RBB FUND INC
N-30D, 1996-11-04
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================================================================================
- --------------------------------------------------------------------------------

                                    ROBERTSON
                                    STEPHENS
                               [GRAPHIC OMITTED]


                             MONEY MARKET PORTFOLIO

















                                  Annual Report
                                 August 31, 1996

- --------------------------------------------------------------------------------
================================================================================
<PAGE>

                            THE SANSOM STREET FAMILY
                               THE RBB FUND, INC.

                       ANNUAL INVESTMENT ADVISER'S REPORT

     Although this summer's  weather  remained on the cool side, the debate over
Federal Reserve monetary policy became quite heated as the year  progressed.  By
early July, a majority of Fed watchers were  convinced that a rise in short-term
interest rates was imminent,  and pointed to July's strong  employment report as
evidence.  The only question seemed to be the size and timing of the Fed's move.
Would the Fed wait until its August meeting, or would they immediately raise the
funds rate 25 or 50 basis  points?  Certainly,  they  pointed  out,  the jump in
nonfarm payroll  (+700,000 jobs) and the spike in hourly earnings (+9 cents) was
cause  for  immediate  action  by the Fed to curb  the  economy  and  prevent  a
rekindling  of inflation.  However,  as has often  happened this year,  economic
reports that seemed to suggest  either a business  expansion or a slowdown  were
followed quite closely by reports that suggested otherwise. It seemed that after
the  winter's  government  shut  downs and  snowstorms,  the  predictability  of
economic numbers became a lost art in 1996.

     This same type of reversal of expectations occurred again in July following
the  strong  jobs  report.  Within  only a few weeks,  signs of slower  economic
activity  had  tempered  the  certainty  of a rate  hike,  and by the time  Alan
Greenspan spoke at his Humphrey-Hawkins  testimony, he speculated that, "looking
forward,  there are a number  of  reasons  to expect  demands  to  moderate  and
economic  activity to settle back toward a more  sustainable  pace in the months
ahead." The  Federal  Reserve's  forecast  for growth is  2.5%-2.75%  this year,
falling  to  1.75%-2.25%   next  year;  while  inflation  should  average  about
3.0%-3.25%  this year, and 2.75%-3.0% next year.  Greenspan's  remarks were very
well  received  by the  markets,  and stocks and bonds rose  sharply  into early
August. In addition,  the expectation of higher short-term  interest rates eased
considerably,  and by the time the Fed met on August 20, there was almost no one
in the "tighter" camp.

     Short-term  taxable interest rates have held steady at 5.25% (federal funds
rate) for the last two quarters.  The Federal Reserve's last move was on January
31, when they eased monetary policy to encourage economic growth, following news
of a very weak fourth  quarter 1995. At that time,  market  sentiment was biased
towards  additional  easings of monetary  policy and the short-term  yield curve
offered no  incentive  to extend.  By  mid-April,  however,  strong jobs reports
worried the markets  that the Fed would not only stop easing but might  consider
tightening.  In response,  the yield curve turned  positive and rewarded  longer
average  maturities with yield pick ups of 20-30 basis points.  The Money Market
and Government  portfolios  took  advantage of this  opportunity by moving their
maturities  to the  50-60  day  range.  For  much  of  the  last  two  quarters,
investments  of 3-12  months  have  outyielded  overnight  rates by 25-50  basis
points.

     As always, all the Fund's portfolios emphasized high quality securities and
highly liquid  structures,  in addition to providing  competitive daily returns.
Our credit  research  department  employs fifteen  professionals  to approve and
monitor  the  creditworthiness  of every  issue/issuer  in which the  portfolios
invest.  Finally, as of the date of this report,  there are a number of proposed
amendments to Rule 2a-7,  the  regulations  which govern money market  funds.The
anticipated  effective  date of October 3 has been  postponed by the SEC. We are
following the situation closely and will be reporting to you in the future about
the substance and timing of those changes.

                  PNC Institutional Management Corporation
                 (Please dial  toll-free  800-430-9618  for questions  regarding
                  your account or contact your broker.)

<PAGE>

                        REPORT OF INDEPENDENT ACCOUNTANTS



To the Shareholders and Board of Directors of The RBB Fund, Inc.:

We have  audited the  accompanying  statement  of net assets of the Money Market
Portfolio  of The RBB  Fund,  Inc.,  as of  August  31,  1996,  and the  related
statements  of operations  for the year then ended,  the statement of changes in
net assets for each of the two years in the period then ended, and the financial
highlights for each of the periods  presented.  These  financial  statements and
financial  highlights  are the  responsibility  of the  Fund's  management.  Our
responsibility  is to  express  an opinion  on these  financial  statements  and
financial highlights based on our audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  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 investments  held by the
custodian and brokers as of August 31, 1996.  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 audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements and financial  highlights referred to
above present fairly, in all material  respects,  the financial  position of the
Money  Market  Portfolio  of The RBB Fund,  Inc.  as of August 31,  1996 and the
results of its operations for the year then ended, the changes in its net assets
for each of the two years in the period then ended, and its financial highlights
for  each of the  periods  presented,  in  conformity  with  generally  accepted
accounting principles.



COOPERS & LYBRAND L.L.P.

