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EXHIBIT INDEX
EXHIBIT A:
Attachment to item 77C:
Submission of matters to a vote of Security holders.
EXHIBIT B:
Attachment to item 77O:
Transactions effected pursuant to Rule 10f-3
------------------------------------------------------------------
EXHIBIT A:
THE CHARLES SCHWAB FAMILY OF FUNDS
PROXY VOTING RESULTS
A special meeting of the shareholders of The Charles Schwab Family of Funds was
held on June 1, 2000. The number of votes necessary to conduct the meeting and
approve each proposal was obtained, and the results of the votes of shareholders
on proposals before them are listed below:
PROPOSAL 1
Election of Trustees.
NUMBER OF NUMBER OF
SHARES VOTED FOR SHARES WITHHELD
------------------ ---------------
Charles R. Schwab 36,999,629,179 9,264,278,586
Mariann Byerwalter 36,952,086,682 9,311,821,083
Jeremiah H. Chafkin 36,969,722,337 9,294,185,428
Donald F. Dorward 36,945,789,881 9,318,117,884
William A. Hasler 36,978,892,818 9,285,014,947
Robert G. Holmes 36,967,612,764 9,296,295,001
Steven L. Scheid 36,989,702,307 9,274,205,458
Gerald B. Smith 36,981,495,311 9,282,412,454
Donald R. Stephens 36,986,833,556 9,277,074,209
Michael W. Wilsey 36,981,483,423 9,282,424,342
PROPOSAL 2A
To approve the elimination of the fundamental policy which makes all fund
policies fundamental. This allows each fund to adopt non-fundamental policies,
which the Board of Trustees could take appropriate and timely action to amend as
necessary, without the expense and delay associated with a shareholder meeting.
SCHWAB MONEY MARKET FUND
NUMBER OF
SHARES VOTED
--------------
For 13,954,022,383
Against 491,420,583
Abstain (includes broker non-votes) 4,915,051,923
SCHWAB GOVERNMENT MONEY FUND
NUMBER OF
SHARES VOTED
--------------
For 1,038,052,671
Against 62,733,595
Abstain (includes broker non-votes) 218,813,366
PROPOSAL 2B
To approve changes to restrictions regarding the maturity of fund investments.
SCHWAB MONEY MARKET FUND
NUMBER OF
SHARES VOTED
--------------
For 13,983,486,763
Against 463,988,789
Abstain (includes broker non-votes) 4,913,019,337
SCHWAB GOVERNMENT MONEY FUND
NUMBER OF
SHARES VOTED
--------------
For 1,042,571,889
Against 59,067,247
Abstain (includes broker non-votes) 217,960,496
SCHWAB U.S. TREASURY MONEY FUND
NUMBER OF
SHARES VOTED
--------------
For 944,691,945
Against 76,797,800
Abstain (includes broker non-votes) 222,085,279
PROPOSAL 2Ci
To approve changes to restrictions regarding borrowing.
SCHWAB MONEY MARKET FUND
NUMBER OF
SHARES VOTED
--------------
For 13,838,366,226
Against 604,209,248
Abstain (includes broker non-votes) 4,917,919,415
SCHWAB GOVERNMENT MONEY FUND
NUMBER OF
SHARES VOTED
--------------
For 1,031,435,956
Against 69,064,572
Abstain (includes broker non-votes) 219,099,104
SCHWAB U.S. TREASURY MONEY FUND
NUMBER OF
SHARES VOTED
--------------
For 928,488,752
Against 92,846,717
Abstain (includes broker non-votes) 222,239,555
SCHWAB INSTITUTIONAL ADVANTAGE MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 266,884,152
Against 6,408,158
Abstain (includes broker non-votes) 30,947,412
SCHWAB RETIREMENT MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 149,114,129
Against 964,996
Abstain (includes broker non-votes) 6,333,807
PROPOSAL 2Cii
To approve changes to restrictions regarding lending.
