<PAGE>
TRUSTEES AND OFFICERS
C. Oscar Morong, Jr., Chairman
Philip W. Coolidge*, President
H. B. Alvord
Riley C. Gilley
Diana R. Harrington
Susan B. Kerley
E. Kirby Warren
William S. Woods, Jr.
SECRETARY
Linda T. Gibson*
TREASURER
John R. Elder*
*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.
INTL/IE/A/96 Printed on Recycled Paper [recycle logo]
[logo] LANDMARKSM FUNDS
Advised by Citibank, N.A.
LANDMARK
INTERNATIONAL
EQUITY FUND
ANNUAL
REPORT
December 31, 1996
<PAGE>
- -------------------------------------------------------------------------------
A LETTER TO OUR SHAREHOLDERS
Dear Shareholder:
1996 was a period of significant change in international economies and
stock markets, producing mixed investment results for international equities and
below-average performance for the Landmark International Equity Fund. In this
uncertain environment, the Fund has refocused its investment approach in order
to improve performance by taking advantage of the consequences the year's
environmental changes are expected to produce. Perhaps most significantly, many
of the established overseas markets appear to be poised for the same kind of
asset growth that has driven the U.S. stock market higher for the last several
years, and we are accordingly optimistic regarding the prospects of global
equity investments and Fund performance in 1997.
The Landmark International Equity Fund continued to be managed to achieve
its investment objective: long-term capital growth. Through its investment in
International Equity Portfolio, the Fund invests primarily in common stocks of
non-U.S. issuers, including issuers in developing countries, with an emphasis on
established companies with medium to large capitalizations and seasoned
management teams.
This report reviews the Portfolio's investment activities and performance
during the year ended December 31, 1996, and provides a summary of Citibank's
perspective on and outlook for the international stock markets. On behalf of the
Board of Trustees of the Landmark Funds, I want to thank you for your confidence
and participation.
/s/ Philip Coolidge
Philip W. Coolidge
President
January 17, 1997
TABLE OF CONTENTS
1 A Letter to Our Shareholders
- -------------------------------------------------------------------------------
Market Environment
2 Fund Snapshot
Portfolio Manager
- -------------------------------------------------------------------------------
The Portfolio Manager Responds
3 Quotes from the Portfolio Manager
Strategy and Outlook
- -------------------------------------------------------------------------------
4 International Equity Portfolio
by the Numbers
- -------------------------------------------------------------------------------
5 Fund Data
Performance Highlights
LANDMARK INTERNATIONAL EQUITY FUND
- -------------------------------------------------------------------------------
6 Statement of Assets and Liabilities
- -------------------------------------------------------------------------------
7 Statement of Operations
- -------------------------------------------------------------------------------
8 Statement of Changes in Net Assets
- -------------------------------------------------------------------------------
9 Financial Highlights
- -------------------------------------------------------------------------------
10 Notes to Financial Statements
- -------------------------------------------------------------------------------
12 Independent Auditors' Report
- -------------------------------------------------------------------------------
INTERNATIONAL EQUITY PORTFOLIO
- -------------------------------------------------------------------------------
13 Portfolio of Investments
- -------------------------------------------------------------------------------
19 Statement of Assets and Liabilities
Statement of Operations
- -------------------------------------------------------------------------------
20 Statement of Changes in Net Assets
Financial Highlights
- -------------------------------------------------------------------------------
21 Notes to Financial Statements
- -------------------------------------------------------------------------------
23 Independent Auditors' Report
- -------------------------------------------------------------------------------
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
<PAGE>
- ------------------------------------------------------------------------------
MARKET ENVIRONMENT
Many overseas stock markets were driven during the second half of 1996 by
the performance of the U.S. stock market. Some of the same forces that have
supported the lengthy bull market in the U.S. are now at work in other
industrialized markets.
In Europe, we are beginning to see an increase in investment activity in
the markets as more and more individuals shift from spending their money to
saving and investing for future financial needs such as retirement. What's more,
many European companies are engaged in the same sort of restructuring activities
that have helped U.S. companies cut costs and boost earnings during the first
half of the 1990s. These trends, combined with low interest rates, low inflation
and moderate economic growth in Europe, have caused a flow of money into
financial assets that is reminiscent of the same phenomenon that began several
years ago in the United States. As a result, certain European markets, such as
Sweden and the Netherlands, rose 40% or more during the year. Unfortunately, for
the most part, gains in the value of European currencies relative to the U.S.
dollar during 1996 eroded some of those gains in U.S. dollar terms.
Asian markets fared less well than their European counterparts during the
year, however. In Japan, persistent economic and political difficulties continue
to constrain the performance of its equity markets. And while most of the
emerging economies in Asia are growing faster than Europe, their stock markets
have not risen to the same extent because they have had to compete for assets
with strong U.S. and European markets.
Elsewhere, the Australian stock market reached new highs during the second
half of 1996 as prices for natural resource commodities rose and interest rates
fell. Similarly, Canada's stock market has benefitted from rising stock prices
in the resource sector.
- ------------------------------------------------------------------------------
FUND SNAPSHOT
COMMENCEMENT OF OPERATIONS CAPITAL GAINS
March 1, 1991 Distributed annually, if any
NET ASSETS AS OF 12/31/96 BENCHMARKS
$32.6 million o Lipper International Equity
Funds Average
FUND OBJECTIVE o Morgan Stanley Capital
Long-term capital growth; dividend International Europe-
income, if any, is incidental to Australia-Far East (MSCI EAFE)
this investment objective. Index
DIVIDENDS INVESTMENT ADVISOR,
Paid semi-annually, if any INTERNATIONAL EQUITY PORTFOLIO
Citibank, N.A.
- ------------------------------------------------------------------------------
PORTFOLIO MANAGER
TREVOR FORBES
Vice President, Citibank, N.A.
Mr. Forbes is based in Citibank's London office, and is manager 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. The selection of specific securities is made by
committees of Citibank investment personnel specializing in investments in the
countries selected by Mr. Forbes.
- ------------------------------------------------------------------------------
THE PORTFOLIO MANAGER RESPONDS
The Portfolio's investment adviser, Citibank, N.A., implemented significant
strategic changes in both asset allocation and security selection during the
second half of 1996. The primary objectives of these changes were to reduce
short-term volatility and to position the Portfolio for improved performance by
taking advantage of the substantial opportunities we see ahead.
Based on our outlook for the various world economies, we substantially
reduced the Portfolio's exposure to emerging markets in Eastern Europe, Latin
America and Asia, shifting most of those assets to the established markets
represented in the widely recognized EAFE (Europe, Asia, Far East) Index.
Relative to the EAFE Index, we have underweighted our overall exposure to
the Japanese market, especially those sectors that rise and fall in response to
domestic influences. Instead, our holdings in Japan are concentrated in large,
well established companies that derive a large portion of their revenues from
exports to the U.S., Europe and other international markets.
Within the European sector, we have focused on the U.K. market where
political and economic influences have been especially positive for consumer and
financial companies. We have maintained a market-weight exposure to the
industrialized economies in the core of central Europe, and, after their strong
1996 rallies, we have taken profits and reduced our exposure to the smaller
markets of Northern and Southern Europe. We have also maintained holdings in
some countries that are not represented in the EAFE index, including Canada and
Taiwan.
- ------------------------------------------------------------------------------
QUOTES FROM THE PORTFOLIO MANAGER
"We have shifted the emphasis of the Portfolio away from the growth stocks that
have done very well and into more reasonably priced value-oriented stocks."
"Corporate restructuring has been a very important theme for us, especially in
Europe. It's a question of seeing how far they will go to improve earnings and
returns on investment."
"We don't see any evidence that the flow of assets into mutual funds and other
savings vehicles will stop anytime soon. We're beginning to see the benefits of
this trend coming through in the form of higher stock prices."
- ------------------------------------------------------------------------------
STRATEGY AND OUTLOOK
We are quite optimistic regarding the prospect for future gains in non-U.S.
stock markets. Throughout the world, selected markets appear poised to benefit
from some of the same forces that have driven the U.S. markets higher in the
1990s: positive economic growth, low inflation, low interest rates and rising
demand for financial assets from individuals and retirement plans.
Tactically, we believe that the leadership of many overseas markets is in
the midst of a shift from growth-oriented stocks to stocks that are selling at
attractive prices relative to future earnings. As this shift takes place over
the next several months, we expect market volatility to increase. To ensure that
we are prepared for this eventuality, and to manage volatility effectively, we
continue to shift the Portfolio's market allocation closer to that of the EAFE
Index. Within each market, we are maintaining the disciplined stock selection
process that has led us to winning investments in the past.
<PAGE>
International Equity Portfolio
- ------------------------------------------------------------------------------
By The Numbers
- ------------------------------------------------------------------------------
TOP TEN HOLDINGS OF THE PORTFOLIO
(As of 12/31/96)
NAME NATION % OF NET ASSETS
Royal Dutch Petroleum Co. ADR's Netherlands 1.61%
Toyota Motor Co. Japan 1.47%
Daimler-Benz AG Germany 1.39%
Lloyds TSB Group PLC United Kingdom 1.36%
TDK Corp. Japan 1.33%
Veba AG Germany 1.33%
Sankyo Co. Ltd. Japan 1.27%
British Petroleum Co. PLC United Kingdom 1.24%
Mitsubishi Heavy Japan 1.13%
Canon Inc. Japan 1.08%
- -------------------------------------------------------------------------------
INDUSTRIES AS A % OF THE PORTFOLIO
INDUSTRIES % OF COMMON STOCKS
-------- ----------------
Banking 11.3%
Energy Sources 8.1%
Retailing 6.9%
Pharmaceuticals & Health 6.5%
Machinery & Engineering 5.6%
Multi-Industry 5.4%
Electrical & Gas Utilities 5.4%
Automobiles 5.3%
Telephone Utilities 4.2%
Insurance 3.8%
Business & Public 3.8%
Instruments & Components 3.7%
Financial Services 3.0%
Chemicals 2.9%
Building & Construction 2.5%
Electrical & Electronics 2.2%
Real Estate 2.0%
Steel 2.0%
Beverages & Tobacco 1.8%
Non-Ferrous Metals 1.7%
Food & Household Products 1.6%
Industrial Components 1.6%
Building Materials 1.3%
Household Appliances 1.2%
Road & Rail Transport 1.1%
Miscellaneous Materials 1.1%
Aerospace & Defense 0.9%
Textiles 0.9%
International Trade 0.7%
Leisure & Tourism 0.6%
Gold Mines 0.4%
Airlines 0.3%
Forest Products & Paper 0.2%
CHANGES IN PORTFOLIO ASSET ALLOCATION
Portfolio of Investments
as of 12/31/96
EUROPE 58%
JAPAN 35%
PACIFIC BASIN 4%
NORTH AMERICA 3%
...Compared to 12/31/95
EUROPE 44%
PACIFIC BASIN 36%
JAPAN 17%
NORTH AMERICA 2%
LATIN AMERICA 1%
<PAGE>
- -------------------------------------------------------------------------------
FUND DATA All Periods Ended December 31, 1996
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
TOTAL RETURNS
-------------------------------------
SINCE
ONE FIVE 3/1/91
YEAR YEAR* INCEPTION*
-------- ---------- ----------
<S> <C> <C> <C>
Landmark International Equity Fund
without Sales Charge................................. 2.59% 6.53% 5.85%
Lipper International Equity Funds Average............. 11.78% 10.09% 8.94%+
MSCI EAFE Index....................................... 6.36% 8.48% 8.13%+
Landmark International Equity Fund
with Maximum Sales Charge of 4.75%................... (2.28)% 5.50% 4.98%
</TABLE>
*Average Annual Total Return
+Since 2/28/91
Income Dividends Per Share $0.021
Capital Gain Distribution $1.991
- --------------------------------------------------------------------------------
PERFORMANCE HIGHLIGHTS
- --------------------------------------------------------------------------------
A $10,000 investment in the Fund made on inception date would have grown to
$13,280 with sales charge (as of 12/31/96). 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.