2400 Eleven Penn Center
Philadelphia, Pennsylvania
October 15, 1996

                                       2


<PAGE>


                            THE SANSOM STREET FAMILY
                               THE RBB FUND, INC.
                             MONEY MARKET PORTFOLIO
                             STATEMENT OF NET ASSETS
                                 AUGUST 31, 1996

                                                     PAR
                                                    (000)        VALUE
                                                   -------   -------------
CERTIFICATES OF DEPOSIT--12.8%
BANK NOTES--4.6%
First National Bank of Boston
   5.500% 01/13/97 ........................        $50,000   $ 50,000,000
Mellon Bank
   5.540% 02/07/97 ........................         50,000     50,000,000
                                                             ------------
                                                              100,000,000
                                                             ------------
YANKEE DOLLAR CERTIFICATES OF DEPOSIT--8.2%
Bank of Tokyo-Mitsubishi
   5.600% 11/04/96 ........................         25,000     25,000,000
Banque Nationale de Paris
   5.430% 09/30/96 ........................         50,000     50,000,392
Swedbank
   5.530% 09/12/96 ........................         30,000     30,000,090
   5.440% 11/06/96 ........................         75,000     75,001,356
                                                             ------------
                                                              180,001,838
                                                             ------------
     TOTAL CERTIFICATES OF DEPOSIT
       (Cost $280,001,838) ................                   280,001,838
                                                             ------------
COMMERCIAL PAPER--56.1%
ASSET BACKED SECURITIES--5.8%
Corporate Receivables Corp.
   5.350% 11/21/96 ........................         25,000     24,699,063
   5.400% 01/15/97 ........................         25,800     25,273,680
Cxc, Inc.
   5.320% 11/20/96 ........................         30,000     29,645,333
Sigma Finance, Inc.
   5.420% 02/20/97 ........................         50,000     48,705,222
                                                             ------------
                                                              128,323,298
                                                             ------------
BANKS--2.3%
Chase Manhattan Corp.
   5.330% 01/10/97 ........................         25,000     24,515,118
National City Corp.
   5.270% 09/11/96 ........................         25,000     24,963,403
                                                             ------------
                                                               49,478,521
                                                             ------------


                                                  PAR
                                                 (000)        VALUE
                                                -------   -------------
CIGARETTES--3.0%
American Brands, Inc.
   5.300% 12/12/96 .....................        $21,000   $ 20,684,650
   5.290% 12/13/96 .....................         25,000     24,621,618
   5.480% 01/06/97 .....................         20,000     19,613,356
                                                          ------------
                                                            64,919,624
                                                          ------------
FINANCE SERVICES--1.7%
Countrywide Funding Corp.
   5.450% 10/18/96 .....................         38,000     37,729,619
                                                          ------------
GLASS, GLASSWARE, PRESSED OR BLOWN--2.3%
Newell Co.
   5.320% 09/12/96 .....................         50,000     49,918,722
                                                          ------------
PERSONAL CREDIT INSTITUTIONS--10.7%
BMW US Capital Corp.
   5.340% 09/09/96 .....................         33,196     33,156,607
   5.300% 09/16/96 .....................         50,000     49,889,583
Ford Motor Credit Corp.
   5.430% 10/22/96 .....................         50,000     49,615,375
   5.400% 12/12/96 .....................         50,000     49,235,000
General Motors Acceptance Corp.
   5.580% 12/26/96 .....................         30,000     29,460,600
   5.460% 02/12/97 .....................         25,000     24,378,167
                                                          ------------
                                                           235,735,332
                                                          ------------
PETROLEUM REFINING--1.1%
Repsol Int'l Finance B.V.
   5.370% 12/27/96 .....................         25,000     24,563,688
                                                          ------------
PHARMACEUTICAL PREPARATIONS--2.7%
American Home Products Corp.
   5.250% 09/03/96 .....................         60,000     59,982,500
                                                          ------------
SEARCH, DETECTION, NAVIGATION,
GUIDANCE AERONAUTIC SYSTEMS--4.5%
Raytheon Co.
   5.280% 09/17/96 .....................        100,000     99,765,333
                                                          ------------

                 See Accompanying Notes to Financial Statements.

                                        3

<PAGE>


                            THE SANSOM STREET FAMILY
                               THE RBB FUND, INC.
                             MONEY MARKET PORTFOLIO
                       STATEMENT OF NET ASSETS (CONTINUED)
                                 AUGUST 31, 1996


                                                     PAR
                                                    (000)         VALUE
                                                   --------   --------------
SECURITY BROKERS & DEALERS--12.9%
Lehman Brothers Holdings Inc.
   5.500% 09/12/96 ..........................      $ 55,000   $   54,907,569
Merrill Lynch & Co. Canandian DCP
   5.500% 11/18/96 ..........................        50,000       49,404,167
Morgan Stanley Group, Inc.
   5.400% 09/23/96 ..........................        25,000       24,917,500
   5.300% 10/21/96 ..........................        50,000       49,631,945
   5.310% 12/13/96 ..........................        30,000       29,544,225
Nomura Holding America, Inc.
   5.510% 10/24/96 ..........................        25,000       24,797,201
   5.380% 11/14/96 ..........................        50,000       49,447,056
                                                              --------------
                                                                 282,649,663
                                                              --------------
SHORT-TERM BUSINESS CREDIT INSTITUTIONS--9.1%
American Express Credit Corp.
   5.280% 09/05/96 ..........................       100,000       99,941,333
Sears Roebuck Acceptance Corp.
   5.310% 09/04/96 ..........................        50,000       49,977,875
   5.480% 10/31/96 ..........................        50,000       49,543,333
                                                              --------------
                                                                 199,462,541
                                                              --------------
     TOTAL COMMERCIAL PAPER
       (Cost $1,232,528,841) ................                  1,232,528,841
                                                              --------------
MUNICIPAL BONDS--5.4%
CALIFORNIA--0.9%
San Bernardino County California
   Certificate of Participation County
   Center Refinancing Project,
   Series 1995 (LOC Canadian
   Imperial Bank of Commerce)(DOUBLE DAGGER)
   5.650% 09/07/96 ..........................         7,800        7,800,000
Adventist Health Systems West
   Series 1988 (LOC-First Interstate
   Bank of California)(DAGGER)
   3.750% 09/04/96 ..........................        12,925       12,925,000
                                                              --------------
                                                                  20,725,000
                                                              --------------
FLORIDA--0.1%
Coral Springs, Florida Industrial
   Development Revenue
   (LOC Sun Bank, N.A.)(DOUBLE DAGGER)
   5.650% 09/05/96 ..........................         2,900        2,900,000
                                                              --------------


