHORIZED TO VOTE UPON SUCH OTHER MATTERS THAT MAY COME BEFORE THE MEETING. THE TRUSTEES RECOMMEND A VOTE FOR FIXING THE NUMBER OF TRUSTEES AND ELECTING ALL OF THE NOMINEES FOR TRUSTEES AND FOR THE PROPOSAL LISTED BELOW: PLEASE MARK YOUR CHOICES / X / IN BLUE OR BLACK INK. 1. PROPOSAL TO ELECT TRUSTEES The nominees for Trustees are: J.A. Baxter, H.H. Estin, J.A. Hill, E.T. Kennan, L.J. Lasser, R.E. Patterson, D.S. Perkins, W.F. Pounds, G. Putnam, G. Putnam, III, E. Shapiro, A.J.C. Smith, W.N. Thorndike. / / FOR fixing the number of Trustees and electing all the nominees (EXCEPT AS MARKED TO THE CONTRARY BELOW) TO WITHHOLD AUTHORITY TO VOTE FOR ONE OR MORE OF THE NOMINEES, WRITE THOSE NOMINEES' NAMES BELOW: ------------------------------------------------------------ / / WITHHOLD authority to vote for all nominees 2. PROPOSAL TO RATIFY FOR AGAINST ABSTAIN THE SELECTION OF / / / / / / COOPERS & LYBRAND L.L.P. AS AUDITORS. NOTE: If you have questions on any of the proposals, please call 1-800-225-1581. PUTNAMINVESTMENTS THIS IS YOUR PROXY CARD. PLEASE VOTE THIS PROXY, SIGN IT BELOW, AND RETURN IT PROMPTLY IN THE ENVELOPE PROVIDED. YOUR VOTE IS IMPORTANT. Please fold at perforation before detaching - ----------------------------------------------------------------- Proxy for a meeting of shareholders, October 5, 1995, for PUTNAM INVESTMENT GRADE MUNICIPAL TRUST III. (PREFERRED SHARES) THIS PROXY IS SOLICITED ON BEHALF OF THE TRUSTEES OF THE FUND. The undersigned shareholder hereby appoints George Putnam, Hans H. Estin, and William F. Pounds, and each of them separately, proxies, with power of substitution, and hereby authorizes them to represent and to vote, as designated below, at the meeting of shareholders of Putnam Investment Grade Municipal Trust III on October 5, 1995, at 2:00 p.m., Boston time, and at any adjournments thereof, all of the shares of the fund that the undersigned shareholder would be entitled to vote if personally present. PLEASE BE SURE TO SIGN AND DATE THIS PROXY. Please sign your name exactly as it appears on this card. If you are a joint owner, each of you should sign. When signing as an executor, administrator, attorney, trustee or guardian, or as custodian for a minor, please give your full title as such. If you are signing for a corporation, please sign the full corporate name and indicate the signer's office. If you are a partner, sign in the partnership name. - ----------------------------------------------------------------- Shareholder sign here Date - ----------------------------------------------------------------- Co-owner sign here Date HAS YOUR ADDRESS CHANGED? Please use this form to notify us of any change in address or telephone number or to provide us with your comments. Detach this form from the proxy ballot and return it with your signed proxy in the enclosed envelope. Street - ----------------------------------------------------------------- City State Zip - ----------------------------------------------------------------- Telephone - ----------------------------------------------------------------- DO YOU HAVE ANY COMMENTS? - ----------------------------------------------------------------- - ----------------------------------------------------------------- - ----------------------------------------------------------------- DEAR SHAREHOLDER: Your vote is important. Please help us to eliminate the expense of follow-up mailings by signing and returning this proxy as soon as possible. A postage-paid envelope is enclosed for your convenience. THANK YOU! - ----------------------------------------------------------------- Please fold at perforation before detaching IF YOU COMPLETE AND SIGN THE PROXY, WE'LL VOTE IT EXACTLY AS YOU TELL US. IF YOU SIMPLY SIGN THE PROXY, IT WILL BE VOTED FOR ELECTING TRUSTEES AS SET FORTH IN PROPOSAL 1 AND FOR PROPOSAL 2. THE PROXIES WILL ALSO BE AUTHORIZED TO VOTE UPON SUCH OTHER MATTERS THAT MAY COME BEFORE THE MEETING. THE TRUSTEES RECOMMEND A VOTE FOR FIXING THE NUMBER OF TRUSTEES AND ELECTING ALL OF THE NOMINEES FOR TRUSTEES AND FOR THE PROPOSAL LISTED BELOW: PLEASE MARK YOUR CHOICES / X / IN BLUE OR BLACK INK. 1. PROPOSAL TO ELECT TRUSTEES The nominees for Trustees are: