BEAR
STEARNS
[GRAPHIC OMITTED]
MONEY MARKET PORTFOLIO
Semi-Annual Report
February 28, 1997
<PAGE>
THE BEDFORD FAMILY
THE RBB FUND, INC.
SEMI-ANNUAL INVESTMENT ADVISER'S REPORT
Economic activity continued its sawtooth pattern in the second half of 1996
by dipping sharply in the third quarter but recovering strongly in the last
three months. Fourth quarter GDP was initially reported at 4.7%, led by gains in
industrial production, capacity utilization and housing. The pace of new job
creation also continued strong and market sentiment began to focus on the
possibility that wage pressures might raise inflation. For the year, both the
consumer and producer price indices showed gains of about 3%, however, the core
rates, excluding the more volatile food and energy components were less
troubling. The Federal Reserve maintained a close watch over the markets and was
often thought to be on the verge of tightening monetary policy. This increased
the volatility of short-term rates during the period, but no change in monetary
policy was effected. The Fed's strongest impact on the markets was in early
December when the chairman spoke of the "irrational exuberance" that existed and
warned investors of sudden changes in fortune. The markets weakened for a short
while, but by the middle of February, the Dow Jones Industrial Average, for
example, had another added 600 points to its upward climb.
Short-term taxable interest rates continued to trade off of the 5.25%
federal funds rate, but near-term fluctuations were volatile and the yield curve
took on varying degrees of positive slope depending on the perceived timing of a
Fed tightening. As also usually happens, year-end pressures pushed yields on one
and two-month obligations to temporary highs, as issuers tried to induce
investors to put money into early 1997. This increase in rates provided
opportunity for the funds to enhance portfolio yields by extending that portion
of their cash that was not needed to provide year-end liquidity. The effect of
these actions late in the year was a gradual lengthening in the funds' average
weighted maturities to a 40-day target for the government portfolio and a 55-day
target for the money market portfolio.
Yields in the tax-exempt market were a function of supply and demand during
the year. With Fed policy on hold, most municipal funds were defensive,
preferring shorter maturities in anticipation of higher rates in the future.
Short-term tax-free yields did rise in the third quarter as new issuance from
states and local governments caused inventory to swell. After-tax yields rose to
attractive levels and tax-free funds tended to extend their maturities by buying
beyond the first two months of the year when short-term yields are typically
low. New York City was a large participant in the second half of 1996, issuing
$800 million in tax anticipation notes in August and $1.6 billion revenue
anticipation notes in October. Overall, tax-exempt money market funds
experienced record growth during the last year, closing February at about $147
billion, as reported in IBC'S MONEY FUND REPORT, versus $135 billion a year ago.
Looking ahead, the course of monetary policy will be closely watched and
hotly debated. Chairman Greenspan has already warned the markets about a
"preemptive strike" on interest rates to prevent a rekindling of inflation. The
economy appears to be expanding at a 2.5-3.0% pace and inflation continues to
hover around 3.0%. In this environment, short-term rates could well remain at
current levels for some time, however, there is a clear bias, on the part of the
Fed, to tighten monetary policy.
PNC Institutional Management Corporation
(Please dial toll-free 800-447-1139 for questions regarding
your account or contact your broker.)
<PAGE>
THE BEDFORD FAMILY
THE RBB FUND, INC.
MONEY MARKET PORTFOLIO
STATEMENT OF NET ASSETS
FEBRUARY 28, 1997
(UNAUDITED)
PAR
(000) VALUE
-------- --------------
AGENCY OBLIGATIONS--3.9%
Federal Home Loan Bank Discount
Notes
5.300% 03/03/97 ............. $ 75,000 $ 74,977,917
--------------
Student Loan Marketing Association(DAGGER)
5.330% 03/04/97 ............. 10,000 10,000,000
5.340% 03/04/97 ............. 10,000 10,000,000
--------------
20,000,000
--------------
TOTAL AGENCY OBLIGATIONS
(Cost $94,977,917) ...... 94,977,917
--------------
CERTIFICATES OF DEPOSIT--34.2%
BANK NOTES--12.2%
Bankers Trust Co.
