[Logo] LANDMARK(SM) FUNDS
Advised by Citibank, N.A.
LANDMARK
TAX FREE RESERVES
SEMI-ANNUAL
REPORT
February 28, 1995
<PAGE>
- - --------------------------------------------------------------------------------
A LETTER TO OUR SHAREHOLDERS
- - --------------------------------------------------------------------------------
Dear Shareholder:
Although the six months ended February 28, 1995 were difficult for most
financial markets, short-term investments did quite well. In fact, this was one
of very few times in the history of the financial markets in which cash
equivalent investments outperformed longer term securities. Investors in money
market instruments enjoyed correspondingly higher yields as tighter monetary
policy caused interest rates to rise in a stronger-than-expected economy.
Throughout the period, Tax Free Reserves Portfolio's investment adviser,
Citibank, N.A., managed the Portfolio in a manner consistent with the objective
stated in the Fund's prospectus: providing high levels of current income exempt
from federal income taxes, preservation of capital and liquidity. The Fund seeks
to offer an attractive yield by investing in a high-quality portfolio of
short-term municipal obligations issued by a variety of states, U.S.
territories, municipalities and their agencies.
This Semi-Annual Report reviews the Fund's investment activities and
performance over the past six months, and provides a summary of Citibank's
perspective on the financial markets and outlook for the foreseeable future. On
behalf of the Board of Trustees of the Landmark Funds, I want to thank our
shareholders for their participation and support. We look forward to serving you
in the months and years ahead.
/s/Philip W. Coolidge
Philip W. Coolidge
President
March 20, 1995
Remember that Mutual Fund Shares:
* Are not bank deposits or FDIC insured
* Are not obligations of or guaranteed by Citibank or Citicorp Investment
Services
* Are subject to investment risks, including possible loss of the principal
amount invested.
<PAGE>
TABLE OF CONTENTS
1 Letter to Shareholders
- - ---------------------------------------
2 Market Environment
Fund Snapshot
- - ---------------------------------------
3 The Portfolio Manager Responds
Fund Quotes
Strategy and Outlook
- - ---------------------------------------
4 Fund Data
7-Day Yield Comparisons
- - ---------------------------------------
LANDMARK TAX FREE RESERVES
5 Statement of Assets and Liabilities
- - ----------------------------------------
6 Statement of Operations
- - ----------------------------------------
7 Statement of Changes in Net Assets
- - ----------------------------------------
8 Financial Highlights
- - ----------------------------------------
9 Notes to Financial Statements
- - ----------------------------------------
TAX FREE RESERVES PORTFOLIO
11 Portfolio of Investments
- - ----------------------------------------
16 Statement of Assets and Liabilities
Statement of Operations
- - ----------------------------------------
17 Statement of Changes in Net Assets
Financial Highlights
- - ----------------------------------------
18 Notes to Financial Statements
<PAGE>
- - --------------------------------------------------------------------------------
MARKET ENVIRONMENT
- - --------------------------------------------------------------------------------
A little over a year ago, on February 4, 1994, the Federal Reserve Board
began to raise short-term interest rates in order to slow the growth of the U.S.
economy and forestall an acceleration of inflation. By the end of February,
1995, the results of their efforts had begun to take effect. As of this writing,
the inflation rate remains stable, the economy appears to be slowing and
long-term interest rates, which often reflect investors' confidence in fiscal
and monetary policy, are moderating from their 1994 highs.
The road to this relatively positive state of economic affairs, however,
was a rocky one. Six months ago, the economy was growing faster than its
productive capacity despite five consecutive increases in the federal funds
rate. Fixed-income investors remained concerned about a resurgence of inflation,
causing most long-term bond prices to fall sharply. In response to these
concerns, the Federal Reserve raised short-term interest rates twice more
- - --three-quarters of a percentage point in November and one-half of a point in
February--for a total of seven increases since February 4, 1994. During that
time, the federal funds rate doubled from three percent to six percent.
Although higher short-term interest rates put pressure on the prices of
longer term fixed-income securities, they had a positive effect on short-term,
cash equivalent investments. The short-term tax-exempt securities market also
performed particularly well during the six-month period as tax-exempt yields
remained high relative to taxable yields. In December, for example, six-month
municipal securities provided 71% of the yield of comparable-maturity U.S.
Treasury securities.
WEEKLY AVERAGE FEDERAL FUNDS RATE
[THE FOLLOWING DATA IS PRESENTED AS A GRAPH IN THE PRINTED REPORT]
Federal Funds
Rate (Effective)
3/4/94 3.28%
3/11/94 3.25%
3/18/94 3.19%
3/25/94 3.31%
4/1/94 3.49%
4/8/94 3.69%
4/15/94 3.37%
4/22/94 3.59%
4/29/94 3.59%
5/6/94 3.76%
5/13/94 3.70%
5/20/94 4.02%
5/27/94 4.22%
6/3/94 4.27%
6/10/94 4.13%
6/17/94 4.21%
6/24/94 4.19%
7/1/94 4.19%
7/8/94 4.38%
7/15/94 4.30%
7/22/94 4.30%
7/29/94 4.28%
8/5/94 4.28%
8/12/94 4.26%
8/19/94 4.35%
8/26/94 4.66%
9/2/94 4.72%
9/9/94 4.74%
9/16/94 4.70%
9/23/94 4.73%
9/30/94 4.66%
10/7/94 5.07%
10/14/94 4.62%
10/21/94 4.72%
10/28/94 4.72%
11/4/94 4.77%
11/11/94 4.74%
11/18/94 5.22%
11/25/94 5.53%
12/2/94 5.85%
12/9/94 5.47%
12/16/94 5.48%
12/23/94 5.56%
12/30/94 5.45%
1/6/95 5.40%
1/13/95 5.53%
1/20/95 5.45%
1/27/95 5.42%
2/3/95 5.63%
2/10/95 5.95%
2/17/95 5.93%
2/24/95 5.94%
Source: Federal Reserves Statistical Release H 15
FUND SNAPSHOT
COMMENCEMENT OF OPERATIONS
August 31, 1984
NET ASSETS AS OF 2/28/95
$317.1 million
FUND OBJECTIVE
Provide high levels of current income which is exempt from Federal income
taxes, + preservation of capital and liquidity.
DIVIDENDS
Accrued daily, paid monthly
CAPITAL GAINS
Distributed annually, if any
BENCHMARKS
o Lipper Tax Exempt Money Market Funds Average
INVESTMENT ADVISER
TAX FREE RESERVES PORTFOLIO
Citibank, N.A.
+A portion of the income may be subject to the Federal Alternative Minimum Tax.
Consult your personal tax advisor.
