JPMorgan Money Market Funds - Chase

Prospectus September 7, 2001

Morgan Shares for all Funds and Class B and Class C Shares for Prime

Money Market Fund

Prime Money Market Fund

U.S. Government Money Market Fund

Treasury Plus Money Market Fund

Federal Money Market Fund

100% U.S. Treasury Securities Money Market Fund

Tax Free Money Market Fund

California Tax Free Money Market Fund

New York Tax Free Money Market Fund

The Securities and Exchange

Commission has not approved or

disapproved of these securities

or determined if this prospectus

is truthful or complete. Any

representation to the contrary is

a criminal offense.

J P M o r g a n M o n e y M a r k e t F u n d s

NAME: JPMC $ Mkt (Mrgn Shrs) ProsAS: Merrill New York: 212-620-5600PROJ: p3609nyc01

JOB: 01nyc6835CYCLE#; BL#: 22; 16-22FILE NAME: 01nyc6835.a

OPERATOR: dwelshDOC TYPE: ProspectusDATE: 9/5/01 - 16:07

TRIM: 5.375" x 8.375"COLORS: PANTONE 5405 CVU

01nyc6835.a 9/5/01 16:07 Page 1

Contents

Prime Money Market Fund . . . . . . . . . . . . . . . . . . . . . . . 1

U.S. Government Money Market Fund . . . . . . . . . . . . . . 6

Treasury Plus Money Market Fund. . . . . . . . . . . . . . . . . 10

Federal Money Market Fund . . . . . . . . . . . . . . . . . . . . . 14

100% U.S. Treasury Securities Money Market Fund. . . . 18

Tax Free Money Market Fund . . . . . . . . . . . . . . . . . . . . 22

California Tax Free Money Market Fund . . . . . . . . . . . . 26

New York Tax Free Money Market Fund . . . . . . . . . . . . 31

The Funds’ Management and Administration . . . . . . . . 35

How Your Account Works . . . . . . . . . . . . . . . . . . . . . . . 36

Buying Fund Shares . . . . . . . . . . . . . . . . . . . . . . . . . . 36

Selling Fund Shares . . . . . . . . . . . . . . . . . . . . . . . . . . 38

Exchanging Fund Shares. . . . . . . . . . . . . . . . . . . . . . . 39

Distribution Arrangements . . . . . . . . . . . . . . . . . . . . 40

Other Information Concerning the Funds . . . . . . . . . 41

Distributions and Taxes . . . . . . . . . . . . . . . . . . . . . . . 42

Shareholder Services . . . . . . . . . . . . . . . . . . . . . . . . . . . 43

What the Terms Mean . . . . . . . . . . . . . . . . . . . . . . . . . . 44

Financial Highlights . . . . . . . . . . . . . . . . . . . . . . . . . . . . 46

How To Reach Us . . . . . . . . . . . . . . . . . . . . . . . Back cover





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or less and the Fund will buy onlythose instruments which have remain-ing maturities of 397 days or less.

The Fund may invest any portion of itsassets in debt securities issued or guar-anteed by U.S. banks and their foreignbranches. These include certificates ofdeposit, time deposits and bankers’acceptances.

The Fund invests only in securitiesissued and payable in U.S. dollars. Eachinvestment must have the highest pos-sible short-term rating from at leasttwo national rating organizations, orone such rating if only one organiza-tion rates that security. Alternatively,some securities may have additionalthird party guarantees in order to meetthe rating requirements mentionedabove. If the security is not rated, itmust be considered of comparablequality by the adviser.

The Fund’s adviser seeks to develop anappropriate portfolio by consideringthe differences in yields among securi-ties of different maturities, market sec-tors and issuers.

The Fund seeks to maintain a net assetvalue of $1.00 per share.

The Fund may change any of theseinvestment policies (including its invest-ment objective) without shareholderapproval.

J P M o r g a n Prime Money Market Fund(formerly JPMorgan Prime Money Market Fund II)

1

Before you Invest

Investors considering the Fund should

understand that:

• There is no assurance that the Fund will

meet its investment objective.

• The Fund does not represent a complete

investment program.


JOB: 01nyc6835CYCLE#; BL#: 23; 0FILE NAME: 01nyc6835.b



THE FUND’S OBJECTIVE

The Fund aims to provide the

highest possible level of current

income while still maintaining

liquidity and preserving capital.

THE FUND’S MAIN INVESTMENTSTRATEGYThe Fund invests in high quality, short-term money market instruments whichare issued and payable in U.S. dollars.

The Fund principally invests in:

• high quality commercial paper andother short-term debt securities,including floating and variable ratedemand notes of U.S. and foreigncorporations

• debt securities issued or guaranteedby qualified banks. These are:

• U.S. banks with more than $1 bil-lion in total assets, and foreignbranches of these banks

• foreign banks with the equivalentof more than $1 billion in totalassets and which have branches oragencies in the U.S.

• other U.S. or foreign commercialbanks which the Fund’s adviser,J.P. Morgan Fleming AssetManagement (USA) Inc. (JPMFAM(USA)), judges to have comparablecredit standing

• securities issued or guaranteed by theU.S. Government, its agencies orauthorities

• asset-backed securities

• repurchase agreements

The dollar weighted average maturityof the Fund generally will be 60 days

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THE FUND’S MAIN INVESTMENT RISKSAll mutual funds carry a certain amountof risk. You may lose money on yourinvestment in the Fund. Here are somespecific risks of investing in the Fund.

The Fund may not achieve its objectiveif the adviser’s expectations regardingparticular securities or markets are notmet.

The Fund attempts to keep its net assetvalue constant, but there’s no guaran-tee it will be able to do so.

The value of money market invest-ments tends to fall when prevailinginterest rates rise, although they’regenerally less sensitive to interest ratechanges than longer-term securities.

Repurchase agreements involve somerisk to the Fund if the other party doesnot live up to its obligations under theagreement.

The Fund’s ability to concentrate itsinvestments in the banking industrycould increase risks. The profitabilityof banks depends largely on the avail-ability and cost of funds, which canchange depending upon economicconditions. Banks are also exposed tolosses if borrowers get into financialtrouble and can’t repay their loans.

Investments in foreign securities maybe riskier than investments in U.S. secu-rities. Foreign securities may be affectedby political, social, and economic insta-bility. Some securities may be harder totrade without incurring a loss and maybe difficult to convert into cash. Theremay be less public information avail-able, differing settlement procedures,or regulations and standards that don’tmatch U.S. standards. Some countriesmay nationalize or expropriate assetsor impose exchange controls. Theserisks increase when investing in issuerslocated in developing countries.

Although the Fund seeks to be fullyinvested, it may at times hold some ofits assets in cash. This could hurt theFund’s performance.

Securities in the Fund’s portfolio maynot earn as high a current income aslonger term or lower-quality securities.

If the Fund departs from its investmentpolicies during temporary defensiveperiods, it may not achieve its invest-ment objective.

2

JPMorgan Prime Money Market Fund

Investments in the Fund are not bank

deposits or obligations of, or guaranteed

or endorsed by, any bank and are not

insured by the FDIC, the Federal Reserve

Board or any other government agency.

Although the Fund seeks to preserve the

value of your investment at $1.00 per

share, it is possible to lose money by

investing in the Fund.

Who May Want To Invest

The Fund is designed for investors who:• want an investment that strives to

preserve capital• want regular income from a high

quality portfolio• want a highly liquid investment• are looking for an interim

investment• are pursuing a short-term goal

The Fund is not designed for investorswho:• are investing for long-term growth• are investing for high income• require the added security of FDIC

insurance





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THE FUND’S PAST PERFORMANCEThis section shows the Fund’s performance record with respect to the Fund’s shares.The bar chart shows how the performance of the Fund’s Class B Shares has variedfrom year to year for each of the last seven calendar years. This provides some indi-cation of the risks of investing in the Fund. The table shows the average annualreturns over the past year, five years and life of the Fund.

The performance for the period before Class B Shares were launched on 4/21/94, Class CShares were launched on 5/14/98 and Morgan Shares were launched on 10/1/98 is basedon the performance of other classes of shares of the Fund. During these periods, theactual returns of Morgan Shares, Class B Shares and Class C Shares would have beenlower than shown because they have higher expenses than the other classes of shares.

The performance figures in the bar chart also do not reflect any deduction for thecontingent deferred sales charge which is assessed on Class B Shares. If the loadwere reflected, the performance figureswould have been lower. Performance fig-ures in the table for Class B and Class CShares reflect the imposition of the appli-cable contingent deferred sales load.

Past performance does not predict how anyclass of the Fund will perform in the future.

The calculations assume that all dividendsand distributions are reinvested in theFund. Some of the companies that provideservices to the Fund agreed not to collectsome expenses and to reimburse others.Without these agreements, the perform-ance figures would be lower than thoseshown.