J.A. Baxter, H.H. Estin, J.A. Hill, E.T. Kennan, L.J. Lasser, R.E. Patterson, D.S. Perkins, W.F. Pounds, G. Putnam, G. Putnam, III, E. Shapiro, A.J.C. Smith, W.N. Thorndike. / / FOR fixing the number of Trustees and electing all the nominees (EXCEPT AS MARKED TO THE CONTRARY BELOW.) TO WITHHOLD AUTHORITY TO VOTE FOR ONE OR MORE OF THE NOMINEES, WRITE THOSE NOMINEES' NAMES BELOW: ------------------------------------------------------------ / / WITHHOLD authority to vote for all nominees 2. PROPOSAL TO RATIFY FOR AGAINST ABSTAIN THE SELECTION OF / / / / / / COOPERS & LYBRAND L.L.P. AS AUDITORS. NOTE: If you have questions on any of the proposals, please call 1-800-225-1581. PUTNAMINVESTMENTS THIS IS YOUR PROXY CARD. PLEASE VOTE THIS PROXY, SIGN IT BELOW, AND RETURN IT PROMPTLY IN THE ENVELOPE PROVIDED. YOUR VOTE IS IMPORTANT. Please fold at perforation before detaching - ----------------------------------------------------------------- Proxy for a meeting of shareholders, October 5, 1995, for PUTNAM MANAGED MUNICIPAL INCOME TRUST. (PREFERRED SHARES) THIS PROXY IS SOLICITED ON BEHALF OF THE TRUSTEES OF THE FUND. The undersigned shareholder hereby appoints George Putnam, Hans H. Estin, and William F. Pounds, and each of them separately, proxies, with power of substitution, and hereby authorizes them to represent and to vote, as designated below, at the meeting of shareholders of Putnam Managed Municipal Income Trust on October 5, 1995, at 2:00 p.m., Boston time, and at any adjournments thereof, all of the shares of the fund that the undersigned shareholder would be entitled to vote if personally present. PLEASE BE SURE TO SIGN AND DATE THIS PROXY. Please sign your name exactly as it appears on this card. If you are a joint owner, each of you should sign. When signing as an executor, administrator, attorney, trustee or guardian, or as custodian for a minor, please give your full title as such. If you are signing for a corporation, please sign the full corporate name and indicate the signer's office. If you are a partner, sign in the partnership name. - ----------------------------------------------------------------- Shareholder sign here Date - ----------------------------------------------------------------- Co-owner sign here Date HAS YOUR ADDRESS CHANGED? Please use this form to notify us of any change in address or telephone number or to provide us with your comments. Detach this form from the proxy ballot and return it with your signed proxy in the enclosed envelope. Street - ----------------------------------------------------------------- City State Zip - ----------------------------------------------------------------- Telephone - ----------------------------------------------------------------- DO YOU HAVE ANY COMMENTS? - ----------------------------------------------------------------- - ----------------------------------------------------------------- - ----------------------------------------------------------------- DEAR SHAREHOLDER: Your vote is important. Please help us to eliminate the expense of follow-up mailings by signing and returning this proxy as soon as possible. A postage-paid envelope is enclosed for your convenience. THANK YOU! - ----------------------------------------------------------------- Please fold at perforation before detaching IF YOU COMPLETE AND SIGN THE PROXY, WE'LL VOTE IT EXACTLY AS YOU TELL US. IF YOU SIMPLY SIGN THE PROXY, IT WILL BE VOTED FOR ELECTING TRUSTEES AS SET FORTH IN PROPOSAL 1 AND FOR PROPOSAL 2. THE PROXIES WILL ALSO BE AUTHORIZED TO VOTE UPON SUCH OTHER MATTERS THAT MAY COME BEFORE THE MEETING. THE TRUSTEES RECOMMEND A VOTE FOR FIXING THE NUMBER OF TRUSTEES AND ELECTING ALL OF THE NOMINEES FOR TRUSTEES AND FOR THE PROPOSAL LISTED BELOW: PLEASE MARK YOUR CHOICES / X / IN BLUE OR BLACK INK. 1. PROPOSAL TO ELECT TRUSTEES The nominees for Trustees are: J.A. Baxter, H.H. Estin, J.A. Hill, E.T. Kennan, L.J. Lasser, R.E. Patterson, D.S. Perkins, W.F. Pounds, G. Putnam, G. Putnam, III, E. Shapiro, A.J.C. Smith, W.N. Thorndike. / / FOR fixing the number of Trustees and electing all the nominees (EXCEPT AS MARKED TO THE CONTRARY BELOW.) TO WITHHOLD AUTHORITY TO VOTE FOR ONE OR MORE OF THE NOMINEES, WRITE THOSE