<PAGE>
- - --------------------------------------------------------------------------------
THE PORTFOLIO MANAGER RESPONDS
- - --------------------------------------------------------------------------------
In a rising interest rate environment, Citibank managed the Portfolio to
capture higher yields as they became available. We focused primarily on two
aspects of the Fund's management: the Portfolio's average maturity and sector
rotation (the mix of short-term tax-exempt investments the Portfolio contains).
Throughout most of the period, we maintained a "neutral" average
maturity--one that was neither significantly shorter nor substantially longer
than prevailing averages. As yields on short-term tax-exempt securities
fluctuated in response to economic and market factors, we extended or reduced
the Portfolio's average maturity to maintain high yields consistent with
preservation of capital. For example, in December when yields rose in response
to year-end selling pressures, we extended the Portfolio's average maturity to
55 days to lock in higher returns. Later in January, when yields fell as limited
new supply entered the market, we reduced the Portfolio's average maturity to 49
days to keep funds available for higher yielding securities when they became
available.
In addition, we opportunistically altered the mix of tax-exempt securities
in the Portfolio as conditions changed. Over the last six months, we found good
values in pre-refunded high-coupon securities, tax-exempt commercial paper and
six-month put securities.
During the period, the Portfolio was invested in 38 states and U.S.
territories. The Portfolio contained no securities issued by Orange County,
California, or any of its municipalities and, indeed, held only a few securities
issued by other California municipalities.
<PAGE>
- - --------------------------------------------------------------------------------
FUND QUOTES FROM THE PORTFOLIO MANAGER
- - --------------------------------------------------------------------------------
"Yields in the municipal market moved up as interest rates rose in the taxable
market, but not as much. As a result, tax-exempt securities outperformed their
taxable counterparts during the period."
"There was very little new supply in the national municipal security market over
the last six months."
"Our focus on pre-refunded, high-coupon municipal securities gave us a degree of
protection in a rising interest-rate environment."
"When supply starts to come back in the market, we expect to extend maturities
to lock in high rates."
<PAGE>
- - --------------------------------------------------------------------------------
STRATEGY AND OUTLOOK
- - --------------------------------------------------------------------------------
Although the Federal Reserve may raise short-term interest rates again if
the national economy grows at an inflationary pace, we believe that most of the
increases are behind us. Indeed, we would not be surprised if the Federal
Reserve begins to loosen their reins on monetary policy in the months ahead as
the economy slows to more sustainable levels.
Citibank's strategy looking forward is the same one that we have employed
over the past six months: we intend to adjust the average maturity and
investment mix of the Portfolio in response to changes in economic and market
conditions. If short-term interest rates begin to fall over the next six months,
we are prepared to lengthen maturities to maintain higher yields for as long as
possible. If, on the other hand, interest rates begin to rise, we may shorten
maturities to participate in higher yielding investments as they become
available. In the meantime, we expect to carefully monitor the economy, monetary
policy and other factors that affect short-term tax-exempt securities.
<PAGE>
- - -------------------------------------------------------------------------------
FUND DATA All Periods Ended February 28, 1995 (unaudited)
- - --------------------------------------------------------------------------------
TOTAL RETURNS
-----------------------------------
SINCE
SIX ONE FIVE 8/31/84
MONTHS YEAR YEARS* INCEPTION*
------ ----- ----- ---------
Landmark Tax Free Reserves.............. 1.51% 2.58% 3.26% 4.08%
Lipper Tax Exempt Money Market
Funds Average.......................... 1.48% 2.55% 3.22% 4.09%
*Average Annual Total Return
7-DAY YIELDS
- - ----------
Annualized Current 3.46%
Effective 3.52%
The Annualized Current 7-Day Yield reflects the amount of income generated by
the investment during that seven day period and assumes that the income is
generated each week over a 365 day period. The yield is shown as a percentage of
the investment.
The Effective 7-Day Yield is calculated similarly, but when annualized, the
income earned by the investment during that seven day period is assumed to be
reinvested.
The effective yield is slightly higher than the current yield because of the
compounding effect of this assumed reinvestment.
<PAGE>
- - --------------------------------------------------------------------------------
7-DAY YIELD COMPARISONS
- - --------------------------------------------------------------------------------
As the graph illustrates, Landmark Tax Free Reserves generally provided a
comparable annualized seven-day yield with similar Money Market Funds, as
published in IBC/Donoghue's Money Fund Report over the one year period.
COMPARISON OF 7-DAY YIELDS FOR LANDMARK TAX FREE RESERVES VS. IBC/DONOGHUE TAX
FREE FUNDS AVERAGE
[THE FOLLOWING DATA IS PRESENTED AS A GRAPH IN THE PRINTED REPORT]
Landmark Tax IBC/Donoghue Tax
Free Reserves Free Funds Average
3/1/94 1.83% 1.97%
3/8/94 1.76% 1.93%
3/15/94 1.62% 1.87%
3/22/94 1.59% 1.81%
3/29/94 1.62% 1.77%
4/5/94 1.86% 1.92%
4/12/94 1.58% 1.80%
4/19/94 1.65% 1.80%
4/26/94 2.06% 2.18%
5/3/94 2.19% 2.37%
5/10/94 2.13% 2.24%
5/17/94 2.26% 2.34%
5/24/94 2.32% 2.34%
5/31/94 2.30% 2.35%
6/7/94 2.18% 2.19%
6/14/94 2.00% 2.01%
6/21/94 2.14% 2.09%
6/28/94 2.30% 2.27%
7/5/94 2.22% 2.20%
7/12/94 1.91% 1.86%
7/19/94 2.07% 1.99%
7/26/94 2.25% 2.29%
8/2/94 2.32% 2.39%
8/9/94 2.26% 2.33%
8/16/94 2.36% 2.35%
8/23/94 2.47% 2.45%
8/30/94 2.52% 2.53%
9/6/94 2.57% 2.55%
9/13/94 2.57% 2.51%
9/20/94 2.69% 2.61%
9/27/94 2.84% 2.76%
10/4/94 2.94% 2.87%
10/11/94 2.67% 2.62%
10/18/94 2.57% 2.44%
10/25/94 2.79% 2.61%
11/1/94 2.93% 2.79%
11/8/94 2.84% 2.74%
11/15/94 2.91% 2.81%
11/22/94 3.11% 2.98%
11/29/94 3.12% 3.06%
12/6/94 2.92% 2.95%
12/13/94 2.81% 2.75%
12/20/94 3.42% 3.29%
12/27/94 3.76% 3.70%
1/3/95 3.92% 4.01%
1/10/95 3.12% 3.18%
1/17/95 2.62% 2.71%
1/24/95 2.73% 2.67%
1/31/95 3.15% 3.12%
2/7/95 3.12% 3.12%
2/14/95 3.29% 3.27%
2/21/95 3.46% 3.44%
2/28/95 3.44% 3.40%
Notes: The Fund seeks to maintain a stable $1.00 per share price, although there
is no assurance that this will be so on a continuing basis. Fund shares are not
insured or guaranteed by the U.S. Government. Yields and total returns will
fluctuate and past performance is no guarantee of future results. Total return
figures include reinvestment of dividends. Returns and yields reflect certain
voluntary fee waivers. If the waivers were not in place, the Fund's returns and
yields would have been lower.