3


The Fund’s year-to-date total return as of

6/30/01 was 2.05%.





1994 3.39%

1995 4.59%

1996 4.13%

1997 4.49%

1998 4.48%

1999 4.14%

2000 5.35%

BEST QUARTER 1.39%

3rd quarter, 2000

WORST QUARTER 0.75%

1st quarter, 1994

YEAR-BY-YEAR RETURNS1,2

AVERAGE ANNUAL TOTAL RETURNS (%)

Shows performance over time, for periods ended December 31, 20001,2

LIFE OF

PAST 1 YEAR PAST 5 YEARS THE FUND

MORGAN SHARES 6.03 4.81 4.53

CLASS B SHARES 5.35 4.18 4.33

CLASS C SHARES 4.33 4.45 4.28

1 The Fund commenced operations on 1/1/94.

2 The Fund’s fiscal year end is 8/31.

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INVESTOR EXPENSES FOR MORGAN, CLASS B AND CLASS C SHARESThe expenses of the Morgan, Class B and Class C Shares before and after reimburse-ment are shown below. The table below does not reflect charges or credits whichyou might incur if you invest through a financial institution.

SHAREHOLDER FEES (FEES PAID DIRECTLY FROM YOUR INVESTMENT)MORGAN CLASS B CLASS C

SHARES SHARES SHARES

MAXIMUM SALES CHARGE (LOAD) WHEN

YOU BUY SHARES, SHOWN AS % OF THE

OFFERING PRICE* None None None

MAXIMUM DEFERRED SALES CHARGE (LOAD)

SHOWN AS LOWER OF ORIGINAL PURCHASE

PRICE OR REDEMPTION PROCEEDS None 5.00% 1.00%

*The offering price is the net asset value of the shares purchased plus any sales charge.

ANNUAL OPERATING EXPENSES (%) (EXPENSES THAT ARE DEDUCTEDFROM FUND ASSETS)

MORGAN CLASS B CLASS C

SHARES SHARES SHARES

MANAGEMENT FEES 0.10 0.10 0.10

DISTRIBUTION (RULE 12b-1) FEES None 0.75 0.75

SHAREHOLDER SERVICE FEES 0.35 0.25 0.25

OTHER EXPENSES1 0.15 0.16 0.16

TOTAL ANNUAL OPERATING EXPENSES 0.60 1.26 1.26

FEE WAIVER AND EXPENSE REIMBURSEMENTS2 (0.01) (0.02) (0.02)

NET EXPENSES2 0.59 1.24 1.24

1 “Other Expenses” are based on expenses incurred in the most recent fiscal year.

2 Reflects a written agreement pursuant to which The Chase Manhattan Bank agrees that

it will reimburse the Fund to the extent total operating expenses of the Morgan, Class B

and Class C Shares (excluding interest, taxes, extraordinary expenses and expenses

related to the deferred compensation plan) exceed 0.59%, 1.24% and 1.24%,

respectively, of their average daily net assets through 9/7/02.

4






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5

EXAMPLE

This example below is intended to help you compare the cost of investing in theMorgan Shares, Class B Shares and Class C Shares with the cost of investing inother mutual funds. The example assumes:

• $10,000 initial investment,

• 5% return each year, and

• net expenses for one year and total annual operating expenses thereafter.

The example is for comparison only; the actual returns of the Morgan Shares, Class Band Class C shares and your actual costs may be higher or lower.

IF YOU SELL YOUR SHARES YOUR COSTS WOULD BE:

1 YEAR 3 YEARS 5 YEARS 10 YEARS

MORGAN SHARES ($) 60 191 334 749

CLASS B SHARES* ($) 626 698 890 1,338**

CLASS C SHARES* ($) 226 398 690 1,521

IF YOU DON’T SELL YOUR SHARES YOUR COSTS WOULD BE:


CLASS B SHARES ($) 126 398 690 1,338**

CLASS C SHARES ($) 126 398 690 1,521

* Assumes applicable deferred sales charge is deducted when shares are sold.

**Reflects conversion of Class B Shares to Morgan Shares after they have been owned for

eight years.






01nyc6835.b 9/5/01 16:14 Page 5

ble short-term rating from at least twonational rating organizations, or onesuch rating if only one organizationrates that security. Alternatively, somesecurities may have additional thirdparty guarantees in order to meet therating requirements mentioned above.If the security is not rated, it must beconsidered of comparable quality bythe Fund’s adviser, J.P. Morgan FlemingAsset Management (USA) Inc. (JPMFAM(USA)).



THE FUND’S MAIN

INVESTMENT RISKSAll mutual funds carry a certain amountof risk. You may lose money on yourinvestment in the Fund. Here are somespecific risks of investing in the Fund.







THE FUND’S MAIN INVESTMENTSTRATEGYThe Fund invests substantially all itsassets in:

• debt securities issued or guaranteedby the U.S. Treasury or agencies orauthorities of the U.S. Government,and

• repurchase agreements using thesesecurities as collateral.

The dollar weighted average maturityof the Fund will generally be 60 days orless and the Fund will buy only thoseinstruments which have remainingmaturities of 397 days or less.


The Fund may invest significantly insecurities with floating or variable ratesof interest. Their yields will vary asinterest rates change.

The Fund invests only in securitiesissued and payable in U.S. dollars. Eachinvestment must have the highest possi-

J P M o r g a n U.S. Government Money Market Fund

6

Before you Invest


understand that:




investment program.











JOB: 01nyc6835CYCLE#; BL#: 23; 0FILE NAME: 01nyc6835.c



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7

JPMorgan U.S. Government Money Market Fund


The Fund is designed for investorswho:• want an investment that strives to





insurance





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8


THE FUND’S PAST PERFORMANCEThis section shows the Fund’s performance record with respect to the Fund’s shares. Thebar chart shows how the performance of the Fund’s Morgan Shares (formerly VistaShares prior to the date of this prospectus) has varied from year to year for each of thelast ten calendar years. This provides some indication of the risks of investing in theFund. The table shows the average annual returns for the past year, five years and tenyears.

The performance for the period before Morgan Shares were launched on 12/31/92is based on the performance of the Fund’s Premier Shares. During this period, theactual returns of Morgan Shares would have been lower than shown becauseMorgan Shares have higher expenses than Premier Shares.

Past performance does not predict how anyclass of the Fund will perform in the future.

The calculations assume that all dividendsand distributions are reinvested in the Fund.Some of the companies that provide servicesto the Fund agreed not to collect someexpenses and to reimburse others. Withoutthese agreements, the performance figureswould be lower than those shown.

BEST QUARTER 1.57%

1st quarter, 1991

WORST QUARTER 0.59%

2nd quarter, 1993

YEAR-BY-YEAR RETURNS1


6/30/01 was 2.26%.


Shows performance over time, for periods ended December 31, 2000

PAST 1 YEAR PAST 5 YEARS PAST 10 YEARS



1991 5.81%

1992 3.40%

1993 2.44%

1994 3.58%

1995 5.28%

1996 4.90%

1997 5.09%

1998 5.00%

1999 4.63%

2000 5.90%





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9


INVESTOR EXPENSES FOR MORGAN SHARESThe expenses of the Morgan Shares before and after reimbursement are shownbelow. The table below does not reflect charges or credits which you might incur ifyou invest through a financial institution.

ANNUAL FUND OPERATING EXPENSES (%) (EXPENSES THAT AREDEDUCTED FROM FUND ASSETS)

MANAGEMENT FEES 0.10

DISTRIBUTION (RULE 12b-1) FEES 0.10

SHAREHOLDER SERVICE FEES 0.35

OTHER EXPENSES1 0.13

TOTAL ANNUAL OPERATING EXPENSES 0.68

FEE WAIVER AND EXPENSE REIMBURSEMENTS2 (0.09)

NET EXPENSES2 0.59



it will reimburse the Fund to the extent total operating expenses of the Morgan Shares

(excluding interest, taxes, extraordinary expenses and expenses related to the deferred

compensation plan) exceed 0.59% of its average daily net assets through 9/7/02.

EXAMPLE

This example below is intended to help you compare the cost of investing in theMorgan Shares with the cost of investing in other mutual funds. The exampleassumes:




The example is for comparison only; the actual returns of the Morgan Shares andyour actual costs may be higher or lower.


YOUR COST ($) (with or without redemption) 60 208 370 838





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10






THE FUND’S MAIN INVESTMENT

STRATEGYThe Fund invests at least 65% of its totalassets in direct debt securities of the U.S.Treasury, including Treasury bills, bondsand notes, and repurchase agreementscollateralized by these investments.These debt securities carry differentinterest rates, maturities and issue dates.

The Fund also seeks to enhance its per-formance by investing in repurchaseagreements, using debt securities guar-anteed by the U.S. Treasury as collateral.