Lndmk Lndmk
Int_Equity Int_Equity Lipper
w/o sales w sales Int_Equity MSCI
chrg. chrg. Avg. EAFE
- ------------------------------------------------------------------------------
Feb-91 10,000 9,525 10,000 10,000
Mar-91 9,420 8,973 9,708 9,401
Apr-91 9,740 9,277 9,831 9,496
May-91 9,740 9,277 9,942 9,596
Jun-91 9,760 9,296 9,451 8,890
Jul-91 9,800 9,335 9,828 9,330
Aug-91 9,910 9,439 9,748 9,142
Sep-91 10,150 9,668 10,022 9,660
Oct-91 10,200 9,716 10,081 9,800
Nov-91 9,860 9,392 9,745 9,345
Dec-91 10,161 9,678 10,203 9,834
Jan-92 10,411 9,917 10,281 9,629
Feb-92 10,602 10,098 10,282 9,290
Mar-92 10,090 9,611 9,297 8,682
Apr-92 10,361 9,869 10,143 8,728
May-92 10,933 10,414 10,648 9,318
Jun-92 10,622 10,118 10,356 8,882
Jul-92 10,171 9,688 9,971 8,661
Aug-92 10,221 9,735 10,072 9,210
Sep-92 9,910 9,439 9,864 9,034
Oct-92 9,749 9,286 9,595 8,566
Nov-92 9,900 9,430 9,632 8,651
Dec-92 10,013 9,537 9,741 8,701
Jan-93 10,013 9,537 9,792 8,706
Feb-93 9,973 9,499 10,039 8,974
Mar-93 10,536 10,035 10,603 9,762
Apr-93 10,797 10,284 11,148 10,693
May-93 11,089 10,562 11,401 10,924
Jun-93 10,827 10,313 11,172 10,756
Jul-93 10,797 10,284 11,506 11,134
Aug-93 11,390 10,849 12,241 11,738
Sep-93 11,501 10,955 12,215 11,476
Oct-93 12,044 11,472 12,790 11,832
Nov-93 11,813 11,251 12,382 10,800
Dec-93 12,999 12,381 13,608 11,582
Jan-94 13,632 12,985 14,400 12,564
Feb-94 13,089 12,468 14,075 12,532
Mar-94 12,144 11,567 13,423 11,994
Apr-94 12,144 11,567 13,749 12,506
May-94 12,084 11,510 13,713 12,437
Jun-94 11,903 11,338 13,558 12,616
Jul-94 12,185 11,606 13,934 12,740
Aug-94 12,748 12,142 14,346 13,045
Sep-94 12,456 11,864 13,992 12,636
Oct-94 12,345 11,759 14,258 13,060
Nov-94 11,973 11,405 13,558 12,435
Dec-94 11,509 10,962 13,418 12,516
Jan-95 10,654 10,148 12,738 12,038
Feb-95 10,915 10,397 12,756 12,006
Mar-95 11,771 11,211 13,162 12,759
Apr-95 12,052 11,480 13,590 13,243
May-95 12,243 11,662 13,703 13,088
Jun-95 12,666 12,064 13,703 12,861
Jul-95 13,330 12,697 14,439 13,665
Aug-95 13,360 12,726 14,169 13,147
Sep-95 13,642 12,994 14,379 13,408
Oct-95 13,481 12,840 14,206 13,051
Nov-95 13,340 12,706 14,351 13,418
Dec-95 13,590 12,945 14,787 13,961
Jan-96 13,782 13,127 15,123 14,021
Feb-96 13,631 12,983 15,180 14,072
Mar-96 13,994 13,329 15,437 14,374
Apr-96 14,449 13,762 15,917 14,795
May-96 14,327 13,647 15,869 14,526
Jun-96 14,368 13,685 15,974 14,612
Jul-96 13,693 13,042 15,380 14,188
Aug-96 13,553 12,909 15,551 14,222
Sep-96 13,800 13,144 15,884 14,603
Oct-96 13,628 12,981 15,771 14,457
Nov-96 14,035 13,369 16,440 15,036
Dec-96 13,942 13,280 16,491 14,846
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 December 31, 1996
<TABLE>
<S> <C>
ASSETS:
Investment in International Equity Portfolio, at value (Note 1A)............................. $32,633,340
Receivable for shares of beneficial interest................................................. 60,667
Other assets................................................................................. 50,476
-----------
Total assets............................................................................. 32,744,483
-----------
LIABILITIES:
Payable for shares of beneficial interest repurchased........................................ 133,182
Payable to affiliates--Shareholder servicing agents' fees (Note 2B)........................... 7,325
Accrued expenses and other liabilities....................................................... 15,332
-----------
Total liabilities........................................................................ 155,839
-----------
NET ASSETS for 2,763,461 shares of beneficial interest outstanding........................... $32,588,644
===========
NET ASSETS CONSIST OF:
Paid-in capital.............................................................................. $31,218,869
Unrealized appreciation...................................................................... 1,136,974
Accumulated net realized gain................................................................ 232,801
-----------
Total.................................................................................... $32,588,644
===========
NET ASSET VALUE AND REDEMPTION PRICE PER SHARE OF BENEFICIAL INTEREST ...................... $11.79
======
COMPUTATION OF OFFERING PRICE:
Maximum Offering Price per share based on a 4.75% sales charge ($11.79/0.9525)............... $12.38
======
</TABLE>
See notes to financial statements
<PAGE>
Landmark International Equity Fund
- ------------------------------------------------------------------------------
STATEMENT OF OPERATIONS
For the Year Ended December 31, 1996
<TABLE>
<S> <C> <C>
INVESTMENT INCOME (Note 1B):
Dividend Income from International Equity Portfolio........................ $ 458,893
Interest Income from International Equity Portfolio........................ 136,172
Other Income: Foreign Tax Reclaim.......................................... 51,122
Allocated Expenses from International Equity Portfolio..................... (374,215) $ 271,972
-----------
EXPENSES:
Administrative fees (Note 2A).............................................. 100,446
Shareholder Servicing Agents' fees (Note 2B)............................... 83,705
Distribution fees (Note 3)................................................. 33,482
Amortization of organization expenses (Note 1D)............................ 9,459
Expense fees (Note 6)...................................................... 41,793
-----------
Total expenses......................................................... 268,885
Less aggregate amount waived by Administrator (Note 2A)................ (55,944) 212,941
----------- -----------
Net investment income................................................. 59,031
-----------
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN EXCHANGE
CURRENCY TRANSACTIONS FROM INTERNATIONAL EQUITY PORTFOLIO:
Net realized gain ......................................................... 3,355,063
Net change in unrealized appreciation (depreciation) ...................... (2,347,696)
-----------
Net realized and unrealized gain (loss) from International Equity Portfolio 1,007,367
-----------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS ...................... $ 1,066,398
===========
</TABLE>
See notes to financial statements
<PAGE>
Landmark International Equity Fund
- ------------------------------------------------------------------------------
STATEMENT OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31,
-----------------------------------
1996 1995
------ ------
<S> <C> <C>
INCREASE (DECREASE) IN NET ASSETS FROM:
OPERATIONS:
Net investment income........................................ $ 59,031 $ 30,904
Net realized gain ........................................... 3,355,063 3,448,708
Net change in unrealized appreciation (depreciation)......... (2,347,696) 1,423,077
------------ ------------
Net increase in net assets resulting from operations......... 1,066,398 4,902,689
------------ ------------
DISTRIBUTIONS TO SHAREHOLDERS FROM:
Net investment income........................................ (50,630) (114,253)
Net realized gain............................................ (4,844,487) --
------------ ------------
Total distributions to shareholders......................... (4,895,117) (114,253)
------------ ------------
TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST (Note 5):
Net proceeds from sale of shares............................. 18,623,948 9,618,936
Net asset value of shares issued to shareholders from
reinvestment of dividends.................................. 4,137,524 102,765
Cost of shares repurchased................................... (18,503,357) (11,199,133)
------------ ------------
Net increase (decrease) in net assets resulting from
transactions in shares of beneficial interest.............. 4,258,115 (1,477,432)
------------ ------------
NET INCREASE (DECREASE) IN NET ASSETS ....................... 429,396 3,311,004
NET ASSETS:
Beginning of period.......................................... 32,159,248 28,848,244
------------ ------------
End of period (including undistributed net investment income
of $0 and of $19,036)..................................... $ 32,588,644 $ 32,159,248
============ ============
</TABLE>
See notes to financial statements
<PAGE>
Landmark International Equity Fund
- ------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
- ------------------------------------------------------------------------------
<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31,
-----------------------------------------------------------------
1996 1995 1994# 1993# 1992#
------- -------- -------- --------- -------
<S> <C> <C> <C> <C> <C>
Net Asset Value, beginning of period $ 13.46 $ 11.44 $ 12.93 $ 9.96 $ 10.13
------- -------- -------- --------- -------
Income From Operations:
Net investment income (loss) ............ 0.028** 0.013** 0.001** (0.003)** 0.052
Net realized and unrealized gain (loss) . 0.314** 2.055** (1.483)** 2.973** (0.199)
------- -------- -------- --------- -------
Total from investment operations ... 0.342 2.068 (1.482) 2.970 (0.147)
------- -------- -------- --------- -------
Less Distributions From:
Net investment income .............. (0.021) (0.048) (0.001) -- (0.023)
In excess of net investment income . -- -- (0.007) -- --
Net realized gain on investments ... (1.991) -- -- -- --
------- -------- -------- --------- -------
Total from distributions ........... (2.012) (0.048) (0.008) -- (0.023)
------- -------- -------- --------- -------
Net Asset Value, end of period .......... $ 11.79 $ 13.46 $ 11.44 $ 12.93 $ 9.96
======= ======= ======== ======== ========
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000's omitted) $32,589 $32,159 $ 28,848 28,088 $ 6,711
Ratio of expenses to average net assets 1.75%(A) 1.75%(A) 1.75%(A) 1.75% 1.75%
Ratio of net investment income (loss) to
average net assets ................... 0.18% 0.10% 0.00% (0.02)% 0.57%
Portfolio turnover (B) .................. -- -- 5% 36% 42%
Total return ............................ 2.59% 18.08% (11.46)% 29.82% (1.45)%
Note: If Agents of the Fund for the periods indicated had not voluntarily waived a portion of their fees and
expenses had been limited to that required by certain state securities laws for the years ended December 31, 1993
and 1992, the net investment income (loss) per share and the ratios would have been as follows:
Net investment income (loss) per share .. $(0.002)** $ 0.013** $ (0.018)** $ (0.116)** $(0.016)
Ratios:
Expenses to average net assets .......... 1.94%(A) 1.75%(A) 1.90%(A) 2.50% 2.50%
Net investment income (loss) to
average net assets ..................... (0.01)% 0.10% (0.15)% (0.77)% (0.18)%
** The per share amounts were computed using a monthly average number of shares outstanding during the period.
(A) Includes the Fund's share of International Equity Portfolio allocated expenses for the periods subsequent to May 1, 1994.
(B) 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.
# On May 1, 1994, the Fund began investing all of its investable assets in International Equity Portfolio.
</TABLE>
See notes to financial statements
<PAGE>
Landmark International Equity Fund
- ------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS
(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 Equity Portfolio (the "Portfolio"), a
management investment company for which Citibank, N.A. ("Citibank") serves as
Investment Adviser. The Landmark Funds Broker-Dealer Services, Inc. ("LFBDS")
acts as the Fund's Administrator and Distributor. Citibank also serves as
Sub-Administrator and makes 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 66.5% at December 31, 1996) in the net assets of the Portfolio.
The preparation of financial statements in accordance with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts and disclosures in the financial statements. Actual
results could differ from those estimates.
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 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.
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.
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, 1996, the Fund reclassified $27,437 from undistributed net investment
income, $95,646 from accumulated loss on investments and $123,083 to paid-in-
capital.
(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 0.30% of the Fund's average daily
net assets. The Administrative fees amounted to $100,446 of which $55,944 was
voluntarily waived for the year ended December 31, 1996. 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 $83,705 for the year ended
December 31, 1996.
(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. 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. The Distribution fees amounted to $33,482 for the year ended December
31, 1996.
(4) INVESTMENT TRANSACTIONS
Increase and decrease in the Fund's investment in the Portfolio for the year
ended December 31, 1996 aggregated $18,613,821 and $19,360,965, respectively.
(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:
YEARS ENDED DECEMBER 31,
------------------------
1996 1995
------- -------
Shares sold ................. 1,410,053 783,692
Shares issued to shareholders
from reinvestment of
dividends ................. 339,891 7,761
Shares repurchased .......... (1,376,401) (924,006)
---------- ----------
Net increase (decrease) .. 373,543 (132,553)
========== ==========
(6) EXPENSE FEES
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 less expenses waived by the Administrator, would on an annual basis
exceed an agreed upon rate, currently 1.75% of average daily net assets.
<PAGE>
Landmark International Equity Fund
- ------------------------------------------------------------------------------
INDEPENDENT AUDITORS' REPORT
TO THE TRUSTEES AND THE SHAREHOLDERS OF LANDMARK INTERNATIONAL FUNDS (THE
TRUST): LANDMARK INTERNATIONAL EQUITY FUND
In our opinion, the accompanying statement of assets and liabilities, and the
related statements of operations and of changes in net assets and the financial
highlights present fairly, in all material respects, the financial position of
Landmark International Equity Fund (the "Fund") at December 31, 1996, the
results of its operations, the changes in its net assets and the financial
highlights for the periods indicated in conformity with generally accepted
accounting principles. These financial statements and financial highlights
(hereafter referred to as "financial statements") are the responsibility of the
Fund's management; our responsibility is to express an opinion on these
financial statements based on our audits. We conducted our audits of these
financial statements in accordance with generally accepted auditing standards
which require that we plan and perform the audit to obtain reasonable assurance
about whether the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements, assessing the accounting principles
used and significant estimates made by management and evaluating the overall
financial statement presentation. We believe that our audits, which included
confirmation of investments owned at December 31, 1996 by correspondence with
the custodian, provide a reasonable basis for the opinion expressed above.
PRICE WATERHOUSE LLP
Boston, Massachusetts
February 4, 1997
<PAGE>
International Equity Portfolio
- ------------------------------------------------------------------------------
Portfolio Of Investments December 31, 1996
ISSUER/INDUSTRY SHARES VALUE
- ------------------------------------------------------------------------------
- ------------------------------------------------------------------------------
COMMON STOCKS -- 93.1%
- ------------------------------------------------------------------------------
GLOBAL DEPOSITORY RECEIPTS (GDR) - 0.1%
Samsung Electronics Co. Ltd. 144A
Electrical & Electronics ............ 229 $ 9,332
Samsung Electronics Co. Ltd. 144A
(Preferred Shares)
Electrical & Electronics ............ 3,610 65,341
-----------
74,673
-----------
AUSTRALIA - 1.8%
Australian & New Zealand Bank
Banking ............................. 14,100 88,874
Broken Hill Proprietary
Energy Sources ...................... 10,500 149,558
Centaur Mining & Exploration Ltd.*
Gold Mines .......................... 57,000 91,175
C.S.R. Ltd. ...........................
Multi-Industry ...................... 21,400 74,843
Hydromet Corp. Ltd. ...................
Miscellaneous Materials ............. 100,000 11,923
Pacific Dunlop
Multi-Industry ...................... 31,000 78,851
Mayne Nickless Ltd. ...................
Multi-Industry ...................... 10,700 73,142
News Corp. Ltd
Business & Public ................... 19,954 105,314
North Limited
Non-Ferrous Metals .................. 21,500 62,888
Tabcorp Holdings Ltd. .................
Multi-Industry ...................... 15,300 72,968
Woodside Petroleum Ltd. ...............
Energy Sources ...................... 12,500 91,308
-----------
900,844
-----------
CANADA - 3.2%
Alcan Aluminum Ltd. ...................
Non-Ferrous Metals .................. 2,660 89,864
Avenor Inc. Co. .......................
Forest Products & Paper ............. 4,400 65,223
Barrick Gold Corp. ....................
Gold Mines .......................... 3,500 100,314
Canadian Natural Resources Ltd.*
Energy Sources ...................... 8,800 241,615
Cominco Ltd. ..........................
Non-Ferrous Metals .................. 6,100 151,893
Franco-Nevada Mining Ltd. .............
Miscellaneous Materials ............. 4,000 183,285
Goldcorp Incorporated
Miscellaneous Materials ............. 3,800 32,604
Inco Ltd. .............................
Steel ............................... 4,250 135,775
MacMillan Bloedel Ltd. ................
Forest Products & Paper ............. 3,300 43,255
Philex Gold Inc.*
Miscellaneous Materials ............. 7,047 42,453
Placer Dome Group Inc. Com
Non-Ferrous Metals .................. 2,700 59,246
Renaissance Energy Ltd.*
Energy Sources ...................... 4,875 166,067
Talisman Energy Inc.*
Energy Sources ...................... 6,000 199,788
Westmin Resources*
Miscellaneous Materials ............. 12,000 58,272
-----------
1,569,654
-----------
DENMARK - 2.4%
Carli Gry International AS
Textiles ............................ 2,740 131,207
Danisco AS
Multi-Industry ...................... 1,950 118,543
Den Danske Bank AS
Banking ............................. 1,540 124,215
Falck AS
Multi-Industry ...................... 490 146,443
Inwear Group
Textiles ............................ 487 21,253
Kobenhavns Lufthavne
Airlines ............................ 1,225 124,809
Novo-Nordisk AS
Pharmaceuticals & Health ............ 1,085 204,508
Sophus Berendsen AS
Multi-Industry ...................... 1,420 182,775
Tele Danmark 'B'
Telephone Utilities ................. 2,655 146,523
-----------
1,200,276
-----------
FRANCE - 5.4%
Air Liquide French
Chemicals ........................... 715 111,794
AXA Company
Insurance ........................... 2,400 152,881
Axime (Ex Segin)
Financial Services .................. 1,100 127,400
BIC
Household Appliances ................ 1,300 195,232
Carrefour Supermarche
Retailing ........................... 300 195,503
CIE Generale Des Eaux
Electrical & Gas Utilities .......... 2,100 260,651
Credit Commercial de France
Banking ............................. 2,500 115,820
Credit Local de France
Financial Services .................. 1,400 122,151
Legris Industries S.A
Building & Construction ............. 2,800 118,096
Louis Vuitton-Moet Hennesy
Beverages & Tobacco ................. 600 167,822
Michelin "B" Shares
Industrial Components ............... 2,700 145,983
Printemps
Retailing ........................... 400 158,904
Salomon S.A
Household Appliances ................ 1,500 128,848
Sanofi S.A
Pharmaceuticals & Health ............ 1,300 129,485
Sodexho
Multi-Industry ...................... 300 167,358
Ste. Guilbert S.A
Business & Public ................... 1,000 195,928
Total S.A. Series B
Energy Sources ...................... 2,000 162,918
-----------
2,656,774
-----------
GERMANY - 11.4%
Bayer AG
Chemicals ........................... 10,650 434,722
Bayerische Vereinsbank AG
Banking ............................. 10,590 435,026
Buderus
Machinery & Engineering ............. 570 281,573
Daimler-Benz AG*
Automobiles ......................... 9,900 682,092
Deutche Telekom AG
Telephone Utilities ................. 18,152 382,862
Dresdner Bank AG
Banking ............................. 18,690 560,033
Gehe AG
Pharmaceuticals & Health ............ 4,670 298,989
Hornbach Holding AG
(Preferred Shares)
Retailing ........................... 3,720 265,974
Mannesmann AG
Machinery & Engineering ............. 1,080 468,222
Metro AG
Retailing ........................... 3,270 263,556
Rhoen-Klinikum
Pharmaceuticals & Health ............ 2,960 309,756
SGL Carbon AG
Non-Ferrous Metals .................. 2,289 288,636
Siemens AG
Instruments & Components ............ 2,640 124,406
Tarkett International AG
Food & Household Products ........... 7,571 151,076
Veba AG
Electrical & Gas Utilities .......... 11,265 651,663
-----------
5,598,586
-----------
HONG KONG - 1.9%
Cheung Kong
Real Estate ......................... 21,000 186,663
HSBC Holdings PLC
Banking ............................. 8,000 171,182
Hutchison Whampoa
Multi-Industry ...................... 30,000 235,632
Sung Hung Kai Properties Ltd.