<PAGE>
- - --------------------------------------------------------------------------------
Landmark Tax Free Reserves
- - --------------------------------------------------------------------------------
STATEMENT OF ASSETS AND LIABILITIES February 28, 1995 (unaudited)
- - --------------------------------------------------------------------------------
ASSETS:
Investment in Tax Free Reserves Portfolio, at value (Note 1).... $317,761,127
------------
LIABILITIES:
Payable for shares of beneficial interest repurchased........... 5,905
Dividends payable............................................... 541,967
Payable to affiliate-- Shareholder Servicing Agents'
fee (Note 3B)................................................. 58,886
Accrued expenses and other liabilities.......................... 41,816
------------
Total liabilities........................................... 648,574
------------
NET ASSETS for 317,194,188 shares of beneficial
interest outstanding.......................................... $317,112,553
============
NET ASSETS CONSIST OF:
Paid-in capital................................................. $317,194,188
Accumulated net realized loss on investments.................... (81,635)
------------
Total....................................................... $317,112,553
============
NET ASSET VALUE, OFFERING PRICE, AND REDEMPTION
PRICE PER SHARE............................................... $1.00
====
See notes to financial statements
<PAGE>
- - --------------------------------------------------------------------------------
Landmark Tax Free Reserves
- - --------------------------------------------------------------------------------
STATEMENT OF OPERATIONS For the Six Months Ended February 28, 1995 (unaudited)
- - --------------------------------------------------------------------------------
INVESTMENT INCOME (Note 1A):
Income from Tax Free Reserves Portfolio................ $4,927,814
Allocated expenses from Tax Free Reserves Portfolio.... (433,421)
---------
Net investment income from Tax Free
Reserves Portfolio................................. $4,494,393
EXPENSES:
Shareholder Servicing Agents' fees (Note 3B)........... 534,419
Administrative fees (Note 3A).......................... 133,605
Distribution fees (Note 4)............................. 66,802
Custodian fees......................................... 9,406
Auditing fees.......................................... 8,808
Trustee fees........................................... 7,693
Legal fees............................................. 7,103
Transfer agent fees.................................... 6,000
Shareholder reports.................................... 3,840
Miscellaneous.......................................... 19,320
--------
Total expenses....................................... 796,996
Less aggregate amount waived by Administrator,
Shareholder Servicing Agents and Distributor
(Notes 3A, 3B, and 4)................................. (361,987)
---------
Net expenses......................................... 435,009
----------
Net investment income................................ $4,059,384
==========
See notes to financial statements
<PAGE>
- - --------------------------------------------------------------------------------
Landmark Tax Free Reserves
- - --------------------------------------------------------------------------------
STATEMENT OF CHANGES IN NET ASSETS
- - --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
SIX MONTHS ENDED
FEBRUARY 28, 1995 YEAR ENDED
(UNAUDITED) AUGUST 31, 1994
- - - ------------ -----------
INCREASE (DECREASE) IN NET ASSETS FROM:
<S> <C> <C>
OPERATIONS:
Net investment income..................................................... $ 4,059,384 $ 4,914,373
Net realized gain (loss) on investments................................... -- (1,494)
------------ ------------
Net increase in net assets from operations............................ 4,059,384 4,912,879
------------ ------------
DIVIDENDS TO SHAREHOLDERS FROM:
Net investment income..................................................... (4,059,384) (4,914,373)
------------ ------------
TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST
AT NET ASSET VALUE OF $1.00 PER SHARE (NOTE 5):
Net proceeds from sale of shares.......................................... 419,531,069 646,384,779
Net asset value of shares issued to shareholders
from reinvestment of dividends........................................... 1,473,884 2,168,046
Cost of shares repurchased................................................ (336,225,037) (643,514,660)
------------ ------------
Net increase in net assets from transactions
in shares of beneficial interest ..................................... 84,779,916 5,038,165
------------ ------------
NET INCREASE IN NET ASSETS ............................................... 84,779,916 5,036,671
NET ASSETS:
Beginning of period....................................................... 232,332,637 227,295,966
------------ ------------
End of period............................................................. $317,112,553 $232,332,637
============ ============
See notes to financial statements
</TABLE>
<PAGE>
- - --------------------------------------------------------------------------------
Landmark Tax Free Reserves
- - --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
- - --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
SIX MONTHS ENDED YEAR ENDED AUGUST 31
FEBRUARY 28, 1995 ___________________________________________________
(UNAUDITED) 1994 1993 1992 1991 1990
----------- ------ ------ ------ ------ ------
<S> <C> <C> <C> <C> <C> <C>
Net Asset Value, beginning of period................... $1.00000 $1.00000 $1.00000 $1.00000 $1.00000 $1.00000
Net investment income.................................. 0.01499 0.02002 0.02014 0.03125 0.04667 0.05488
Less dividends from net investment income.............. (0.01499) (0.02002) (0.02014) (0.03125) (0.04667) (0.05488)
------- ------- ------- ------- ------- -------
Net Asset Value, end of period......................... $1.00000 $1.00000 $1.00000 $1.00000 $1.00000 $1.00000
======= ======== ======= ======= ======= =======
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000 omitted)................ $317,113 $232,333 $227,296 $211,978 $200,002 $151,356
Ratio of expenses to average net assets<F1>............ 0.65%<F2> 0.65% 0.65% 0.65% 0.65% 0.65%
Ratio of net investment income to average net assets... 3.04%<F2> 1.99% 2.01% 3.10% 4.62% 5.49%
Total return........................................... 1.51%<F3> 2.02% 2.03% 3.17% 4.77% 5.62%
Note: If agents of the Fund and agents of Tax Free Reserves Portfolio had not waived a portion of their fees during the periods
indicated, the net investment income per share and the ratios would have been as follows:
Net investment income per share........................ $0.01366 $0.01730 $0.01723 $0.02813 $0.04364 $0.05158
RATIOS:
Expenses to average net assets<F1>..................... 0.92%<F2> 0.92% 0.94% 0.97% 0.95% 0.98%
Net investment income to average net assets ........... 2.77%<F2> 1.72% 1.72% 2.79% 4.32% 5.16%
<FN>
<F1>Includes the Fund's share of Tax Free Reserves Portfolio's allocated expenses.
