<PAGE>
[LOGO] LANDMARK(SM) FUNDS
Advised by Citibank, N.A.
LANDMARK
INTERNATIONAL
EQUITY FUND
SEMI-ANNUAL
REPORT
June 30, 1995
<PAGE>
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A LETTER TO OUR SHAREHOLDERS
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Dear Shareholder:
The first six months of 1995 saw higher prices for most financial assets,
including many of the markets in which the Landmark International Equity Fund
invests through the International Equity Portfolio. In addition, U.S. investors
with investment exposure overseas benefitted from the continuing strength of
several foreign currencies relative to the U.S. dollar, most notably the
Japanese Yen and German Deutsche mark.
The Landmark Funds' investment adviser, Citibank, N.A., manages the
International Equity Portfolio to provide long-term growth of capital. The
Landmark International Equity Fund is designed to participate in growth
opportunities outside of the U.S.-based markets.
To enhance those opportunities, we are pleased to announce a change in the
way Citibank manages the International Equity Portfolio. As of July 1, the
Portfolio will be managed primarily out of Citibank's London office, with
extensive participation by local Citibank analysts around the world. We believe
that Citibank's extensive presence in more than 90 countries worldwide will help
the Portfolio's managers identify international opportunities and challenges
whenever and wherever they arise. We have made this change in order to provide a
more traditional approach to international investing that focuses primarily on
the less volatile major markets of the world. Going forward, the Portfolio is
expected to have a more limited exposure to the emerging markets.
This Semi-Annual Report for the period ended June 30, 1995 reviews the
Fund's investment activities and performance over the past six months and
provides a summary of Citibank's perspective on the financial markets and
outlook for the foreseeable future. On behalf of the Board of Trustees of the
Landmark Funds, we want to thank our shareholders for their participation and
support. We look forward to serving you in the months and years ahead.
/s/ Philip W. Coolidge
Philip W. Coolidge
President
July 20, 1995
<PAGE>
TABLE OF CONTENTS
1 Letter to Shareholders
- -------------------------------------------
Market Environment
2 Fund Snapshot
Portfolio Managers
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The Portfolio Managers Respond
3 Fund Quotes
Strategy and Outlook
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4 International Equity Portfolio
by the Numbers
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5 Fund Data
Performance Highlights
LANDMARK INTERNATIONAL EQUITY FUND
6 Statement of Assets and Liabilities
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7 Statement of Operations
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8 Statement of Changes in Net Assets
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9 Financial Highlights
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10 Notes to Financial Statements
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INTERNATIONAL EQUITY PORTFOLIO
13 Portfolio of Investments
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15 Statement of Assets and Liabilities
Statement of Operations
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16 Statement of Changes in Net Assets
Financial Highlights
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17 Notes to Financial Statements
Remember that Mutual Fund Shares:
o Are not bank deposits or FDIC insured
o Are not obligations of or guaranteed by Citibank or Citicorp Investment
Services
o Are subject to investment risks, including possible loss of the
principal amount invested
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MARKET ENVIRONMENT
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As a group, the global equity markets provided mixed results in local terms
during the first half of 1995. Gains in European stocks, where economic recovery
is gaining momentum, were offset by declines in Japan, where economic
difficulties, political uncertainty and the Kobe earthquake put pressure on
stock prices. Although the emerging markets of Latin America and Southeast Asia
are relatively unchanged from their levels at the start of the year, they have
been quite volatile as investors continued to react to the collapse of Mexico's
economy and Argentina's banking crisis. In contrast, emerging markets in Eastern
Europe performed relatively well.
Although the global markets produced only modest gains in local terms,
currency fluctuations helped produce larger gains for U.S. investors. The U.S.
dollar has been losing value against other major currencies for more than a year
and established new lows during the period relative to the Japanese Yen. While a
weak dollar has negative implications for some areas of the financial markets,
it is usually a positive for international investments held by U.S. residents as
the value of shares held in other currencies increases when the U.S. dollar
falls. As a result, shareholders of the Landmark International Equity Fund
experienced higher net asset values not just because of market gains, but
because of the effects of favorable currency movements.
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FUND SNAPSHOT
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COMMENCEMENT OF OPERATIONS
March 1, 1991
NET ASSETS AS OF 6/30/95
$29.6 million
FUND OBJECTIVE
Long-term capital growth; dividend income, if any, is incidental to this
investment objective.
DIVIDENDS
Paid semi-annually, if any
CAPITAL GAINS
Distributed annually, if any
BENCHMARKS
o Lipper International Equity Funds Average
o Morgan Stanley Capital International Europe-Australia-Far East
(MSCI EAFE) Index
INVESTMENT ADVISER, INTERNATIONAL EQUITY PORTFOLIO
Citibank, N.A.
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PORTFOLIO MANAGERS
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TREVOR FORBES
Vice President, Citibank, N.A.
NEIL ROBSON
Vice President, Citibank, N.A.
As of July 1, 1995, Mr. Forbes and Mr. Robson, who are based in Citibank's
London office, will be the managers of the International Equity Portfolio. Mr.
Forbes is the head of Citibank's International Equity Department in London and
the senior portfolio manager of global, non-U.S. equity and European equity
portfolios for institutional accounts. Before joining Citibank in 1991, Mr.
Forbes managed the investment business of Abbey Life. Mr. Robson is a senior
equity portfolio manager with responsibilities for the Canadian and German
equity markets who plays a key role in general asset allocation decisions
regarding equity portfolios. Prior to joining Citibank in 1989, Mr. Robson was a
portfolio manager in European equities for County National Westminster
Investment Management. The selection of specific securities is made by
committees of Citibank investment personnel specializing in investments in the
countries selected by Mr. Forbes and Mr. Robson.
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THE PORTFOLIO MANAGERS RESPOND
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The International Equity Portfolio benefitted from a shift in market
leadership from value-oriented and cyclical stocks to growth stocks at the start
of the year. As economic growth in Europe and some areas of the Pacific Rim
gained strength, investors began to focus more on the types of stocks we favor:
well managed companies that are expected to offer consistent earnings growth
over time.
In the midst of this shift to growth, we maintained diverse exposure to a
number of different nations and companies. As of June 30, 1995, the Portfolio
contained investments in 49 different companies in approximately 16 nations. 53%
of assets were apportioned to investments in Europe, 20% to Japan, 21% to
Pacific Basin and 6% to other regions, including Latin America and Eastern
Europe. Our concentration in European stocks was particularly rewarding as the
continent provided the highest returns of all major international equity markets
during the semi-annual period. Virtually all of the Portfolio's holdings
continued to demonstrate strong earnings increases while selling at attractive
valuations.
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FUND QUOTES FROM THE PORTFOLIO MANAGERS
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"The downsizing of industry and improvement of productivity should begin taking
hold in Europe much as it already has in the United States, supporting higher
corporate earnings."
