BBH HIGH YIELD FIXED INCOME PORTFOLIO
N-30D, 2001-01-19
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                      BBH HIGH YIELD FIXED INCOME PORTFOLIO
                            PORTFOLIO OF INVESTMENTS
                                October 31, 2000


<TABLE>
<CAPTION>
                                                         Maturity
   Principal Amount                                        Date      Interest Rate         Value
----------------------                                   --------    -------------   -----------------
<S>      <C>         <C>                                 <C>            <C>          <C>
                   Corporate Bonds (88.6%)
                   Aeorspace (4.7%)
     $   1,000,000   Be Aerospace                        11/01/08        9.500%      $         990,000
         1,000,000   Fairchild Corp.                     04/15/09       10.750                 800,000
                                                                                     -----------------
                      Total Aerospace                                                        1,790,000
                                                                                     -----------------

                   Food and Beverages (4.7%)
         1,000,000   Aurora Foods, Inc.                  02/15/07        9.875                 750,000
         1,000,000   Canandiagua Wine                    08/01/06        8.625               1,002,500
         1,379,000   Cott Corp.                          05/01/07        8.500               1,303,155
         1,000,000   Del Monte Foods Co.*                12/15/07           --                 750,000
         1,000,000   Fleming Co., Inc.                   12/01/04       10.500                 850,000
                                                                                     -----------------
                      Total Beverages                                                        4,655,655
                                                                                     -----------------

                    Chemical (2.0%)
         1,000,000   Lyondell Chemical Co.               05/01/07        9.875                 980,000
                                                                                     -----------------

                    Consumer Goods/Durables (10.5%)
         1,000,000   Crown Cork & Seal Finance, Plc.     12/15/03        6.750                 730,000
         1,000,000   Jostens, Inc+                       05/01/10       12.750                 970,000
         1,000,000   Salton, Inc.                        12/15/05       10.750                 975,000
         1,500,000   Westpoint Steven                    06/15/05        7.875               1,110,000
                                                                                     -----------------
                      Total Consumer Goods/Durables                                          3,785,000
                                                                                     -----------------

                    Energy (4.6%)
           250,000   AES Corp.                           09/15/10        9.375                 248,576
           250,000   AES Drax Energy Limited+            08/30/10       11.500                 263,457
           500,000   CMS Energy Corp.                    10/15/07        9.875                 505,249
           250,000   Nuevo Energy Co.+                   10/01/10        9.375                 249,375
         1,000,000   Pride Petroleum Services, Inc.      05/01/07        9.375               1,011,250
         1,000,000   RBF Finance Co.                     03/15/09       11.375               1,142,500
                                                                                     -----------------
                      Total Energy                                                           3,420,407
                                                                                     -----------------

                    Healthcare (3.7%)
         1,000,000   Healthsouth Corp.                   04/01/03        3.250                 854,930
         1,000,000   Tenet Healthcare Corp.              01/15/05        8.000                 985,000
                                                                                     -----------------
                      Total Healthcare                                                       1,839,930
                                                                                     -----------------

                    Housing (1.5%)
           750,000   Standard Pacific Corp.              09/15/10        9.500                 750,000
                                                                                     -----------------
</TABLE>


<PAGE>

                      BBH HIGH YIELD FIXED INCOME PORTFOLIO
                            PORTFOLIO OF INVESTMENTS
                                October 31, 2000


<TABLE>
<CAPTION>
                                                              Maturity
   Principal Amount                                             Date     Interest Rate         Value
----------------------                                        --------   -------------   -----------------
<S>          <C>         <C>                                  <C>            <C>         <C>
                        Manufacturing (5.6%)
       $     1,000,000   Actuant Corp.+                       05/01/09       13.000%     $         980,000
             1,000,000   Oxford Automotive, Inc.              06/15/07       10.125                840,000
             1,000,000   Lear Corp.                           05/15/09        8.110                922,500
                                                                                         -----------------
                          Total Manufacturing                                                    2,742,500
                                                                                         -----------------