Real Estate ......................... 15,000 183,755
Swire Pacific Ltd. "A"
Multi-Industry ...................... 14,000 133,493
-----------
910,725
-----------
ITALY - 3.7%
Eni Spa
Energy Sources ...................... 101,755 523,398
Fiat Spa
Automobiles ......................... 30,680 92,445
Instituto Banc San Paolo Torina
Banking ............................. 62,870 385,425
Italgas
Electrical & Gas Utilities .......... 23,810 99,698
Mediaset Spa
Business & Public ................... 17,489 80,850
Stet D Risp Non Cvt ...................
Telephone Utilities ................. 45,903 154,987
Telecom Italia Mobile
Telephone Utilities ................. 148,894 377,388
Unicem Spa
Building Materials .................. 12,000 78,312
-----------
1,792,503
-----------
JAPAN - 31.3%
Asahi Bank Ltd.
Banking ............................. 36,000 320,179
Autobacs Seven
Automobiles ......................... 3,000 212,158
Canon Inc. .
Electrical & Electronics ............ 24,000 530,524
Chugai Pharm Co.
Pharmaceuticals & Health ............ 35,000 293,152
Dai-Ichi Kangyo Bank
Banking ............................. 20,000 288,403
DDI Corporation
Telephone Utilities ................. 35 231,499
Denso Corp.
Automobiles ......................... 25,000 602,279
Ebaba Corporation
Machinery & Engineering ............. 40,000 521,544
Fuji Bank
Banking ............................. 20,000 291,857
Fujitsu Ltd.
Instruments & Components ............ 26,000 242,466
Industrial Bank of Japan
Banking ............................. 14,360 249,233
Ito Yokado Corp.
Retailing ........................... 10,000 435,196
Japan Tobacco Inc.
Beverages & Tobacco ................. 56 379,588
Kawasaki Steel
Steel ............................... 136,000 391,055
Kyocera Corp.
Instruments & Components ............ 6,000 374,061
Marubeni Corp.
International Trade ................. 73,000 313,911
Mitsubishi Estate Co. Ltd.
Real Estate ......................... 40,000 411,019
Mitsubishi Heavy
Machinery & Engineering ............. 70,000 556,084
Mitsubishi Trust
Financial Services .................. 21,000 281,063
National House Industrial
Building & Construction ............. 23,000 305,845
Nippon Sheet Glass
Miscellaneous Materials ............. 50,000 177,445
NKK Corporation
Steel ............................... 163,000 367,352
Nomura Securities Co. Ltd.
Financial Services .................. 26,000 390,640
Ohbayashi-Gumi Corp.
Building & Construction ............. 70,000 472,671
Olympus Optical
Household Appliances ................ 22,000 208,963
Osaka Gas Co. Ltd.
Electrical & Gas Utilities .......... 115,000 314,783
Sankyo Co. Ltd.
Pharmaceutical & Health ............. 22,000 623,088
Sanyo Electric Co. Ltd.
Instruments & Components ............ 75,000 310,854
Seven Eleven Japan Ltd.
Retailing ........................... 8,000 468,355
Sharp Corp.
Electrical & Electronics ............ 16,000 227,959
Shin-Etsu Chemical Co.
Chemicals ........................... 16,800 306,088
Sumitomo Bank
Banking ............................. 19,000 273,983
Sumitomo Electric Industries
Industrial Components ............... 34,000 475,607
TDK Corp.
Instruments & Components ............ 10,000 651,930
Teijin Limited
Textiles ............................ 55,000 240,307
The Bank of Tokyo Mitsubishi
Banking ............................. 23,050 427,921
Tobu Railroad Co. Ltd.
Road & Rail Transport ............... 47,000 230,109
Tohoku Electric Power
Electrical & Gas Utilities .......... 18,000 357,483
Tokio Marine & Fire
Insurance ........................... 45,000 423,539
Tokyu Corp.
Real Estate ......................... 25,000 142,043
Toyota Motor Co.
Automobiles ......................... 25,000 718,850
Yamato Transport Co. Ltd.
Road & Rail Transport ............... 28,000 290,130
-----------
15,331,216
-----------
MALAYSIA - 0.2%
Leader Universal Holdings Ltd.
Industrial Components ............... 45,999 96,543
-----------
NETHERLANDS - 5.2%
Akzo Dutch
Chemicals ........................... 2,000 273,385
Elsevier
Business & Public Services .......... 17,000 287,519
IHC Caland NV
Building & Construction ............. 4,500 257,254
ING Groep NV
Insurance ........................... 7,000 252,187
Royal Dutch Petroleum Co. ADRs
Energy Sources ...................... 4,500 789,487
Unilever NV
Food & Household Products ........... 1,700 300,910
Vendex International NV
Retailing ........................... 5,000 214,016
Verenigde Nederlandse
Business & Public ................... 8,000 167,275
-----------
2,542,033
-----------
NORWAY - 1.6%
Kvaerner
Machinery & Engineering ............. 1,330 64,095
Norsk Hydro
Energy Sources ...................... 7,225 387,988
Orkla AS A-Aksjer
Multi-Industry ...................... 1,840 127,653
Petroleum Geo Services
Energy Sources ...................... 2,580 100,108
Schibsted
Business & Public ................... 2,545 46,412
Uni Storebrand AS-A
Machinery & Engineering ............. 12,455 71,523
-----------
797,779
-----------
SPAIN - 2.3%
Acerinox SA
Multi-Industry ...................... 542 78,320
Alba Corp. Finance
Machinery & Engineering ............. 566 57,199
Banco Bilbao Vizcaya
Banking ............................. 3,759 202,970
Banco Intercontinental
Banking ............................. 531 82,334
Corporacion Mapfre
Insurance ........................... 1,352 82,376
Gas Natural SDG S.A.
Electrical & Gas Utilities .......... 496 115,380
Iberdrola S.A.
Electrical & Gas Utilities .......... 14,894 211,091
Sol Melia S.A.
Leisure & Tourism ................... 2,288 81,951
Telefonica
Telephone Utilities ................. 8,744 203,066
-----------
1,114,687
-----------
SWEDEN - 1.3%
Assa Abloy AB-B
Multi-Industry ...................... 9,085 165,433
Autoliv AB
Automobiles ......................... 2,320 101,867
Ericsson AB
Electrical & Electronics ............ 6,190 191,800
Hennes & Mauritz AB
Retailing ........................... 810 112,289
Kinnevik AB
Machinery & Engineering ............. 1,640 45,276
-----------
616,665
-----------
UNITED KINGDOM - 21.3%
3I Group PLC
Financial Services .................. 35,486 295,983
BAT Industries
Multi-Industry ...................... 27,750 230,508
British Aerospace PLC
Aerospace & Defense ................. 18,356 402,411
British Petroleum Co. PLC
Energy Sources ...................... 50,510 605,992
British Telecommunications PLC
Telephone Utilities ................. 59,592 403,150
Burmah Castrol PLC
Energy Sources ...................... 15,575 293,695
Cadbury Schwepps PLC
Food & Household Products ........... 32,408 273,363
Commercial Union Assurance
Insurance ........................... 16,800 196,666
Courtaulds PLC
Chemicals ........................... 28,498 192,794
Dixons Group PLC
Retailing ........................... 11,632 108,177
Edinburgh Small CoTrust
Financial Services .................. 95,000 157,825
Glaxo Wellcome PLC
Pharmaceuticals & Health ............ 32,267 523,900
Glynwed International PLC
Machinery & Engineering ............. 47,158 271,378
Grand Metropolitan PLC
Beverages & Tobacco ................. 36,828 290,146
HSBC Holdings PLC
Banking ............................. 16,595 371,479
Inchape PLC
Business & Public Services .......... 65,486 303,948
Kingfisher PLC
Retailing ........................... 34,701 376,801
Lloyds TSB Group PLC
Banking ............................. 90,184 664,942
Logica PLC
Business & Public Services .......... 19,514 306,142
London International Group
Pharmaceuticals & Health ............ 110,086 311,098
Marks & Spencer PLC
Retailing ........................... 33,612 282,655
National Power PLC
Electrical & Gas Utilities .......... 24,500 205,190
Pilkington Brothers PLC
Building Materials .................. 63,584 172,063
Prudential Corp.
Insurance ........................... 40,758 343,098
Royal & Sun Alliance Ins.