"We bought sustainable, visible growth stocks last year when they were
attractively valued in a down market, and we still own them now that they have
come into favor."
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STRATEGY AND OUTLOOK
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Shareholders of Landmark International Equity Fund can look forward to some
changes in the way the underlying Portfolio is managed. These changes are
designed to increase the Portfolio's awareness of and responsiveness to
investment trends and opportunities in local markets. We believe that this is
especially important in today's environment in which economic conditions and
financial risks vary widely from one market to another.
The principal change is that Portfolio management is moving from Citibank
headquarters in New York to London. Investment strategists there will complement
the Fund's longstanding focus on individual stock selection with analyses of
economic and market trends in the world's major stock markets as repre-sented by
the widely followed Europe-Australia-Far East (EAFE) Index. By allocating
Portfolio assets to those nations only, we hope to enhance investment returns
and reduce volatility. Assets allocated to each country will be managed by
Citibank professionals who live and work in those markets and who will select
individual stocks after conducting extensive primary research at the company
level.
We are excited about the potential these changes in management style will
provide. At the same time, it is important to note that the Landmark
International Equity Fund's investment objective remains unchanged: providing
capital growth for long-term investors who wish to participate in opportunities
for profit around the world. We look forward to your continued participation as
the Fund prepares for future opportunities in the global arena.
<PAGE>
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International Equity Portfolio
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BY THE NUMBERS
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TOP TEN HOLDINGS OF THE PORTFOLIO
(As of 6/30/95)
NAME NATION % OF NET ASSETS
Pt Hanjaya Mandala Sampoerna Indonesia 3.45%
Nokia AB Finland 3.43%
Barco NV Belgium 3.12%
Castorama DuBois France 2.96%
Astra AB Sweden 2.91%
Roche Holdings AG Switzerland 2.83%
Louis Vuitton-
Moet Hennesy France 2.64%
Banco de Santander S.A. Spain 2.60%
Elsevier NV Netherlands 2.42%
Shohkoh Fund Japan 2.36%
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INDUSTRIES AS A % OF THE PORTFOLIO
INDUSTRIES % OF COMMON STOCKS
-------- ----------------
Banks & Finance 5.1%
Basic Goods 1.3%
Basic Industries 2.1%
Business Services 6.9%
Capital Goods 1.8%
Consumer Products 12.2%
Diversified Financial Holding Company 4.1%
Electronics 8.1%
Financial Services 3.3%
Food Retail-Merchandising 4.1%
Health & Personal Care 9.5%
Machinery 5.1%
Media-Publishing 4.8%
Merchandising 19.1%
Paper Goods 1.7%
Telecommunications 7.0%
Tobacco 3.8%
CHANGES IN PORTFOLIO ASSET ALLOCATION
Portfolio of investments
as of 6/30/95
Latin America ........................... 2%
North America ........................... 4%
Europe .................................. 53%
Pacific Basin ........................... 21%
Japan ................................... 20%
...Compared to 12/31/94
Latin America ........................... 6%
North America ........................... 2%
Europe .................................. 44%
Pacific Basin ........................... 26%
Japan ................................... 22%
<PAGE>
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FUND DATA All Periods Ending June 30, 1995 (unaudited)
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TOTAL RETURNS
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SINCE
SIX ONE 3/1/91
MONTHS** YEAR INCEPTION*
--------- --------- ----------
Landmark International Equity Fund
without Sales Charge....................... 10.05% 6.41% 5.60%
Lipper International Equity Funds Average... 2.30% 1.19% 7.53%+
MSCI EAFE Index............................. 2.76% 1.95% 6.09%+
Landmark International Equity Fund
with Maximum Sales Charge of 4.75%......... 4.83% 1.35% 4.42%
**Not annualized
*Annualized
+Since 2/28/91
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PERFORMANCE HIGHLIGHTS
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A $10,000 investment in the Fund made on inception date would have grown to
$12,064 with sales charge (as of 6/30/95). The graph shows how this compares to
our benchmarks over the same period.
The graph includes the initial sales charge on the Fund (no comparable charge
exists for the other indices) and assumes all dividends and distributions from
the Fund are reinvested at Net Asset Value.
[The following data is presented as a graph in the printed report.]
Landmark Landmark
International International Lipper
Equity Equity International MSCI
- Without - With Equity EAFE
Sales Sales Funds Index
Charge Charge Average (Unmanaged)
------------ ------------- -------------- -----------
Feb-91 $10,000 $ 9,525 $10,000 $10,000
Mar-91 $ 9,420 $ 8,973 $ 9,708 $ 9,400
Apr-91 $ 9,740 $ 9,277 $ 9,831 $ 9,495
May-91 $ 9,740 $ 9,277 $ 9,942 $ 9,595
Jun-91 $ 9,760 $ 9,296 $ 9,451 $ 8,889
Jul-91 $ 9,800 $ 9,335 $ 9,828 $ 9,329
Aug-91 $ 9,910 $ 9,439 $ 9,749 $ 9,141
Sep-91 $10,150 $ 9,668 $10,023 $ 9,659
Oct-91 $10,200 $ 9,716 $10,082 $ 9,798
Nov-91 $ 9,860 $ 9,392 $ 9,746 $ 9,344
Dec-91 $10,161 $ 9,678 $10,204 $ 9,832
Jan-92 $10,411 $ 9,917 $10,282 $ 9,628
Feb-92 $10,602 $10,098 $10,283 $ 9,289
Mar-92 $10,090 $ 9,611 $ 9,928 $ 8,681
Apr-92 $10,361 $ 9,869 $10,144 $ 8,728
May-92 $10,933 $10,414 $10,650 $ 9,317
Jun-92 $10,622 $10,118 $10,358 $ 8,881
Jul-92 $10,171 $ 9,688 $ 9,972 $ 8,660
Aug-92 $10,221 $ 9,735 $10,073 $ 9,209
Sep-92 $ 9,910 $ 9,439 $ 9,865 $ 9,033
Oct-92 $ 9,749 $ 9,286 $ 9,595 $ 8,565
Nov-92 $ 9,900 $ 9,430 $ 9,633 $ 8,650
Dec-92 $10,013 $ 9,537 $ 9,742 $ 8,700
Jan-93 $10,013 $ 9,537 $ 9,792 $ 8,705
Feb-93 $ 9,973 $ 9,499 $10,039 $ 8,973
Mar-93 $10,536 $10,035 $10,603 $ 9,761
Apr-93 $10,797 $10,284 $11,148 $10,692
May-93 $11,089 $10,562 $11,401 $10,923
Jun-93 $10,827 $10,313 $11,172 $10,755
Jul-93 $10,797 $10,284 $11,506 $11,133
Aug-93 $11,390 $10,849 $12,241 $11,737
Sep-93 $11,501 $10,955 $12,216 $11,475
Oct-93 $12,044 $11,472 $12,791 $11,831
Nov-93 $11,813 $11,251 $12,383 $10,799
Dec-93 $12,999 $12,381 $13,609 $11,581
Jan-94 $13,632 $12,985 $14,401 $12,563
Feb-94 $13,089 $12,468 $14,076 $12,530
Mar-94 $12,144 $11,567 $13,424 $11,993
Apr-94 $12,144 $11,567 $13,750 $12,505
May-94 $12,084 $11,510 $13,714 $12,436
Jun-94 $11,903 $11,338 $13,559 $12,615
Jul-94 $12,185 $11,606 $13,935 $12,739
Aug-94 $12,748 $12,142 $14,347 $13,043
Sep-94 $12,456 $11,864 $13,993 $12,635
Oct-94 $12,345 $11,759 $14,259 $13,058
Nov-94 $11,973 $11,405 $13,559 $12,434
Dec-94 $11,509 $10,962 $13,419 $12,515
Jan-95 $10,654 $10,148 $12,739 $12,036
Feb-95 $10,915 $10,397 $12,757 $12,005
Mar-95 $11,771 $11,211 $13,162 $12,758
Apr-95 $12,052 $11,480 $13,590 $13,241
May-95 $12,243 $11,662 $13,703 $13,086
Jun-95 $12,666 $12,064 $13,703 $12,860
Notes: All Fund performance numbers represent past performance, and are no
guarantee of future results. The Fund's share price and investment return will
fluctuate, so that the value of an investor's shares, when redeemed, may be
worth more or less than their original cost. Total returns include change in
share price and reinvestment of dividends and distributions, if any. Total
return figures "with sales charge" are provided in accordance with SEC
guidelines for comparative purposes for prospective investors.