5.530% 08/01/97 ............. 50,000 50,002,068
Chase Manhattan Bank-Delaware
5.550% 07/15/97 ............. 50,000 50,000,000
5.530% 07/28/97 ............. 50,000 50,000,000
First National Bank of Boston
5.500% 03/17/97 ............. 25,000 25,000,000
5.600% 04/01/97 ............. 25,000 25,000,000
5.460% 08/06/97 ............. 50,000 50,000,000
Mellon Bank N.A.
6.030% 09/23/97 ............. 25,000 25,017,286
Wilmington Trust Co.
5.400% 03/24/97 ............. 25,000 25,000,000
--------------
300,019,354
--------------
YANKEE DOLLAR CERTIFICATES OF DEPOSIT--22.0%
Bank of Tokyo-Mitsubishi
5.580% 04/30/97 ............. 50,000 50,000,000
5.540% 06/11/97 ............. 20,000 20,001,804
Banque Nationale de Paris
5.370% 05/14/97 ............. 50,000 50,003,657
Industrial Bank of Japan
5.500% 04/16/97 ............. 50,000 50,000,000
Royal Bank of Canada
5.320% 03/03/97(DAGGER) ..... 25,000 24,980,486
5.510% 04/30/97 ............. 74,000 74,008,032
Sanwa Bank Ltd Japan
5.450% 03/06/97 ............. 50,000 50,000,138
PAR
(000) VALUE
-------- --------------
YANKEE DOLLAR CERTIFICATES OF DEPOSIT--(CONTINUED)
Societe Generale
5.600% 04/07/97 ............. $ 25,000 $ 25,000,000
5.780% 08/20/97 ............. 21,000 21,006,543
5.600% 09/19/97 ............. 50,000 50,000,000
5.770% 01/09/98 ............. 25,000 24,991,763
Sumitomo Bank
5.500% 04/14/97 ............. 25,000 25,000,000
Svenska Handelsbanken Inc.
5.350% 05/27/97 ............. 25,000 25,000,000
5.360% 05/27/97 ............. 25,000 24,999,404
Swedbank
5.630% 03/25/97 ............. 25,000 25,000,162
--------------
539,991,989
--------------
TOTAL CERTIFICATES OF DEPOSIT
(Cost $840,011,343) ..... 840,011,343
--------------
COMMERCIAL PAPER--38.5%
ASSET BACKED SECURITIES--9.6%
Asset Securitization Co-Op Corp.
5.310% 03/11/97 ............. 50,000 49,926,250
5.305% 03/12/97 ............. 50,000 49,918,951
Corporate Receivables Corp.
5.300% 04/07/97 ............. 25,000 24,863,819
Cxc, Inc.
5.350% 03/20/97 ............. 40,000 39,887,056
Sigma Finance, Inc.
5.410% 03/03/97 ............. 50,870 50,854,711
5.370% 04/04/97 ............. 20,000 19,898,567
--------------
235,349,354
--------------
BANKS--3.6%
ABN-AMRO N.A. Finance Inc.
5.275% 06/09/97 ............. 25,000 24,633,681
Morgan (J.P.) & Co.
5.360% 07/17/97 ............. 25,000 24,486,333
Swedbank Inc.
5.400% 07/07/97 ............. 40,000 39,232,000
--------------
88,352,014
--------------
FINANCE LESSORS--2.0%
General Electric Capital Corp.
5.340% 04/28/97 ............. 50,000 49,569,833
--------------
See Accompanying Notes to Financial Statements.
2
<PAGE>
THE BEDFORD FAMILY
THE RBB FUND, INC.
MONEY MARKET PORTFOLIO
STATEMENT OF NET ASSETS (CONTINUED)
FEBRUARY 28,1997
(UNAUDITED)
PAR
(000) VALUE
-------- -------------
FINANCE SERVICES--6.3%
Countrywide Funding Corp.
5.350% 03/20/97 ............. $ 50,000 $ 49,858,819
Dakota Certificates Program
5.300% 05/12/97 ............. 30,000 29,682,000
5.330% 05/15/97 ............. 26,500 26,205,740
5.300% 05/20/97 ............. 50,000 49,411,111
-------------
155,157,670
-------------
GLASS, GLASSWARE, PRESSED OR BLOWN--2.0%
Newell Co.