The dollar weighted average maturity ofthe Fund will generally be 60 days or lessand the Fund will buy only those instru-ments which have remaining maturitiesof 397 days or less.


The Fund may invest significantly insecurities with floating or variable ratesof interest. Their yields will vary as inter-est rates change.

The Fund invests only in securities issuedand payable in U.S. dollars. Each invest-ment must have the highest possibleshort-term rating from at least twonational rating organizations, or onesuch rating if only one organizationrates that security. Alternatively, somesecurities may have additional thirdparty guarantees in order to meet therating requirements mentioned above.If the security is not rated, it must beconsidered of comparable quality by theFund’s adviser, J.P. Morgan Fleming AssetManagement (USA) Inc. (JPMFAM (USA)).

The Fund’s adviser seeks to develop anappropriate portfolio by considering thedifferences in yields among securities ofdifferent maturities, market sectors andissuers.


THE FUND’S MAIN



J P M o r g a n Treasury Plus Money Market Fund

Before you Invest


understand that:




investment program.


deposits or obligations of, or guaranteed or

endorsed by, any bank and are not insured

by the FDIC, the Federal Reserve Board or

any other government agency. Although the

Fund seeks to preserve the value of your

investment at $1.00 per share, it is possible

to lose money by investing in the Fund.


JOB: 01nyc6835CYCLE#; BL#: 23; 0FILE NAME: 01nyc6835.d



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11

JPMorgan Treasury Plus Money Market Fund

The Fund attempts to keep its net assetvalue constant, but there’s no guaranteeit will be able to do so.

The value of money market investmentstends to fall when prevailing interestrates rise, although they’re generally lesssensitive to interest rate changes thanlonger-term securities.


Although the Fund seeks to be fullyinvested, it may at times hold some of itsassets in cash. This could hurt the Fund’sperformance.









insurance





01nyc6835.d 9/5/01 16:13 Page 11

12






THE FUND’S PAST PERFORMANCEThis section shows the Fund’s performance record with respect to the Fund’s shares. Thebar chart shows how the performance of the Fund’s Morgan Shares (formerly VistaShares prior to the date of this prospectus) has varied from year to year for each of thelast six calendar years. This provides some indication of the risks of investing in the Fund.The table shows the average annual returns for the past year, five years and the life ofthe Fund.

The performance for the period before Morgan Shares were launched on 5/6/96 isbased on the performance of the Fund’s Premier Shares. During this period, theactual returns of Morgan Shares would have been lower than shown becauseMorgan Shares have higher expenses than Premier Shares.

Past performance does not predict how any class of the Fund will perform in the future.

The calculations assume that all dividends and distributions are reinvested in theFund. Some of the companies that provide services to the Fund agreed not to collectsome expenses and to reimburse others. Without these agreements, the perform-ance figures would be lower than thoseshown.

1995 5.43%

1996 4.90%

1997 4.99%

1998 4.89%

1999 4.44%

2000 5.75%

BEST QUARTER 1.51%

4th quarter, 2000

WORST QUARTER 1.01%

1st quarter, 1999



6/30/01 was 2.16%.



PAST 1 YEAR PAST 5 YEARS LIFE OF THE FUND




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13













FEE WAIVERS AND EXPENSE REIMBURSEMENTS2 (0.11)

NET EXPENSES2 0.59






EXAMPLE








01nyc6835.d 9/5/01 16:13 Page 13

14


The Fund aims to provide current

income while still preserving capi-

tal and maintaining liquidity.


STRATEGYThe Fund invests exclusively in:

• direct debt securities of the U.S.Treasury, including Treasury bills,bonds and notes, and

• debt securities that certain U.S. gov-ernment agencies or authorities haveeither issued or guaranteed as to prin-cipal and interest.

The interest on these securities is gener-ally exempt from state and local incometaxes. The dollar weighted averagematurity of the Fund will generally be90 days or less and the Fund will buyonly those instruments which haveremaining maturities of 397 days orless.


The Fund may invest significantly insecurities with floating or variable ratesof interest. Their yields will vary asinterest rates change.

The Fund invests only in securities issuedand payable in U.S. dollars.

The Fund’s adviser, J.P. Morgan FlemingAsset Management (USA) Inc. (JPMFAM(USA)), seeks to develop an appropri-ate portfolio by considering the differ-ences in yields among securities of dif-ferent maturities, market sectors andissuers.


THE FUND’S MAIN

INVESTMENT RISKSAll mutual funds carry a certainamount of risk. You may lose moneyon your investment in the Fund. Hereare some specific risks of investing inthe Fund.




J P M o r g a n Federal Money Market Fund(formerly JPMorgan Federal Money Market Fund II)

Before you Invest


understand that:




investment program.










JOB: 01nyc6835CYCLE#; BL#: 23; 0FILE NAME: 01nyc6835.e



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15

JPMorgan Federal Money Market Fund










insurance





01nyc6835.e 9/5/01 16:12 Page 15

16


THE FUND’S PAST PERFORMANCEThis section shows the Fund’s performance record with respect to the Fund’s shares.The bar chart shows how the performance of the Fund’s Morgan Shares (formerlyVista Shares prior to the date of this prospectus) has varied from year to year foreach of the last six calendar years. This provides some indication of the risks ofinvesting in the Fund. The table shows the average annual returns for the past year,five years and the life of the Fund.

Past performance does not predict how any class of the Fund will perform in thefuture.

The calculations assume that all dividends and distributions are reinvested in theFund. Some of the companies that provide services to the Fund agreed not to collectsome expenses and to reimburse others. Without these agreements, the perform-ance figures would be lower than those shown.

2000 5.68%

1999 4.52%

1998 4.87%

1997 4.98%

1996 4.81%

1995 5.31%

BEST QUARTER 1.47%

4th quarter, 2000

WORST QUARTER 1.05%

1st quarter, 1999



6/30/01 was 2.26%.



LIFE OF

PAST 1 YEAR PAST 5 YEARS THE FUND








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17










NET EXPENSES2 0.70






EXAMPLE












01nyc6835.e 9/5/01 16:12 Page 17

18

THE FUND’S MAIN




The value of money market investmentstends to fall when prevailing interestrates rise, although they’re generallyless sensitive to interest rate changesthan longer-term securities.






liquidity and providing maxi-

mum safety of principal.


STRATEGYThe Fund invests solely in direct debtsecurities of the U.S. Treasury, includingTreasury bills, bonds and notes. Theseinvestments carry different interestrates, maturities and issue dates.

The Fund does not buy securities issuedor guaranteed by agencies of the U.S.government.

The dollar weighted average maturityof the Fund will generally be 90 days orless and the Fund will buy only thoseinvestments which have remainingmaturities of 397 days or less.

The Fund’s adviser, J.P. Morgan FlemingAsset Management (USA) Inc. (JPMFAM(USA)), seeks to develop an appropriateportfolio by considering the differencesin yields among securities of differentmaturities and market sectors.



J P M o r g a n 100% U.S. TreasurySecurities Money Market Fund

Before you Invest


understand that:




investment program.











JOB: 01nyc6835CYCLE#; BL#: 23; 0FILE NAME: 01nyc6835.f



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19

JPMorgan 100% U.S. Treasury Securities Money Market Fund









insurance





01nyc6835.f 9/5/01 16:11 Page 19

20



6/30/01 was 2.20%.

THE FUND’S PAST PERFORMANCEThis section shows the Fund’s performance record with respect to the Fund’s shares. Thebar chart shows how the performance of the Fund’s Morgan Shares (formerly Vista Sharesprior to the date of this prospectus) has varied from year to year for each of the last ninecalendar years. This provides some indication of the risks of investing in the Fund. Thetable shows the average annual returns for the past year, five years and the life of theFund.

The performance for the period before Morgan Shares were launched on 5/3/96 is basedon the performance of the Fund’s predecessor, the Hanover 100% Treasury SecuritiesMoney Market Fund.


The calculations assume that all dividends and distributions are reinvested in theFund. Some of the companies that provideservices to the Fund agreed not to collectsome expenses and to reimburse others.Without these agreements, the perform-ance figures would be lower than thoseshown.







BEST QUARTER 1.46%

4th quarter, 2000

WORST QUARTER 0.63%

2nd quarter, 1993

1992 3.35%

1993 2.60%

1994 3.50%

1995 5.17%

1996 4.73%

1997 4.91%

1998 4.84%

1999 4.26%

2000 5.49%






01nyc6835.f 9/5/01 16:11 Page 20

21














NET EXPENSES2 0.59



it will reimburse the Fund to the extent total operating expenses of the M0rgan Shares



EXAMPLE







YOUR COST($)

(with or without redemption) 60 215 383 871

01nyc6835.f 9/5/01 16:11 Page 21

22




income which is excluded from

gross income, while still preserv-

ing capital and maintaining

liquidity.