<PAGE>
Landmark International Equity Fund
STATEMENT OF ASSETS AND LIABILITIES JUNE 30, 1995 (UNAUDITED)
ASSETS:
Investment in International Equity Portfolio, at value (Note 1A)... $29,610,811
Deferred organization expenses (Note 1D)........................... 17,992
Other assets....................................................... 27,321
-----------
Total assets................................................... 29,656,124
-----------
LIABILITIES:
Payable for shares of beneficial interest repurchased.............. 36,647
Payable to affiliatesShareholder servicing agents fee (Note 2B).. 6,084
Accrued expenses................................................... 5,861
-----------
Total liabilities.............................................. 48,592
-----------
NET ASSETS for 2,351,168 shares of beneficial interest outstanding $29,607,532
===========
NET ASSETS CONSIST OF:
Paid-in capital.................................................... $26,290,729
Unrealized appreciation of investments and foreign currency
translations .................................................... 6,093,622
Accumulated net realized loss on investments and foreign currency
transactions .................................................... (2,825,723)
Undistributed net investment income................................ 48,904
-----------
Total.......................................................... $29,607,532
===========
NET ASSET VALUE AND REDEMPTION PRICE PER SHARE OF BENEFICIAL
INTEREST ........................................................ $12.59
======
COMPUTATION OF OFFERING PRICE:
Maximum Offering Price per share based on a 4.75% sales charge
($12.59 / 0.9525) ................................................. $13.22
======
See notes to financial statements
<PAGE>
Landmark International Equity Fund
STATEMENT OF OPERATIONS
For the Six Months Ended June 30, 1995 (unaudited)
INVESTMENT INCOME (NOTE 1B):
Dividend Income from International Equity Portfolio.... $ 264,289
Interest Income from International Equity Portfolio.... 25,934
Other Income Foreign Tax Reclaim....................... 12,244
Allocated Expenses from International Equity Portfolio. (167,626)
---------
$ 134,841
EXPENSES:
Shareholder Servicing Agents fees (Note 2B)........... 34,982
Administrative fees (Note 2A).......................... 13,993
Distribution fees (Note 3)............................. 13,993
Amortization of organization expenses (Note 1D)........ 8,393
Expense fees (Note 6).................................. 5,600
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Total expenses..................................... 76,961
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Net investment income............................. 57,880
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NET REALIZED AND UNREALIZED GAIN (LOSS) AND FOREIGN
CURRENCY TRANSACTIONS FROM INTERNATIONAL EQUITY
PORTFOLIO:
Net realized gain (loss) .............................. (1,319,314)
Net change in unrealized appreciation (depreciation) .. 4,032,029
-----------
Net realized and unrealized gain (loss) from
International Equity Portfolio ...................... 2,712,715
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NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS .. $ 2,770,595
===========
See notes to financial statements
<PAGE>
Landmark International Equity Fund
STATEMENT OF CHANGES IN NET ASSETS
SIX MONTHS
ENDED YEAR ENDED
JUNE 30, 1995 DECEMBER 31,
(UNAUDITED) 1994
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INCREASE (DECREASE IN NET ASSETS FROM:
OPERATIONS:
Net investment income ........................... $ 57,880 $ 2,063
Net realized gain (loss) on investments and foreign
exchange transactions ......................... (1,319,314) (216,066)
Net change in unrealized appreciation (depreciation)
of investments and foreign currency transactions 4,032,029 (3,691,345)
----------- ------------
Net increase (decrease) in net assets resulting
from operations................................ 2,770,595 (3,905,348)
----------- ------------
DISTRIBUTIONS TO SHAREHOLDERS FROM:
Net investment income ........................... -- (2,063)
In excess of net investment income .............. -- (18,560)
----------- ------------
Total distributions to shareholders ........... -- (20,623)
----------- ------------
TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST (Note 5):
Net proceeds from sales of shares ............... 4,769,199 16,309,543
Net asset value of shares issued to shareholders
from reinvestment of dividends ................ -- 18,998
Cost of shares repurchased ...................... (6,780,506) (11,641,920)
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Net increase (decrease) in net assets resulting
from transactions in shares of beneficial
interest ..................................... (2,011,307) 4,686,621
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NET INCREASE IN NET ASSETS ..................... 759,288 760,650
NET ASSETS:
Beginning of period ............................ 28,848,244 28,087,594
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End of period (including undistributed net
investment income of $48,904 and excess of
net investment income of $8,976) ............. $29,607,532 $ 28,848,244
=========== ============
See notes of financial statements
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Landmark International Equity Fund
FINANCIAL HIGHLIGHTS
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<TABLE>
<CAPTION>
MARCH 1, 1991
SIX MONTHS (COMMENCEMENT OF
ENDED JUNE 30, 1995 YEAR ENDED DECEMBER 31, OPERATIONS) TO
(UNAUDITED) 1994 1993 1992 DECEMBER 31, 1991
----------------- ---- ---- ---- -----------------
<S> <C> <C> <C> <C> <C>
Net Asset Value, beginning of period $11.44 $ 12.93 $ 9.96 $ 10.13 $ 10.00
------ ------- ------- ------- -------
Income From Operations:
Net investment income (loss)...... 0.024 0.001<F3> (0.003)<F3> 0.052 0.098
Net realized and unrealized gain
(loss) on investments........... 1.126 (1.483) 2.973 (0.199) 0.062
------ ------- ------- ------- -------
Total from investment
operations 1.150 (1.482) 2.970 (0.147) 0.160
------ ------- ------- ------- -------
Less Distributions:
From net investment income...... -- (0.001) -- (0.023) (0.030)
In excess of net investment
income -- (0.007) -- -- --
------ ------- ------- ------- -------
Total from distributions.... -- (0.008) -- -- --
------ ------- ------- ------- -------
Net Asset Value, end of period.... $12.59 $ 11.44 $ 12.93 $ 9.96 $ 10.13
====== ======= ======= ======= =======
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period
(000's omitted) ................ $29,608 $28,848 $28,088 $ 6,711 $ 4,031