SCHWAB MONEY MARKET FUND
NUMBER OF
SHARES VOTED
--------------
For 13,840,766,217
Against 599,097,012
Abstain (includes broker non-votes) 4,920,631,660
SCHWAB GOVERNMENT MONEY FUND
NUMBER OF
SHARES VOTED
--------------
For 1,030,509,892
Against 69,846,901
Abstain (includes broker non-votes) 219,242,839
SCHWAB U.S. TREASURY MONEY FUND
NUMBER OF
SHARES VOTED
--------------
For 931,988,517
Against 89,446,772
Abstain (includes broker non-votes) 222,139,735
SCHWAB VALUE ADVANTAGE MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 12,268,563,192
Against 599,403,974
Abstain (includes broker non-votes) 2,619,289,038
SCHWAB INSTITUTIONAL ADVANTAGE MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 269,254,580
Against 4,037,729
Abstain (includes broker non-votes) 30,947,413
SCHWAB RETIREMENT MONEY FUND:
NUMBER OF
SHARES VOTED
-------------
For 149,124,175
Against 954,951
Abstain (includes broker non-votes) 6,333,807
PROPOSAL 2Ciii
To approve changes to restrictions regarding the issuance of senior securities
and pledging, mortgaging or hypothecating fund assets.
SCHWAB MONEY MARKET FUND
NUMBER OF
SHARES VOTED
--------------
For 13,895,300,905
Against 543,800,977
Abstain (includes broker non-votes) 4,921,393,007
SCHWAB GOVERNMENT MONEY FUND
NUMBER OF
SHARES VOTED
--------------
For 1,034,276,572
Against 65,834,534
Abstain (includes broker non-votes) 219,488,526
SCHWAB U.S. TREASURY MONEY FUND
NUMBER OF
SHARES VOTED
--------------
For 936,807,034
Against 84,091,915
Abstain (includes broker non-votes) 222,676,075
SCHWAB VALUE ADVANTAGE MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 12,321,538,233
Against 541,188,367
Abstain (includes broker non-votes) 2,624,529,604
SCHWAB INSTITUTIONAL ADVANTAGE MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 269,268,289
Against 4,024,021
Abstain (includes broker non-votes) 30,947,412
SCHWAB RETIREMENT MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 149,369,436
Against 712,245
Abstain (includes broker non-votes) 6,331,252
PROPOSAL 2D
To approve changes to restrictions regarding diversification.
SCHWAB MONEY MARKET FUND
NUMBER OF
SHARES VOTED
--------------
For 13,930,917,947
Against 523,752,829
Abstain (includes broker non-votes) 4,905,824,113
SCHWAB GOVERNMENT MONEY FUND
NUMBER OF
SHARES VOTED
--------------
For 1,038,813,523
Against 62,258,507
Abstain (includes broker non-votes) 218,527,602
SCHWAB U.S. TREASURY MONEY FUND
NUMBER OF
SHARES VOTED
--------------
For 938,104,010
Against 83,054,321
Abstain (includes broker non-votes) 222,416,693
SCHWAB INSTITUTIONAL ADVANTAGE MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 268,537,434
Against 4,754,875
Abstain (includes broker non-votes) 30,947,413
SCHWAB RETIREMENT MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 149,371,350
Against 707,776
Abstain (includes broker non-votes) 6,333,807
PROPOSAL 2E
To approve changes to restrictions regarding investments in "unseasoned
issuers".
SCHWAB MONEY MARKET FUND
NUMBER OF
SHARES VOTED
--------------
For 13,788,323,064
Against 649,999,572
Abstain (includes broker non-votes) 4,922,172,253
SCHWAB GOVERNMENT MONEY FUND
NUMBER OF
SHARES VOTED
--------------
For 1,026,843,315
Against 72,537,256
Abstain (includes broker non-votes) 220,219,061
SCHWAB INSTITUTIONAL ADVANTAGE MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 266,747,536
Against 6,521,140
Abstain (includes broker non-votes) 30,971,046
SCHWAB RETIREMENT MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 148,761,256
Against 1,317,870
Abstain (includes broker non-votes) 6,333,807
PROPOSAL 2F
To approve changes to restrictions regarding investments in restricted or
illiquid securities.