STRATEGYUnder normal market conditions, theFund will try to invest 100% of its assetsin municipal obligations, the interest onwhich is excluded from regular federalincome taxes.

As a fundamental policy, the Fund willinvest at least 80% of its net assets inmunicipal obligations. The remaining20% of net assets may be invested insecurities which are subject to federalincome tax or the federal alternativeminimum tax for individuals. The Fundmay exceed this limit for temporarydefensive purposes.

The Fund may also invest in municipallease obligations. These provide partici-pation in municipal lease agreementsand installment purchase contracts.

The Fund invests only in securitiesissued and payable in U.S. dollars.

Each investment must have the highestpossible short-term rating from at leasttwo national rating organizations, orone such rating if only one organiza-tion rates that security. Alternatively,some securities may have additionalthird party guarantees in order to meetthe rating requirements mentioned

above. If the security is not rated, itmust be considered of comparablequality by the Fund’s adviser, J.P.Morgan Fleming Asset Management(USA) Inc. (JPMFAM (USA)).

The dollar-weighted average maturityof the Fund will generally be 90 days orless and the Fund will buy only thoseinvestments which have remainingmaturities of 397 days or less.




J P M o r g a n Tax Free Money Market Fund

Before you Invest


understand that:




investment program.











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23

JPMorgan Tax Free Money Market Fund

THE FUND’S MAIN





Changes in a municipality’s financialhealth may make it difficult for themunicipality to make interest and prin-cipal payments when due. A number ofmunicipalities have had significantfinancial problems recently. This coulddecrease the Fund’s income or hurt itsability to preserve capital and liquidity.

Under some circumstances, municipalobligations might not pay interestunless the state or municipal legislatureauthorizes money for that purpose.Some securities, including municipallease obligations, carry additional risks.For example, they may be difficult totrade or interest payments may be tiedonly to a specific stream of revenue.

Since some municipal obligations maybe secured or guaranteed by banks andother institutions, the risk to the Fundcould increase if the banking or finan-cial sector suffers an economic downturn.

Interest on certain municipal obliga-tions is subject to the federalalternative minimum tax. Normally, upto 20% of the Fund’s net assets may beinvested in securities that are subject tothis tax. Consult your tax professionalfor more information.

The Fund may invest in municipal obli-gations backed by foreign institutions.This could carry more risk than securi-ties backed by U.S. institutions becauseof political and economic instability, theimposition of government controls, orregulations that don’t match U.S. standards.










insurance





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24







THE FUND’S PAST PERFORMANCEThis section shows the Fund’s performance record with respect to the Fund’s shares.The bar chart shows how the performance of the Fund’s Morgan Shares (formerlyVista Shares prior to the date of this prospectus) has varied from year to year foreach of the last ten calendar years. This provides some indication of the risks ofinvesting in the Fund. The table shows the average annual returns for the past year,five years and ten years.




1991 4.07%

1992 2.52%

1993 1.82%

1994 2.15%

1995 3.13%

1996 2.91%

1997 3.16%

1998 2.99%

1999 2.77%

2000 3.65%

BEST QUARTER 1.08%

1st quarter, 1991

WORST QUARTER 0.41%

1st quarter, 1994


6/30/01 was 1.47%.





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25





DISTRIBUTION (RULE 12b-1 FEES 0.10





NET EXPENSES2 0.59






EXAMPLE












01nyc6835.g 9/5/01 16:11 Page 25

26




income which is exempt from

federal and California personal

income taxes, while still preserv-

ing capital and maintaining liq-

uidity.


STRATEGYAs a fundamental policy, except when itis temporarily defending its assets, theFund will invest at least 65% of its netassets in California municipal obliga-tions, the interest on which is excludedfrom gross income, exempt fromCalifornia personal income taxes and isnot subject to the federal alternativeminimum tax on individuals. The Fundmay generally invest in municipal obli-gations issued by the State ofCalifornia, its political subdivisions, aswell as Puerto Rico, other U.S. territo-ries and their political subdivisions.When suitable California municipal obli-gations are unavailable, the Fund maybuy municipal obligations from otherstates. These would generally be subjectto California personal income tax.

As a fundamental policy, under normalmarket conditions, the Fund will investat least 80% of its net assets in munici-pal obligations, the interest on which isexcluded from gross income and whichis not subject to the federal alternativeminimum tax on individuals. However,up to 20% of its net assets may beinvested in securities paying interestwhich is subject to federal income tax

or to the alternative minimum tax onindividuals. The Fund may exceed thislimit for temporary defensive purposes.


The Fund invests only in securitiesissued and payable in U.S. dollars. Eachinvestment must have the highest orsecond-highest possible short-term rat-ing from at least two national ratingorganizations, or one such rating if onlyone organization rates that security.Alternatively, some securities may haveadditional third party guarantees inorder to meet the rating requirementsmentioned above. If the security is notrated, it must be considered of compa-rable quality by the adviser, J.P. MorganFleming Asset Management (USA) Inc.JPMFAM (USA)).

The dollar-weighted average maturityof the Fund will generally be 90 days orless and the Fund will buy only thoseinvestments with remaining maturitiesof 397 days or less.



J P M o r g a n California Tax Free Money Market Fund

Before you Invest


understand that:




investment program.


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THE FUND’S MAIN INVESTMENT RISKS

All mutual funds carry a certain amountof risk. You may lose money on yourinvestment in the Fund. Here are somespecific risks of investing in the Fund.

The Fund may not achieve its objective ifthe adviser’s expectations regarding par-ticular securities or markets are not met.



The Fund will be particularly susceptibleto difficulties affecting California and itsmunicipalities. Changes in a municipali-ty’s financial health may make it diffi-cult for the municipality to make inter-est and principal payments when due.

Under some circumstances, municipalobligations might not pay interestunless the state or municipal legislatureauthorizes money for that purpose.

Some securities, including municipallease obligations, carry additional risks.For example, they may be difficult totrade or interest payments may be tiedonly to a specific stream of revenue.

Since some municipal obligations maybe secured or guaranteed by banks andother institutions, the risk to the Fundcould increase if the banking or finan-cial sector suffers an economic down-turn.


The Fund is not diversified. It mayinvest a greater percentage of its assetsin a particular issuer or group of issuersthan a diversified fund would. Thatmakes it more susceptible to economicproblems affecting the institutions issu-ing the securities. In addition, morethan 25% of the Fund’s total assets maybe invested in securities which rely onsimilar projects for their income stream.As a result, the Fund could be more sus-ceptible to developments which affectthose projects.


JPMorgan California Tax Free Money Market Fund













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28









The Fund is designed for investors who:

• want an investment that strives to

preserve capital

• want regular income from a high quality

portfolio

• want a highly liquid investment

• are looking for an interim investment

• are pursuing a short-term goal

The Fund is not designed for investors who:

• are investing for long-term growth

• are investing for high income

• require the added security of FDIC

insurance

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29


THE FUND’S PAST PERFORMANCEThis section shows the Fund’s performance record with respect to the Fund’s shares.The bar chart shows how the performance of the Fund’s Morgan Shares (formerlyVista Shares prior to the date of this prospectus) has varied from year to year foreach of the last eight calendar years. This provides some indication of the risks ofinvesting in the Fund. The table shows the average annual returns for the past year,five years and the life of Fund.




6/30/01 was 1.23%.

1993 2.21%

1994 2.52%

1995 3.38%

1996 2.95%

1997 3.09%

1998 2.87%

1999 2.62%

2000 3.19%

BEST QUARTER 0.88%

2nd quarter, 1995

WORST QUARTER 0.49%

1st quarter, 1994












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30










NET EXPENSES2 0.55






EXAMPLE




• net expenses for one year and annual total operating expenses thereafter.

The example is for comparison only; the actual return of the Morgan Shares andyour actual costs may be higher or lower.


YOUR COST ($) (with or without redemption) 56 252 464 1,076





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31

which is subject to federal income taxor to the alternative minimum tax onindividuals. The Fund may exceed thislimit for temporary defensive purposes.


The Fund invests only in securitiesissued and payable in U.S. dollars. Eachinvestment must have the highest orsecond-highest possible short-term rat-ing from at least two national ratingorganizations, or one such rating if onlyone organization rates that security.Alternatively, some securities may haveadditional third party guarantees inorder to meet the rating requirementsmentioned above. If the security is notrated, it must be considered of compa-rable quality by the adviser, J.P. MorganFleming Asset Management (USA) Inc.(JPMFAM). The dollar-weighted averagematurity of the Fund will generally be90 days or less, and the Fund will buyonly those investments with remainingmaturities of 397 days or less.






income which is excluded from

gross income and exempt from

New York State and New York

City personal income taxes,

while still preserving capital and

maintaining liquidity.