<F2>Annualized
<F3>Not Annualized
See notes to financial statements
</TABLE>
<PAGE>
- - --------------------------------------------------------------------------------
Landmark Tax Free Reserves
- - --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS (unaudited)
- - --------------------------------------------------------------------------------
(1) SIGNIFICANT ACCOUNTING POLICIES
Landmark Tax Free Reserves (the "Fund") is organized as a Massachusetts business
trust and is registered under the Investment Company Act of 1940, as amended, as
a non-diversified, open-end, management investment company. The Fund invests all
of its investable assets in Tax Free Reserves Portfolio (the "Portfolio"), a
management investment company for which Citibank, N.A. ("Citibank") serves as
investment adviser. The Landmark Funds Broker-Dealer Services, Inc. ("LFBDS")
acts as the Fund's Administrator and Distributor. Citibank also serves as
Sub-Administrator and makes shares available to customers through various
Shareholder Servicing Agents.
The Fund seeks to achieve its investment objective of a high level of current
income which is exempt from federal income taxes, consistent with preservation
of capital and liquidity, by investing all of its investable assets in the
Portfolio, an open-end, non-diversified management investment company having the
same investment objective as the Fund. The value of such investment reflects the
Fund's proportionate interest (approximately 99.9% at February 28, 1995) in the
net assets of the Portfolio.
The financial statements of the Portfolio, including the portfolio of
investments, are contained elsewhere in this report and should be read in
conjunction with the Fund's financial statements.
The significant accounting policies consistently followed by the Fund are in
conformity with generally accepted accounting principles and are as follows:
A. INTEREST INCOME -- The Fund earns income, net of Portfolio expenses, daily on
its investment in the Portfolio.
B. FEDERAL TAXES -- The Fund's policy is to comply with the provisions of the
Internal Revenue Code available to regulated investment companies and to
distribute to shareholders all of its net investment income. Accordingly, no
provision for federal income or excise tax is necessary. At August 31, 1994, the
Fund, for federal income tax purposes, had a capital loss carryover of $81,635,
of which $74,200 will expire on August 31, 1995, $5,941 will expire on August
31, 1999 and $1,494 will expire on August 31, 2002. Such capital loss carryover
will reduce the Fund's taxable income arising from future net realized gain on
investment transactions, if any, to the extent permitted by the Internal Revenue
Code, and thus will reduce the amount of distributions to shareholders which
would otherwise be necessary to relieve the Fund of any liability for federal
income tax. Dividends paid by the Fund from net interest received on tax-exempt
money market instruments are not includable by shareholders as gross income for
federal income tax purposes because the Fund intends to meet certain
requirements of the Internal Revenue Code applicable to regulated investment
companies which will enable the Fund to pay exempt-interest dividends. The
portion of such interest, if any, earned on private activity bonds issued after
August 7, 1986, may be considered a tax preference item to shareholders.
C. EXPENSES -- The Fund bears all costs of its operations other than expenses
specifically assumed by Citibank and LFBDS.
D. OTHER -- All the net investment income of the Portfolio is allocated pro rata
based on respective ownership interests among the Fund and any other investors
in the Portfolio at the time of such determination.
(2) DIVIDENDS
The net income of the Fund is determined once daily, as of 12:00 noon, New York
City time, and all of the net income of the Fund so determined is declared as a
dividend to shareholders of record at the time of such determination. Dividends
are distributed in the form of additional shares of the Fund or, at the election
of the shareholder, in cash (subject to the policies of the shareholder's
Shareholder Servicing Agent), on or prior to the last business day of the month.
(3) ADMINISTRATIVE SERVICES PLAN
The Fund has adopted an Administrative Services Plan which provides that the
Fund may obtain the services of an Administrator, one or more Shareholder
Servicing Agents, and other Servicing Agents, and may enter into agreements
providing for the payment of fees for such services. Under the Fund's
Administrative Services Plan, the aggregate of the fee paid to the Administrator
from the Fund, the fees paid to the Shareholder Servicing Agents from the Fund
under such plan and the Basic Distribution Fee paid from the Fund to the
Distributor under the Distribution Plan may not exceed 0.60% of the Fund's
average daily net assets on an annualized basis for the Fund's then-current
fiscal year.
A. ADMINISTRATIVE FEES -- Under the terms of an Administrative Services
Agreement, LFBDS is entitled to an administrative fee, as compensation for
overall administrative services and general office facilities, which is computed
at the annual rate of 0.20% of the Fund's average daily net assets, provided,
however, that this fee will be reduced by the amount of fees paid to LFBDS for
services rendered under the Distribution Plan, and further provided that while
the assets of the Fund are invested in the Portfolio, the maximum combined fee
payable by the Fund will be limited to 0.15% for said services. Throughout the
period, all of the Fund's investable assets were invested in the Portfolio and
LFBDS received administrative fees computed at the rate of 0.10% of average
daily net assets. Administrative fees amounted to $133,605, of which $94,778 was
voluntarily waived for the six months ended February 28, 1995. Citibank acts as
Sub-Administrator and performs such duties and receives such compensation from
LFBDS as from time to time is agreed to by LFBDS and Citibank. The Fund pays no
compensation directly to any Trustee or any officer who is affiliated with the
Administrator, all of whom receive remuneration for their services to the Fund
from the Administrator or its affiliates. Certain of the officers and a Trustee
of the Fund are officers and a director of the Administrator or its affiliates.
B. SHAREHOLDER SERVICING AGENT FEES -- The Fund has entered into shareholder
servicing agreements with each Shareholder Servicing Agent pursuant to which
that Shareholder Servicing Agent acts as an agent for its customers and provides
other related services. For their services, each Shareholder Servicing Agent
receives a fee from the Fund, which may be paid periodically, which may not
exceed, on an annualized basis, an amount equal to 0.40% of the average daily
net assets of the Fund represented by shares owned during the period for which
payment is being made by investors for whom such Shareholder Servicing Agent
maintains a servicing relationship. Shareholder Servicing Agent fees amounted to
$534,419, of which $200,407 was voluntarily waived for the six months ended
February 28, 1995.
(4) DISTRIBUTION FEE
The Fund has adopted a Plan of Distribution pursuant to Rule 12b-1 under the
Investment Company Act of 1940, as amended, in which the Fund reimburses the
Distributor for expenses incurred or anticipated in connection with the sale of
shares of the Fund, at an annual rate not to exceed 0.05% of the Fund's average
daily net assets. The Distributor may also receive an additional fee from the
Fund not to exceed 0.10% of the Fund's average daily net assets in anticipation
of, or as reimbursement for, advertising expenses incurred by the Distributor in
connection with the sale of shares of the Fund. No payments of such additional
fees have been made to date. Distribution fees amounted to $66,802, all of which
was voluntarily waived for the six months ended February 28, 1995.
(5) SHARE OF BENEFICIAL INTEREST
The Declaration of Trust permits the Trustees to issue an unlimited number of
full and fractional Shares of Beneficial Interest (without par value).