SCHWAB MONEY MARKET FUND
NUMBER OF
SHARES VOTED
--------------
For 13,811,867,937
Against 625,575,079
Abstain (includes broker non-votes) 4,923,051,873
SCHWAB GOVERNMENT MONEY FUND
NUMBER OF
SHARES VOTED
--------------
For 1,027,842,345
Against 72,386,680
Abstain (includes broker non-votes) 219,370,607
SCHWAB MUNICIPAL MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 3,108,507,650
Against 216,789,707
Abstain (includes broker non-votes) 1,047,459,585
SCHWAB CALIFORNIA MUNICIPAL MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 2,038,268,487
Against 101,959,786
Abstain (includes broker non-votes) 673,616,675
SCHWAB INSTITUTIONAL ADVANTAGE MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 269,131,762
Against 4,135,146
Abstain (includes broker non-votes) 30,972,814
SCHWAB RETIREMENT MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 149,062,386
Against 1,016,739
Abstain (includes broker non-votes) 6,333,807
SCHWAB NEW YORK MUNICIPAL MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 343,507,855
Against 15,213,290
Abstain (includes broker non-votes) 138,757,095
PROPOSAL 2G
To approve changes to restrictions regarding investments in securities of other
investment companies.
SCHWAB MONEY MARKET FUND
NUMBER OF
SHARES VOTED
--------------
For 13,874,563,637
Against 560,036,949
Abstain (includes broker non-votes) 4,925,894,303
SCHWAB GOVERNMENT MONEY FUND
NUMBER OF
SHARES VOTED
--------------
For 1,032,126,945
Against 67,901,651
Abstain (includes broker non-votes) 219,571,036
SCHWAB INSTITUTIONAL ADVANTAGE MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 269,232,680
Against 4,048,666
Abstain (includes broker non-votes) 30,958,376
SCHWAB RETIREMENT MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 148,939,077
Against 1,140,048
Abstain (includes broker non-votes) 6,333,807
PROPOSAL 2H
To approve changes to restrictions regarding the beneficial ownership of
securities by fund officers and trustees.
SCHWAB MONEY MARKET FUND
NUMBER OF
SHARES VOTED
--------------
For 13,961,999,783
Against 529,526,029
Abstain (includes broker non-votes) 4,868,969,077
SCHWAB GOVERNMENT MONEY FUND
NUMBER OF
SHARES VOTED
--------------
For 1,034,285,065
Against 65,497,647
Abstain (includes broker non-votes) 219,816,920
SCHWAB MUNICIPAL MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 3,123,147,963
Against 200,166,645
Abstain (includes broker non-votes) 1,049,442,334
SCHWAB CALIFORNIA MUNICIPAL MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 2,040,961,092
Against 98,139,779
Abstain (includes broker non-votes) 674,744,077
SCHWAB INSTITUTIONAL ADVANTAGE MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 269,258,878
Against 4,033,431
Abstain (includes broker non-votes) 30,947,413
SCHWAB RETIREMENT MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 149,361,282
Against 717,832
Abstain (includes broker non-votes) 6,333,818
SCHWAB NEW YORK MUNICIPAL MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 345,094,638
Against 13,430,420
Abstain (includes broker non-votes) 138,953,182
PROPOSAL 2I
To approve changes to restrictions regarding industry concentration.