STRATEGYThe Fund will generally invest at least65% of its net assets in New Yorkmunicipal obligations, the interest onwhich is excluded from gross incomeand exempt from New York State andNew York City personal income taxes.The exact percentage will vary fromtime to time. The Fund may generallyinvest in municipal obligations issued byNew York State, its political subdivisions,as well as Puerto Rico, other U.S. territo-ries and their political subdivisions.

When suitable New York municipal obli-gations are unavailable, the Fund maybuy municipal obligations issued byother states. These are generally subjectto New York State and New York Citypersonal income taxes.

As a fundamental policy, under normalmarket conditions, the Fund will investat least 80% of its net assets in munici-pal obligations, the interest on which isexcluded from gross income and whichis not subject to the federal alternativeminimum tax on individuals. Theremaining 20% of its net assets may beinvested in securities paying interest

J P M o r g a n New York Tax Free Money Market Fund

Before you Invest


understand that:

• There is no assurance that the Fund

will meet its investment objective.

• The Fund does not represent a com-

plete investment program.


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32

JPMorgan New York Tax Free Money Market Fund


THE MAIN INVESTMENT RISKSAll mutual funds carry a certain amountof risk. You may lose money on yourinvestment in the Fund. Here are somespecific risks of investing in the Fund.




The Fund will be particularly susceptibleto difficulties affecting New York Stateand its municipalities. Changes in amunicipality’s financial health maymake it difficult for the municipality tomake interest and principal paymentswhen due.

Under some circumstances, municipalobligations might not pay interestunless the state or municipal legislatureauthorizes money for that purpose.Some securities, including municipal

lease obligations, carry additional risks.For example, they may be difficult totrade or interest payments may be tiedonly to a specific stream of revenue.

Since some municipal obligations maybe secured or guaranteed by banks andother institutions, the risk to the Fundcould increase if the banking or finan-cial sector suffers an economic downturn.


Although the Fund seeks to be fullyinvested, it may at times hold some of itsassets in cash. This could hurt the Fund’sperformance.

Securities in the Fund’s portfolio may notearn as high a current income as longerterm or lower-quality securities.
















The Fund is designed for investors who:

• want an investment that strives to

preserve capital

• want regular income from a high quality

portfolio

• want a highly liquid investment

• are looking for an interim investment

• are pursuing a short-term goal

The Fund is not designed for investors who:

• are investing for long-term growth

• are investing for high income

• require the added security of FDIC

insurance

01nyc6835.i 9/5/01 16:16 Page 32

33






THE FUND’S PAST PERFORMANCEThis section shows the Fund’s performance record with respect to the Fund’s shares.The bar chart shows how the performance of the Fund’s Morgan Shares (formerlyVista Shares prior to the date of this prospectus) has varied from year to year foreach of the last ten calendar years. This provides some indication of the risks ofinvesting in the Fund. The table shows the average annual returns for the past year,five years and ten years.



1991 3.64%

1992 2.30%

1993 1.67%

1994 2.07%

1995 3.03%

1996 2.81%

1997 3.09%

1998 2.90%

1999 2.72%

2000 3.53%

BEST QUARTER 0.97%

1st quarter, 1991

WORST QUARTER 0.38%

1st quarter, 1994



6/30/01 was 1.39%.


Shows performance over time, for periods ending December 31, 20001




01nyc6835.i 9/5/01 16:16 Page 33









NET EXPENSES2 0.59






EXAMPLE








34






01nyc6835.i 9/5/01 16:16 Page 34

35

service providers. The Administratorreceives a pro-rata portion of the fol-lowing annual fee on behalf of eachFund for administrative services:

0.10% of the first $100 billion of aver-age daily net assets of all money mar-ket funds in the JPMorgan FundsComplex plus 0.05% of average dailynet assets over $100 billion.

The Funds have agreements with cer-tain shareholder servicing agents(including The Chase Manhattan Bank)under which the shareholder servicingagents have agreed to provide certainsupport services to their customers. Forperforming these services, each share-holder servicing agent receives anannual fee of up to 0.35% of the aver-age daily net assets of the MorganShares of each Fund, and up to 0.25%of the average daily net assets of theClass B and Class C Shares of PrimeMoney Market Fund, held by investorsserviced by the shareholder servicingagent. The Board of Trustees hasdetermined that the amount payablefor “service fees’’ (as defined by theNASD) does not exceed 0.25% of theaverage annual net assets attributableto the Morgan Shares of each Fund.

JPMFAM (USA) and/or J.P. Morgan FundDistributors, Inc. (JPMFD), each Fund’sdistributor, may, at their own expense,make additional payments to certainselected dealers or other shareholderservicing agents for performing admin-istrative services for their customers.

THE FUNDS’ DISTRIBUTORJPMFD is the distributor for the Funds.It is a subsidiary of BISYS Group, Inc.and is not affiliated with JPMorganChase.

The Funds’ Management and Administration

Each Fund is a series of Mutual FundTrust, a Massachusetts business trust.The Trust is governed by trustees whoare responsible for overseeing all busi-ness activities.

THE FUNDS’ INVESTMENT ADVISERJPMFAM (USA) is the investmentadviser to the Funds and makes theday-to-day investment decisions foreach Fund. JPMFAM (USA) is a whollyowned subsidiary of J.P. MorganChase & Co. (JPMorgan Chase), a bankholding company. JPMFAM (USA) pro-vides the Funds with investmentadvice and supervision. JPMFAM (USA) is located at 522 5th Avenue,New York, NY 10036.

Prior to February 28, 2001 the adviserto the Funds was The ChaseManhattan Bank and JPMFAM (USA) served as the sub-adviser.

For the fiscal year ended August 31,2000, the adviser was paid manage-ment fees (net of waivers) as a per-centage of average daily net assets asfollows:

FUND %

PRIME MONEY MARKET FUND 0.10

U.S. GOVERNMENT MONEY

MARKET FUND 0.10

TREASURY PLUS MONEY MARKET FUND 0.10

FEDERAL MONEY MARKET FUND 0.10

100% U.S. TREASURY SECURITIES

MONEY MARKET FUND 0.10

TAX FREE MONEY MARKET FUND 0.10

CALIFORNIA TAX FREE MONEY

MARKET FUND 0.03

NEW YORK TAX FREE MONEY

MARKET FUND 0.10

THE FUNDS’ ADMINISTRATORThe Chase Manhattan Bank (theAdministrator) provides administrativeservices and oversees each Fund’s other


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How Your Account Works

BUYING FUND SHARESYou don’t pay any sales charge (some-times called a load) when you buyMorgan Shares of these Funds. Unlikethe other money market funds in theprospectus, the Prime Money MarketFund also offers two additional classesof shares: Class B Shares and Class CShares. You may have to pay adeferred sales charge when you sellClass B or Class C Shares of the PrimeMoney Market Fund, depending onhow long you’ve held them.

Different charges are associated withthe Class B and Class C Shares of thePrime Money Market Fund:

• If you choose to invest in Class BShares, you may pay a deferred salescharge. You are not required to pay asales charge when you invest, but maybe required to pay a charge when yousell your shares, depending on thelength of your investment in the par-ticular shares.

• If you choose to invest in Class CShares, you will be required to pay asales charge if you hold the shares forless than one year.

For more information about Class Band Class C Shares see “DistributionArrangements.”

The price you pay for your shares is thenet asset value per share (NAV). NAV isthe value of everything a Fund owns,minus everything it owes, divided bythe number of shares held byinvestors. All of these Funds seek tomaintain a stable NAV of $1.00. EachFund uses the amortized cost methodto value its portfolio of securities. This

method provides more stability in valu-ations. However, it may also result inperiods during which the stated valueof a security is different than the pricethe Fund would receive if it sold theinvestment.

The NAV of each class of shares is gen-erally calculated by the cut-off time.You’ll pay the next NAV calculatedafter the JPMorgan Funds ServiceCenter receives your order in properform. An order is in proper form onlyafter funds are converted into federalfunds.

You can buy shares through financialservice firms, such as broker-dealersand banks that have an agreementwith the Funds, or directly from theJPMorgan Funds Service Center. Sharesare available on any business day thatthe Federal Reserve Bank of New Yorkand the New York Stock Exchange areopen. If we receive your order by aFund’s cut-off time, we’ll process yourorder at that day’s price and you’ll beentitled to all dividends declared onthat day. If we receive your order afterthe cut-off time, we’ll generally processit at the next day’s price. If you pay bycheck before the cut-off time, we’llgenerally process your order the nextday the Funds are open for business.





01nyc6835.j 9/5/01 16:09 Page 36

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Normally, the cut-off (in Eastern time)is:

PRIME MONEY MARKET FUND 5:00 P.M.