Ratio of expenses to average net
assets ......................... 1.75%<F1><F4> 1.75%<F4> 1.75% 1.75% 1.75%<F1>
Ratio of net investment income
(loss) to average net assets.... 0.41%<F1> 0.00% (0.02%) 0.57% 1.03%<F1>
Portfolio turnover<F5> ........... -- 5% 36% 42% 29%
Total return...................... 10.05%<F2> (11.46)% 29.82% (1.45)% 1.61%<F2>
Note: If Agents of the Fund for the periods indicated had not waived a portion of their fees and expenses had not been limited
to that required by certain state securities law, the net investment income (loss) per share and the ratios would have been as
follows:
Net investment income per share 0.015 $(0.018)<F3> $(0.116)<F3> $(0.016) $0.028
Ratios:
Expenses to average net assets. 1.90%<F1><F4> 1.90%<F4> 2.50% 2.50% 2.50%<F1>
Net investment income (loss) to
average net assets............ 0.26%<F1> (0.15)% (0.77)% (0.18)% 0.29%<F1>
------ ------- ------- ------- -------
<FN>
- ------------
<F1> Annualized
<F2> Not Annualized
<F3> Computed using a monthly average number of shares outstanding during the
year.
<F4> Includes the Fund's share of International Equity Portfolio allocated
expenses for the period May 1, 1994 to December 31, 1994 and for the period
indicated.
<F5> Portfolio turnover represents the rate of portfolio activity for the period
while the Fund was making investments directly in securities. The portfolio
turnover rate for the period since the Fund transferred all of its
investable assets to the Portfolio is shown in the Portfolio's financial
statements which are included elsewhere in this report.
</FN>
</TABLE>
See notes to financial statements
<PAGE>
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Landmark International Equity Fund
NOTES TO FINANCIAL STATEMENTS (unaudited)
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(1) SIGNIFICANT ACCOUNTING POLICIES
Landmark International Equity Fund (the "Fund") is a separate diversified series
of Landmark International Funds (the "Trust"), a Massachusetts business trust.
The Trust is registered under the Investment Company Act of 1940, as amended, as
a diversified, open-end, management investment company. The Fund invests all of
its investable assets in International EquityPortfolio (the "Portfolio"), a
management investment company for which Citibank, N.A. ("Citibank") serves as
Investment Adviser. The Landmark Funds Broker-Dealer Services, Inc. ("LFBDS")
acts as the Fund's Administrator and Distributor. Citibank also serves as
Sub-Administrator and makes Fund shares available to customers as Shareholder
Servicing Agent.
The Trust seeks to achieve the Fund's investment objective of long-term growth
of capital by investing all of its investable assets in the Portfolio, an
open-end, diversified management investment company having the same investment
objective and policies and substantially the same investment restrictions as the
Fund. The value of such investment reflects the Fund's proportionate interest
(approximately 87.6% at June 30, 1995) in the net assets of the Portfolio.
The financial statements of the Portfolio, including the portfolio of
investments, are contained elsewhere in this report and should be read in
conjunction with the Fund's financial statements.
The following significant accounting policies consistently followed by the Fund
are in conformity with generally accepted accounting principles and are as
follows:
A. INVESTMENT VALUATIONS -- Valuation of securities by the Portfolio is
discussed in Note 1A of the Portfolio's Notes to Financial Statements which are
included elsewhere in this report.
B. ACCOUNTING FOR INVESTMENTS -- The Fund earns income, net of Portfolio
expenses, daily based on its investment in the Portfolio. All the net investment
income, realized and unrealized gain or loss of the Portfolio is allocated pro
rata, based on respective ownership interests, among the Fund and the other
investors in the Portfolio at the time of such determination. Dividend income
and other distributions from portfolio securities are recorded on the
ex-dividend date, except, if the ex-dividend date has passed, certain dividends
from foreign securities were recorded as the Fund is informed of the ex-dividend
date. Dividend income is recorded net of foreign taxes withheld where recovery
of such taxes is not assured. Interest income was accrued daily.
C. FEDERAL TAXES -- The Fund's policy is to comply with the provisions of the
Internal Revenue Code available to regulated investment companies and to
distribute to shareholders all of its taxable income, including any net realized
gain on investment transactions. Accordingly, no provision for federal income or
excise tax is required. At December 31, 1994, the Fund, for federal income tax
purposes, had a capital loss carryover of $1,105,553 of which $568,161 will
expire on December 31, 2002, $162,546 will expire on December 31, 2001 and
$374,846 will expire on December 31, 2000. Such capital loss carryover will
reduce the Fund's net realized capital gains on investment transactions, if any,
to the extent permitted by the Internal Revenue Code, and thus will reduce the
amount of the distributions to shareholders .
D. DEFERRED ORGANIZATION EXPENSES -- Expenses incurred by the Fund in connection
with its organization have been deferred and are being amortized on a
straightline basis through 1996.
E. EXPENSES -- The Fund bears all costs of its operations other than expenses
specifically assumed by Citibank and LFBDS. Expenses incurred by the Trust with
respect to any two or more funds or series are allocated in proportion to the
average net assets of each fund, except when allocations of direct expenses to
each fund can otherwise be made fairly. Expenses directly attributable to a fund
are charged to that fund. The Fund's share of the Portfolio's expenses are
charged against and reduce the amount of the Fund's investment in the Portfolio.
F. DISTRIBUTIONS -- Distributions to shareholders are recorded on ex-dividend
date. The amount and character of income and net realized gains to be
distributed are determined in accordance with income tax rules and regulations,
which may differ from generally accepted accounting principles. These
differences are attributable to permanent book and tax accounting differences.
Reclassifications are made to the Fund's capital accounts to reflect income and
net realized gains available for distribution (or available capital loss
carryovers) under income tax rules and regulations. For the year ended December
31, 1994, the Fund reclassed $9,584 to undistributed net investment income,
$13,561 to paid-in-capital and $23,145 from accumulated loss on investments.