                                                  PAR
                                                 (000)       VALUE
                                                -------   -----------
GEORGIA--0.4%
De Kalb County Georgia Development
   Authority (Emory U.)(DOUBLE DAGGER)
   5.450% 09/04/96 ......................       $10,100   $10,100,000
                                                          -----------
ILLINOIS--0.8%
Barton Healthcare Taxable Revenue
   Bonds Series 1995 DN (LOC-
   American Nation Bank)(DAGGER)
   5.550% 09/04/96 ......................        12,455    12,455,000
Baylis Group Partnership Weekly
   Demand Taxable Bond Series 1992
   (LOC-Societe Generale)(DOUBLE DAGGER)
   5.650% 09/04/96 ......................           600       600,000
Illinois Health Facilities Authority
   Convertible/ VRDN RB
   (The Streeterville CORP Project)
   Series 1993-B (LOC-First National
   Bank of Chicago)(DOUBLE DAGGER)
   5.550% 09/04/96 ......................         4,400     4,400,000
                                                          -----------
                                                           17,455,000
                                                          -----------
KENTUCKY--0.2%
Boone County Taxable IDR Refunding
   Bonds (Square D Company Project)
   Series 1994-B (LOC-Societe Generale)
   VRDN(DAGGER)
   5.550% 09/04/96 ......................         4,200     4,200,000
                                                          -----------
MINNESOTA--0.2%
Fairview Hospital And Healthcare Services
   Taxable ADJ Convertible Extendable
   Securities Series 1994
   (MBIA Insurance) VRDN(DAGGER)
   5.550% 09/05/96 ......................         5,100     5,100,000
                                                          -----------
MISSISSIPPI--0.9%
Hinds County, Mississippi
   (LOC-RaboBank Nederland)
   IDRB VRDN(DAGGER)
   5.450% 09/04/96 ......................         1,400     1,400,000
   5.450% 09/04/96 ......................         2,155     2,155,000

                 See Accompanying Notes to Financial Statements.

                                        4

<PAGE>


                             THE SANSOM STREET FAMILY
                               THE RBB FUND, INC.
                             MONEY MARKET PORTFOLIO
                       STATEMENT OF NET ASSETS (CONTINUED)
                                 AUGUST 31, 1996

                                                   PAR
                                                  (000)       VALUE
                                                -------   -----------
MISSISSIPPI--(CONTINUED)
Mississippi Business Finance Corp.
   Taxable IDRB (Bryan Foods, Inc.
   Project) Series 1994 (Sara Lee
   Corporation Guaranty)
   (LOC-Sun Bank, N.A.) VRDN(DAGGER)
   5.550% 09/04/96 .....................        $14,000   $ 14,000,000
Mississippi Business Finance Corp.
   Taxable IDRB VRDN(DAGGER)
   5.450% 09/07/96 .....................          3,200      3,200,000
                                                          ------------
                                                            20,755,000
                                                          ------------
NEW YORK--0.6%
Health Insurance Plan of Greater NY
   adj/Convertible Extendable Securities
   Series 1990  (LOC-Morgan
   Guaranty Trust Company) VRDN(DAGGER)
   5.500% 09/04/96 .....................         12,300     12,300,000
                                                          ------------
NORTH CAROLINA--0.6%
Community Health Systems, Inc.
   Taxable (LOC-First Union National
   Bank of North Carolina)
   Series 1991-A(DAGGER)
   5.700% 09/04/96 .....................            400        400,000
City of Ashville North Carolina
   (LOC-Wachovia Bank of N.C.)
   Tax Corp.(DAGGER)
   5.400% 09/04/96 .....................         12,700     12,700,000
                                                          ------------
                                                            13,100,000
                                                          ------------
TEXAS--0.7%
South Central Texas Industrial
   Development Corp. Taxable IDR
   Bonds (Rohr Industries Project
   Series 1990 (LOC-Citibank N.A.)
   VRDN(DAGGER)
   5.550% 09/04/96 .....................         14,800     14,800,000
                                                          ------------
     TOTAL MUNICIPAL BONDS
       (Cost $121,435,000) .............                   121,435,000
                                                          ------------