U.S. GOVERNMENT

MONEY MARKET FUND 4:00 P.M.

TREASURY PLUS MONEY MARKET FUND 5:00 P.M.

FEDERAL MONEY

MARKET FUND 2:00 P.M.

100% U.S. TREASURY

SECURITIES MONEY

MARKET FUND NOON

TAX FREE MONEY

MARKET FUND NOON

CALIFORNIA TAX FREE

MONEY MARKET FUND NOON.

NEW YORK TAX FREE

MONEY MARKET FUND NOON

If you buy through an agent and notdirectly from the JPMorgan FundsService Center, the agent could set ear-lier cut-off times. The Funds may closeearlier a few days each year if thePublic Securities Association recom-mends that the U.S. Government secu-rities market close trading early.

You must provide a TaxpayerIdentification Number when you openan account. The Funds have the rightto reject any purchase order or tocease offering shares at any time.

TO OPEN AN ACCOUNT, BUY OR SELL SHARES OR GET

FUND INFORMATION, CALL:

JPMORGAN FUNDS SERVICE CENTER

1-800-348-4782

MINIMUM INVESTMENTS

TYPE OF INITIAL ADDITIONAL

ACCOUNT INVESTMENT INVESTMENTS

REGULAR ACCOUNT $2,500 $100

SYSTEMATIC

INVESTMENT PLAN1 $1,000 $100

IRAs $1,000 $100

SEP-IRAs $1,000 $100

EDUCATION IRAs $500 $100

1 For alternative minimum investments for systematic

investment plan accounts, please see Shareholder

Services.

Make your check out to JPMorganFunds in U.S. dollars. We do not acceptcredit cards, cash, or checks from athird party. If you purchase your sharesby uncertified check, you cannot sellthese shares until your check clears,which could take more than 15 calen-dar day after such shares were pur-chased. If you buy through anAutomated Clearing House, you cannot sell your shares until the paymentclears. This could take more than sevenbusiness days.

Your purchase will be canceled if yourcheck does not clear and you will beresponsible for any expenses and lossesto the Funds. Orders by wire will becanceled if the JPMorgan Funds ServiceCenter does not receive payment bythe Fund’s cut-off time or 4:00 p.m.Eastern time on the day you buy.

If you are planning to exchange, sell ortransfer shares to another personshortly after buying the shares, youshould pay by certified check to avoiddelays.





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You can buy shares in three ways:THROUGH YOUR INVESTMENT

REPRESENTATIVE

Tell your representative which Fundsyou want to buy and he or she willcontact us. Your representative maycharge you a fee and may offer addi-tional services, such as special purchaseand redemption programs, “sweep”programs, cash advances and redemp-tion checks. Some representives chargea single fee that covers all services.Your representative may impose differ-ent minimum investments and earlierdeadlines to buy and sell shares.

THROUGH THE JPMORGAN FUNDS

SERVICE CENTER

Call 1-800-348-4782

Complete the application form andmail it along with a check for theamount you want to invest to:

JPMorgan Funds Service CenterP.O. Box 219392Kansas City, MO 64121-9392

THROUGH A SYSTEMATIC

INVESTMENT PLAN

This is an easy way to make regularinvestments. The minimum investmentin any one fund is $100. SeeShareholder Services for details.

SELLING FUND SHARESWhen you sell your shares, eitherdirectly or through your investmentrepresentative, you will receive thenext NAV calculated after theJPMorgan Funds Service Center acceptsyour order in proper form. We ask thatyou tell us early in the day if you planto sell your shares so we can effec-tively manage the Funds.

We will need the names of the regis-tered shareholders and your accountnumber before we can sell your shares.Under normal circumstances, if yourrequest is received before a Fund’s cut-off time, the Fund will send youthe proceeds the same business day.We will not accept an order to sellshares if the Fund has not collectedyour payment for the shares. EachFund may stop accepting orders to selland may postpone payments for morethan seven days, as federal securitieslaws permit.

You will need to have signatures guar-anteed for all registered owners ortheir legal representative if:

• you want to sell shares with a netasset value of $100,000 or more, or

• you want your payment sent to anaddress other than the one we havein our records.

We may also need additional docu-ments or a letter from a surviving jointowner before selling the shares.





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You can sell shares in three ways:

SELLING SHARES

THROUGH YOUR INVESTMENT

REPRESENTATIVE

Tell your representative which Fundsyou want to sell. He or she will send allnecessary documents to the JPMorganFunds Service Center. Your representa-tive might charge you for this service.

THROUGH THE JPMORGAN FUNDS

SERVICE CENTER

Call 1-800-348-4782. We will mail you acheck or send the proceeds via elec-tronic transfer or wire.

OrSend a signed letter with your instruc-tions to:

JPMorgan Funds Service Center,P.O. Box 219392Kansas City, MO 64121-9392

If you have changed your address ofrecord within the previous 30 days orif you sell $25,000 or more worth ofFund shares by phone, we’ll send theproceeds by electronic transfer or wireonly to the bank account on ourrecords.


WITHDRAWAL PLAN

You can automatically sell shares. SeeShareholder Services for details.

REDEMPTIONS-IN-KIND

The Fund reserves the right to makeredemptions of over $250,000 in secu-rities rather than in cash.

EXCHANGING FUND SHARESYou can exchange your Morgan sharesfor shares in certain other JPMorganFunds. You can exchange Class B Shares and Class C Shares of the PrimeMoney Market Fund for shares of thesame class of another JPMorgan Fund.For tax purposes, an exchange istreated as a sale of Fund shares.Carefully read the prospectus of thefund you want to buy before makingan exchange. You’ll need to meet anyminimum investment requirementsand may have to pay a sales charge.Call 1-800-348-4782 for details.

You should not exchange shares as ameans of short-term trading as thiscould increase management costs andaffect all shareholders. We reserve theright to limit the number of exchangesor to refuse an exchange. We may alsoterminate this privilege. We maycharge an administration fee of $5 foreach exchange if you make more than10 exchanges in a year or three in aquarter. See the Statement ofAdditional Information to find outmore about the exchange privilege.


EXCHANGE PLAN

You can also set up a systematicexchange program to automaticallyexchange shares on a regular basis. It’sa free service. See Shareholder Servicesfor details.

EXCHANGE BY PHONE

You may also use our TelephoneExchange Privilege. You can get infor-mation by contacting the JPMorganFunds Service Center or your invest-ment representative.





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DISTRIBUTION ARRANGEMENTSCLASS B SHARES

The deferred sales charge is deducteddirectly from your assets when you sellyour shares. It is calculated as a per-centage of the lower of the originalpurchase price or the current value ofthe shares. As the following tableshows, the deferred sales chargedecreases the longer you hold theshares and disappears altogether aftersix years.

YEAR DEFERRED SALES CHARGE

1 5%

2 4%

3 3%

4 3%

5 2%

6 1%

7 NONE

8 NONE

Class B Shares automatically convertinto Morgan shares at the beginning ofthe ninth year after you bought them.

We calculate the deferred sales chargefrom the month you buy your shares.We always sell the shares with thelowest deferred sales charge first.Shares acquired by reinvestment of dis-tributions can be sold without adeferred sales charge.

CLASS C SHARES

The deferred sales charge is deducteddirectly from your assets when you sellyour shares. The charge is equal to thelower of 1% of the original purchaseprice or 1% of the current value of theshares. The deferred sales charge onClass C Shares disappears altogetherafter one year. Class C Shares are not

converted into any other class ofshares so you pay a higher distributionfee for as long as you own your shares.We calculate the deferred sales chargefrom the month you buy your shares.We always sell the shares with thelowest deferred sales charge first.Shares acquired by reinvestment of dis-tributions can be sold without adeferred sales charge.

WHICH CLASS OF SHARES IS BEST?

Your decision about which class ofshares to buy depends on a number offactors, including the number of sharesyou’re buying and how long youintend to hold your shares. If you haveno plans to sell your shares for at leastsix years and you would prefer not topay an up-front sales charge, you mayconsider buying Class B Shares.

Class C Shares may be best if you pre-fer not to pay an initial sales chargeand you are unsure how long youintend to hold your investment.

You should also consider the distribu-tion and service fees which appear inthe table called Annual OperatingExpenses for the Prime Money MarketFund.

Your investment representative may beable to advise you about the best classof shares for you

GENERAL

Class B and Class C Shares have higherexpenses each year, so you should onlybuy Class B and Class C Shares in con-junction with a plan to invest inJPMorgan equity and fixed income Funds.





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With the exception of Prime MoneyMarket Fund, all of the Funds haveadopted Rule 12b-1 distribution plansunder which they pay up to 0.10% oftheir Morgan Class assets indistribution fees. The Prime MoneyMarket Fund has adopted Rule 12b-1distribution plans under which it paysannual distribution fees of up to0.75% of the average daily net assetsattributed to Class B and ClassC Shares.