(2) ADMINISTRATIVE SERVICES PLAN
The Fund has adopted an Administrative Services Plan (the "Administrative
Services Plan") which provides that the Fund may obtain the services of an
Administrator, and one or more Shareholder Servicing Agents and other Servicing
Agents, and may enter into agreements providing for the payment of fees for such
services. Under the Administrative Services Plan, the aggregate of the fee paid
to the Administrator by the Fund, the fees paid to the Shareholder Servicing
Agents by the Fund and the Basic Distribution Fee paid by the fund to the
Distributor under the distribution Plan may not exceed 0.65% of the Fund's
average daily net assets on an annualized basis for the Fund's then-current
fiscal year.
A. ADMINISTRATIVE FEES -- Under the terms of an Administrative Services
Agreement, the administrative services fees paid to the Administrator, as
compensation for overall administrative services, including general office
facilities, may not exceed an annual rate of 0.15% of the Fund's average daily
net assets. For the six months ended June 30, 1995 under the Administrative
Services Plan the Administrator received fees computed at an annual rate of
0.10% of the Fund's average daily net assets which amounted to $13,993. Citibank
acts as Sub-Administrator and performs such duties and receives such
compensation from LFBDS as from time to time is agreed to by LFBDS and Citibank.
The Fund pays no compensation directly to any Trustee or any officer who is
affiliated with the Administrator, all of whom receive remuneration for their
services to the Fund from the Administrator or its affiliates. Certain officers
and a Trustee of the Fund are officers and directors of the Administrator or its
affiliates .
B. SHAREHOLDER SERVICING AGENTS FEES -- The Fund has entered into shareholder
servicing agreements with each Shareholder Servicing Agent pursuant to which the
Shareholder Servicing Agent acts as an agent for its customers and provides
other related services. For their services, each Shareholder Servicing Agent
receives fees from the Fund, which may be paid periodically, which may not
exceed, on an annualized basis, an amount equal to 0.25% of the average daily
net assets of the Fund represented by shares owned during the period for which
payment is being made by investors for whom such Shareholder Servicing Agent
maintains a servicing relationship. The Shareholder Servicing Agents' fees,
computed at an annual rate of 0.25%, amounted to $34,982 for the six months
ended June 30, 1995.
(3) DISTRIBUTION FEES
The Trust has adopted a Plan of Distribution pursuant to Rule 12b-1 under the
Investment Company Act of 1940, as amended, in which the Fund reimburses the
Distributor for expenses incurred or anticipated, in connection with the sale of
shares of the Fund, at an annual rate not to exceed 0.10% of the Fund's average
daily net assets for distribution of the Fund's shares. Distribution fees,
computed at an annual rate of 0.10%, amounted to $13,993 for the six months
ended June 30, 1995. The Distributor may also receive an additional fee from the
Fund at an annual rate not to exceed 0.05% of the Fund's average daily net
assets in anticipation of, or as reimbursement for, advertising expenses
incurred by the Distributor in connection with the sale of shares of the Fund.
No payment of such additional fee has been made during the period.
(4) INVESTMENT TRANSACTIONS
Increase and decrease in the Fund's investment in the Portfolio for the six
months ended June 30, 1995 aggregated $4,788,057 and $6,780,506, respectively.
<PAGE>
(5) SHARES OF BENEFICIAL INTEREST
The Declaration of Trust permits the Trustees to issue an unlimited number of
full and fractional Shares of Beneficial Interest (par value $0.00001).
Transactions in shares of beneficial interest were as follows:
SIX MONTHS
ENDED
JUNE 30, 1995 YEAR ENDED
(UNAUDITED) DECEMBER 31, 1994
------------- -----------------
Shares sold............... 419,778 1,288,330
Shares repurchased ....... (591,081) (937,614)
-------- ---------
Net (decrease) increase (171,303) 350,716
-------- ---------
(6) EXPENSE FEE
LFBDS has entered into an expense agreement with the Fund. LFBDS had agreed to
pay all of the ordinary operating expenses (excluding interest, taxes, brokerage
commissions, litigation costs or other extraordinary costs or expenses) of the
Fund, other than fees paid under the Administrative Services Agreement,
Distribution Agreement and Shareholder Servicing Agreements and other than
amortization of expenses related to the organization of the Fund. The Agreement
may be terminated by either party upon not less than 30 days nor more than 60
days written notice
The Fund has agreed to pay to LFBDS an expense fee, on an annual basis, accrued
daily and paid monthly; provided, however, that such fee shall not exceed the
amount such that immediately after any such payment the aggregate ordinary
operating expenses of the Fund, including expenses allocated from the Portfolio,
would on an annual basis exceed an agreed upon rate, currently 1.75% of average
daily net assets.
<PAGE>
- -------------------------------------------------------------------------------
International Equity Portfolio
PORTFOLIO OF INVESTMENTS June 30, 1995 (unaudited)
- -------------------------------------------------------------------------------
COMMON STOCKS -- 90.2%
- -------------------------------------------------------------------------------
AMERICAN DEPOSITARY RECEIPTS (ADR) - 11.0%
ISSUER/INDUSTRY SHARES VALUE
Amway Asia Pacific Ltd.*
Merchandising......................... 20,000 $ 725,000
Belize Holdings Inc.*
Basic Goods........................... 25,298 404,760
EK Chor China Motorcycle Co. Ltd.
Machinery............................. 35,000 564,375
Fila Holdings S.P.A.*
Merchandising......................... 30,000 746,250
Iochphe Maxion
Machinery............................. 33,000 312,517
Luxottica Group S.P.A.
Health & Personal Care................ 15,000 556,875
Petersburg Long Distance*
Telecommunications.................... 76,000 446,500
------------
3,756,277
------------
GLOBAL DEPOSITARY RECEIPTS (GDR) - 3.6%
Samsung Electronics Co. Ltd.
Electronics........................... 10,000 532,500
Samsung Electronics Co. Ltd.
Electronics--Warrants................. 1,979 105,382
Turkiye Garanti Bankasi A.S.*
Financial Services.................... 258,000 596,457
------------
1,234,339
------------
AUSTRALIA - 3.5%
Amcor Ltd.
Paper Goods........................... 71,250 526,367
News Corp.
Media-Publishing--Warrants............ 20,199 99,864
News Corp.
Media-Publishing...................... 100,256 559,769
------------
1,186,000
------------
BELGIUM - 3.1%
Barco NV*
Electronics........................... 10,109 1,065,601
------------
CANADA - 3.2%
Future Shop Ltd.*
Merchandising......................... 30,000 382,248
Royal Plastics Group Ltd.