                                                     PAR
                                                    (000)       VALUE
                                                   -------   ------------
REVENUE ANTICIPATION NOTES--0.3%
MANDATORY PUT BONDS--0.3%
Bremen, Inc. Tax Adjustable Notes
   (LOC-Society National Bank)
   5.500% 09/05/96 ........................        $ 6,000   $  6,000,000
                                                             ------------
     TOTAL REVENUE ANTICIPATION NOTES
       (Cost $6,000,000) ..................                     6,000,000
                                                             ------------
CORPORATE OBLIGATIONS--10.2%
BANKS--2.3%
Norwest Corp.(DAGGER)
   5.398% 09/28/96 ........................         50,000     50,000,000
                                                             ------------
PERSONAL CREDIT INSTITUTIONS--0.9%
General Motors Acceptance Corp.
   5.410% 09/01/96(DAGGER) ................          5,000      4,998,894
General Motors Acceptance Corp.
   7.900% 03/12/97 ........................         14,750     14,950,198
                                                             ------------
                                                               19,949,092
                                                             ------------
SECURITY BROKERS & DEALERS--7.0%
Bear Stearns & Co., Inc.
   5.290% 03/11/97 ........................         20,000     20,000,000
Goldman Sachs Group, LP
   5.711% 11/06/96(DAGGER) ................         53,000     53,000,000
Lehman Brothers Holdings Inc.
   5.600% 09/05/96(DAGGER) ................         50,000     50,000,000
Merrill Lynch & Co.
   5.000% 12/15/96 ........................          5,000      4,991,584
   5.120% 02/27/97 ........................         25,000     24,997,555
                                                             ------------
                                                              152,989,139
                                                             ------------
     TOTAL CORPORATE OBLIGATIONS
       (Cost $222,938,231) ................                   222,938,231
                                                             ------------
AGENCY OBLIGATIONS--2.5%
Student Loan Marketing Association(DAGGER)
   5.390% 09/03/96 ........................         25,000     24,994,375
   5.410% 09/03/96 ........................         10,000     10,000,000
   5.420% 09/03/96 ........................         20,000     20,000,000
                                                             ------------
    TOTAL AGENCY OBLIGATIONS
       (Cost $54,994,375) .................                    54,994,375
                                                             ------------

                 See Accompanying Notes to Financial Statements.

                                        5

<PAGE>


                            THE SANSOM STREET FAMILY
                               THE RBB FUND, INC.
                             MONEY MARKET PORTFOLIO
                       STATEMENT OF NET ASSETS (CONCLUDED)
                                 AUGUST 31, 1996

                                                     PAR
                                                    (000)        VALUE
                                                   -------   --------------
TIME DEPOSITS--12.6%
Bank of Tokyo-Mitsubishi
   5.375% 09/03/96 ..........................      $76,800   $   76,800,000
Dai-ichi Kangyo Bank
   5.406% 09/05/96 ..........................       50,000       50,000,000
First National Bank of Boston
   5.344% 09/05/96 ..........................       50,000       50,000,000
First Union National Bank of NC
   5.250% 09/03/96 ..........................      100,000      100,000,000
                                                             --------------
     TOTAL TIME DEPOSITS
       (Cost $276,800,000) ..................                   276,800,000
                                                             --------------
TOTAL INVESTMENTS AT VALUE--99.9%
   (Cost $2,194,698,285*) ...................                 2,194,698,285
OTHER ASSETS IN EXCESS
   OF LIABILITIES--0.1% .....................                     1,125,153
                                                             --------------
NET ASSETS (Applicable to
   1,109,351,734 Bedford shares,
   202,360 Cash Preservation shares,
   561,873,247 Janney Montgomery
   Scott shares, 61,412 RBB shares,
   524,367,399 Sansom Street shares
   and 800 other shares)--100.0% ............                $2,195,823,438
                                                             ==============
NET ASSET VALUE, offering and
   redemption price per share
   ($2,195,823,438 (DIVIDE) 2,195,856,952) ..                         $1.00
                                                                      =====
*  Also cost for Federal income tax purposes 
(DAGGER)  Variable Rate  Obigations -- The interest rate shown is the rate as of
          August  31,  1996  and the  maturity  date shown is the  longer of the
          next interest rate readjustment date or the date the principal  amount
          shown can be recovered through demand.
(DOUBLE DAGGER) Put Bonds -- Maturity date is the put date.

INVESTMENT ABBREVIATIONS
VRDN ............................Variable Rate Demand Note
LOC ......................................Letter of Credit
IDR.........................Industrial Development Revenue


                 See Accompanying Notes to Financial Statements.

                                        6


<PAGE>

                            THE SANSOM STREET FAMILY
                               THE RBB FUND, INC.
                             MONEY MARKET PORTFOLIO
                             STATEMENT OF OPERATIONS
                       FOR THE YEAR ENDED AUGUST 31, 1996

Investment Income
   Interest ..................................   $118,092,977
                                                 ------------

Expenses
   Investment advisory fees ..................      7,702,090
   Distribution fees .........................      9,304,376
   Service organization fees .................        471,499
   Directors' fees ...........................         38,473
   Custodian fees ............................        345,973
   Transfer agent fees .......................      3,044,149
   Legal fees ................................         77,139
   Audit fees ................................         61,049
   Registration fees .........................        434,000
   Insurance expense .........................         43,932
   Printing fees .............................        426,220
   Miscellaneous .............................          1,884
                                                 ------------
                                                   21,950,784

   Less fees waived ..........................     (3,543,632)
   Less expense reimbursement 
     by advisor ..............................       (342,158)
                                                 ------------
        Total expenses .......................     18,064,994
                                                 ------------
   Net investment income .....................    100,027,983
                                                 ------------
   Realized loss on investments ..............        (12,987)
                                                 ------------
   Net increase in net assets 
     resulting from operations ...............    $100,014,996
                                                 =============


                 See Accompanying Notes to Financial Statements.