(6) INVESTMENT TRANSACTIONS
Increases and decreases in the Fund's investment in the Portfolio aggregated
$238,229,391 and $158,070,139, respectively, for the six months ended February
28, 1995.
(7) FEDERAL INCOME TAX BASIS OF INVESTMENTS
The cost of the Fund's investment in the Portfolio at February 28, 1995, for
federal income tax purposes, amounted to $317,761,127.
<PAGE>
- - --------------------------------------------------------------------------------
TAX FREE RESERVES PORTFOLIO
- - --------------------------------------------------------------------------------
PORTFOLIO OF INVESTMENTS February 28, 1995 (unaudited)
- - --------------------------------------------------------------------------------
PRINCIPAL
AMOUNT
ISSUER (000'S OMITTED) VALUE
- - --------------------------------------------------------------------------------
TAX-EXEMPT COMMERCIAL PAPER -- 8.2%
Brazos River, Texas Pollution Control
Authority, AMT, 4.30%, due 5/12/95......... $ 2,000 $ 2,000,000
Delaware County, Pennsylvania, Pollution
Control Authority, 4.05%, due 4/11/95...... 2,000 2,000,000
Halifax County, Virginia Industrial
Development Authority, 4.35%,
due 4/7/95................................. 4,900 4,900,000
Lincoln County, Wyoming Pollution Control, AMT,
4.10%, due 3/8/95.......................... 1,500 1,500,000
Maricopa County, Arizona Pollution Control
Authority, 3.90%, due 4/6/95............... 1,500 1,500,000
Saint Lucie County, Florida Pollution Control
Authority, 4.10%, due 5/12/95.............. 3,000 3,000,000
Salt Lake City, Utah Revenue, 4.00%,
due 4/10/95................................ 1,300 1,300,000
Sarasota County, Florida Public Hospital
Authority, 4.10%, due 4/10/95.............. 2,300 2,300,000
Texas Municipal Power Agency Revenue 9.50%,
due 9/1/95................................. 650 677,474
Wake County, North Carolina Industrial
Facilities Authority, 3.75%, due 3/8/95.... 6,825 6,825,000
------------
26,002,474
------------
GENERAL OBLIGATION NOTES -- 0.6%
Louisiana Public Facilities Authority,
4.60%, due 8/31/95.......................... 500 500,965
New Mexico State, 5.20%, due 7/1/95............ 1,000 1,003,894
Northborough, Texas Municipal Utility District,
11.375%,due 9/1/95.......................... 500 516,096
------------
2,020,955
------------
ANNUAL AND SEMI-ANNUAL TENDER REVENUE BONDS AND NOTES (PUTS) -- 33.7%
Arapahoe County, Colorado Capital Improvement
Trust, 4.45%, due 8/31/95................... 4,500 4,500,000
Atlanta, Georgia Urban Residential, 4.30%,
due 5/1/95.................................. 5,300 5,300,000
Aurora Hanover Park, Illinois Mortgage, AMT
4.41%, due 7/15/95.......................... 9,410 9,410,000
Anchorage, Alaska Hospital Revenue, 9.625%,
due 10/1/95................................. 2,000 2,097,524
California Housing Finance Agency, 4.15%,
due 5/1/95.................................. 635 635,000
Clackmas County, Oregon Hospital Facilities
Authority, 3.85% due 4/1/95................. 3,500 3,500,000
Clark County, Nevada Airport Revenue, 10.10%,
due 6/1/95.................................. 1,030 1,045,139
Dallas Texas WaterWorks & Sewer System Revenue,
8.30%, due 10/1/95.......................... 2,225 2,272,982
Denver Colorado City & County, 7.75%,
due 8/1/95.................................. 3,000 3,060,245
District of Columbia, 4.05%, due 7/1/95........ 1,400 1,400,000
East Baton Rouge, Louisiana Single Family
Mortgage Revenue, 5.00%, due 6/15/95 ....... 4,000 4,000,000
Fairfax County, Virginia, 8.00%, due 11/1/95 .. 1,000 1,034,492
Georgia State, 6.80%, due 8/1/95............... 2,190 2,214,506
Gulf Coast, Texas Waste Disposal Authority,
4.75% due 7/15/95........................... 2,640 2,640,942
Harris County, Texas Flood Control, 9.60%,
due 10/1/95................................. 2,000 2,057,036
Hawaii State, 6.00%, due 11/1/95............... 1,000 1,009,387
Indiana University, 9.40%, due 8/1/95.......... 3,000 3,091,265
Illinois State,
6.50%, due 6/1/95........................... 1,000 1,005,058
Intermountain Utah Power Revenue,
3.75%, due 3/15/95.......................... 4,000 4,000,000
Intermountain Utah Power Revenue, 7.00%,
due 7/1/95.................................. 9,000 9,085,191
Iowa Municipalities Workers, 3.95%, due 7/1/95. 2,500 2,500,000
Jackson County, Mississippi, 4.45%, due 8/1/95. 1,500 1,500,000
Jacksonville, Florida Electric Authority,
6.80%, due 10/1/95.......................... 1,000 1,028,944
Jacksonville, Florida Electric Authority,
7.38%, due 10/1/95 ......................... 1,275 1,315,363
Jacksonville, Florida Electric Authority,
9.50%, due 10/1/95 ......................... 1,750 1,834,192
Klamath Falls, Oregon Electric, 3.75%,
due 5/2/95.................................. 4,000 4,000,000
La Plata County, Colorado Pollution Control
Authority, 3.75%, due 3/1/95................ 1,080 1,080,000
Louisiana State Recovery District, 7.75%,
due 7/1/95.................................. 2,750 2,836,944
Marion County,Tennessee Industrial Environmental
Development Authority, AMT, 4.85%, due 8/1/95 6,000 6,000,000
Massachusetts Bay Transportation Authority,
4.40%, due 9/1/95........................... 1,000 1,000,000
Massachusetts State Housing Finance Authority,
AMT, 3.85%, due 6/1/95 ..................... 3,600 3,600,000
North Texas Municipal Water Authority, 9.70%,
due 6/1/95.................................. 1,035 1,073,616
Oklahoma State Water Authority, 3.85%,
due 3/1/95.................................. 4,000 4,000,000
Oklahoma State Water Authority, 4.50%,
due 9/1/95.................................. 5,000 5,000,000
South Columbia Basin Irrigation District,
9.00%, due 12/1/95.......................... 1,000 1,027,086
Trinity River Authority, Texas Project Revenue,
9.00%, due 8/1/95........................... 1,000 1,035,773
Washington State, 8.75%, due 9/1/95............ 1,700 1,737,455
Washington State, 7.00%, due 10/1/95........... 1,000 1,013,595
Wil County, Illinois Community Unit School
District, 9.80%, due 12/1/95................ 1,000 1,037,855
York County, South Carolina Pollution Control
Revenue, 3.75%, due 3/15/95..,,,,,,,........ 1,000 1,000,000
------------
106,979,590
------------
REVENUE, TAX, BOND AND TAX REVENUE ANTICIPATION NOTES -- 5.5%
California State, 5.00%, due 6/28/95........... 2,000 2,005,114
Iowa Financial Authority Single Family Mortgage
Revenue, 4.80%, due 2/2/96 ................. 4,510 4,510,000
Los Angeles County, California, 4.50%,
due 6/30/95................................. 2,000 2,004,149