Machinery............................. 50,000 696,240
------------
1,078,488
------------
FINLAND - 3.4%
Nokia AB
Telecommunications.................... 20,000 1,170,138
------------
FRANCE - 5.6%
Castorama DuBois
Merchandising......................... 6,089 1,009,601
Louis Vuitton-Moet Hennesy
Consumer Products..................... 5,000 900,186
------------
1,909,787
------------
GREECE - 1.6%
Hellenic Bottling Company
Food Retail-Merchandising ............ 18,000 534,471
------------
HONG KONG - 1.3%
Swire Pacific Limited "A"
Diversified Financial Holding
Company.............................. 60,000 457,494
------------
INDONESIA - 3.5%
Pt Hanjaya Mandala Sampoerna
Tobacco............................... 150,000 1,178,715
------------
JAPAN - 17.9%
Amway Japan Ltd.
Merchandising......................... 20,000 731,002
Autobacs Seven
Diversified Consumer Products ........ 6,000 583,623
DDI Corporation
Consumer Products..................... 100 801,745
Fanuc Company
Capital Goods......................... 13,000 560,985
Ito Yokado Co. Ltd.
Merchandising......................... 15,000 790,544
Marui Co.
Merchandising......................... 50,000 795,850
Rohm Co. Ltd.
Electronics........................... 8,000 413,134
Secom Co. Ltd.
Business Services..................... 10,000 628,427
Shohkoh Fund
Diversified Financial Holding
Company.............................. 4,500 806,461
------------
6,111,771
------------
MALAYSIA - 3.1%
Leader Universal Holdings Ltd.
Electronics........................... 116,000 413,946
United Engineering
Basic Industries...................... 100,000 635,770
------------
1,049,716
------------
NETHERLANDS - 4.6%
Ahold NV
Food Retail-Merchandising ............ 20,604 738,041
Elsevier NV
Media-Publishing...................... 70,000 826,770
------------
1,564,811
------------
SPAIN - 2.6%
Banco de Santander S.A.
Banks & Finance....................... 22,500 887,546
------------
SWEDEN - 5.2%
Astra AB
Health & Personal Care................ 33,000 993,148
Securitas AB*
Business Services..................... 23,000 796,499
------------
1,789,647
------------
SWITZERLAND - 6.7%
BBC Brown Boveri & CIE
Health & Personal Care................ 600 620,941
Roche Holdings AG
Health & Personal Care................ 150 966,314
Societe Generale de Surveillance
Business Services..................... 400 694,565
------------
2,281,820
------------
THAILAND - 2.0%
Bangkok Bank Ltd.
Banks & Finance....................... 70,000 612,521
Bangkok Bank Ltd.
Banks & Finance....................... 6,000 66,113
------------
678,634
------------
UNITED KINGDOM - 8.3%
Medeva PLC
Health & Personal Care................ 201,526 801,328
Powerscreen International*
Diversified Consumer Products ........ 150,000 763,440
Tompkins PLC
Diversified Consumer Products ........ 202,198 721,985
Vodafone Group
Telecommunications.................... 143,099 531,441
------------
2,818,194
------------
TOTAL COMMON STOCK
(Identified Cost, $24,275,605) 30,753,449
------------
- -------------------------------------------------------------------------------
CORPORATE BONDS--3.9%
- -------------------------------------------------------------------------------
PRINCIPAL
AMOUNT
Industrial Credit & Investment of
India, 2.50%, due 4/03/00 $750,000 571,875
Sampo Corporation, 2.625%,
due 11/23/01......................... 700,000 763,000
------------
TOTAL CORPORATE BONDS 1,334,875
(Identified Cost, $1,460,000) ------------
- -------------------------------------------------------------------------------
SHORT-TERM OBLIGATIONS--0.3%
- -------------------------------------------------------------------------------
Investors Cash Reserve, 5.70%
due 7/03/95........................... $122,217 122,217
------------
TOTAL INVESTMENTS
(Identified Cost, $25,857,822) 94.4% 32,210,541
OTHER ASSETS,
LESS LIABILITIES...................... 5.6 1,908,262
------------
NET ASSETS............................. 100.0% $ 34,118,803
===== ============
* Non-income producing security
See notes to financial statements
<PAGE>
- -------------------------------------------------------------------------------
International Equity Portfolio
STATEMENT OF ASSETS AND LIABILITIES June 30, 1995 (unaudited)
- -------------------------------------------------------------------------------
ASSETS:
Investments at value (Note 1A) (Identified Cost, $25,857,822)... $32,210,541
Foreign currency, at value (Cost, $2,061,865)................... 1,879,636
Dividends and interest receivable............................... 62,108
-----------
Total assets................................................ 34,152,285
-----------
LIABILITIES:
Payable to affiliates--Investment advisory fee (Note 2)......... 27,902
Accrued expenses and other liabilities.......................... 5,580
-----------
Total liabilities........................................... 33,482
-----------
NET ASSETS ..................................................... $34,118,803
===========
REPRESENTED BY:
Paid-in capital for beneficial interests........................ $34,118,803
===========
See notes to financial statements
<PAGE>
- -------------------------------------------------------------------------------
International Equity Portfolio
STATEMENT OF OPERATIONS
For the Six Months Ended June 30, 1995 (unaudited)
- -------------------------------------------------------------------------------
INVESTMENT INCOME:
Dividends (net of foreign withholding tax of $57,258).. $ 302,021
Interest............................................... 27,664
----------
Total investment income.............................. $ 329,685
EXPENSES:
Investment advisory fees (Note 2)...................... 158,800
Administrative fees (Note 3)........................... 7,940
Expense fees (Note 6).................................. 23,822
----------
Total expenses....................................... 190,562
----------
Net investment income................................ 139,123
----------
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain (loss) from investment transactions.. (1,464,241)
Net realized loss on foreign exchange transactions..... (20,768)
----------
Net realized loss.................................... (1,485,009)
----------
Unrealized appreciation (depreciation) of investments--
Beginning of period................................. 1,928,747
End of period....................................... 6,352,719 4,423,972
----------
Translation of other assets and liabilities denominated
in foreign currencies--net.......................... 189,966
----------
Net change in unrealized appreciation (depreciation) 4,613,938
----------
Net realized and unrealized gain on investments..... 3,128,929
----------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS... $3,268,052
==========
See notes to financial statements
<PAGE>
- -------------------------------------------------------------------------------
International Equity Portfolio
STATEMENT OF CHANGES IN NET ASSETS
- -------------------------------------------------------------------------------
SIX MONTH MAY 1, 1994
PERIOD ENDED (COMMENCEMENT
JUNE 30, 1995 OF OPERATIONS) TO
(UNAUDITED) DECEMBER 31, 1994
--------------- ---------------
INCREASE (DECREASE) IN NET ASSETS FROM:
OPERATIONS:
Net investment income.................. $ 139,123 $ 130,501
Net realized loss on investments and
foreign exchange transactions (1,485,009) (535,968)
Net change in unrealized appreciation
(depreciation) of investments 4,613,938 (1,277,393)
------------ -----------
Net increase (decrease) in net
assets resulting from operations 3,268,052 (1,682,860)