                                       7

<PAGE>

                            THE SANSOM STREET FAMILY
                               THE RBB FUND, INC.
                             MONEY MARKET PORTFOLIO
                       STATEMENT OF CHANGES IN NET ASSETS

                                                   FOR THE           FOR THE
                                                 YEAR ENDED        YEAR ENDED
                                               AUGUST 31, 1996   AUGUST 31, 1995
                                               ---------------   ---------------
Increase (decrease) in net assets:
Operations:
  Net investment income ....................   $  100,027,983     $  64,913,329
  Net loss on investments ..................          (12,987)          (18,463)
                                               --------------     -------------
  Net increase in net assets 
    resulting from operations ..............      100,014,996        64,894,866
                                               --------------     -------------
Distributions to shareholders:
Dividends to shareholders from
  net investment income:
    Bedford shares .........................      (49,874,649)      (38,765,552)
    Cash Preservation shares ...............          (10,092)          (11,336)
    Janney Montgomery Scott shares .........      (24,434,566)       (4,784,092)
    RBB shares .............................           (2,630)           (2,530)
    Sansom Street shares ...................      (25,706,046)      (21,349,819)
                                               --------------    --------------
      Total distributions 
        to shareholders ....................     (100,027,983)      (64,913,329)
                                               --------------    --------------
Net capital share transactions .............      374,464,737       736,630,198
                                               --------------    --------------
Total increase in net assets ...............      374,451,750       736,611,735

Net Assets:
  Beginning of year ........................    1,821,371,688     1,084,759,953
                                               --------------    --------------
  End of year ..............................   $2,195,823,438    $1,821,371,688
                                               ==============    ==============


                 See Accompanying Notes to Financial Statements.


                                       8

<PAGE>

                            THE SANSOM STREET FAMILY
                               THE RBB FUND, INC.
                            FINANCIAL HIGHLIGHTS (b)
                 (FOR A SHARE OUTSTANDING THROUGHOUT EACH YEAR)

<TABLE>
<CAPTION>

                                                                    MONEY MARKET PORTFOLIO                              
                                    ----------------------------------------------------------------------------------- 
                                        FOR THE          FOR THE         FOR THE           FOR THE          FOR THE     
                                       YEAR ENDED       YEAR ENDED      YEAR ENDED        YEAR ENDED       YEAR ENDED   
                                    AUGUST 31, 1996  AUGUST 31, 1995  AUGUST 31, 1994  AUGUST 31, 1993  AUGUST 31, 1992 
                                    ---------------  ---------------  ---------------  ---------------  --------------- 
<S>                                    <C>              <C>              <C>               <C>             <C>      
Net asset value, 
  beginning of year ................   $   1.00         $   1.00         $   1.00          $  1.00          $   1.00
                                       --------         --------         --------          -------          --------
Income from investment operations:
  Net investment income ............     0.0518           0.0543           0.0334           0.0304            0.0435
  Net gains on securities
   (both realized and unrealized) ..         --               --               --               --            0.0007
                                       --------         --------         --------         --------          --------
    Total from investment 
       operations ..................     0.0518           0.0543           0.0334           0.0304            0.0442
                                       --------         --------         --------         --------          --------

Less distributions
  Dividends (from net 
    investment income) .............    (0.0518)         (0.0543)         (0.0334)         (0.0304)          (0.0435)
  Distributions (from 
    capital gains) .................         --               --               --               --           (0.0007)
                                       --------         --------         --------         --------          --------
    Total distributions ............    (0.0518)         (0.0543)         (0.0334)         (0.0304)          (0.0442)
                                       --------         --------         --------         --------          --------
Net asset value, end of year .......   $   1.00         $   1.00         $   1.00         $   1.00          $   1.00
                                       ========         ========         ========         ========          ========
Total Return .......................      5.30%            5.57%            3.39%            3.08%             4.51%
Ratios /Supplemental Data
  Net assets, end of year ..........   $524,359         $441,614         $373,745         $190,794          $228,079
  Ratios of expenses to average
    net assets .....................     .48%(a)          .39%(a)          .39%(a)          .34%(a)           .35%(a)
  Ratios of net investment income
   to average net assets ...........      5.18%            5.43%            3.34%            3.04%             4.35%

<FN>

(a)  Without  the waiver of  advisory  fees and  without  the  reimbursement  of
     certain  operating  expenses,  the ratios of expenses to average net assets
     for the Money Market  Portfolio would have been .65%,  .59%, .60%, .60% and
     .61% for the years  ended  August  31,  1996,  1995,  1994,  1993 and 1992,
     respectively.

(b)  Financial  highlights  relate  soley to the Sansom  Street  Class of shares
     within the portfolio.

</FN>
</TABLE>

                 See Accompanying Notes to Financial Statements.


                                       9

<PAGE>

                            THE SANSOM STREET FAMILY
                               THE RBB FUND, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                 AUGUST 31,1996

NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     The RBB Fund, Inc. (the "Fund") is registered under the Investment  Company
Act of 1940, as amended, as an open-end management  investment company. The Fund
was incorporated in Maryland on February 29, 1988.