5.330% 03/06/97 ............. 50,000 49,962,986
-------------
HOUSEHOLD AUDIO & VIDEO EQUIPMENT--1.1%
Toshiba International Finance (UK)
PLC
5.360% 03/24/97 ............. 26,700 26,608,567
-------------
PERSONAL CREDIT INSTITUTIONS--3.0%
General Motors Acceptance Corp.
5.500% 03/03/97 ............. 35,000 34,989,306
5.390% 06/30/97 ............. 40,000 39,275,344
-------------
74,264,650
-------------
SECURITY BROKERS & DEALERS--7.1%
Lehman Brothers Holdings Inc.
5.420% 03/17/97 ............. 50,000 49,879,556
Merrill Lynch & Co.
5.300% 08/14/97 ............. 50,000 48,778,056
Morgan Stanley Group, Inc.
5.450% 03/24/97 ............. 25,000 24,912,951
Nomura Holding America, Inc.
5.350% 03/10/97 ............. 25,000 24,966,562
5.370% 05/14/97 ............. 25,000 24,724,042
-------------
173,261,167
-------------
SERVICES - AUTO RENT & LEASE--2.0%
PHH Corp.
5.280% 04/21/97 ............. 50,000 49,626,000
-------------
PAR
(000) VALUE
-------- -------------
TELEPHONE COMMUNICATIONS--1.8%
MCI Communications Corp.
5.320% 04/30/97 ............. $ 20,000 $ 19,822,667
5.470% 04/30/97 ............. 25,000 24,772,083
-------------
44,594,750
-------------
TOTAL COMMERCIAL PAPER
(Cost $946,746,991) ..... 946,746,991
-------------
CORPORATE OBLIGATIONS--8.3%
FINANCE LESSORS--1.4%
IBM Credit Corp.
5.740% 08/14/97 ............. 15,000 15,012,217
5.700% 10/27/97 ............. 20,000 19,996,338
-------------
35,008,555
-------------
PERSONAL CREDIT INSTITUTIONS--1.2%
General Motors Acceptance Corp.
7.900% 03/12/97 ............. 14,750 14,761,470
5.625% 10/30/97 ............. 15,000 14,994,092
-------------
29,755,562
-------------
SECURITY BROKERS & DEALERS--5.7%
Bear Stearns Companies, Inc.
5.290% 03/11/97 ............. 20,000 20,000,000
5.405% 03/24/97(DAGGER) ..... 50,000 50,000,000
5.860% 01/20/98 ............. 20,000 20,000,000
Lehman Brothers Holdings, Inc.(DAGGER)
5.600% 03/06/97 ............. 50,000 50,000,000
-------------
140,000,000
-------------
TOTAL CORPORATE
OBLIGATIONS
(Cost $204,764,117) ..... 204,764,117
-------------
MUNICIPAL BONDS--5.3%
CALIFORNIA--0.5%
Adventist Health Systems West
Series 1988(DAGGER)
5.500% 03/05/97 ............. 12,425 12,425,000
-------------
FLORIDA--0.1%
Coral Springs, Florida Industrial
Development Revenue(DOUBLE DAGGER)
5.400% 03/05/97 ............. 2,900 2,900,000
-------------
See Accompanying Notes to Financial Statements.
3
<PAGE>
THE BEDFORD FAMILY
THE RBB FUND, INC.