                        Media (3.8%)
             1,000,000   Adelphia Communications Corp.        03/01/07        9.875                902,500
             1,000,000   Callahan Nord+                       07/15/10       14.000                965,000
                                                                                         -----------------
                          Total Media                                                            1,867,500
                                                                                         -----------------

                        Paper/Forest Products (3.6%)
             1,050,000   Tembec Finance Corp.                 09/30/05        9.875              1,073,625
                                                                                         -----------------

                        Recreational (3.6%)
               750,000   Anchor Gaming                        10/15/08        9.875                757,500
             1,000,000   Mandalay Resort+                     08/01/07       10.250              1,025,000
             1,000,000   Park Place Entertainment             09/15/08        8.875                980,000
                                                                                         -----------------
                          Total Recreational                                                     2,762,500
                                                                                         -----------------

                        Restaurants/Lodging (2.5%)
             1,250,000   Host Marriott+                       10/01/07        9.250              1,240,625
             1,500,000   Sbarro, Inc.                         09/15/09       11.000              1,515,000
                                                                                         -----------------
                          Total Restaurants/Lodging                                              2,755,625
                                                                                         -----------------

                        Retail (6.8%)
             1,000,000   Finlay Enterprises                   05/01/08        9.000                900,000
             1,000,000   Pantry, Inc. (The)                   10/15/07       10.250                925,000
                                                                                         -----------------
                          Total Retail                                                           1,825,000
                                                                                         -----------------

                        Services (7.9%)
             1,000,000   Allied Waste                         08/01/09       10.000                865,000
             1,000,000   Budget Group, Inc.                   04/01/06        9.125                450,000
               250,000   CB Browning Ferris                   09/15/35        7.400                172,500
             1,250,000   SC International Services            09/01/07        9.250              1,203,125
             1,000,000   United Rentals, Inc.                 01/15/09        9.250                820,000
             1,000,000   Weight Watchers International Co.    10/01/09       13.000              1,060,000
                                                                                         -----------------
                          Total Services                                                         4,570,625
                                                                                         -----------------

                        Steel (2.1%)
             1,000,000   Armco, Inc.                          12/01/08        8.875                945,000
                                                                                         -----------------

                        Supplies (2.1%)
             1,000,000   Buhrmann, Inc.                       11/01/09       12.250              1,010,000
                                                                                         -----------------
</TABLE>

<PAGE>

                      BBH HIGH YIELD FIXED INCOME PORTFOLIO
                            PORTFOLIO OF INVESTMENTS
                                October 31, 2000


<TABLE>
<CAPTION>
                                                                     Maturity
   Principal Amount                                                     Date      Interest Rate         Value
-----------------------                                             -----------   -------------    -----------------
<S>          <C>         <C>                                          <C>            <C>           <C>
                        Telecommunications (7.5%)
        $    1,000,000   Echostar Broadband Corp.+                    10/01/07       10.375%       $       1,000,000
             1,000,000   Flag Telecommunication Holding Limited       03/30/10       11.625                  840,000
             1,000,000   Global Crossing                              05/15/08        9.625                  957,500
             1,750,000   Pinnacle Holdings*                           03/15/08           --                1,015,000
             1,000,000   Williams Communications Group, Inc.+         08/01/10       11.875                  870,000
                                                                                                   -----------------
                          Total Telecommunications                                                         4,682,500
                                                                                                   -----------------

                        Transportation (3.8%)
             1,000,000   Atlas Air, Inc.                              11/15/06        9.375                  990,000
             1,070,000   Interpool, Inc.                              03/01/03        6.625                  856,000
               250,000   Kansas City Southern                         10/01/08        9.500                  253,750
                                                                                                   -----------------
                          Total Transportation                                                             2,099,750
                                                                                                   -----------------
                          Total Corporate Bonds                                                           43,555,617
                                                                                                   -----------------
</TABLE>

<TABLE>
<CAPTION>
        Shares
-----------------------
<S>              <C>     <C>                                                   <C>                <C>
                       Warrants and Preferred Stock (2.1%)
                 1,000   Jostens, Inc. Warrants*                                                             27,372
                 1,000   TNP Enterprises, Inc. (Preferred Stock)                                          1,000,000
                                                                                                  -----------------
                          Total Warrants and Preferred Stock                                              1,027,372
                                                                                                  -----------------