     The Fund has authorized capital of thirty billion shares of common stock of
which 12.35 billion shares are currently classified into sixty-six classes. Each
class  represents an interest in one of seventeen  investment  portfolios of the
Fund. The classes have been grouped into fifteen separate  "families",  eight of
which have begun  investment  operations:  the RBB Family,  the BEA Family,  the
Sansom Street Family,  the Bedford Family,  the Cash  Preservation  Family,  the
Janney Montgomery Scott Money Family,  the n/i Family,  and the Bradford Family.
The Sansom Street  Family  represents  interests in the Money Market  Portfolio,
which is covered in this report.

              A) SECURITY VALUATION -- Portfolio securities are valued under the
     amortized cost method,  which approximates current market value. Under this
     method,  securities  are valued at cost when  purchased  and  thereafter  a
     constant proportionate  amortization of any discount or premium is recorded
     until  maturity  of the  security.  Regular  review and  monitoring  of the
     valuation  is  performed  in an attempt to avoid  dilution or other  unfair
     results to  shareholders.  The Portfolio  seeks to maintain net asset value
     per share at $1.00.

              B)  SECURITY   TRANSACTIONS  AND  INVESTMENT  INCOME  --  Security
     transactions  are accounted for on the trade date.  The cost of investments
     sold is  determined by use of the specific  identification  method for both
     financial reporting and income tax purposes. Interest income is recorded on
     the accrual basis.  Certain expenses,  principally  distribution,  transfer
     agency  and  printing,  are  class  specific  expenses  and vary by  class.
     Expenses not  directly  attributable  to a specific  portfolio or class are
     allocated  based on  relative  net  assets  of each  portfolio  and  class,
     respectively.

              C)  DISTRIBUTIONS TO SHAREHOLDERS -- Dividends from net investment
     income are declared daily and paid monthly.  Any net realized capital gains
     are distributed at least annually.  Income  distributions  and capital gain
     distributions  are  determined  in accordance  with income tax  regulations
     which may differ from generally accepted accounting principles.

              D) FEDERAL  INCOME TAXES -- No provision is made for Federal taxes
     as it is the Fund's  intention to have each  portfolio  continue to qualify
     for  and  elect  the  tax  treatment  applicable  to  regulated  investment
     companies   under  the  Internal   Revenue  Code  and  make  the  requisite
     distributions  to its  shareholders  which will be sufficient to relieve it
     from Federal income and excise taxes.

              E)  REPURCHASE  AGREEMENTS  --  Money  market  instruments  may be
     purchased subject to the seller's agreement to repurchase them at an agreed
     upon date and  price.  The  seller  will be  required  on a daily  basis to
     maintain the value of the  securities  subject to the agreement at not less
     than  the  repurchase  price.  The  agreements  are  conditioned  upon  the
     collateral being deposited under the Federal Reserve  book-entry  system or
     with the Fund's custodian or a third party sub-custodian.

              F) USE OF ESTIMATES -- The preparation of financial  statements in
     conformity  with  generally   accepted   accounting   principles   requires
     management  to make  estimates  and  assumption  that  affect the  reported
     amounts of assets and  liabilities at the date of the financial  statements
     and the  reported  amounts of revenues and  expenses  during the  reporting
     period. Actual results could differ from those estimates.

                                       10

<PAGE>
                            THE SANSOM STREET FAMILY
                               THE RBB FUND, INC.
                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)
                                 AUGUST 31,1996

NOTE 2. TRANSACTIONS WITH AFFILIATES AND RELATED PARTIES

     Pursuant to Investment Advisory  Agreements,  PNC Institutional  Management
Corporation  ("PIMC"),  a wholly owned subsidiary of PNC Asset Management Group,
Inc.,  which  is in  turn  a  wholly-owned  subsidiary  of  PNC  Bank,  National
Association  ("PNC  Bank"),  serves  as  investment  advisor  for the  portfolio
described  herein.  PNC Bank  serves as the  sub-advisor  for the  Money  Market
Portfolio.

     For its advisory services,  PIMC is entitled to receive the following fees,
computed daily and payable  monthly based on the  portfolio's  average daily net
assets:
                    .45% of first $250 million of net assets;
                    .40% of next $250  million of net assets;
                    .35%  of net  assets  in  excess  of $500 million.

     PIMC may, at its  discretion,  voluntarily  waive all or any portion of its
advisory fee for this  portfolio.  For each class of shares  within a respective
portfolio,  the net advisory fee charged to each class is the same on a relative
basis.  For the year ended  August 31, 1996,  advisory  fees and waivers for the
investment portfolio were as follows:

             GROSS                                              NET
            ADVISORY                                         ADVISORY
              FEE                    WAIVER                     FEE
         --------------          --------------           --------------
           $7,702,090             $(3,527,715)              $4,174,375

     PNC Bank,  as  sub-advisor,  receives a fee  directly  from  PIMC,  not the
portfolio.  In addition, PNC Bank serves as custodian for the Fund's portfolios.
PFPC Inc.  ("PFPC"),  an indirect  wholly  owned  subsidiary  of PNC Bank Corp.,
serves as each class's transfer and dividend disbursing agent.