------------ -----------
CAPITAL TRANSACTIONS:
Proceeds from contributions........... 6,556,155 40,565,403
Value of withdrawals.................. (7,858,228) (6,729,719)
------------ -----------
Net increase (decrease) in net
assets from capital transactions (1,302,073) 33,835,684
------------ -----------
NET INCREASE IN NET ASSETS: ........... 1,965,979 32,152,824
NET ASSETS:
Beginning of period.................... 32,152,824 --
------------ -----------
End of period.......................... $ 34,118,803 $32,152,824
============ ===========
See notes to financial statements
- -------------------------------------------------------------------------------
International Equity Portfolio
FINANCIAL HIGHLIGHTS
- -------------------------------------------------------------------------------
SIX MONTH MAY 1, 1994
PERIOD ENDED (COMMENCEMENT
JUNE 30, 1995 OF OPERATIONS) TO
(UNAUDITED) DECEMBER 31, 1994
--------------- ----------------
RATIOS/SUPPLEMENTAL DATA:
Net Assets, end of period (000 omitted).. $34,119 $32,153
Ratio of expenses to average net assets.. 1.20%* 1.22%*
Ratio of net investment income to average
net assets ............................ 0.88%* 0.60%*
Portfolio turnover....................... 10% 25%
*Annualized
See notes to financial statements
<PAGE>
- -------------------------------------------------------------------------------
International Equity Portfolio
NOTES TO FINANCIAL STATEMENTS (unaudited)
- -------------------------------------------------------------------------------
(1) SIGNIFICANT ACCOUNTING POLICIES
International Equity Portfolio (the "Portfolio"), a separate series of The
Premium Portfolios (the "Portfolio Trust"), is registered under the Investment
Company Act of 1940, as amended, as a diversified, open-end management
investment company which was organized as a trust under the laws of the State of
New York. The Declaration of Trust permits the Trustees to issue beneficial
interests in the Portfolio. The Investment Adviser of the Portfolio is Citibank
N.A. ("Citibank"). Signature Financial Group (Grand Cayman), Ltd. ("SFG") acts
as the Fund's Administrator.
The following significant accounting policies consistently followed by the
Portfolio are in conformity with generally accepted accounting principles and
are as follows:
A. INVESTMENT SECURITY VALUATIONS -- Equity securities in the portfolio are
valued at the last sale price on the exchange on which they are primarily
traded, or at the quoted bid price for securities in which there were no sales
during the day, or for unlisted securities not reported on the NASDAQ system.
Securities listed on a foreign exchange are valued at the last quoted sale price
available. Bonds and other fixed income securities (other than short-term
obligations maturing in sixty days or less) in the portfolio are valued on the
basis of valuations furnished by a pricing service, the use of which has been
approved by the Trustees. In making such valuations, the pricing service
utilizes both dealer-supplied valuations and electronic data processing
techniques which take into account appropriate factors such as institutional-
size trading in similar groups of securities, yield, quality, coupon rate,
maturity, type of issue, trading characteristics and other market data, without
exclusive reliance upon quoted prices or exchanges or over-the-counter prices,
since such valuations and techniques are believed to reflect more accurately the
fair value of such securities. Short-term obligations maturing in sixty days or
less, are valued at amortized cost, which constitutes fair value as determined
by the Trustees. Portfolio securities for which there are no such quotations or
valuations are valued at fair value as determined in good faith by or at the
direction of the Trustees. Trading in securities on most foreign exchanges and
over-the-counter markets is normally completed before the close of the New York
Stock Exchange and may also take place on days which the New York Stock Exchange
is closed. If events materially affecting the value of foreign securities occur
between the time when the exchange on which they are traded closes, such
securities will be valued at fair value in accordance with procedures
established by and under the general supervision of the Trustees.
B. FOREIGN CURRENCY TRANSLATION -- The accounting records of the Portfolio are
maintained in U.S. dollars. Foreign currency amounts are translated into U.S.
dollars at the current rate of exchange to determine the value of investments,
assets and liabilities. Purchases and sales of securities, and income and
expenses are translated at the prevailing rate of exchange on the respective
dates of such transactions. The Fund does not isolate that portion of the
results of operations resulting from changes in foreign exchange rates on
investments from the fluctuations arising from changes in market prices of
securities held. Such fluctuations are included with the net realized and
unrealized gain or loss from investments. Translation of foreign currency
includes net exchange gains and losses, disposition of foreign currency and the
difference between the amount of investment income and foreign taxes withheld
recorded and the actual amount received or paid.
C. FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS -- The Portfolio may enter into
forward foreign currency exchange contracts ("contracts") in connection with
planned purchases or sales of securities, to hedge the U.S. dollar value of
portfolio securities denominated in a particular currency. The Portfolio could
be exposed to risks if the counter-parties to the contracts are unable to meet
the terms of their contracts and from unanticipated movements in the value of a
foreign currency relative to the U.S. Dollar. The forward foreign currency
exchange contracts are adjusted by the daily exchange rate of the underlying
currency and any gains or losses are recorded for financial statement purposes
as unrealized gains or losses until the contract settlement date.
D. ACCOUNTING FOR INVESTMENTS -- Securities transactions are accounted for on
the trade date. Realized gains and losses on security transactions are
determined on the identified cost method. Dividend income and other
distributions from portfolio securities are recorded on the ex-dividend date,
except, if the ex-dividend date has passed, certain dividends from foreign
securities are recorded as soon as the Portfolio is informed of the ex-dividend
date. Dividend income is recorded net of foreign taxes withheld where recovery
of such taxes is not assured. Interest income is accrued daily.
E. U.S. FEDERAL INCOME TAXES -- The Portfolio is considered a partnership under
the U.S. Internal Revenue Code. Accordingly, no provision for federal income
taxes is necessary.
F. EXPENSES -- The Portfolio bears all costs of its operations other than
expenses specifically assumed by Citibank and SFG. Expenses incurred by the
Portfolio Trust with respect to any two or more portfolios or series are
allocated in proportion to the average net assets of each portfolio, except when
allocations of direct expenses to each portfolio can otherwise be made fairly.
Expenses directly attributable to a portfolio are charged to that portfolio.
(2) INVESTMENT ADVISORY FEES
The investment advisory fee paid to Citibank, as compensation for overall
investment management services, amounted to $158,800 for the six months ended
June 30, 1995. The investment advisory fee is computed at the annual rate of
1.00% of the Portfolio's average daily net assets.