TOTAL INVESTMENTS (identified cost $46,240,401) (a)........................        90.7 %                44,582,989
CASH AND OTHER ASSETS IN EXCESS OF LIABILITIES.............................         9.3                   4,589,923
                                                                              -------------------------------------
NET ASSETS.................................................................       100.0 %         $      49,172,912
                                                                              =====================================
</TABLE>

----------
(a)   The aggregate  cost for federal  income tax purposes is  $46,240,401,  the
      aggregate gross  unrealized  appreciation  is $183,389,  and the aggregate
      gross unrealized  depreciation is $1,840,801,  resulting in net unrealized
      depreciation of $1,657,412.

+     144A Security

*     Non-Income Producing Security

<PAGE>

                      BBH HIGH YIELD FIXED INCOME PORTFOLIO
                       STATEMENT OF ASSETS AND LIABILITIES
                                October 31, 2000

ASSETS:
      Investments in securities, at value
          (identified cost $46,240,401) ..................    $     44,582,989
      Cash ...............................................           2,277,378
      Receivables for:
          Investments sold ...............................           1,174,618
          Interest .......................................           1,172,044
                                                              ----------------
              Total Assets ...............................          49,207,029
                                                              ----------------

LIABILITIES:
      Payables for:
          Expense payment fee ............................              31,675
          Administration fee .............................               2,442
                                                              ----------------
              Total Liabilities ..........................              34,117
                                                              ----------------
NET ASSETS ...............................................    $     49,172,912
                                                              ================

<PAGE>

                      BBH HIGH YIELD FIXED INCOME PORTFOLIO
                             STATEMENT OF OPERATIONS
                        For the period from June 23, 2000
                (Commencement of Operations) to October 31, 2000

NET INVESTMENT INCOME:
      Income:
          Interest (Net of foreign
              withholding tax of $34,873) ..................   $     925,768
          Other income .....................................          70,201
                                                               -------------
              Total Income .................................         995,969
                                                               -------------
      Expenses:
          Expense payment fee   ............................          47,031
          Administrative fee ...............................           3,597
                                                               -------------
              Total Expenses ...............................          50,628
                                                               -------------
              Net Investment Income ........................         945,341
                                                               -------------
NET REALIZED AND UNREALIZED LOSS:
      Net realized loss on investments .....................         (65,592)
      Net change in unrealized depreciation on
          investments ......................................      (1,657,412)
                                                               -------------
          Net Realized and Unrealized Loss .................      (1,723,004)
                                                               -------------
      Net Decrease in Net Assets Resulting from
          Operations  ......................................   $    (777,663)
                                                               =============

<PAGE>

                      BBH HIGH YIELD FIXED INCOME PORTFOLIO
                       STATEMENT OF CHANGES IN NET ASSETS

                                                             For the period from
                                                                June 23, 2000
                                                              (Commencement of
                                                               Operations) to
                                                              October 31, 2000
                                                             -------------------
INCREASE IN NET ASSETS:
      Operations:
          Net investment income .............................       945,341
          Net realized loss on investments ..................       (65,592)
          Net change in unrealized depreciation on
              investments ...................................    (1,657,412)
                                                               ------------
              Net decrease in net assets resulting from
                 operations .................................      (777,663)
                                                               ------------
      Capital Transactions:
          Proceeds from contributions .......................    49,950,575
          Fair value of withdrawals .........................            --
                                                               ------------
              Net increase in net assets resulting from
                 capital transactions .......................    49,950,575
                                                               ------------
                 Total increase in net assets ...............    49,172,912
NET ASSETS:
      Beginning of period ...................................            --
                                                               ------------
      End of period .........................................  $ 49,172,912
                                                               ============

<PAGE>

                      BBH HIGH YIELD FIXED INCOME PORTFOLIO
                              FINANCIAL HIGHLIGHTS
                 Selected per share data and ratios for a share
                        outstanding throughout the period


                                                            For the period from
                                                               June 23, 2000
                                                             (Commencement of
                                                              Operations) to
                                                             October 31, 2000
                                                            -------------------
Total Return(2)  ............................................     (1.31)%

Ratios/Supplemental Data:
      Net assets, end of period (000's omitted).............. $    49,173

      Expenses as a percentage of average net assets(2)......       0.50%(1)

      Ratio of net investment income to average net assets...       9.20%(1)

      Portfolio turnover rate  ..............................         25%

----------
      (1) Annualized.