These payments cover such things aspayments for services provided by broker-dealers and expenses con-nected to sale of shares. Payments arenot tied to the amount of actualexpenses incurred. Because 12b-1expenses are paid out of a Fund’sassets on an ongoing basis, over timethese fees will increase the cost ofyour investment and may cost youmore than other types of salescharges.

OTHER INFORMATION

CONCERNING THE FUNDSWe may close your account if the bal-ance falls below $500 because you’vesold shares. We may also close theaccount if you are in the SystematicInvestment Plan and fail to meetinvestment minimums over a 12-monthperiod. We will give you 60 days’notice before closing your account.

Unless you indicate otherwise on youraccount application, we are authorizedto act on redemption and transferinstructions received by phone. If some-one trades on your account by phone,we’ll ask that person to confirm your

account registration and address tomake sure they match those you pro-vided us. If they give us the correctinformation, we are generally author-ized to follow that person’s instructions.We’ll take all reasonable precautions toconfirm that the instructions are gen-uine. Investors agree that they will nothold the Funds liable for any loss orexpenses from any sales request, if theFunds take reasonable precautions. Theapplicable Fund will be liable for anylosses to you from an unauthorized saleor fraud against you if we do not fol-low reasonable procedures.

You may not always reach theJPMorgan Funds Service Center bytelephone. This may be true at timesof unusual market changes and share-holder activity. You can mail us yourinstructions or contact your invest-ment representative or agent. We maymodify or cancel the sale of shares byphone without notice.

Please write to:JPMorgan Funds Service CenterP.O. Box 219392Kansas City, MO 64121-9392

Each Fund may issue multiple classes ofshares. This prospectus relates only toMorgan Class Shares of the Funds andClass B and Class C Shares of the PrimeMoney Market Fund. Each class mayhave different requirements for whomay invest, and may have differentsales charges and expense levels. Aperson who gets compensated for sell-ing Fund shares may receive a differ-ent amount for each class.





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DISTRIBUTIONS AND TAXESThe Funds can earn income and theycan realize capital gain. The Fundsdeduct any expenses and then paythese earnings to shareholders as dis-tributions.

The Funds declare dividends daily, soyour shares can start earning dividendson the day you buy them. The Fundsdistribute the dividends monthly in theform of additional shares, unless youtell us that you want payment in cashor deposited in a pre-assigned bankaccount. The taxation of dividends willnot be affected by the form in whichyou receive them. The Funds distributeany short-term capital gain at leastannually. The Funds do not expect torealize long-term capital gain.

Dividends of net investment income are usually taxable as ordinary incomeat the federal, state and local levels.Dividends of tax-exempt interestincome paid by the Tax Free MoneyMarket Fund, the California Tax FreeMoney Market Fund and the New YorkTax Free Money Market Fund are notsubject to federal income taxes butwill generally be subject to state andlocal taxes. However, for the New YorkTax Free Money Market Fund, NewYork residents will not have to payNew York State or New York City per-sonal income taxes on tax-exemptincome from New York municipal obli-gations. Similarly, for the California TaxFree Money Market Fund, Californiaresidents will not have to payCalifornia personal income taxes ontax-exempt income from Californiamunicipal obligations. The state ormunicipality where you live may notcharge you state and local taxes on

dividends of tax-exempt interestearned on certain bonds. Dividends ofinterest earned on bonds issued by theU.S. government and its agencies mayalso be exempt from some types ofstate and local taxes.

Early in each calendar year, the Fundswill send you a notice showing theamount of distributions you receivedin the preceding year and the tax sta-tus of those distributions.

Any investor for whom a Fund doesnot have a valid TaxpayerIdentification Number may be subjectto backup withholding.

The tax considerations described in thissection do not apply to tax-deferredaccounts or other non-taxable entities.

The above is only a general summaryof tax implications of investing inthese Funds. Because each investor’stax consequences are unique, pleaseconsult your tax advisor to see howinvesting in the Funds will affect yourown tax situation.





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SYSTEMATIC INVESTMENT PLANIf you make an initial investment of atleast $1000, you can regularly invest$100 or more on a monthly, quarterlyor semiannual basis. You may alsochoose to make a lower initial invest-ment of $250, which requires addi-tional monthly systematic investmentsof $200. The money is automaticallydeducted from your checking or sav-ings account. For further informationplease refer to the How Your AccountWorks section of this prospectus.

You can set up a plan when you openan account by completing the appro-priate section of the application.Current shareholders can join by send-ing a signed letter and a deposit slip orvoid check from their bank account toJPMorgan Service Center. Call1-800-348-4782 for completeinstructions.

SYSTEMATIC WITHDRAWAL PLANYou can automatically sell shares. Youcan make regular withdrawals of $50or more. You can have automatic with-drawals made monthly, quarterly orsemiannually. Your account must con-tain at least $5,000 (or $20,000 forClass B accounts) to start the plan. Call1-800-348-4782 for completeinstructions.

SYSTEMATIC EXCHANGE PLANYou can set up a systematic exchangeprogram to automatically exchangeshares on a regular basis. It’s a freeservice. However, you cannot havesimultaneous plans for the systematicinvestment or exchange and the sys-tematic withdrawal or exchange forthe same fund. Call 1-800-348-4782 forcomplete instructions.

FREE EXCHANGE PRIVILEGEYou can exchange shares betweenJPMorgan Funds in the same classwithout charge. This allows you toadjust your investments as your objec-tives change.

SHAREHOLDER SERVICES





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What the Terms Mean

Asset-backed securities: Interests in astream of payments from specificassets, such as auto or credit cardreceivables.

Commercial paper: Short-term securi-ties with maturities of 1 to 270 dayswhich are issued by banks, corpora-tions and others.

Demand notes: A debt security withno set maturity date. The investor cangenerally demand payment of theprincipal at any time.

Distribution fee: Covers the cost of thedistribution system used to sell sharesto the public.

Dollar weighted average maturity: Theaverage maturity of the Fund is theaverage amount of time until theorganizations that issued the debtsecurities in the Fund’s portfolio mustpay off the principal amount of thedebt. “Dollar weighted’’ means thelarger the dollar value of debt securityin the Fund, the more weight it gets incalculating this average.

Floating rate securities: Securitieswhose interest rates adjust automati-cally whenever a particular interestrate changes.

Liquidity: Liquidity is the ability to eas-ily convert investments into cash with-out losing a significant amount ofmoney in the process.

Management fee: A fee paid to theinvestment adviser to manage theFund and make decisions about buyingand selling the Fund’s investments.

Municipal lease obligations: These pro-vide participation in municipal leaseagreements and installment purchasecontracts, but are not part of the gen-eral obligations of the municipality.

Municipal obligations: Debt securitiesissued by or on behalf of states, terri-tories and possessions or by theiragencies or other groups with author-ity to act for them. For securities toqualify as municipal obligations, themunicipality’s lawyers must give anopinion that the interest on them isnot considered gross income for fed-eral income tax purposes.

Other expenses: Miscellaneous items,including transfer agency, administra-tion, shareholder servicing, custodyand registration fees.

Repurchase agreements: A special typeof a short-term investment. A dealersells securities to a Fund and agrees tobuy them back later for a set price.This set price includes interest. Ineffect, the dealer is borrowing theFund’s money for a short time, usingthe securities as collateral.

Shareholder service fee: A fee to coverthe cost of paying shareholder servic-ing agents to provide certain supportservices for your account.

Sovereign debt, Brady bonds, anddebt of supranational organizations:dollar- or non-dollar-denominatedsecurities issued by foreign govern-ments or supranational organizations.Brady bonds are issued in connectionwith debt restructurings.

Stripped obligations: debt securitieswhich are separately traded interest-





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What the Terms Mean

only or principal-only components ofan underlying obligation.

Tax exempt municipal securities: secu-rities, generally issued as general obli-gation and revenue bonds, whoseinterest is exempt from federal taxa-tion and state and/or local taxes in thestate where the securities were issued.

U.S. government securities: debtinstruments (Treasury bills, notes, andbonds) guaranteed by the U.S. govern-ment for the timely payment of princi-pal and interest.

Variable rate securities: Securitieswhose interest rates are periodicallyadjusted.

Zero coupon, pay-in-kind, anddeferred payment securities: domesticand foreign securities offering non-cash or delayed-cash payment. Theirprices are typically more volatile thanthose of some other debt instruments and involve certain special tax considerations.