Maine State, 6.60%, due 3/1/95................. 1,000 1,000,000
Michigan Municipal Bond Authority, 4.75%,
7/20/95..................................... 3,200 3,208,912
Milwaukee, Wisconsin, 5.50%, 2/22/96........... 1,000 1,006,831
Providence, Rhode Island, 5.20%, 3/15/95....... 3,900 3,901,195
------------
17,636,201
------------
VARIABLE RATE DEMAND NOTES* -- 53.1%
Abilene, Texas Health Facilities Authority,
due 10/1/17................................. 3,200 3,200,000
Baltimore, Maryland, Port Facilities Authority,
due 10/14/11................................ 1,000 1,000,000
Baltimore County, Maryland, due 7/1/16........ 2,000 2,000,000
Beaufort County, North Carolina, Pollution
Control Revenue, due 12/1/00................ 1,000 1,000,000
Beltrami County, Minnesota Environmental
Control, due 12/1/21........................ 500 500,000
Brazos River Harbor, Texas, due 12/1/19........ 1,100 1,100,000
Brazos, Texas, Harbor Industrial Development
Authority, due 12/1/13...................... 2,900 2,900,000
Buffalo County, Nebraska Hospital Authority,
due 1/1/16.................................. 1,000 1,000,000
Burke County, Georgia Development Authority,
Pollution Control, due 7/1/24............... 2,100 2,100,000
California Health Facility Financing Revenue,
due 7/1/20.................................. 800 800,000
California Pollution Control Recovery, AMT,
due 9/1/20.................................. 1,200 1,200,000
Charleston County, South Carolina Industrial
Revenue, due 1/1/07......................... 1,300 1,300,000
Cherokee County, South Carolina Industrial
Revenue, AMT, due 8/1/19.................... 200 200,000
Clark County, Nebraska, Airport Improvement
Revenue, due 7/1/12......................... 400 400,000
Cocoino County, Arizona Pollution Control,
due 10/1/29................................. 800 800,000
Colorado Health Facilities Authority Revenue,
due 10/1/14................................. 4,850 4,850,000
Colorado Health Facilities Authority Revenue,
due 5/15/20................................. 200 200,000
Colorado Housing Finance Authority,
due 12/01/05................................ 3,400 3,400,000
Columbia, Missouri, Water & Electric Revenue,
due 8/15/99................................. 500 500,000
District of Columbia, due 10/1/07.............. 900 900,000
District of Columbia, due 10/1/15 ............. 500 500,000
District of Columbia, due 10/1/22.............. 13,400 13,400,000
East Baton Rouge Parish, Louisiana AMT,
due 12/1/12................................. 2,500 2,500,000
Eastern Municipal Water District, California,
due 7/1/20.................................. 800 800,000
El Paso, Texas Health Facilities, due 5/15/19 100 100,000
Florida Housing Finance Authority, due 12/1/08 600 600,000
Fort Wayne, Indiana Economic Development
Revenue, due 12/1/03 ....................... 1,000 1,000,000
Grapevine, Texas Industrial Development Corp,
due 3/1/10.................................. 700 700,000
Hammond, Indiana Pollution Control Revenue,
due 11/15/06................................ 700 700,000
Harris County, Texas Industrial Development
Corp AMT, due 8/15/27 ...................... 1,200 1,200,000
Hopkinsville, Kentucky Industrial Building
Revenue, AMT, due 4/1/04.................... 600 600,000
Illinois Development Finance Authority, AMT,
due 3/1/17.................................. 3,300 3,300,000
Illinois Educational Facilities Authority,
due 9/1/25.................................. 1,000 1,000,000
Illinois Educational Facilities Authority,
due 3/1/27.................................. 2,000 2,000,000
Illinois Health Facilities Authority, due 1/1/06 1,900 1,900,000
Illinois Health Facilities Authority, due 5/1/11 700 700,000
Iowa Finance Authority, due 11/1/15 ........... 3,000 3,000,000
Jackson County, Mississippi Pollution Control,
due 12/1/16................................. 6,455 6,455,000
Jackson County, Mississippi Pollution Control,
due 6/1/23 ................................. 400 400,000
Jefferson Parish, Louisiana Hospital,
due 12/1/15 ................................ 2,700 2,700,000
Los Angeles, California Community Redevelopment
Agency, due 12/1/05 ........................ 2,300 2,300,000
Los Angeles, California Metropolitan
Transportation, due 7/1/20.................. 2,000 2,000,000
Luisa County, Virginia Industrial Development
Authority, due 1/1/20....................... 5,000 5,000,000
Lynchburg, Virginia Industrial Development
Authority, due 12/1/25...................... 3,400 3,400,000
Maricopa County, Arizona Pollution Control
Revenue, due 5/1/29......................... 4,400 4,400,000
Mecklenburg, North Carolina Pollution Control
Authority, due 12/1/04...................... 1,000 1,000,000
Memphis, Tennessee, due 7/1/04................. 2,900 2,900,000
Michigan State Strategic Limited Obligation,
due 6/1/10.................................. 1,500 1,500,000
Monroe County, Mississippi Economic Development
Corp., due 10/1/24.......................... 800 800,000
Moon, Pennsylvania Industrial Development
Authority, due 11/1/15...................... 1,000 1,000,000
Nash County, North Carolina Industrial
Facilities and Pollution Control Revenue,
due 12/1/14................................. 1,000 1,000,000
New York, NY due 8/1/12........................ 900 900,000
North Texas Higher Education Student Loan, AMT,
due 3/1/05.................................. 2,800 2,800,000
North Texas Higher Education
Student Loan, due 4/1/20.................... 3,200 3,200,000
Oklahoma City, Oklahoma Industrial & Cultural
Revenue, due 6/1/06........................ 2,200 2,200,000
Orangeburg County, South Carolina Solid Waste,
AMT, due 11/1/24........................... 1,400 1,400,000
Pennsylvania State Higher Education Student
Loan, AMT, due 1/1/18...................... 5,000 5,000,000
Pennsylvania State Higher Education Student
Loan, AMT, due 7/1/18...................... 5,000 5,000,000
Pennsylvania State Higher Education Student
Loan, AMT, due 12/1/24..................... 3,000 3,000,000
Perry County, Mississippi Pollution Control
Authority, due 3/1/02...................... 4,600 4,600,000
Person County, North Carolina Pollution Control
Authority, due 11/1/19 .................... 3,000 3,000,000
Pitkin County, Colorado Industrial Development
Revenue, AMT, due 4/1/14................... 900 900,000
Purdue University, Indiana, due 7/1/17......... 1,500 1,500,000
Purdue University, Indiana, due 7/1/20......... 2,000 2,000,000
Putnam County, West Virginia Industrial
Development Revenue, due 10/1/11............ 600 600,000