      (2) Had the expense  payment  agreement not been in place,  the ratio of
          expenses to average net assets and total  return  would have been as
          follows:

               Ratio of expenses to average net assets  ........    0.77%(1)
               Total Return  ...................................  (1.58)%

<PAGE>

                      BBH HIGH YIELD FIXED INCOME PORTFOLIO
                          NOTES TO FINANCIAL STATEMENTS


      1. Organization and Significant  Accounting Policies. BBH High Yield Fixed
Income Portfolio (the  "Portfolio") is registered  under the Investment  Company
Act of 1940, as amended, as an open-end management  investment company which was
organized as a trust under the laws of the State of New York on August 15, 1994.
The Portfolio  commenced  operations on June 23, 2000. The  Declaration of Trust
permits the Trustees to create an unlimited  number of  beneficial  interests in
the Portfolio.

      The  Portfolio's  financial  statements  are prepared in  accordance  with
accounting principles generally accepted in the United States of America,  which
require  management to make certain estimates and assumptions at the date of the
financial  statements  and are  based,  in  part,  on the  following  accounting
policies. Actual results could differ from those estimates.

            A. Valuation of Investments. Bonds and other fixed income securities
      (other than short-term obligations but including listed issues) are valued
      on the basis of valuations  furnished by a pricing  service,  use of which
      has been approved by the Board of Trustees. In making such valuations, the
      pricing service  utilizes both  dealer-supplied  valuations and electronic
      data processing  techniques  which take into account  appropriate  factors
      such as institutional-size trading in similar groups of securities, yield,
      quality, coupon rate, maturity, type of issue, trading characteristics and
      other  market  data,  without  exclusive  reliance  upon quoted  prices or
      exchange or over-the-counter prices, since such valuations are believed to
      reflect more accurately the fair value of such securities.

            Securities  or other  assets  for which  market  quotations  are not
      readily  available are valued at fair value in accordance  with procedures
      established by and under the general supervision and responsibility of the
      Portfolio's  Board  of  Trustees.  Such  procedures  include  the  use  of
      independent pricing services, which use prices based upon yields or prices
      of  securities  of  comparable   quality,   coupon,   maturity  and  type;
      indications as to the value from dealers;  and general market  conditions.
      Short-term  investments  which  mature  in 60 days or less are  valued  at
      amortized  cost if their  original  maturity  was 60 days or  less,  or by
      amortizing  their  value  on the  61st day  prior  to  maturity,  if their
      original  maturity  when  acquired by the Portfolio was more than 60 days,
      unless  this is  determined  not to  represent  fair value by the Board of
      Trustes.

            B. Accounting for Investments. Investment transactions are accounted
      for on the trade date.  Realized gains and losses, if any, from investment
      transactions  are  determined  on the basis of identified  cost.  Interest
      income is accrued daily and consists of interest accrued,  discount earned
      (including   both  original   issue  and  market   discount)  and  premium
      amortization on the investments of the Portfolio.

            C. Federal  Income Taxes.  The Portfolio is treated as a partnership
      for Federal Income tax purposes and its operations are conducted in such a
      way that it is not to be  considered  engaged in a U.S.  trade or business
      for U.S. tax purposes.  It is intended that the Portfolio's assets will be
      managed in such a way that an  Investor in the  Portfolio  will be able to
      comply with the  provisions  of the Internal  Revenue Code  applicable  to
      regulated  investment  companies.  Accordingly,  no provision  for federal
      income taxes is necessary.