MONEY MARKET PORTFOLIO
STATEMENT OF NET ASSETS (CONTINUED)
FEBRUARY 28, 1997
(UNAUDITED)
PAR
(000) VALUE
-------- -------------
GEORGIA--0.4%
De Kalb County Georgia Development
Authority Series 1995 B (Emory
University Project)(DOUBLE DAGGER)
5.400% 02/28/97 ............. $ 9,840 $ 9,840,000
-------------
ILLINOIS--0.7%
Barton Healthcare Taxable Revenue
Bonds Series 1995(DAGGER)
5.450% 03/05/97 ............. 12,155 12,155,000
Baylis Group Partnership Weekly
Demand Taxable Bond Series 1992(DOUBLE DAGGER)
5.600% 03/05/97 ............. 600 600,000
Illinois Health Facilities Authority
Convertible/ VRDN RB
(The Streeterville Corp. Project)
Series 1993-B(DOUBLE DAGGER)
5.450% 03/05/97 ............. 4,400 4,400,000
-------------
17,155,000
-------------
INDIANA--0.3%
Bremen, Inc. Taxable Adjustable Rate
Note Series 1996 B (Cleveland)
5.540% 03/05/97 ............. 6,000 6,000,000
-------------
KENTUCKY--0.2%
Boone County Taxable IDR Refunding
Bonds (Square D Company Project)
Series 1994-B VRDN(DAGGER)
5.450% 03/05/97 ............. 4,200 4,200,000
-------------
MINNESOTA--0.2%
Fairview Hospital And Healthcare
Services Taxable ADJ Convertible
Extendable Securities Series 1994
(MBIA-INS.) VRDN(DAGGER)
5.500% 03/06/97 ............. 4,900 4,900,000
-------------
MISSISSIPPI--1.3%
Hinds County, Mississippi
IDRB VRDN(DAGGER)
5.400% 03/05/97 ............. 3,315 3,315,000
PAR
(000) VALUE
-------- -------------
MISSISSIPPI--(CONTINUED)
Mississippi Business Finance Corp.
IDR (Dana Lighting Project)
Series 1995, Orlando
5.400% 03/07/97 ............. $ 6,700 $ 6,700,000
Mississippi Business Finance Corp.
Taxable IDR Series 1994 (Bryan
Foods, Inc. Project) VRDN(DAGGER)
5.450% 03/05/97 ............. 14,000 14,000,000
Mississippi Business Finance Corp.
Taxable IDR Series 1995
5.400% 03/07/97 ............. 7,800 7,800,000
-------------
31,815,000
-------------
NEW YORK--0.5%
Health Insurance Plan of Greater NY
adj/Convertible Extendable
Securities Series 1990 VRDN(DAGGER)
5.400% 03/05/97 ............. 5,500 5,500,000
Health Insurance Plan of Greater NY
adj/Convertible Extendable
Securities VRDN(DAGGER)
5.400% 03/05/97 ............. 6,800 6,800,000
-------------
12,300,000
-------------
NORTH CAROLINA--0.5%
City of Asheville North Carolina
Tax Corp.
5.350% 03/05/97 ............. 12,700 12,700,000
Community Health Systems, Inc.
Taxable First Union National Bank
of North Carolina Series 1991-A(DAGGER)
5.650% 03/05/97 ............. 400 400,000
-------------
13,100,000
-------------
TEXAS--0.6%
South Central Texas Industrial
Development Corp. Taxable IDR
(Rohr Industries Project)
Series 1990 VRDN(DAGGER)
5.450% 03/05/97 ............. 14,800 14,800,000
-------------
TOTAL MUNICIPAL BONDS
(Cost $129,435,000) ..... 129,435,000
-------------
See Accompanying Notes to Financial Statements.
4
<PAGE>
THE BEDFORD FAMILY
THE RBB FUND, INC.
MONEY MARKET PORTFOLIO
STATEMENT OF NET ASSETS (CONCLUDED)
FEBRUARY 28, 1997
(UNAUDITED)
PAR
(000) VALUE
-------- --------------
TIME DEPOSITS--5.4%
Bank of Tokyo-Mitsubishi
5.313% 03/07/97 ............. $ 50,000 $ 50,000,000
First Union National Bank of NC
5.438% 03/03/97 ............. 81,900 81,900,000
--------------
TOTAL TIME DEPOSITS
(Cost $131,900,000) ..... 131,900,000
--------------
REPURCHASE AGREEMENTS--4.1%
J. P. Morgan Securities
(Agreement dated 02/28/97 to
be repurchased at 100,044,583,
collateralized by $78,387,000
U.S. Treasury Bond 10.375% due
11/15/12. Market value of
collateral is $102,001,084.)