     PFPC may, at its  discretion,  voluntarily  waive all or any portion of its
transfer agency fee for any class of shares. For the year ended August 31, 1996,
transfer  agency fees and waivers for each class of shares within the investment
portfolio were as follows:

                                     GROSS                             NET
                                TRANSFER AGENCY                 TRANSFER AGENCY
                                      FEE            WAIVER            FEE
                                --------------- -------------- ---------------
     Bedford Class                $1,658,468      $     --        $1,658,468
     Cash Preservation Class           8,613        (7,971)              642
     Janney Montgomery 
       Scott Class                 1,045,385            --         1,045,385
     RBB Class                         8,149        (7,946)              203
     Sansom Street Class             323,534            --           323,534
                                  ----------      --------        ----------
            Total                 $3,044,149      $(15,917)       $3,028,232
                                  ==========      ========        =========== 

     The  Fund,  on  behalf  of each  class of  shares  within  this  investment
portfolio,  has  adopted  Distribution  Plans  pursuant  to Rule 12b-1 under the
Investment  Company Act of 1940, as amended,  and has entered into  Distribution
Contracts with Counsellors  Securities Inc.  ("Counsellors"),  which provide for
each class to make monthly payments, based on average net assets, to Counsellors
of up to .65% on an annualized basis for the Bedford, Cash Preservation,  Janney
Montgomery  Scott and RBB Classes and up to .20% on an annualized  basis for the
Sansom Street Class.

                                       11

<PAGE>
                            THE SANSOM STREET FAMILY
                               THE RBB FUND, INC.
                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)
                                 AUGUST 31,1996

NOTE 2. TRANSACTIONS WITH AFFILIATES AND RELATED PARTIES (CONTINUED)

     For the year ended August 31, 1996,  distribution  fees for each class were
as follows:
                                                                 DISTRIBUTION
                                                                      FEE
                                                                 ------------
                    Bedford Class                                  $5,826,142
                    Cash Preservation Class                               858
                    Janney Montgomery Scott Class                   3,161,043
                    RBB Class                                             226
                    Sansom Street Class                               316,107
                                                                   ----------
                           Total                                   $9,304,376
                                                                   ==========

     The Fund has entered into service agreements with banks affiliated with PNC
Bank who render support  services to customers who are the beneficial  owners of
the Sansom Street Class in consideration of the payment of .10% of the daily net
asset  value  of such  shares.  For the  year  ended  August  31,  1996  service
organization fees were $471,499 for the Money Market Portfolio.

NOTE 3. CAPITAL SHARES

     Transactions  in capital  shares (at $1.00 per capital share) for each year
were as follows:


                                               MONEY MARKET PORTFOLIO
                                    --------------------------------------------
                                        FOR THE                     FOR THE
                                      YEAR ENDED                  YEAR ENDED
                                    AUGUST 31, 1996             AUGUST 31, 1995
                                    ---------------             ---------------
                                         VALUE                       VALUE
                                    ---------------             ---------------
Shares sold:
   Bedford Class                    $ 3,797,592,288             $ 2,966,911,277
   Cash Preservation Class                  122,344                      84,527
   Janney Montgomery Scott Class      2,359,936,867                 855,058,809
   RBB Class                                584,206                      31,504
   Sansom Street Class                2,191,596,362               1,864,628,110
Shares issued in reinvestment 
 of dividends:
   Bedford Class                         49,290,088                  37,681,204
   Cash Preservation Class                   10,084                      11,226
   Janney Montgomery Scott Class         24,077,173                   4,534,944
   RBB Class                                  2,625                       2,500
   Sansom Street Class                   18,389,361                  16,689,941
Shares repurchased:
   Bedford Class                     (3,673,362,904)             (2,779,499,052)
   Cash Preservation Class                 (165,733)                    (91,268)
   Janney Montgomery Scott Class     (2,265,789,890)               (415,944,656)
   RBB Class                               (580,821)                    (23,917)
   Sansom Street Class               (2,127,237,313)             (1,813,444,951)
                                    ---------------             ---------------
Net increase                        $   374,464,737             $   736,630,198
                                    ===============             ===============
Sansom Street Shares authorized       1,000,000,000               1,000,000,000
                                    ===============             ===============

                                       12

<PAGE>
                            THE SANSOM STREET FAMILY
                               THE RBB FUND, INC.
                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)
                                 AUGUST 31,1996

NOTE 4. NET ASSETS

     At August 31, 1996, net assets consisted of the following:

                     Capital paid-in:
                        Bedford Class                          $1,109,351,734
                        Cash Preservation Class                       202,360
                        Janney Montgomery Scott Class             561,873,247
                        RBB Class                                      61,412
                        Sansom Street Class                       524,367,399
                        Other Classes                                     800

                     Accumulated net realized gain (loss)
                        on investments
                        Bedford Class                                 (17,400)
                        Cash Preservation Class                            (3)
                        Janney Montgomery Scott Class                  (7,821)
                        RBB Class                                          (1)
                        Sansom Street Class                            (8,289)
                                                               --------------
                                                               $2,195,823,438
                                                               ==============


NOTE 5. CAPITAL LOSS CARRYOVERS

     At August 31, 1996,  $33,513  capital  loss  carryovers  were  available to
offset future realized gains of which $2,062 expires in 2002, $18,464 expires in
2003 and $12,987 expires in 2004.