<PAGE>

                      BBH HIGH YIELD FIXED INCOME PORTFOLIO
                    NOTES TO FINANCIAL STATEMENTS (continued)

      2.    Transactions with Affiliates.

      Investment   Advisory  Fee.  The  Portfolio  has  an  investment  advisory
agreement  with Brown  Brothers  Harriman (the  "Adviser") for which the Adviser
receives a fee calculated and paid monthly at an annual rate equivalent to 0.35%
of the Portfolio's average daily net assets.

      Administrative  Fee. The Portfolio has an  administration  agreement  with
Brown  Brothers  Harriman  (the  "Administrator")  for which  the  Administrator
receives a fee from the Portfolio calculated daily and paid monthly at an annual
rate  equivalent  to 0.035% of the  Portfolio's  average  daily net assets.  The
Administrator has a subadministration services agreement with the 59 Wall Street
Administrators,  Inc. for which the 59 Wall Street Administrators, Inc. receives
such  compensation as is from time to time agreed upon, but not in excess of the
amount paid to the  Administrator.  For the period ended  October 31, 2000,  the
Portfolio incurred $3,597 for administrative services.

      Custody Fee. The Portfolio  has a custody  agreement  with Brown  Brothers
Harriman (the "Custodian") for which the Custodian receives a fee calculated and
paid monthly. Custody fees were reduced by $26,954 as a result of an expense off
set arrangement with the Portfolio's custodian.

      Expense  Payment Fee.  Brown  Brother  Harriman  Trust  Company,  LLC pays
certain  expenses  of the  Portfolio  and  receives  a fee from  the  Portfolio,
computed and paid monthly,  such that after such fee the aggregate expenses will
not exceed 0.50% of the  Portfolio's  average  daily net assets.  For the period
ended October 31, 2000,  Brown Brothers  Harriman  Trust  Company,  LLC incurred
$79,004 in expenses,  including  investment advisory fees of $35,978 and custody
fees of $7,656 on behalf of the Portfolio.  The expense reimbursement  agreement
will  terminate  when the aggregate  amount of fees  received by Brown  Brothers
Harriman Trust Company,  LLC thereunder  equals the aggregate amount of expenses
paid by Brown Brothers Harriman Trust Company, LLC.

      3.  Investment  Transactions.  For the period ended October 31, 2000,  the
cost of purchases and the proceeds of sales of investment  securities other than
short-term investments were $52,699,040 and $6,519,285, respectively.
<PAGE>


[Letterhead of Deloitte & Touche]

                                                                 [LOGO] Deloitte
                                                                        & Touche

                          INDEPENDENT AUDITORS' REPORT

Board of Trustees and Investors
BBH High Yield Fixed Income Portfolio:

      We have  audited the  accompanying  statement  of assets and  liabilities,
including the portfolio of investments, of BBH High Yield Fixed Income Portfolio
as of October 31, 2000, the related  statement of  operations,  the statement of
changes in net assets, and the financial highlights for the period from June 23,
2000   (Commencement  of  Operations)  to  October  31,  2000.  These  financial
statements and financial  highlights are the  responsibility  of the Portfolio's
management.  Our  responsibility  is to express  an  opinion on these  financial
statements and financial highlights based on our audit.

      We conducted our audit in accordance  with  auditing  standards  generally
accepted in the United States of America.  Those standards  require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements and financial highlights are free of material misstatement.  An audit
includes  examining,  on a test  basis,  evidence  supporting  the  amounts  and
disclosures in the financial statements. Our procedures included confirmation of
securities owned at October 31, 2000 by  correspondence  with the custodian.  An
audit also includes  assessing the accounting  principles  used and  significant
estimates  made by  management,  as well as  evaluating  the  overall  financial
statement  presentation.  We believe that our audit provides a reasonable  basis
for our opinion.

      In our opinion, such financial statements and financial highlights present
fairly, in all material respects, the financial position of BBH High Yield Fixed
Income  Portfolio at October 31, 2000,  and the results of its  operations,  the
changes in its net  assets,  and its  financial  highlights  for the period then
ended in conformity with accounting  principles generally accepted in the United
States of America.




DELOITTE & TOUCHE LLP


Boston, Massachusetts
December 22, 2000


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