5.350% 03/03/97 ............. 100,000 100,000,000
--------------
TOTAL REPURCHASE
AGREEMENTS
(Cost $100,000,000) ..... 100,000,000
--------------
TOTAL INVESTMENTS AT VALUE--99.7%
(Cost $2,447,835,368*) ...... 2,447,835,368
OTHER ASSETS IN EXCESS
OF LIABILITIES--0.3% ........ 7,752,170
VALUE
--------------
NET ASSETS (Applicable to
1,250,395,889 Bedford shares,
276,583 Cash Preservation shares,
662,915,523 Janney Montgomery
Scott shares, 542,045,165
Sansom Street shares and 800
other shares)-- 100.0% ...... $2,455,587,538
==============
NET ASSET VALUE, offering and
redemption price per share
($2,455,587,538 (DIVIDE)
2,455,633,960) .............. $1.00
=====
* Also cost for Federal income tax purposes.
(DAGGER) Variable Rate Obligations -- The interest rate shown is the rate as of
February 28, 1997 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.
5
<PAGE>
THE BEDFORD FAMILY
THE RBB FUND, INC.
MONEY MARKET PORTFOLIO
STATEMENT OF OPERATIONS
FOR THE SIX MONTHS ENDED
FEBRUARY 28, 1997 (UNAUDITED)
INVESTMENT INCOME
Interest ................................ $63,652,960
-----------
EXPENSES
Investment advisory fees ................ 4,223,251
Distribution fees ....................... 5,122,193
Service organization fees ............... 243,692
Directors' fees ......................... 25,579
Custodian fees .......................... 187,903
Transfer agent fees ..................... 1,705,771
Legal fees .............................. 52,110
Audit fees .............................. 28,583
Registration fees ....................... 274,999
Insurance expense ....................... 23,132
Printing fees ........................... 191,494
Miscellaneous ........................... --
-----------
12,078,707
Less fees waived ........................ (1,835,454)
Less expense reimbursement by advisor ... (235,953)
-----------
Total expenses ....................... 10,007,300
-----------
Net investment income ...................... 53,645,660
-----------
Realized loss on investments ............... (12,909)
-----------
Net increase in net assets resulting
from operations ......................... $53,632,751
===========
STATEMENT OF CHANGES IN NET ASSETS
FOR THE FOR THE
SIX MONTHS ENDED YEAR ENDED
FEBRUARY 28, 1997 AUGUST 31, 1996
----------------- ---------------
(UNAUDITED)
Increase (decrease) in net assets:
Operations:
Net investment income .....$ 53,645,660 $ 100,027,983
Net loss on investments ... (12,909) (12,987)
-------------- --------------
Net increase in net assets
resulting from
operations .............. 53,632,751 100,014,996
-------------- --------------
Dividends to shareholders from
net investment income:
Bedford shares ($.0226 and
$.0469, respectively,
per share) .............. (26,644,363) (49,874,649)
Cash Preservation shares
($.0229 and $.0471,
respectively, per
share) .................. (4,493) (10,092)
Janney Montgomery Scott
shares ($.0224 and
$.0465, respectively,
per share) .............. (13,747,392) (24,434,566)
RBB shares ($.0218 and
$.0465, respectively,
per share) .............. (1,286) (2,630)
Sansom Street shares ($.0250
and $.0518, respectively,
per share) .............. (13,248,126) (25,706,046)
-------------- --------------
Total dividends to
shareholders .......... (53,645,660) (100,027,983)
-------------- --------------
Net capital share
transactions .............. 259,777,009 374,464,737
-------------- --------------
Total increase in net
assets .................... 259,764,100 374,451,750
Net Assets:
Beginning of period ....... 2,195,823,438 1,821,371,688
-------------- --------------
End of period .............$2,455,587,538 $2,195,823,438
============== ==============
See Accompanying Notes to Financial Statements.
6
<PAGE>
THE BEDFORD FAMILY
THE RBB FUND, INC.