St Charles County, Missouri Industrial
Development Authority, due 12/1/07.......... 1,000 1,000,000
Saint Charles Parish, Louisiana, due 11/1/21... 1,700 1,700,000
Savanna, Illinois Industrial Development
Revenue, due 6/1/04......................... 600 600,000
South East Texas Housing Single Family Mortgage,
AMT, due 11/1/25............................ 5,840 5,840,000
Sublette County, Wyoming Pollution Control
Revenue, due 11/1/14........................ 1,100 1,100,000
Sweetwater County, Wyoming Pollution Control
Revenue, due 12/1/14 ....................... 3,000 3,000,000
Tracy, California, due 5/1/15.................. 300 300,000
Uinta County, Wyoming Pollution Control
Authority, due 8/15/20...................... 900 900,000
Uinta County, Wyoming Pollution Control
Authority, due 12/1/22...................... 600 600,000
University of Arkansas, due 12/1/19............ 9,000 9,000,000
University of Michigan, due 4/1/11............. 4,210 4,210,000
Valdez, Arkansas Marine Revenue, due 10/1/25... 700 700,000
West Baton Rouge, Louisiana Public Improvement,
AMT, due 12/1/23............................ 1,700 1,700,000
West Virginia State Hospital Finance Authority,
due 12/1/25................................. 2,800 2,800,000
Wisconsin State, due 5/1/04.................... 1,000 1,000,000
------------
168,755,000
------------
TOTAL INVESTMENTS AT AMORTIZED COST............ 101.1% $321,394,220
OTHER ASSETS-OTHER LIABILITIES................. (1.1) (3,632,993)
------ ------------
NET ASSETS..................................... 100.0% $317,761,227
====== ============
AMT-Subject to Alternative Minimum Tax
* Variable rate demand notes have a demand feature under which the fund could
tender them back to the issuer on no more than 7 days notice
See notes to financial statements
<PAGE>
Tax Free Reserves Portfolio
STATEMENT OF ASSETS AND LIABILITIES February 28, 1995 (unaudited)
ASSETS:
Investments at amortized cost (Note 1A)....................... $321,394,220
Cash........................................................... 8,417
Interest receivable............................................ 2,447,212
Prepaid expenses and other assets.............................. 1,441
------------
Total assets............................................... 323,851,290
------------
LIABILITIES:
Payable for investments purchased.............................. 6,000,000
Payable to affiliate-- investment advisory fees (Note 2A)...... 47,180
Accrued expenses and other liabilities......................... 42,883
------------
Total liabilities.......................................... 6,090,063
------------
NET ASSETS..................................................... $317,761,227
============
REPRESENTED BY:
Capital paid-in for beneficial interests....................... $317,761,227
============
Tax Free Reserves Portfolio
STATEMENT OF OPERATIONS
For the Six Months Ended February 28, 1995 (unaudited)
INVESTMENT INCOME (Note 1B)................. $4,927,814
EXPENSES:
Investment Advisory fees (Note 2A).......... $267,630
Administrative fees (Note 2B)............... 66,907
Custodian fees.............................. 64,513
Auditing fees............................... 13,600
Trustee fees................................ 5,260
Legal fees.................................. 5,103
Miscellaneous............................... 10,408
--------
Total................................... 433,421
----------
Net investment income................... 4,494,393
==========
See notes to financial statements
<PAGE>
Tax Free Reserves Portfolio
STATEMENT OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
SIX MONTHS ENDED
FEBRUARY 28, 1995 YEAR ENDED
(UNAUDITED) AUGUST 31, 1994
----------------- ---------------
INCREASE (DECREASE) IN NET ASSETS FROM:
<S> <C> <C>
OPERATIONS:
Net investment income..................................................... $ 4,494,393 $ 5,749,881
Net realized gain (loss) on investments................................... -- (1,494)
------------- -------------
Increase in net assets from operations................................ $ 4,494,393 5,748,387
------------- -------------
CAPITAL TRANSACTIONS:
Proceeds from contributions............................................... $ 238,229,391 354,949,138
Value of withdrawals...................................................... (158,070,139) (355,183,409)
------------- -------------
Net increase (decrease) in net assets from capital transactions........ 80,159,252 (234,271)
------------- -------------
NET INCREASE IN NET ASSETS ............................................... 84,653,645 5,514,116
------------- -------------
NET ASSETS:
Beginning of period....................................................... 233,107,582 227,593,466
------------- -------------
End of period............................................................. $ 317,761,227 $ 233,107,582
============= =============
</TABLE>
Tax Free Reserves Portfolio
FINANCIAL HIGHLIGHTS
<TABLE>
<CAPTION>
FEBRUARY 5, 1991
SIX MONTHS ENDED YEAR ENDED AUGUST 31, (COMMENCEMENT
FEBRUARY 28, 1995 ------------------------------------------ OF OPERATIONS) TO
(UNAUDITED) 1994 1993 1992 AUGUST 31, 1991
-------------- -------- -------- -------- -----------------
<S> <C> <C> <C> <C> <C>
RATIOS/SUPPLEMENTAL DATA:
Net Assets, end of period (000 omitted).... $317,761 $233,108 $277,593 $212,502 $200,361
Ratio of expenses to average net assets.... 0.32%<F1> 0.31% 0.31% 0.31% 0.35%<F1>
Ratio of net investment income to average
net assets................................ 3.36%<F1> 2.33% 2.35% 3.43% 4.41%<F1>
Note: If Agents of the Portfolio had not voluntarily waived a portion of their fees during the periods
indicated, the ratios would have been as follows:
Ratios:
Expenses to average net assets............. 0.32%<F1> 0.32% 0.33% 0.35% 0.36%<F1>
Net investment income to average net assets 3.36%<F1> 2.32% 2.32% 3.39% 4.41%<F1>
<FN>
<F1> Annualized
</TABLE>
See notes to financial statements
<PAGE>
Tax Free Reserves Portfolio
NOTES TO FINANCIAL STATEMENTS (unaudited)
(1) SIGNIFICANT ACCOUNTING POLICIES
Tax Free Reserves Portfolio (the "Portfolio") is registered under the Investment
Company Act of 1940, as amended, as a no-load, non-diversified, open-end
management investment company which was organized as a trust under the laws of
the State of New York. The Declaration of Trust permits the Trustees to issue
beneficial interests in the Portfolio. The Landmark Funds Broker-Dealer
Services, Inc. ("LFBDS") acts as the Portfolio's Administrator. Citibank, N.A.