SCHWAB MONEY MARKET FUND
NUMBER OF
SHARES VOTED
--------------
For 13,952,578,924
Against 541,545,998
Abstain (includes broker non-votes) 4,866,369,967
SCHWAB GOVERNMENT MONEY FUND
NUMBER OF
SHARES VOTED
--------------
For 1,035,603,561
Against 64,899,013
Abstain (includes broker non-votes) 219,097,058
SCHWAB MUNICIPAL MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 3,123,846,738
Against 200,163,417
Abstain (includes broker non-votes) 1,048,746,787
SCHWAB CALIFORNIA MUNICIPAL MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 2,043,355,843
Against 96,080,854
Abstain (includes broker non-votes) 674,408,251
SCHWAB U.S. TREASURY MONEY FUND
NUMBER OF
SHARES VOTED
--------------
For 936,673,188
Against 84,018,851
Abstain (includes broker non-votes) 222,882,985
SCHWAB VALUE ADVANTAGE MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 12,292,189,011
Against 568,772,754
Abstain (includes broker non-votes) 2,626,294,439
SCHWAB INSTITUTIONAL ADVANTAGE MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 269,248,131
Against 4,044,178
Abstain (includes broker non-votes) 30,947,413
SCHWAB RETIREMENT MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 149,011,878
Against 1,067,248
Abstain (includes broker non-votes) 6,333,807
SCHWAB NEW YORK MUNICIPAL MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 344,243,553
Against 13,946,780
Abstain (includes broker non-votes) 139,287,907
PROPOSAL 2J
To approve changes to restrictions regarding investments in commodities, futures
contracts and real estate.
SCHWAB MONEY MARKET FUND
NUMBER OF
SHARES VOTED
--------------
For 13,895,247,671
Against 597,545,788
Abstain (includes broker non-votes) 4,867,701,430
SCHWAB GOVERNMENT MONEY FUND
NUMBER OF
SHARES VOTED
--------------
For 1,030,005,510
Against 70,388,169
Abstain (includes broker non-votes) 219,205,953
SCHWAB MUNICIPAL MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 3,112,382,067
Against 212,466,705
Abstain (includes broker non-votes) 1,047,908,170
SCHWAB CALIFORNIA MUNICIPAL MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 2,034,881,763
Against 105,486,092
Abstain (includes broker non-votes) 673,477,093
SCHWAB U.S. TREASURY MONEY FUND
NUMBER OF
SHARES VOTED
--------------
For 930,017,684
Against 91,033,792
Abstain (includes broker non-votes) 222,523,548
SCHWAB VALUE ADVANTAGE MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 12,210,010,973
Against 659,175,374
Abstain (includes broker non-votes) 2,618,069,857
SCHWAB INSTITUTIONAL ADVANTAGE MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 270,296,240
Against 4,050,999
Abstain (includes broker non-votes) 29,892,483
SCHWAB RETIREMENT MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 148,778,128
Against 1,300,987
Abstain (includes broker non-votes) 6,333,818
SCHWAB NEW YORK MUNICIPAL MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 344,388,382
Against 14,587,688
Abstain (includes broker non-votes) 138,502,170
PROPOSAL 2K
To approve changes to restrictions regarding the underwriting of securities.
SCHWAB MONEY MARKET FUND
NUMBER OF
SHARES VOTED
--------------
For 13,935,844,765
Against 554,456,383
Abstain (includes broker non-votes) 4,870,193,741
SCHWAB GOVERNMENT MONEY FUND
NUMBER OF
SHARES VOTED
--------------
For 1,034,679,868
Against 64,581,814
Abstain (includes broker non-votes) 220,337,950
SCHWAB MUNICIPAL MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 3,126,668,487
Against 199,250,463
Abstain (includes broker non-votes) 1,046,837,992
SCHWAB CALIFORNIA MUNICIPAL MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 2,041,831,625
Against 99,218,832
Abstain (includes broker non-votes) 672,794,491
SCHWAB U.S. TREASURY MONEY FUND
NUMBER OF
SHARES VOTED
--------------
For 934,743,208
Against 86,081,452
Abstain (includes broker non-votes) 222,750,364
SCHWAB VALUE ADVANTAGE MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 12,265,693,498
Against 596,853,733
Abstain (includes broker non-votes) 2,624,708,973
SCHWAB INSTITUTIONAL ADVANTAGE MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 270,326,049
Against 4,021,191
Abstain (includes broker non-votes) 29,892,482
SCHWAB RETIREMENT MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 148,910,376
Against 1,168,747
Abstain (includes broker non-votes) 6,333,809
SCHWAB NEW YORK MUNICIPAL MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 344,423,508
Against 13,992,613
Abstain (includes broker non-votes) 139,062,119
PROPOSAL 2L
To approve changes to restrictions regarding control of an issuer.