FINANCIAL HIGHLIGHTS (b)
(FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD)
<TABLE>
<CAPTION>
MONEY MARKET PORTFOLIO
------------------------------------------------------------------------------
FOR THE FOR THE FOR THE FOR THE FOR THE FOR THE
SIX MONTHS YEAR YEAR YEAR YEAR YEAR
ENDED ENDED ENDED ENDED ENDED ENDED
FEBRUARY 28, AUGUST 31, AUGUST 31, AUGUST 31, AUGUST 31, AUGUST 31,
1997 1996 1995 1994 1993 1992
------------ ---------- ---------- ---------- ---------- ----------
(UNAUDITED)
<S> <C> <C> <C> <C> <C> <C>
Net asset value,
beginning of period ............... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
---------- ---------- -------- -------- -------- --------
Income from investment operations:
Net investment income ............. 0.0226 0.0469 0.0486 0.0278 0.0243 0.0375
Net gains on securities (both
realized and unrealized) ......... -- -- -- -- -- 0.0007
---------- ---------- -------- -------- -------- --------
Total from investment
operations .................... 0.0226 0.0469 0.0486 0.0278 0.0243 0.0382
---------- ---------- -------- -------- -------- --------
Less distributions:
Dividends (from net investment
income) .......................... (0.0226) (0.0469) (0.0486) (0.0278) (0.0243) (0.0375)
Distributions (from capital gains) -- -- -- -- -- (0.0007)
---------- ---------- -------- -------- -------- --------
Total distributions ............ (0.0226) (0.0469) (0.0486) (0.0278) (0.0243) (0.0382)
---------- ---------- -------- -------- -------- --------
Net asset value, end of period ...... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
========== ========== ======== ======== ======== ========
Total Return ........................ 4.64%(c) 4.79% 4.97% 2.81% 2.46% 3.89%
Ratios /Supplemental Data
Net assets, end of period (000) ... $1,250,379 $1,109,334 $935,821 $710,737 $782,153 $736,842
Ratios of expenses to average
net assets ....................... .97%(a)(c) .97%(a) .96%(a) .95%(a) .95%(a) .95%(a)
Ratios of net investment income
to average net assets ............ 4.55%(c) 4.69% 4.86% 2.78% 2.43% 3.75%
<FN>
(a) Without the waiver of advisory and administration 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 1.13%
annualized for the six months ended February 28, 1997, 1.14%, 1.17%, 1.16%,
1.19% and 1.20% for the years ended August 31, 1996, 1995, 1994, 1993 and
1992 respectively.
(b) Financial highlights relate solely to the Bedford Class of shares within
the portfolio.
(c) Annualized.
</FN>
</TABLE>
See Accompanying Notes to Financial Statements.
7
<PAGE>
THE BEDFORD FAMILY
THE RBB FUND, INC.
NOTES TO FINANCIAL STATEMENTS
FEBRUARY 28, 1997
(UNAUDITED)
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 13.48 billion shares are currently classified into seventy-seven classes.
Each class represents an interest in one of nineteen investment portfolios of
the Fund. The classes have been grouped into sixteen separate "families," nine
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 Money Family, the n/I Family, the Boston Partners Family and
the Bradford Family. The Bedford Family represents interests in the four
portfolios, one of 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 assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent 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.
8
<PAGE>
THE BEDFORD FAMILY
THE RBB FUND, INC.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
FEBRUARY 28, 1997
(UNAUDITED)
NOTE 2. TRANSACTIONS WITH AFFILIATES AND RELATED PARTIES
Pursuant to the 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 six months ended February 28, 1997, advisory fees and waivers for
the investment portfolio were as follows:
GROSS NET
ADVISORY ADVISORY
FEE WAIVER FEE
---------- ------------ -----------
$4,223,251 $(1,828,828) $2,394,423
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 six months ended February
28, 1997, transfer agency fees and waivers for each class of shares within the
investment portfolio were as follows:
<TABLE>
<CAPTION>
GROSS NET
TRANSFER AGENCY TRANSFER AGENCY
FEE WAIVER FEE
--------------- ------------- ---------------
<S> <C> <C> <C>
Bedford Class $ 910,000 $ -- $ 910,000
Cash Preservation Class 5,504 (2,975) 2,529
Janney Montgomery Scott Class 601,086 -- 601,086
RBB Class 3,750 (3,651) 99
Sansom Street Class 185,431 -- 185,431
---------- ----------- ----------
Total $1,705,771 $ (6,626) $1,699,145
========== =========== ==========
</TABLE>
9
<PAGE>
THE BEDFORD FAMILY
THE RBB FUND, INC.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
FEBRUARY 28, 1997
(UNAUDITED)
NOTE 2. TRANSACTIONS WITH AFFILIATES AND RELATED PARTIES (CONTINUED)
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.