Insurance ........................... 38,247 292,155
RTZ
Non-Ferrous Metals .................. 8,484 136,297
Sainsbury (J) PLC
Retailing ........................... 38,183 253,737
Severn Trent ORD
Electrical & Gas Utilities .......... 12,500 142,582
Smiths Industries PLC
Machinery & Engineering ............. 17,164 235,762
Standard Chartered PLC
Banking ............................. 11,287 139,378
Thorn EMI PLC
Leisure & Tourism ................... 40,551 174,671
Tomkins PLC
Multi-Industry ...................... 64,934 300,274
WPP Group
Business & Public ................... 54,830 237,586
William Holdings PLC
Multi-Industry ...................... 47,873 281,643
Wolseley PLC
Building Materials .................. 41,097 326,595
Yorkshire Electricity PLC
Electrical & Gas Utilities .......... 7,770 107,127
Zeneca Group PLC
Pharmaceuticals & Health ............ 9,326 263,149
-----------
10,474,360
-----------
TOTAL COMMON STOCKS
(Identified Cost $44,364,894) ....... 45,677,318
-----------
- ------------------------------------------------------------------------------
CORPORATE BONDS--1.7%
- ------------------------------------------------------------------------------
PRINCIPAL
AMOUNT
---------
Sampo Corporation
2.625% due 11/23/01
(Identified Cost $700,000) .......... 700,000 806,750
-----------
- ------------------------------------------------------------------------------
SHORT-TERM OBLIGATIONS--3.2%
- ------------------------------------------------------------------------------
Morgan Stanley Repurchase Agreement
5.90% due 1/2/97 proceeds at
maturity $1,587,174 (collateralized
by $683,315 U.S. Treasury Note
10.625% due 8/15/15, $693,328
U.S. Treasury Note 12.00% due
8/15/13 and $243,956 U.S. Treasury
Note 9.125% due 5/15/18) ............ 1,587,174
-----------
TOTAL INVESTMENTS
(Identified Cost $46,652,068) ....... 98.0% 48,071,242
OTHER ASSETS,
LESS LIABILITIES .................... 2.0% 984,999
----- -----------
NET ASSETS ............................ 100.0% $49,056,241
===== ===========
*Non income producing.
ADRs - American Depository Receipts.
See notes to financial statements.
<PAGE>
International Equity Portfolio
- ------------------------------------------------------------------------------
STATEMENT OF ASSETS AND LIABILITIES December 31, 1996
ASSETS:
Investments at value (Note 1A) (Identified Cost, $46,652,068).... $48,071,242
Foreign currency, at value (Cost, $653,825)...................... 661,554
Cash............................................................. 100
Receivable for investments sold ................................. 1,972,265
Dividends and interest receivable................................ 64,126
-----------
Total assets................................................. 50,769,287
-----------
LIABILITIES:
Payable for securities purchased................................. 1,668,852
Payable to affiliates--Investment advisory fees (Note 2)......... 44,194
-----------
Total liabilities............................................ 1,713,046
-----------
NET ASSETS ...................................................... $49,056,241
===========
REPRESENTED BY:
Paid-in capital for beneficial interests......................... $49,056,241
===========
See notes to financial statements
<PAGE>
International Equity Portfolio
- ------------------------------------------------------------------------------
STATEMENT OF OPERATIONS
For the Year Ended December 31, 1996
<TABLE>
<S> <C> <C>
INVESTMENT INCOME:
Dividends (net of foreign withholding tax of $133,886)................. $ 643,619
Interest............................................................... 188,573
----------
Total investment income.............................................. $ 832,192
EXPENSES:
Investment advisory fees (Note 2)...................................... 472,204
Administrative fees (Note 3)........................................... 23,610
Expense fees (Note 6).................................................. 39,757
----------
Total expenses....................................................... 535,571
Less aggregate amount waived by Administrator (Note 3)............... (10,363) 525,208
---------- ----------
Net investment income................................................ 306,984
----------
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain (loss) from investment transactions.................. 3,860,977
Net realized loss on foreign exchange currencies transactions.......... (228,907)
----------
Net realized gain (loss)............................................. 3,632,070
----------
Unrealized appreciation (depreciation) of investments--
Beginning of period................................................. 3,807,712
End of period....................................................... 1,419,174 (2,388,538)
----------
Translation of other assets and liabilities denominated
in foreign currencies--net........................................... 9,301
----------
Net change in unrealized appreciation (depreciation)................ (2,379,237)
----------
Net realized and unrealized gain on investments..................... 1,252,833
----------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS................... $1,559,817
==========
</TABLE>
See notes to financial statements
<PAGE>
International Equity Portfolio
- ------------------------------------------------------------------------------
STATEMENT OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31,
----------------------------------
1996 1995
------------ ------------
<S> <C> <C>
INCREASE (DECREASE) IN NET ASSETS FROM:
OPERATIONS:
Net investment income .................................................................. $ 306,984 $ 202,735
Net realized gain (loss) on investments and foreign exchange transactions .............. 3,632,070 3,779,752
Net change in unrealized appreciation (depreciation) of investments and
foreign currency exchange ............................................................ (2,379,237) 1,878,598
------------ ------------
Net increase (decrease) in net assets resulting from operations .................... 1,559,817 5,861,085
------------ ------------
CAPITAL TRANSACTIONS:
Proceeds from contributions ............................................................ 28,377,160 14,645,582
Value of withdrawals ................................................................... (20,994,299) (12,545,928)
------------ ------------
Net increase in net assets from capital transactions ............................... 7,382,861 2,099,654
------------ ------------
NET INCREASE IN NET ASSETS: ............................................................ 8,942,678 7,960,739
NET ASSETS:
Beginning of period .................................................................... 40,113,563 32,152,824
------------ ------------
End of period .......................................................................... $ 49,056,241 $ 40,113,563
============ ============
</TABLE>
See notes to financial statements
<PAGE>
International Equity Portfolio
- ------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
<TABLE>
<CAPTION>
MAY 1, 1994
YEAR ENDED DECEMBER 31, (COMMENCEMENT
---------------------------- OF OPERATIONS) OF
1996 1995 DECEMBER 31, 1994
-------- -------- ----------------
<S> <C> <C> <C>
RATIOS/SUPPLEMENTAL DATA:
Net Assets, end of period (000's omitted) ..................... $49,056 $40,114 $32,153
Ratio of expenses to average net assets ....................... 1.11% 1.20% 1.22%*
Ratio of net investment income to average net assets .......... 0.65% 0.59% 0.60%*
Portfolio turnover ............................................ 109% 51% 25%
Average commission rate per share (A) ......................... $0.0321 N/A N/A
Note: If the Agents of the Portfolio had not voluntarily waived a portion of their fees for the periods indicated, the ratios
would have been as follows:
Expenses to average net assets ................................ 1.13% N/A N/A
Net investment income to average net assets ................... 0.63% N/A N/A
* Annualized
(A) The average commission rate paid is applicable for Funds that invest greater than 10% of average net assets in equity
transactions on which commissions are charged. This disclosure is required for fiscal periods beginning on or after
September 1, 1995.
</TABLE>
See notes to financial statements
<PAGE>
International Equity Portfolio
- ------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS
(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 Portfolio's Administrator. The preparation of financial statements in
accordance with U.S. generally accepted accounting principles requires
management to make estimates and assumptions that affect the reported amounts
and disclosures in the financial statements. Actual results could differ from
those estimates.
The following significant accounting policies consistently followed by the
Portfolio 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 approved by the Board of
Trustees, 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. 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 and the time of fund valuation, 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, expenses 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 or 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. 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.
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 AND OTHER TAXES -- The Portfolio is considered a
partnership under the U.S. Internal Revenue Code. Accordingly, no provision for
federal income taxes is necessary. The Portfolio may be subject to taxes imposed
by countries in which it invests. Such taxes are generally based on income
and/or capital gains earned or repatriated.Taxes are accrued and applied to net
investment income and net realized gains as such income and/or gains are earned.
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.
G. REPURCHASE AGREEMENTS -- It is the policy of the Portfolio to require the
custodian bank to take possession, to have legally segregated in the Federal
Reserve Book Entry System or to have segregated within the custidian bank's
vault, all securities held as collateral in support of repurchase agreements.
Additionally, procedures have been established by the Portfolio to monitor, on a
daily basis, the market value of the repurchase agreement's underlying
investments to ensure the existence of a proper level of collateral.
(2) INVESTMENT ADVISORY FEES
The investment advisory fees paid to Citibank, as compensation for overall
investment management services, amounted to $472,204 for the year ended December
31, 1996. The investment advisory fees are computed at the annual rate of 1.00%
of the Portfolio's average daily net assets.
(3) 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, is computed at an
annual rate of 0.05% of the Portfolio's average daily net assets. The
administrative fees amounted to $23,610 of which $10,363 was voluntarily waived,
for the year ended December 31, 1996. 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 year ended December 31, 1996, purchases and sales of investment
securities, other than short-term investments, aggregated $58,934,495 and
$46,894,990, respectively.
(5) FEDERAL INCOME TAX BASIS OF INVESTMENTS
The cost and unrealized appreciation/(depreciation) in value of the investment
securities owned at December 31, 1996 as computed on a federal income tax
basis, are as follows:
Aggregate cost ......................................... $ 46,662,482
============
Gross unrealized appreciation .......................... $ 4,323,917
Gross unrealized depreciation .......................... (2,915,157)
------------
Net unrealized appreciation ............................ $ 1,408,760
============
(6) EXPENSE FEES
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 less expenses waived by the Administrator would on an annual basis
exceed an agreed upon rate, which as of July 1, 1996 is 1.00% 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 December 31, 1996.
(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 year ended December 31,
1996, the commitment fee allocated to the Portfolio was $194. Since the line of
credit was established, there have been no borrowings.
<PAGE>
International Equity Portfolio
- ------------------------------------------------------------------------------
INDEPENDENT AUDITORS' REPORT
TO THE TRUSTEES AND THE INVESTORS OF THE PREMIUM PORTFOLIOS (THE TRUST), WITH
RESPECT TO ITS SERIES, INTERNATIONAL EQUITY PORTFOLIO:
We have audited the accompanying statement of assets and liabilities,
including the portfolio of investments, of International Equity Portfolio (the
"Portfolio"), a series of The Premium Portfolios, as at December 31, 1996 and
the related statements of operations and of changes in net assets and the
financial highlights for the periods indicated. These financial statements and
financial highlights (hereafter referred to as "financial statements") are the
responsibility of the Portfolio's management. Our responsibility is to express
an opinion on these financial statements based on our audits.
We conducted our audits in accordance with U.S. generally accepted auditing
standards. Those standards require that we plan and perform an audit to obtain
reasonable assurance whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits, which included confirmation of investments owned as
at December 31, 1996 by correspondence with the custodian and brokers and the
application of alternative auditing procedures where confirmations from brokers
were not received, provide a reasonable basis for our opinion.