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Financial Highlights

The financial highlights tables areintended to help you understand eachFund’s financial performance for thepast one through five fiscal years orperiods, as applicable. Certain informa-tion reflects financial results for a sin-gle Fund share. The total returns in thetables represent the rate that aninvestor would have earned (or lost)on an investment in a Fund (assumingreinvestment of all dividends and dis-tributions). This information has beenaudited by PricewaterhouseCoopers LLP,except as noted, whose reports, alongwith each Fund’s financial statements,are included in the representativeFund’s annual report, which are avail-able upon request.





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JPMorgan Prime Money Market Fund1CLASS B SHARES

Year Year Year Year Year Six Months2

Ended Ended Ended Ended Ended Ended

PER SHARE OPERATING PERFORMANCE: 8/31/96 8/31/97 8/31/98 8/31/99 8/31/00 2/28/01

Net asset value, beginning of period $1.00 $1.00 $1.00 $1.00 $1.00 $1.00

Income from investment operations:

Net investment income 0.04 0.04 0.05 0.04 0.05 0.03

Less distributions:

Dividends from net investment income 0.04 0.04 0.05 0.04 0.05 0.03

Net asset value, end of period $1.00 $1.00 $1.00 $1.00 $1.00 $1.00

TOTAL RETURN 4.25% 4.33% 4.60% 4.07% 4.97% 2.66%

RATIOS/SUPPLEMENTAL DATA:

Net assets, end of period (millions) $16 $10 $29 $36 $11 $12

Ratio of expenses to average net assets3 1.47% 1.35% 1.25% 1.25% 1.25% 1.24%

Ratio of net investment income to average net assets3 4.17% 4.27% 4.49% 4.00% 4.87% 5.25%

Ratio of expenses without waivers, reimbursements and earnings credits to average net assets3 1.71% 1.53% 1.50% 1.47% 1.27% 1.25%

Ratio of net investment income without waivers, reimbursements and earnings credits to average net assets3 3.93% 4.09% 4.24% 3.78% 4.85% 5.24%

1 Formerly Chase Vista Prime Money Market Fund.2 For semi-annual period (unaudited).3 Short periods have been annualized.


JOB: 01nyc6835CYCLE#; BL#: 23; 0FILE NAME: 01nyc6835.k



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JPMorgan Prime Money Market Fund1CLASS C SHARES MORGAN SHARES6

5/14/983 Year Year Six Months2 10/1/983 Year Six Months2

Through Ended Ended Ended Through Ended Ended2

PER SHARE OPERATING PERFORMANCE: 8/31/98 8/31/99 8/31/00 2/28/01 8/31/99 8/31/00 2/28/01

Net asset value, beginning of period $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00


Net investment income 0.01 0.04 0.05 0.03 0.04 0.06 0.03

Less distributions:

Dividends from net investment income 0.01 0.04 0.05 0.03 0.04 0.06 0.03

Net asset value, end of period $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00

TOTAL RETURN4 1.29% 3.85% 4.95% 2.68% 4.26% 5.65% 2.99%


Net assets, end of period (millions) $1 $1 $† $† $515 $1,475 $10,209

Ratio of expenses to average net assets5 1.50% 1.45% 1.26% 1.24% 0.59% 0.59% 0.59%

Ratio of net investment income to average net assets5 4.21% 3.75% 4.86% 5.25% 4.61% 5.53% 5.90%

Ratio of expenses without waivers, reimbursements and earnings credits to average net assets5 1.50% 1.45% 1.26% 1.25% 0.72% 0.61% 0.60%

Ratio of net investment income without waivers, reimbursements and earnings credits to average net assets5 4.21% 3.75% 4.86% 5.24% 4.48% 5.51% 5.89%

1 Formerly Chase Vista Prime Money Market Fund.2 For semi-annual period (unaudited).3 Commencement of offering shares.4 Total returns are calculated before taking into account effect of deferred sales charge.5 Short periods have been annualized.6 Formerly Chase Vista Prime Money Market Fund: Vista Shares.

† Amount rounds to less than one million.





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JPMorgan U.S. Government Money Market Fund1







Less distributions:



TOTAL RETURN 4.97% 5.04% 5.14% 4.55% 5.48% 2.91%


Net assets, end of period (millions) $2,057 $2,139 $3,033 $3,538 $3,398 $3,956





1 Formerly Chase Vista U.S. Government Money Market Fund: Vista Shares.2 For semi-annual period (unaudited).3 Short periods have been annualized.

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JPMorgan Treasury Plus Money Market Fund1

5/6/962 Year Year Year Year Six Months3

Through Ended Ended Ended Ended Ended





Less distributions:



TOTAL RETURN 1.50% 4.89% 5.05% 4.39% 5.29% 2.86%







1 Formerly Chase Vista Treasury Plus Money Market Fund: Vista Shares.2 Commencement of offering shares.3 For the semi-annual period (unaudited).4 Short periods have been annualized.

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JPMorgan Federal Money Market Fund1







Less distributions:



TOTAL RETURN 4.83% 4.91% 4.94% 4.46% 5.29% 2.83%







1 Formerly Chase Vista Federal Money Market Fund: Vista Shares which was renamed JPMorgan Federal Money Market Fund II.2 For semi-annual period (unaudited).3 Short periods have been annualized.





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JPMorgan 100% U.S. Treasury Securities Money Market Fund1

12/01/952 Year Year Year Year Six Months3

Through Ended Ended Ended Ended Ended





Less distributions:



TOTAL RETURN 3.50% 4.87% 4.92% 4.31% 5.02% 2.79%






Ratio of net investment income waivers, reimbursements and earnings credits to average net assets4 4.50% 4.62% 4.66% 4.03% 4.80% 5.42%

1 Formerly Chase Vista 100% U.S. Treasury Securities Money Market Fund: Vista Shares.2 In 1996, the Fund changed its fiscal year end from November 30 to August 31. The Fund merged with Hanover 100% U.S. Treasury Securities Money Market Fund on 5/03/96.3 For the semi-annual period (unaudited).4 Short periods have been annualized.





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JPMorgan Tax Free Money Market Fund1







Less distributions:



TOTAL RETURN 2.92% 3.12% 3.10% 2.73% 3.37% 1.78%







1 Formerly Chase Vista Tax Free Money Market Fund: Vista Shares.2 For semi-annual period (unaudited).3 Short periods have been annualized.





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JPMorgan California Tax Free Money Market Fund1







Less distributions:



TOTAL RETURN 3.06% 3.02% 2.97% 2.66% 3.00% 1.49%







1 Formerly Chase Vista California Tax Free Money Market Fund: Vista Shares.

2 For semi-annual period (unaudited).3 Short periods have been annualized.





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JPMorgan New York Tax Free Money Market Fund1







Less distributions:



TOTAL RETURN 2.85% 3.02% 3.03% 2.66% 3.27% 1.72%


Net assets, end of period (millions) $890 $957 $1,372 $1,505 $1,831 $2,221





1 Formerly Chase Vista New York Tax Free Money Market Fund: Vista Shares.2 For semi-annual period (unaudited).3 Short periods have been annualized.





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TRIM: 5.375" x 8.375"

01nyc6835.a 9/5/01 16:07 Page 3

How To Reach Us

MORE INFORMATIONFor investors who want moreinformation on these Funds thefollowing documents are availablefree upon request:

ANNUAL AND SEMI-ANNUAL REPORTS

Our annual and semi-annual reportscontain more information about eachFund’s investments and performance.The annual report also includesdetails about the market conditionsand investment strategies that had asignificant effect on each Fund’sperformance during the last fiscalyear.

STATEMENT OF ADDITIONAL

INFORMATION (SAI)

The SAI contains more detailed information about the Funds and theirpolicies. It’s incorporated by referenceinto this prospectus. That means, bylaw, it is considered to be part of thisprospectus.

You can get a free copy of these documents and other information, orask us any questions, by calling us at1-800-348-4782 or writing to:

JPMorgan Funds Service Center P.O. Box 219392Kansas City, MO 64121-9392

If you buy your shares through an insti-tution, you should contact that institu-tion directly for more information. You can also find information online at www.jpmorganfunds.com on theinternet.

You can write or e-mail the SEC’s Public Reference Room and ask themto mail you information about theFunds, including the SAI. They willcharge you a copying fee for this serv-ice. You can also visit the PublicReference Section and copy the docu-ments while you’re there.

Public Reference Section of the SECWashington, DC 20549-0102.1-202-942-8090E-mail: [email protected]

Reports, a copy of the SAI and otherinformation about the Funds is alsoavailable on the SEC’s website athttp://www.sec.gov.

© 2001 JPMorgan Chase & Co. All Rights Reserved. September 2001





The Funds’ Investment Company Act File No. is 811-8358.

JPMorgan Funds Fulfillment Center393 Manley Street

West Bridgewater, MA 02379-1039

PR-MM-901PR-MMB-901 X

PR-MMM-901 X

01nyc6835.a 9/5/01 16:07 Page 4

Documents

JPMorgan Money Market Funds - Chase