For the six months ended February 28, 1997, distribution fees for each
class were as follows:
DISTRIBUTION
FEE
------------
Bedford Class $3,125,194
Cash Preservation Class 393
Janney Montgomery Scott Class 1,825,638
RBB Class 114
Sansom Street Class 170,854
----------
Total: $5,122,193
==========
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 six months ended February 28, 1997, service
organization fees were $243,692 for the Money Market Portfolio.
10
<PAGE>
THE BEDFORD FAMILY
THE RBB FUND, INC.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
FEBRUARY 28, 1997
(UNAUDITED)
NOTE 3. CAPITAL SHARES
Transactions in capital shares (at $1.00 per capital share) for each period
were as follows:
MONEY MARKET PORTFOLIO
----------------------------------
FOR THE
SIX MONTHS FOR THE
ENDED YEAR ENDED
FEBRUARY 28, 1997 AUGUST 31,1996
----------------- ---------------
(UNAUDITED)
VALUE VALUE
----------------- ---------------
Shares sold:
Bedford Class $ 2,056,550,608 $ 3,797,592,288
Bradford Class -- --
Cash Preservation Class 127,911 122,344
Janney Montgomery
Scott Class 1,459,413,851 2,359,936,867
RBB Class 4,744 584,206
Sansom Street Class 911,854,917 2,191,596,362
Shares issued in
reinvestment of dividends:
Bedford Class 26,659,535 49,290,088
Bradford Class -- --
Cash Preservation Class 4,494 10,084
Janney Montgomery
Scott Class 13,870,907 24,077,173
RBB Class 1,361 2,625
Sansom Street Class 9,516,045 18,389,361
Shares repurchased:
Bedford Class (1,942,165,988) (3,673,362,904)
Bradford Class -- --
Cash Preservation Class (58,181) (165,733)
Janney Montgomery
Scott Class (1,372,242,482) (2,265,789,890)
RBB Class (67,517) (580,821)
Sansom Street Class (903,693,196) (2,127,237,313)
--------------- ---------------
Net increase $ 259,777,009 $ 374,464,737
=============== ===============
Bedford Shares authorized 1,500,000,000 1,500,000,000
=============== ===============
11
<PAGE>
THE BEDFORD FAMILY
THE RBB FUND, INC.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
FEBRUARY 28, 1997
(UNAUDITED)
NOTE 4. NET ASSETS
At February 28, 1997, net assets consisted of the following: (Unaudited)
MONEY MARKET
PORTFOLIO
--------------
Capital Paid-In
Bedford Class $1,250,395,889
Cash Preservation Class 276,583
Janney Montgomery Scott Class 662,915,523
Sansom Street Class 542,045,165
Other Classes 800
Accumulated Net Realized Loss
on Investments
Bedford Class (23,975)
Cash Preservation Class (4)
Janney Montgomery Scott Class (11,305)
Sansom Street Class (11,138)
--------------
$2,455,587,538
==============
12
<PAGE>
THE BEDFORD FAMILY
THE RBB FUND, INC.