In our opinion, these financial statements present fairly, in all material
respects, the financial position of the Portfolio as at December 31, 1996, the
results of its operations and the changes in its net assets and the financial
highlights for the periods indicated in accordance with U.S. generally accepted
accounting principles.
PRICE WATERHOUSE
Chartered Accountants
Toronto, Ontario
February 4, 1997
<PAGE>
- ----------------------------------------------------------------------------
SHAREHOLDER
SERVICING AGENTS
FOR CITIBANK NEW YORK RETAIL BANKING AND
BUSINESS AND PROFESSIONAL CUSTOMERS:
Citibank, N.A.
111 Wall Street, New York, NY 10043
(212) 820-2383 or (800) 846-5300
FOR CITIGOLD CUSTOMERS:
Citigold
P.O. Box 5130, New York, NY 10126-5130
Call Your Citigold Executive or, in NY or CT, (800) 285-1701, or for
all other states (800) 285-1707
FOR CITIBANK PRIVATE BANKING CLIENTS:
Citibank, N.A.
The Citibank Private Bank
153 East 53rd Street, New York, NY 10043
Call Your Citibank Private Banking Account Officer,
Investment Specialist or (212) 559-5959
FOR CITIBANK GLOBAL ASSET MANAGEMENT CLIENTS:
Citibank, N.A.
Citibank Global Asset Management
153 East 53rd Street, New York, NY 10043
(212) 559-7117
FOR CITIBANK NORTH AMERICAN INVESTOR SERVICES CLIENTS:
Citibank, N.A.
111 Wall Street, New York, NY 10043
Call Your Account Manager or (212) 657-9100
FOR CITICORP INVESTMENT SERVICES CUSTOMERS:
Citicorp Investment Services
One Court Square, Long Island City, NY 11120
Call Your Investment Consultant or (800) 846-5200
(212) 820-2380 in New York City
<PAGE>
TRUSTEES AND OFFICERS
C. Oscar Morong, Jr., Chairman
Philip W. Coolidge*, President
H. B. Alvord
Riley C. Gilley
Diana R. Harrington
Susan B. Kerley
E. Kirby Warren
William S. Woods, Jr.
SECRETARY
Linda T. Gibson*
TREASURER
John R. Elder*
*Affiliated Person of Administrator and Distributor
- --------------------------------------------------------------------------------
INVESTMENT ADVISER
(OF EMERGING ASIAN MARKETS
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.
INTL/EAE/A/96 Printed on Recycled Paper [recycle symbol]
[logo] LANDMARK (SM) FUNDS
Advised by Citibank, N.A.
LANDMARK
EMERGING
ASIAN MARKETS
EQUITY FUND
ANNUAL
REPORT
December 31, 1996
<PAGE>
- --------------------------------------------------------------------------------
A LETTER TO OUR SHAREHOLDERS
Dear Shareholder:
1996 was a period of significant change in the emerging Asian economies and
stock markets, producing mixed investment results for international equities and
below-average performance for the Landmark Emerging Asian Markets Equity Fund.
Most significantly, inflationary forces, relatively high interest rates and a
relatively weak export market constrained corporate earnings and stock prices.
Recently, however, many of the economies and markets in which the Fund invests
have shown signs of improvement, and we are optimistic regarding the prospects
of emerging Asian markets and the Fund in 1997.
The Landmark Emerging Asian Markets Equity Fund continued to be managed to
achieve its investment objective: long-term capital growth. Through its
investment in the Emerging Asian Markets Equity Portfolio, the Fund invests
primarily in equity securities of companies in Asian countries with emerging
markets and developing economies, including the Philippines, Malaysia, Indonesia
and Thailand. The Portfolio may also invest in South Korea, Taiwan, the People's
Republic of China, India, Pakistan, Sri Lanka and Vietnam.
This report reviews the Portfolio's investment activities and performance
during the year ended December 31, 1996, and provides a summary of Citibank's
perspective on and outlook for emerging Asian financial markets. On behalf of
the Board of Trustees of the Landmark Funds, I want to thank you for your
confidence and participation.
/s/ Philip W. Coolidge
------------------
Philip W. Coolidge
President
January 17, 1997
- --------------------------------------------------------------------------------
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
- --------------------------------------------------------------------------------
TABLE OF CONTENTS
1 A Letter to Our Shareholders
- --------------------------------------------------------------------------------
Market Environment
2 Fund Snapshot
Portfolio Manager
- --------------------------------------------------------------------------------
Quotes from the Portfolio Manager
3 The Portfolio Manager Responds
Strategy and Outlook
- --------------------------------------------------------------------------------
4 Emerging Asian Markets Equity
Portfolio by the Numbers
- --------------------------------------------------------------------------------
5 Fund Data
Performance Highlights
LANDMARK EMERGING ASIAN MARKETS EQUITY FUND
- --------------------------------------------------------------------------------
6 Statement of Assets and Liabilities
Statement of Operations
- --------------------------------------------------------------------------------
7 Statement of Changes in Net Assets
- --------------------------------------------------------------------------------
8 Financial Highlights
- --------------------------------------------------------------------------------
9 Notes to Financial Statements
- --------------------------------------------------------------------------------
10 Independent Auditors' Report
- --------------------------------------------------------------------------------
EMERGING ASIAN MARKETS EQUITY PORTFOLIO
- --------------------------------------------------------------------------------
12 Portfolio of Investments
- --------------------------------------------------------------------------------
15 Statement of Assets and Liabilities
Statement of Operations
- --------------------------------------------------------------------------------
16 Statement of Changes in Net Assets
Financial Highlights
- --------------------------------------------------------------------------------
17 Notes to Financial Statements
- --------------------------------------------------------------------------------
19 Independent Auditors' Report
- --------------------------------------------------------------------------------
<PAGE>
- --------------------------------------------------------------------------------
MARKET ENVIRONMENT
As we reported six months ago, most of Asia's emerging markets showed
improvement in 1996 and appear to be recovering nicely from the difficulties
encountered in 1994 and 1995. Inflation, while still high in some countries, has
subsided considerably. The restrictive monetary policies and high interest rates
established by Asian central banks have helped restrain inflationary pressures,
and, in some countries, inflation is now at its lowest level in years.
At the same time, because exports are vital for many Asian companies, the
region's emerging economies are closely linked to the more mature economies of
the U.S., Europe, Japan and other industrialized nations. Asian exports of goods
such as textiles and electronics reached a cyclical low in 1996 as declining
overseas demand reflected slow-growth economic conditions around the world.
Yet, despite high interest rates and lackluster export markets, many Asian
economies continued to grow at a rate of 5% or more as the region invested in
the infrastructure and resources necessary to compete with more industrialized
nations in a global economy. Steady domestic demand for goods and services,
combined with the potential for lower interest rates and more robust exports,
should set the stage for positive market conditions in 1997.
- --------------------------------------------------------------------------------
FUND SNAPSHOT
- --------------------------------------------------------------------------------
COMMENCEMENT OF OPERATIONS
August 23, 1995
NET ASSETS AS OF 12/31/96
$10.6 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 Emerging Markets Funds Average
o MSCI EMF Far East Index (excluding Korea)
INVESTMENT ADVISER,
EMERGING ASIAN MARKETS EQUITY PORTFOLIO
Citibank, N.A.
<PAGE>
- --------------------------------------------------------------------------------
PORTFOLIO MANAGER
- --------------------------------------------------------------------------------
SHERN LIANG TAN
Vice President
Mr.Tan is a Portfolio Manager for the Citibank Private Bank's Singapore
investment unit. His responsibilities include managing both Asian equity mutual
funds and portfolios for high net worth investors. His comprehensive expertise
includes the emerging as well as developed markets of Asia.
Mr. Tan has six years' experience managing investments in Asian equities.
He specializes in industrialized and emerging opportunities in Hong Kong,
Thailand, the Philippines, and New Zealand. He also covers the equity markets in
Australia, Singapore and Indonesia.
Mr. Tan graduated with Distinction from the University of Michigan, Ann
Arbor, and is a Certified Financial Analyst.
- --------------------------------------------------------------------------------
QUOTES FROM THE PORTFOLIO MANAGER
- --------------------------------------------------------------------------------
"Inflationary pressures in Asia have eased quite a bit from previous years,
and we're looking forward to lower interest rates and higher stock prices in
1997."
"We manage the Portfolio with a top-down approach. We focus on the economic
outlook for the region, industry and economic sectors and, within those sectors,
the stocks of well established and well managed companies."
"Asia is no longer an undiscovered market. We are careful not to overpay
for investments as we look for growing companies."
- --------------------------------------------------------------------------------
THE PORTFOLIO MANAGER RESPONDS
- --------------------------------------------------------------------------------
The Portfolio's investment adviser, Citibank, N.A., takes a "top down"
approach to finding long-term growth opportunities in emerging Asian stock
markets. We first evaluate the economies of the Philippines, Malaysia,
Indonesia, Thailand and other emerging Asian markets to determine which are most
likely to produce gains. During 1996, these analyses prompted us to adjust the
way the Portfolio's assets are allocated among the various Asian markets. At the
start of the year, the Portfolio's assets were allocated 47% to Malaysian
companies, 31% in Thailand, 9% to the Philippines and 13% in Indonesia. By
December 31, 1996, those percentages reached 54%, 14%, 14% and 18%,
respectively, reflecting our relative outlook for each.
After assets are allocated geographically, we then determine which
industries and economic sectors are likely to be strongest within each market.
As expected, Malaysia was the most robust of the four emerging economies in
1996, with substantial growth evident in the consumer goods and capital goods
industries. In the Philippines, real estate represented a high-growth economic
sector as the emerging middle class uses its newly acquired wealth to improve
living conditions. In Thailand, where the real estate boom has already occurred,
banks, communications and energy companies appeared to be attractive
investments. Indonesia has been the least attractive of the four economies as
temporary political instability restrained economic progress in 1996.
Within each industry and economic sector, we assess the growth prospects of
local companies. We focus primarily on well-established companies that are
expected to provide above-average earnings growth over time. We also employ a
valuation discipline to avoid overpaying for any individual investment. As a
result, the Portfolio contains the stocks of relatively large, stable growth
companies that are selling at reasonable prices.