SCHWAB MONEY MARKET FUND
NUMBER OF
SHARES VOTED
---------------
For 13,944,104,626
Against 544,106,763
Abstain (includes broker non-votes) 4,872,283,500
SCHWAB GOVERNMENT MONEY FUND
NUMBER OF
SHARES VOTED
--------------
For 1,035,445,970
Against 64,496,968
Abstain (includes broker non-votes) 219,656,693
SCHWAB MUNICIPAL MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 3,123,927,840
Against 200,249,494
Abstain (includes broker non-votes) 1,048,579,608
SCHWAB CALIFORNIA MUNICIPAL MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 2,038,299,462
Against 100,655,735
Abstain (includes broker non-votes) 674,889,751
SCHWAB U.S. TREASURY MONEY FUND
NUMBER OF
SHARES VOTED
--------------
For 940,835,998
Against 79,512,538
Abstain (includes broker non-votes) 223,226,488
SCHWAB INSTITUTIONAL ADVANTAGE MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 271,983,555
Against 2,354,490
Abstain (includes broker non-votes) 29,901,677
SCHWAB RETIREMENT MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 148,900,318
Against 1,178,806
Abstain (includes broker non-votes) 6,333,809
SCHWAB NEW YORK MUNICIPAL MONEY FUND:
NUMBER OF
SHARES VOTED
-------------
For 344,492,497
Against 14,056,161
Abstain (includes broker non-votes) 138,929,582
PROPOSAL 2M
To approve changes to restrictions regarding purchases of oil, gas, or mineral
interests.
SCHWAB MONEY MARKET FUND
NUMBER OF
SHARES VOTED
---------------
For 13,940,806,879
Against 553,644,315
Abstain (includes broker non-votes) 4,866,043,695
SCHWAB GOVERNMENT MONEY FUND
NUMBER OF
SHARES VOTED
--------------
For 1,032,854,089
Against 67,403,080
Abstain (includes broker non-votes) 219,342,463
SCHWAB MUNICIPAL MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 3,119,465,051
Against 204,330,744
Abstain (includes broker non-votes) 1,048,961,147
SCHWAB CALIFORNIA MUNICIPAL MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 2,033,154,419
Against 105,776,064
Abstain (includes broker non-votes) 674,914,465
SCHWAB INSTITUTIONAL ADVANTAGE MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 270,307,853
Against 4,039,386
Abstain (includes broker non-votes) 29,892,483
SCHWAB RETIREMENT MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 148,983,426
Against 1,009,917
Abstain (includes broker non-votes) 6,419,590
SCHWAB NEW YORK MUNICIPAL MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 345,296,760
Against 12,987,006
Abstain (includes broker non-votes) 139,194,474
PROPOSAL 2N
To approve changes to restrictions regarding non-diversification.
SCHWAB CALIFORNIA MUNICIPAL MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 2,032,180,992
Against 107,318,544
Abstain (includes broker non-votes) 674,345,412
SCHWAB NEW YORK MUNICIPAL MONEY FUND:
NUMBER OF
SHARES VOTED
--------------
For 342,175,033
Against 16,207,837
Abstain (includes broker non-votes) 139,095,370
EXHIBIT B:
Rule 10f-3 Report
Commonwealth of Pennsylvania G.O. Bonds
Total Offering: $192,000,000.000
Price/Unit: $101.16
Trade Date: 1/20/00
Spread: $2.50
Purchased by: Schwab Municipal Money Fund
Purchased from: Goldman Sachs
1 Eligible? YES
2 Lowest price paid by any purchaser? YES
3 First date on which sales were made? YES
4 Reasonability test passed? YES
5 Less than 25% of Total Offering amount? YES
6 No compensation to Charles Schwab & Co.? YES
7 Firm commitment underwriting? YES
Other Syndicate Members:
Smith Barney
PaineWebber
Harris Trust
Bank One
Wachovia
First Union
Charles Schwab & Co.
Total Purchased: $9,805,000.00
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