(3) ADMINISTRATIVE FEE
Under the terms of an Administrative Services Agreement, the administrative
services fees paid to the Administrator, as compensation for overall
administrative services including general office facilities, is computed at an
annual rate of 0.05% of the Portfolio's average daily net assets. The Portfolio
accrued fees aggregating $7,940 for these services for the six months ended June
30, 1995. The Portfolio pays no compensation directly to any Trustee or any
officer who is affiliated with the Administrator, all of whom receive
remuneration for their services to the Portfolio from the Administrator or its
affiliates. Certain officers and a Trustee of the Portfolio are officers and
directors of the Administrator or its affiliates.
(4) PURCHASES AND SALES OF INVESTMENTS
For the six months ended June 30, 1995, purchases and sales of investment
securities, other than short-term investments, aggregated $2,967,064 and
$8,628,257, respectively.
(5) FEDERAL INCOME TAX BASIS OF INVESTMENTS
The cost and unrealized appreciation/(depreciation) in value of the investment
securities owned at June 30, 1995, as computed on a federal income tax basis,
are as follows:
Aggregate cost...................... $25,857,822
===========
Gross unrealized appreciation....... $ 7,495,652
Gross unrealized depreciation....... (1,142,933)
-----------
Net unrealized appreciation......... $ 6,352,719
===========
(6) EXPENSE FEE
SFG has entered into an expense agreement with the Portfolio. SFG has agreed to
pay all of the ordinary operating expenses (excluding interest, taxes, brokerage
commissions, litigation costs or other extraordinary costs or expenses) of the
Portfolio, other than fees paid under the Advisory Agreement, and Administrative
Services Agreement. The Agreement may be terminated by either party upon not
less than 30 days nor more than 60 days written notice. The Portfolio has agreed
to pay SFG an expense fee, on an annual basis, accrued daily and paid monthly;
provided, however, that such fee shall not exceed the amount such that
immediately after any such payment the aggregate expenses of the Portfolio would
on an annual basis exceed an agreed upon rate, currently 1.20% of average daily
net assets.
(7) FINANCIAL INSTRUMENTS
The Portfolio may trade financial instruments with off-balance sheet risk in the
normal course of its investing activities and to assist in managing exposure to
market risks such as interest rates and foreign currency exchange rates. These
financial instruments include forward foreign currency exchange contracts.
The notional or contractual amounts of these instruments represent the
investment the Portfolio has in particular classes of financial instruments and
does not necessarily represent the amounts potentially subject to risk. The
measurement of the risks associated with these instruments is meaningful only
when related and offsetting transactions are considered. No such instruments
were held at June 30, 1995.
(8) LINE OF CREDIT
The Portfolio, along with the other Landmark Funds, entered into an ongoing
agreement with a bank which allows the Landmark Funds collectively to borrow up
to $40 million for temporary or emergency purposes. Interest on the borrowings,
if any, is charged to the specific fund executing the borrowing at the base rate
of the bank. In addition, the $15 million committed portion of the line of
credit requires a quarterly payment of a commitment fee based on the average
daily unused portion of the line of credit. For the six month period ended June
30, 1995, the commitment fee allocated to the Portfolio was $129. Since the line
of credit was established, there have been no borrowings.
<PAGE>
SHAREHOLDER
SERVICING AGENTS
FOR CITIBANK NEW YORK RETAIL BANKING AND
BUSINESS AND PROFESSIONAL CUSTOMERS:
Citibank, N.A.
450 West 33rd Street, New York, NY 10001
(212) 564-3456 or (800) 846-5300
FOR CITIGOLD CUSTOMERS:
Citibank, N.A.
Citigold
P.O. Box 5130, New York, NY 10126-5130
Call Your Citigold Executive or, in NY or CT, (800) 285-1701,
For all other states (800) 285-1707
FOR PRIVATE BANKING CLIENTS:
Citibank, N.A.
The Citibank Private Bank
153 East 53rd Street, New York, NY 10043
Call Your Citibank Private Banking Account Officer,
Investment Specialist or (212) 559-5959
FOR CITIBANK GLOBAL ASSET MANAGEMENT CLIENTS:
Citibank, N.A.
Citibank Global Asset Management
153 East 53rd Street, New York, NY 10043
(212) 559-7117
FOR NORTH AMERICAN INVESTOR SERVICES CLIENTS:
Citibank, N.A.
111 Wall Street, New York, NY 10043
Call Your Account Manager or (212) 657-9100
FOR CITICORP INVESTMENT SERVICES CUSTOMERS:
Citicorp Investment Services
One Court Square, Long Island City, NY 11120
Call Your Investment Consultant or (800) 846-5200
(212) 736-8170 in New York City
<PAGE>
[LOGO]
LANDMARK
FUNDS
MONEY MARKET FUNDS:
Cash Reserves
Premium Liquid Reserves
Institutional Liquid Reserves
U.S. Treasury Reserves
Premium U.S. Treasury Reserves
Institutional U.S. Treasury Reserves
Tax Free Reserves
California Tax Free Reserves
Connecticut Tax Free Reserves
New York Tax Free Reserves
STOCK & BOND FUNDS:
U.S. Government Income Fund
Intermediate Income Fund
National Tax Free Income Fund
New York Tax Free Income Fund
Balanced Fund
Equity Fund
International Equity Fund
Small Cap Equity Fund
Emerging Asian Markets Equity Fund
<PAGE>
TRUSTEES AND OFFICERS
Philip W. Coolidge*, President
H. B. Alvord
Riley C. Gilley
Diana R. Harrington
Susan B. Kerley
C. Oscar Morong, Jr.
Donald B. Otis
E. Kirby Warren
William S. Woods, Jr.
SECRETARY AND TREASURER
James B. Craver*
ASSISTANT TREASURER
Barbara M. O'Dette*
ASSISTANT SECRETARIES
Susan Jakuboski*
Molly S. Mugler*
*Affiliated Person of Administrator and Distributor
- -------------------------------------|--|--------------------------------------
INVESTMENT ADVISER
(OF INTERNATIONAL
EQUITY PORTFOLIO)
Citibank, N.A.
153 East 53rd Street, New York, NY 10043
ADMINISTRATOR AND DISTRIBUTOR
The Landmark Funds Broker-Dealer Services, Inc.
6 St. James Avenue, Boston, MA 02116
(617) 423-1679
TRANSFER AGENT
State Street Bank and Trust Company
225 Franklin Street, Boston, MA 02110
CUSTODIAN
Investors Bank and Trust Company
One Lincoln Plaza, Boston, MA 02111
AUDITORS
Price Waterhouse LLP
160 Federal Street, Boston, MA 02110
LEGAL COUNSEL
Bingham, Dana & Gould
150 Federal Street, Boston, MA 02110
- -------------------------------------|--|--------------------------------------
SHAREHOLDER SERVICING AGENTS
(See Inside Cover)
This report is prepared for the information of shareholders. It is authorized
for distribution to prospective investors only when preceded or accompanied by
an effective prospectus.
This Report is Prepared & Printed on Recycled Paper
INTL/IE/S/95