NOTES TO FINANCIAL STATEMENTS (CONCLUDED)
FEBRUARY 28, 1997
(UNAUDITED)
NOTE 5. OTHER FINANCIAL HIGHLIGHTS
The Fund currently offers four other classes of shares representing
interest in the Money Market Portfolio: Cash Preservation, Janney Montgomery
Scott, RBB, and Sansom Street. 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 other classes are as follows:
THE JANNEY MONTGOMERY SCOTT MONEY FUNDS
MONEY MARKET PORTFOLIO
----------------------------------------------
FOR THE PERIOD
FOR THE FOR THE JUNE 12, 1995
SIX MONTHS YEAR (COMMENCEMENT
ENDED ENDED OF OPERATIONS)
FEBRUARY 28, AUGUST 31, TO AUGUST 31,
1997 1996 1995
------------ ---------- --------------
(UNAUDITED)
Net asset value,
beginning of period ......... $ 1.00 $ 1.00 $ 1.00
------- ------- -------
Income from investment
operations:
Net investment income ......... 0.0224 0.0465 0.0112
------- ------- -------
Total from investment
operations .............. 0.0224 0.0465 0.0112
------- ------- -------
Less distributions
Dividends (from net
investment income) ........ (0.0224) (0.0465) (0.0112)
------- ------- -------
Total distributions ....... (0.0224) (0.0465) (0.0112)
------- ------- -------
Net asset value,
end of period ............... $ 1.00 $ 1.00 $ 1.00
======= ======= =======
Total Return .................. 4.62%(b) 4.76% 5.30%(b)
Ratios /Supplemental Data
Net assets, end of
period (000) .............. $662,899 $561,865 $443,645
Ratios of expenses
to average
net assets ................ 1.00%(a)(b) 1.00%(a) 1.00%(a)(b)
Ratios of net investment
income to average
net assets ................ 4.52%(b) 4.65% 5.04%(b)
(a) Without the waiver of advisory, administration and transfer agent 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 1.24% annualized for the six months ended February 28, 1997, and
1.23%, 1.23% for the years ended August 31, 1996 and 1995, respectively.
(b) Annualized.
13
<PAGE>
THE BEDFORD FAMILY
THE RBB FUND, INC.
NOTES TO FINANCIAL STATEMENTS (CONCLUDED)
FEBRUARY 28, 1997
(UNAUDITED)
NOTE 5. OTHER FINANCIAL HIGHLIGHTS (CONTINUED)
THE SANSOM STREET FAMILY
<TABLE>
<CAPTION>
MONEY MARKET PORTFOLIO
------------------------------------------------------------------------------
FOR THE
SIX MONTHS FOR THE FOR THE FOR THE FOR THE FOR THE
ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED
FEBRUARY 28, AUGUST 31, AUGUST 31, AUGUST 31, AUGUST 31, AUGUST 31,
1997 1996 1995 1994 1993 1992
------------ ---------- ---------- ---------- ---------- ----------
(UNAUDITED)
<S> <C> <C> <C> <C> <C> <C>
Net asset value, beginning of period .............. $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
------- ------- ------- ------- ------- -------
Income from investment operations:
Net investment income ........................... 0.0250 0.0518 0.0543 0.0334 0.0304 0.0435
Net gains on securities
(both realized and unrealized) ................. -- -- -- -- -- 0.0007
------- ------- ------- ------- ------- -------
Total from investment operations ............. 0.0250 0.0518 0.0543 0.0334 0.0304 0.0442
------- ------- ------- ------- ------- -------
Less distributions
Dividends (from net investment income) .......... (0.0250) (0.0518) (0.0543) (0.0334) (0.0304) (0.0435)
Distributions (from capital gains) .............. -- -- -- -- -- (0.0007)
------- ------- ------- ------- ------- -------
Total distributions .......................... (0.0250) (0.0518) (0.0543) (0.0334) (0.0304) (0.0442)
------- ------- ------- ------- ------- -------
Net asset value, end of period .................... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
======= ======= ======= ======= ======= =======
Total Return ...................................... 5.15%(b) 5.30% 5.57% 3.39% 3.08% 4.51%
Ratios /Supplemental Data
Net assets, end of period ....................... $542,034 $524,359 $441,614 $373,745 $190,794 $228,079
Ratios of expenses to average net assets ........ .49%(a)(b) .48%(a) .39%(a) .39%(a) .34%(a) .35%(a)
Ratios of net investment income to
average net assets ............................ 5.03%(b) 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 .66% for six months ended
February 28, 1997, and .65%, .59%, .60%, .60% and .61% for the years ended
August 31, 1996, 1995, 1994, 1993 and 1992, respectively.
(b) Annualized.
</FN>
</TABLE>
14