                                       13

<PAGE>
                            THE SANSOM STREET FAMILY
                               THE RBB FUND, INC.
                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)
                                 AUGUST 31,1996

NOTE 6. OTHER FINANCIAL HIGHLIGHTS

     The Fund  currently  offers  four  other  classes  of  shares  representing
interest in the Money  Market  Portfolio:  Bedford,  Cash  Preservation,  Janney
Montgomery  Scott  and  RBB.  Each  class  is  marketed  to  different  types of
investors. Financial Highlights of the RBB and Cash Preservation classes are not
presented  in this  report  due to  their  immateriality.  Such  information  is
available  in the  annual  reports  of each  respective  family.  The  financial
highlights of certain of the other classes are as follows:

THE BEDFORD FAMILY


<TABLE>
<CAPTION>

                                                                    MONEY MARKET PORTFOLIO                              
                                    ----------------------------------------------------------------------------------- 
                                        FOR THE          FOR THE         FOR THE           FOR THE          FOR THE     
                                       YEAR ENDED       YEAR ENDED      YEAR ENDED        YEAR ENDED       YEAR ENDED   
                                    AUGUST 31, 1996  AUGUST 31, 1995  AUGUST 31, 1994  AUGUST 31, 1993  AUGUST 31, 1992 
                                    ---------------  ---------------  ---------------  ---------------  --------------- 
<S>                                      <C>              <C>              <C>              <C>              <C>      
Net asset value, 
  beginning of year ................  $     1.00       $     1.00       $     1.00       $     1.00       $     1.00
                                      ----------       ----------       ----------       ----------       ----------
Income from investment operations:
  Net investment income ............      0.0469           0.0486           0.0278           0.0243           0.0375
  Net gains on securities (both 
   realized and unrealized) ........          --               --               --               --           0.0007
                                      ----------       ----------       ----------       ----------       ----------
     Total from investment 
      operations ...................      0.0469           0.0486           0.0278           0.0243           0.0382
                                      ----------       ----------       ----------       ----------       ----------

Less distributions
  Dividends (from net 
   investment income) ..............     (0.0469)         (0.0486)         (0.0278)         (0.0243)         (0.0375)
  Distributions (from 
   capital gains) ..................          --               --               --               --          (0.0007)
                                      ----------       ----------       ----------       ----------       ----------
     Total distributions ...........     (0.0469)         (0.0486)         (0.0278)         (0.0243)         (0.0382)
                                      ----------       ----------       ----------       ----------       ----------
Net asset value, end of year .......  $     1.00       $     1.00       $     1.00       $     1.00       $     1.00
                                      ==========       ==========       ==========       ==========       ==========
Total Return .......................       4.79%            4.97%            2.81%            2.46%            3.89%
Ratios /Supplemental Data
  Net assets, end of year (000) ....  $1,109,334       $  935,821       $  710,737       $  782,153       $  736,842
  Ratios of expenses to average 
   net assets ......................      .97%(a)          .96%(a)          .95%(a)          .95%(a)          .95%(a)
  Ratios of net investment income
   to average net assets ...........       4.69%            4.86%            2.78%            2.43%            3.75%

<FN>

(a)  Without the waiver of advisory  and fees and without the  reimbursement  of
     certain  operating  expenses,  the ratios of expenses to average net assets
     for the Money Market Portfolio would have been 1.14%,  1.17%, 1.16%, 1.19%,
     and 1.20% for the years ended August 31, 1996,  1995,  1994, 1993 and 1992,
     respectively.

</FN>
</TABLE>

                                       14

<PAGE>
                            THE SANSOM STREET FAMILY
                               THE RBB FUND, INC.
                    NOTES TO FINANCIAL STATEMENTS (CONCLUDED)
                                 AUGUST 31,1996

NOTE 6. OTHER FINANCIAL HIGHLIGHTS (CONTINUED)

THE JANNEY MONTGOMERY SCOTT MONEY FUNDS

                                                   MONEY MARKET PORTFOLIO
                                             -----------------------------------
                                                                 FOR THE PERIOD
                                                 FOR THE          JUNE 12, 1995
                                                  YEAR          (COMMENCEMENT OF
                                                  ENDED          OPERATIONS) TO
                                             AUGUST 31, 1996    AUGUST 31, 1995
                                             ---------------    ----------------
     Net asset value, 
       beginning of period ..................   $   1.00           $   1.00
                                                --------           --------
     Income from investment
       operations:
       Net investment income ................     0.0465             0.0112
                                                --------           --------
         Total from investment 
           operations .......................     0.0465             0.0112
                                                --------           --------
     Less distributions
       Dividends (from net 
       investment income) ...................    (0.0465)           (0.0112)
                                                --------           --------
         Total distributions ................    (0.0465)           (0.0112)
                                                --------           --------
     Net asset value, end of period .........   $   1.00           $   1.00
                                                ========           ========
     Total Return ...........................      4.76%            5.30%(b)
     Ratios /Supplemental Data
       Net assets, end of period (000) ......   $561,865           $443,645
       Ratios of expenses to 
         average net assets .................    1.00%(a)        1.00%(a)(b)
       Ratios of net investment income to 
         average net assets .................      4.65%            5.04%(b)


(a)  Without  the waiver of  advisory  fees and  without  the  reimbursement  of
     certain  operating  expenses,  the ratios of expenses to average net assets
     for the Money  Market  Portfolio  would  have been 1.23% for the year ended
     August 31, 1996 and 1.23% annualized for the period ended August 31, 1995.
(b)  Annualized.

                                       15



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