("Citibank") acts as the Investment Adviser. The significant accounting policies
consistently followed by the Portfolio are in conformity with generally accepted
accounting principles and are as follows:
A. VALUATION OF INVESTMENTS -- Money market instruments are valued at amortized
cost, which the Trustees have determined in good faith constitutes fair value.
The Portfolio's use of amortized cost is subject to the Portfolio's compliance
with certain conditions as specified under Rule 2a-7 of the Investment Company
Act of 1940.
B. INTEREST INCOME -- Interest income consists of interest accrued, less the
amortization of any premium and accretion of market discount on the investments
of the Portfolio.
C. FEDERAL INCOME TAXES -- The Portfolio's policy is to comply with the
applicable provisions of the Internal Revenue Code. Accordingly, no provision
for federal income taxes is necessary.
D. OTHER -- Purchases, maturities and sales, of money market instruments are
accounted for on the date of the transaction.
(2) INVESTMENT ADVISORY FEE AND ADMINISTRATIVE FEE
A. INVESTMENT ADVISORY FEE -- The investment advisory fee paid to Citibank, as
compensation for overall investment management services, amounted to $267,630,
for the six months ended February 28, 1995. The investment advisory fee is
computed at the annual rate of 0.20% of the Portfolio's average daily net
assets.
B. ADMINISTRATIVE FEE -- Under the terms of an Administrative Services
Agreement, the administrative fee payable to the Administrator, as compensation
for overall administrative services and general office facilities, is computed
at the annual rate of 0.05% of the Portfolio's average daily net assets and
amounted to $66,907, for the six months ended February 28, 1995. The Portfolio
pays no compensation directly to any Trustee or any officer who is affiliated
with the Administrator, all of whom receive remuneration for their services to
the Portfolio from the Administrator or its affiliates. Certain of the officers
and a Trustee of the Portfolio are officers and a director of the Administrator
or its affiliates.
(3) INVESTMENT TRANSACTIONS
Purchases, and maturities and sales of money market instruments, exclusive of
securities purchased subject to repurchase agreements, aggregated $576,831,373
and $490,775,000, respectively for the six months ended February 28, 1995.
(4) FEDERAL INCOME TAX BASIS OF INVESTMENT SECURITIES
The cost of investment securities owned at February 28, 1995, for federal income
tax purposes, amounted to $321,394,220.
(5) LINE OF CREDIT
The Portfolio, along with other Landmark Funds, entered into an agreement with a
bank which allows the Funds collectively to borrow up to $40 million for
temporary or emergency purposes. Interest on borrowings, if any, is charged to
the specific fund executing the borrowing at the base rate of the bank. In
addition, the $15 million committed portion of the line of credit requires a
quarterly payment of a commitment fee based on the average daily unused portion
of the line of credit. For the six months ended February 28, 1995, the
commitment fee allocated to the Portfolio was $1,031. Since the line of credit
was established, there have been no borrowings.
<PAGE>
SHAREHOLDER SERVICING AGENTS
FOR CITIBANK NEW YORK RETAIL BANKING AND
BUSINESS AND PROFESSIONAL CUSTOMERS:
Citibank, N.A.
450 West 33rd Street, New York, NY 10001
(212) 564-3456 or (800) 846-5300
FOR CITIGOLD CUSTOMERS:
Citigold
P.O. Box 5130, New York, NY 10126-5130
Call Your Citigold Executive or (212) 974-0900 or (800) 285-1701
FOR CITIBANK PRIVATE BANKING CLIENTS:
Citibank, N.A.
The Citibank Private Bank
153 East 53rd Street, New York, NY 10043
Call Your Citibank Private Banking Account Officer,
Investment Specialist or (212) 559-5959
FOR CITIBANK GLOBAL ASSET MANAGEMENT CLIENTS:
Citibank, N.A.
Citibank Global Asset Management
153 East 53rd Street, New York, NY 10043
(212) 559-7117
FOR CITIBANK NORTH AMERICAN INVESTOR SERVICES CLIENTS:
Citibank, N.A.
111 Wall Street, New York, NY 10043
Call Your Account Manager or (212) 657-9100
FOR CITICORP INVESTMENT SERVICES CUSTOMERS:
Citicorp Investment Services
One Court Square, Long Island City, NY 11120
Call Your Investment Consultant or (800) 846-5200
(212) 736-8170 in New York City
[Logo] LANDMARK
FAMILY OF FUNDS
MONEY MARKET FUNDS:
Cash Reserves
Premium Liquid Reserves
Institutional Liquid Reserves
U.S. Treasury Reserves
Premium U.S. Treasury Reserves
Institutional U.S. Treasury Reserves
Tax Free Reserves
California Tax Free Reserves
Connecticut Tax Free Reserves
New York Tax Free Reserves
STOCK & BOND FUNDS:
U.S. Government Income Fund
Intermediate Income Fund
National Tax Free Income Fund
New York Tax Free Income Fund
Balanced Fund
Equity Fund
International Equity Fund
Small Cap Equity Fund
<PAGE>
TRUSTEES AND OFFICERS
Philip W. Coolidge*, President
H. B. Alvord
C. Oscar Morong, Jr.
E. Kirby Warren
SECRETARY AND TREASURER
James B. Craver*
ASSISTANT TREASURER
Barbara M. O'Dette*
ASSISTANT SECRETARY
Molly S. Mugler*
*Affiliated Person of Administrator and Distributor
- - ------------------------------------------------------------------
INVESTMENT ADVISER
(OF TAX FREE RESERVES PORTFOLIO)
Citibank, N.A.
153 East 53rd Street, New York, NY 10043
ADMINISTRATOR AND DISTRIBUTOR
The Landmark Funds Broker-Dealer Services, Inc.
6 St. James Avenue, Boston, MA 02116
(617) 423-1679
TRANSFER AGENT AND CUSTODIAN
State Street Bank and Trust Company
225 Franklin Street, Boston, MA 02110
AUDITORS
Deloitte & Touche LLP
125 Summer Street, Boston, MA 02110
LEGAL COUNSEL
Bingham, Dana & Gould
150 Federal Street, Boston, MA 02110
- - ------------------------------------------------------------------
SHAREHOLDER SERVICING AGENTS
(See Inside of Cover)
This report is prepared for the information of shareholders. It is authorized
for distribution to prospective investors only when preceded or accompanied by
an effective prospectus.
This Report is Prepared & Printed on Recycled Paper [Recycle Logo]
TFR/S/95