- --------------------------------------------------------------------------------
STRATEGY AND OUTLOOK
- --------------------------------------------------------------------------------
We expect positive economic news from the emerging Asian markets in 1997,
and we are accordingly optimistic about the likelihood of higher stock prices
there. As inflation moderates in the region, we expect central banks to shift
their monetary policies to a less restrictive stance, which should produce lower
interest rates. In turn, with borrowing costs down, Asian companies are more
likely to apply for and secure the loans they need to grow. We expect these
positive economic developments to attract more investment funds from overseas,
which should also support higher stock prices.
The chief risk we see in the region's markets comes not from Asia but from
the United States. If U.S. interest rates rise, it could have an adverse effect
on Asian exports which may, in turn, forestall positive economic developments in
the region. We believe that these risks are manageable, however, as our forecast
is for modestly lower interest rates in the United States during 1997.
In conclusion, we believe that 1997 could be a watershed year for the
emerging Asian markets, marking the end of a difficult period of consolidation
and the beginning of a new level of prosperity. The Emerging Asian Markets
Equity Portfolio is well positioned for this environment, and we look forward to
solid gains in the months ahead.
<PAGE>
Emerging Asian Markets Equity Portfolio
- --------------------------------------------------------------------------------
BY THE NUMBERS
- --------------------------------------------------------------------------------
TOP TEN EQUITY HOLDINGS OF THE PORTFOLIO
(As of 12/31/96)
NAME NATION % OF NET ASSETS
Pt Telecomunikasion Indonesia 5.8%
Malayan Banking Berhad Malaysia 4.8%
Tenaga Nasional Berhad Malaysia 4.0%
Pt Gudang Garam Indonesia 3.8%
Star Publications Malaysia Malaysia 2.9%
Bangkok Bank Co. Ltd. Thailand 2.8%
Systems Telekom Malaysia Malaysia 2.8%
KFC Holdings Berhad Malaysia 2.8%
Metro Bank & Trust Philippines 2.4%
Multi-Purpose Holdings-Rights Malaysia 2.3%
- -------------------------------------------------------------------------------
INDUSTRIES AS A % OF THE PORTFOLIO
INDUSTRIES % OF COMMON STOCKS
---------- -------------------
Banking 23.7%
Telecommunications 10.8%
Consumer 8.6%
Utilities 8.0%
Finance/Securities 7.6%
Property/Hotel 6.6%
Automobile 5.9%
Media 5.9%
Property 5.8%
Others 5.6%
Construction/Engineer 3.3%
Building Materials 2.8%
Gaming 1.5%
Transport 1.3%
Plantations 1.0%
Manufacturing 0.5%
Timber 0.6%
Construction 0.5%
CHANGES IN PORTFOLIO
ASSET ALLOCATION
Portfolio of investments as of 12/31/96
Malaysia 54%
Indonesia 18%
Philippines 14%
Thailand 14%
...Compared to 12/31/95
Malaysia 47%
Thailand 31%
Indonesia 13%
Philippines 9%
- --------------------------------------------------------------------------------
<PAGE>
- --------------------------------------------------------------------------------
FUND DATA ALL PERIODS ENDING DECEMBER 31, 1996
<TABLE>
<CAPTION>
TOTAL RETURNS
---------------------------
SINCE
ONE 8/23/95
YEAR INCEPTION*
------- --------
<S> <C> <C>
Landmark Emerging Asian Markets Equity Fund
without Sales Charge................................. 1.40% 1.22%
Lipper Emerging Markets Funds Average................. 11.21% 7.02%+
MSCI EMF/Far East Index (excluding Korea)............. 5.46% 2.43%+
Landmark Emerging Asian Markets Equity Fund
with Maximum Sales Charge of 4.75%................... (3.42)% (2.34)%
*Average Annual Total Return.
+From 8/31/95
</TABLE>
- --------------------------------------------------------------------------------
PERFORMANCE HIGHLIGHTS
- --------------------------------------------------------------------------------
A $10,000 investment in the Fund made on inception date would have decreased to
$9,684 with sales charge (as of 12/31/96). 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.
Landmark Landmark
Emerging Emerging
Asian Asian MSCI EMF
Markets Markets Lipper Far East
Equity Equity Emerging Index
Fund Fund Markets (excluding
w/o Sales with Sales Funds Korea)
Charge Charge Average (unmanaged)
--------- ---------- -------- ----------
Aug-95 9,870 9,401 10,000 10,000
Sep-95 9,600 9,144 10,000 9,808
Oct-95 9,380 8,934 9,563 9,436
Nov-95 9,200 8,763 9,360 9,175
Dec-95 10,026 9,550 9,655 9,791
Jan-96 10,949 10,429 10,505 10,496
Feb-96 10,838 10,324 10,435 10,516
Mar-96 11,109 10,582 10,490 10,731
Apr-96 11,590 11,040 10,945 11,255
May-96 11,410 10,868 11,083 11,087
Jun-96 11,029 10,505 11,142 10,920
Jul-96 10,016 9,541 10,465 9,917
Aug-96 10,337 9,846 10,760 10,301
Sep-96 10,548 10,047 10,821 10,492
Oct-96 9,926 9,455 10,531 9,998
Nov-96 10,407 9,913 10,762 10,526
Dec-96 10,167 9,684 10,949 10,326
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 Emerging Asian Markets Equity Fund
- -------------------------------------------------------------------------------
STATEMENT OF ASSETS AND LIABILITIES December 31, 1996
- --------------------------------------------------------------------------------
ASSETS:
Investment in Emerging Asian Markets Equity Portfolio,
at value (Note 1A)........................................... $10,592,629
Other assets.................................................. 447
-----------
Total assets................................................ 10,593,076
-----------
LIABILITIES:
Payable to affiliates-Shareholder servicing agents'
fee (Note 2B).............................................. 2,441
Accrued expenses and other liabilities...................... 5,817
-----------
Total Liabilities........................................... 8,258
-----------
NET ASSETS for 1,043,605 shares of beneficial
interest outstanding......................................... $10,584,818
===========
NET ASSETS CONSIST OF:
Paid-in capital............................................... $10,726,632
Unrealized appreciation of investments and foreign
currency translations........................................ 853,915
Undistributed net investment loss............................. (7,157)
Accumulated net realized loss on investments.................. (988,572)
------------
Total..................................................... $10,584,818
===========
NET ASSET VALUE AND REDEMPTION PRICE PER SHARE
OF BENEFICIAL INTEREST ..................................... $10.14
======
COMPUTATION OF OFFERING PRICE:
Maximum Offering Price per share based on a 4.75%
sales charge ($10.14/0.9525)................................. $10.65
======
See notes to financial statements
<PAGE>
Landmark Emerging Asian Markets Equity Fund
- --------------------------------------------------------------------------------
STATEMENT OF OPERATIONS
For the Year Ended December 31, 1996
- --------------------------------------------------------------------------------
INVESTMENT INCOME (NOTE 1B):
Dividend Income from Emerging Asian Markets Equity
Portfolio............................................. $107,691
Interest Income from Emerging Asian Markets
Equity Portfolio ..................................... 19,736
Allocated Expenses from Emerging Asian Markets
Equity Portfolio...................................... (61,460) $ 65,967
--------
EXPENSES:
Administrative fees (Note 2A).......................... 32,730
Shareholder Servicing Agents' fees (Note 2B)........... 27,275
Distribution fees (Note 3)............................. 10,910
Expense fees (Note 6).................................. 9,776
--------
Total expenses..................................... 80,691
Less aggregate amount waived by Administrator,
Shareholder Servicing Agents and Distributor
(Notes 2A, 2B and 3).................................. (32,308)
--------
Net expenses ........................................ 48,383
-----------
Net investment income............................. 17,584
-----------
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN EXCHANGE
CURRENCY TRANSACTIONS FROM EMERGING ASIAN MARKETS EQUITY PORTFOLIO:
Net realized gain (loss) .............................. (1,018,770)
Net change in unrealized appreciation (depreciation) .. 567,775
-----------
Net realized and unrealized gain (loss)................ (450,995)
-----------
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS .. $ (433,411)
===========
See notes to financial statements
<PAGE>
Landmark Emerging Asian Markets Equity Fund
- --------------------------------------------------------------------------------
STATEMENT OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
AUGUST 23, 1995
YEAR (COMMENCEMENT OF
ENDED OPERATIONS) TO
DECEMBER 31, DECEMBER 31,
1996 1995
---------------- ------------------
INCREASE (DECREASE) IN NET ASSETS FROM:
OPERATIONS:
<S> <C> <C>
Net investment income........................................ $ 17,584 $ 18,998
Net realized loss ........................................... (1,018,770) (6,799)
Net change in unrealized appreciation........................ 567,775 286,140
----------- ----------
Net increase (decrease) in net assets resulting
from operations ............................................ (433,411) 298,339
----------- ----------
DISTRIBUTIONS TO SHAREHOLDERS FROM:
Net investment income........................................ -- (15,388)
----------- ----------
TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST (Note 5):
Net proceeds from sale of shares............................. 8,041,081 5,784,355
Net asset value of shares issued to shareholders from
reinvestment of dividends................................... -- 15,388
Cost of shares repurchased................................... (2,991,470) (114,076)
----------- ----------
Net increase in net assets resulting from transactions
in shares of beneficial interest............................ 5,049,611 5,685,667
----------- ----------
NET INCREASE IN NET ASSETS .................................. 4,616,200 5,968,618
NET ASSETS:
Beginning of period.......................................... 5,968,618 --
----------- ----------
End of period (undistributed net investment
loss of $7,157 and $3,054) ................................. $10,584,818 $5,968,618
=========== ==========
</TABLE>
See notes to financial statements
<PAGE>
Landmark Emerging Asian Markets Equity Fund
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
AUGUST 23, 1995
YEAR (COMMENCEMENT OF
ENDED OPERATIONS) TO
DECEMBER 31, DECEMBER 31,
1996 1995
---------------- ------------------
<S> <C> <C>
Net Asset Value, beginning of period................. $10.00 $ 10.00
------ -------
Income From Operations:
Net investment income (loss)......................... 0.010(+) 0.026
Net realized and unrealized gain (loss).............. 0.130(+)(++) --
------ -------
Total from investment operations................ 0.140 0.026
------ -------
Less Distributions:
From net investment income......................... -- (0.026)
------ -------
Total from distributions....................... -- (0.026)
------ --------
Net Asset Value, end of period....................... $10.14 $ 10.00
====== =======
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000's omitted)............ $10,585 $ 5,969
Ratio of expenses to average net assets(A)........... 1.01%* 0%
Ratio of net investment income to
average net assets................................ 0.16%* 1.50%*
Total return......................................... 1.40%** 0.26%**
Note: If Agents of the Fund for the periods indicated had not voluntarily
waived a portion of their fees and had the expense fees agreement been in
effect the entire period, the net investment income (loss) per share and the
ratios would have been as follows:
Net investment income (loss) per share............... $(0.024)(+) $(0.046)
Ratios:
Expenses to average net assets(A).................... 1.85% 1.85%*
Net investment income (loss) to
average net assets.................................. (0.68)% (0.35)%*
</TABLE>
* Annualized.