NOMINEES' NAMES BELOW: ------------------------------------------------------------ / / WITHHOLD authority to vote for all nominees 2. PROPOSAL TO RATIFY FOR AGAINST ABSTAIN THE SELECTION OF / / / / / / COOPERS & LYBRAND L.L.P. AS AUDITORS. NOTE: If you have questions on any of the proposals, please call 1-800-225-1581. PUTNAMINVESTMENTS THIS IS YOUR PROXY CARD. PLEASE VOTE THIS PROXY, SIGN IT BELOW, AND RETURN IT PROMPTLY IN THE ENVELOPE PROVIDED. YOUR VOTE IS IMPORTANT. Please fold at perforation before detaching - ----------------------------------------------------------------- Proxy for a meeting of shareholders, October 5, 1995, for PUTNAM MUNICIPAL OPPORTUNITIES TRUST. (PREFERRED SHARES) THIS PROXY IS SOLICITED ON BEHALF OF THE TRUSTEES OF THE FUND. The undersigned shareholder hereby appoints George Putnam, Hans H. Estin, and William F. Pounds, and each of them separately, proxies, with power of substitution, and hereby authorizes them to represent and to vote, as designated below, at the meeting of shareholders of Putnam Municipal Opportunities Trust on October 5, 1995, at 2:00 p.m., Boston time, and at any adjournments thereof, all of the shares of the fund that the undersigned shareholder would be entitled to vote if personally present. PLEASE BE SURE TO SIGN AND DATE THIS PROXY. Please sign your name exactly as it appears on this card. If you are a joint owner, each of you should sign. When signing as an executor, administrator, attorney, trustee or guardian, or as custodian for a minor, please give your full title as such. If you are signing for a corporation, please sign the full corporate name and indicate the signer's office. If you are a partner, sign in the partnership name. - ----------------------------------------------------------------- Shareholder sign here Date - ----------------------------------------------------------------- Co-owner sign here Date HAS YOUR ADDRESS CHANGED? Please use this form to notify us of any change in address or telephone number or to provide us with your comments. Detach this form from the proxy ballot and return it with your signed proxy in the enclosed envelope. Street - ----------------------------------------------------------------- City State Zip - ----------------------------------------------------------------- Telephone - ----------------------------------------------------------------- DO YOU HAVE ANY COMMENTS? - ----------------------------------------------------------------- - ----------------------------------------------------------------- - ----------------------------------------------------------------- DEAR SHAREHOLDER: Your vote is important. Please help us to eliminate the expense of follow-up mailings by signing and returning this proxy as soon as possible. A postage-paid envelope is enclosed for your convenience. THANK YOU! - ----------------------------------------------------------------- Please fold at perforation before detaching IF YOU COMPLETE AND SIGN THE PROXY, WE'LL VOTE IT EXACTLY AS YOU TELL US. IF YOU SIMPLY SIGN THE PROXY, IT WILL BE VOTED FOR ELECTING TRUSTEES AS SET FORTH IN PROPOSAL 1 AND FOR PROPOSAL 2. THE PROXIES WILL ALSO BE AUTHORIZED TO VOTE UPON SUCH OTHER MATTERS THAT MAY COME BEFORE THE MEETING. THE TRUSTEES RECOMMEND A VOTE FOR FIXING THE NUMBER OF TRUSTEES AND ELECTING ALL OF THE NOMINEES FOR TRUSTEES AND FOR THE PROPOSAL LISTED BELOW: PLEASE MARK YOUR CHOICES / X / IN BLUE OR BLACK INK. 1. PROPOSAL TO ELECT TRUSTEES The nominees for Trustees are: J.A. Baxter, H.H. Estin, J.A. Hill, E.T. Kennan, L.J. Lasser, R.E. Patterson, D.S. Perkins, W.F. Pounds, G. Putnam, G. Putnam, III, E. Shapiro, A.J.C. Smith, W.N. Thorndike. / / FOR fixing the number of Trustees and electing all the nominees (EXCEPT AS MARKED TO THE CONTRARY BELOW.) TO WITHHOLD AUTHORITY TO VOTE FOR ONE OR MORE OF THE NOMINEES, WRITE THOSE NOMINEES' NAMES BELOW: ------------------------------------------------------------ / / WITHHOLD authority to vote for all nominees 2. PROPOSAL TO RATIFY FOR AGAINST ABSTAIN THE SELECTION OF / / / / / / COOPERS & LYBRAND L.L.P. AS AUDITORS. NOTE: If you have questions on any of the proposals, please call 1-800-225-1581. -----END PRIVACY-ENHANCED MESSAGE-----