** Not annualized.
+ The per share amounts were computed using a monthly average number of shares
outstanding during the period.
++The amount shown for a share outstanding does not correspond with the
aggregate net realized and unrealized gain (loss) on investments for the
period ended due to the timing of sales of Fund shares in relation to
fluctuating market values of the investments in the Fund.
(A)Includes the Fund's share of Emerging Asian Markets Equity Portfolio
allocated expenses for the periods indicated.
See notes to financial statements
<PAGE>
Landmark Emerging Asian Markets Equity Fund
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
(1) SIGNIFICANT ACCOUNTING POLICIES
Landmark Emerging Asian Markets 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 Emerging
Asian Markets Equity Portfolio (the "Portfolio"), a management investment
company for which Citibank, N.A. ("Citibank") serves as Investment Adviser. The
Landmark Funds Broker-Dealer Services, Inc. ("LFBDS") acts as the Fund's
Administrator and Distributor. Citibank also serves as Sub-Administrator and
makes 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 93.0% at December 31, 1996) 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 preparation of financial statements in accordance with U.S. generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts and disclosures in the financial
statements. Actual results could differ from those estimates.
The following significant accounting policies consistently followed by the Fund
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.
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, 1996, the Fund, for federal income tax
purposes, had a capital loss carryover of $660,368 which will expire December
31, 2004. Such capital loss carryover will reduce the Fund's taxable income
arising from future net realized gain on investment transactions, if any, to the
extent permitted by the Internal Revenue Code, and thus will reduce the amount
of the distributions to shareholders which would otherwise be necessary to
relieve the Fund of any lia bility for federal income or excise tax.
D. 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.
E. 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, 1996, the Fund reclassified $21,687 from undistributed net investment loss,
$30,198 to accumulated net realized loss of investments and $8,511 from
paid-in-capital.
(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 fees 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 0.30% of the Fund's average daily
net assets. The Administrative fees amounted to $32,730, of which $14,911 was
voluntarily waived for the year ended December 31, 1996. 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 $27,275, of which $12,426 was
voluntarily waived, for the year ended December 31, 1996.
(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. The Distribution fees
amounted to $10,910, of which $4,971 was voluntarily waived, for the year ended
December 31, 1996. 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 year
ended December 31, 1996 aggregated $8,854,217 and $3,026,771, respectively.
(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:
YEAR AUGUST 23, 1995
ENDED (COMMENCEMENT OF
DECEMBER 31, OPERATIONS) TO
1996 DECEMBER 31, 1995
------------ -----------------
Shares sold ................................ 732,376 607,542
Shares issued to shareholders from
reinvestment of dividends ................. -- 1,559
Shares repurchased ......................... (285,360) (12,512
------- ------
Net increase ............................. 447,016 596,589
======= =======
(6) EXPENSE FEES
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, commencing July 1, 1996, 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 less expenses waived by the Administrator and Distributor
would, on an annual basis exceed an agreed upon rate, currently 1.85% of average
daily net assets.
- --------------------------------------------------------------------------------
INDEPENDENT AUDITOR'S REPORT
- --------------------------------------------------------------------------------
TO THE TRUSTEES AND THE SHAREHOLDERS OF LANDMARK INTERNATIONAL FUNDS (THE
TRUST): LANDMARK EMERGING ASIAN MARKETS EQUITY FUND
In our opinion, the accompanying statement of assets and liabilities, and the
related statements of operations and of changes in net assets and the financial
highlights present fairly, in all material respects, the financial position of
Landmark Emerging Asian Markets Equity Fund (the "Fund"), a series of Landmark
International Funds, at December 31, 1996, the results of its operations, the
changes in its net assets and the financial highlights for the periods, in
conformity with generally accepted accounting principles. These financial
statements and financial highlights (hereafter referred to as "financial
statements") are the responsibility of the Fund's management; our responsibility
is to express an opinion on these financial statements based on our audits. We
conducted our audit of these financial statements in accordance with generally
accepted auditing standards which require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements, assessing
the accounting principles used and significant estimates made by management and
evaluating the overall financial statement presentation. We believe that our
audits, which included confirmation of investments owned at December 31, 1996,
by correspondence with the custodian, provides a reasonable basis for the
opinion expressed above.
PRICE WATERHOUSE LLP
Boston, Massachusetts
February 4, 1997
<PAGE>
- --------------------------------------------------------------------------------
Emerging Asian Markets Equity Portfolio
- --------------------------------------------------------------------------------
PORTFOLIO OF INVESTMENTS December 31, 1996
- --------------------------------------------------------------------------------
ISSUER/INDUSTRY SHARES VALUE
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
COMMON STOCKS--97.7%
- --------------------------------------------------------------------------------
INDONESIA - 17.8%
Bank International Indonesia
Banking........................... 75,000 $ 73,826
PT Astra International
Automobile........................ 73,000 200,889
PT Bank Bali
Banking........................... 41,000 102,414
PT Bank Dagang Nasional Ind
Banking........................... 72,000 73,158
PT Bank Negara Indonesia
Banking........................... 120,000 63,505
PT Darya Varia Laboratoria
Consumer.......................... 25,500 41,024
PT Daya Guna Samudera
Miscellaneous..................... 60,000 69,857
PT Gudang Garam
Consumer.......................... 99,000 427,519
PT Hm Sampoerna
Consumer.......................... 18,000 96,021
PT Indofood Sukses Makmur
Consumer.......................... 24,000 47,756
PT Indostat
Telecommunications................ 43,500 119,707
PT Semen Gresik
Building Materials................ 16,000 51,482
PT Telecomunikasion
Telecommunications................ 385,000 664,214
-----------
2,031,372
-----------
MALAYSIA - 52.7%
ACP Industries Berhad
Building Materials................ 18,000 113,334
Arab-Malaysian Merchant Bank
Banking........................... 30,000 251,852
Bright Packaging Industries Berhad
Miscellaneous..................... 5,000 27,522
Commerce Asset Holdings Berhad
Finance/Securities................ 18,000 135,430
Country Heights Holdings Berhad
Property/Hotel.................... 21,000 58,211
DCB Holdings Berhad
Banking........................... 29,000 99,335
Edaran Otomobile Nasional Berhad
Automobile........................ 9,000 89,990
Gamuda Berhad
Construction/Engineer............. 6,666 28,248
Gamuda Berhad-Rights
Construction/Engineer............. 10,000 20,281
Genting Berhad
Gaming............................ 4,000 27,562
Hong Leong Bank
Banking........................... 30,000 104,542
Hong Leong Bank-Warrants
Banking........................... 75,700 123,503
Intria Berhad
Construction/Engineer............. 34,000 85,494
IOI Properties Berhad
Property/Hotel.................... 68,000 220,805
Jaya Tiasa
Timber............................ 6,000 31,837
Kedah Cement Berhad
Building Materials................ 42,000 83,158
KFC Holdings Berhad
Consumer.......................... 75,360 310,356
KFC Holdings Berhad-Warrants
Consumer.......................... 32,000 38,268
Konsortium Perkapalan Berhad
Transport......................... 22,000 148,102
Kuala Lumpur Kepong Berhad
Plantations....................... 46,000 116,580
Landmarks Berhad
Property/Hotel.................... 15,000 19,959
Larut Consolidated
Property/Hotel.................... 30,000 42,293
Malayan Banking Berhad
Banking........................... 49,800 552,172
Malaysian Resources Corp.
Property/Hotel.................... 27,000 106,383
MBF Capital Berhad
Finance/Securities................ 100,000 162,356
Multi-Purpose Holdings-Rights
Miscellaneous..................... 266,000 258,068
Oriental Holdings Berhad
Automobile........................ 14,000 95,355
Oyl Industries Berhad
Manufacturing..................... 5,000 52,470
Pan Pacific Asia Berhad
Timber............................ 12,000 35,402
Perusahaan Otomobil Nasional
Automobile........................ 24,000 152,062
Public Bank Berhad
Finance/Securities................ 36,999 78,386
Public Finance Berhad
Finance/Securities................ 44,400 77,361
Rashid Hussein Berhad
Finance/Securities................ 23,000 152,101
Renong Berhad
Miscellaneous..................... 40,000 70,961
Resorts World Berhad
Gaming............................ 31,000 141,172
Sime Darby Berhad
Property/Hotel.................... 64,000 252,168
S P Setia Berhad
Property/Hotel.................... 10,000 27,720
Star Publications Malaysia
Media............................. 84,000 330,970
Systems Telekom Malaysia
Media............................. 36,000 320,754
TA Enterprise Berhad-Warrants
Finance/Securities................ 150,000 110,481
Technology Resources Inds.
Telecommunications................ 21,000 41,413
Tenaga Nasional Berhad
Utilities......................... 96,000 459,985
UMW Holdings Berhad
Automobile........................ 24,000 112,145
UMW Holdings Berhad-Warrants
Automobile........................ 3,000 7,543
United Engineers Malaysia
Construction/Engineer............. 26,040 235,105
-----------
6,009,195
-----------
PHILIPPINES - 14.0%
Ayala Land Inc. "B"
Property.......................... 136,500 155,703
C&P Homes
Property.......................... 255,000 130,893
DMCI Holdings, Inc...................
Construction...................... 85,000 55,751
Empire East Land Holdings, Inc.
Property.......................... 120,000 54,752
Filinvest Land Inc.
Property.......................... 332,000 103,513
Manila Electric
Utility........................... 14,500 118,537
Metro Bank &Trust
Banking........................... 10,875 268,774
Metro Pacific Corp.
Utilities......................... 400,000 98,859
Petron Corp.
Utilities........................ 97,500 32,994
Philippine Long Distance Telephone
Telecommunications............... 3,850 211,531
Philippine National Bank
Banking.......................... 13,700 162,786
SM Prime Holdings
Property......................... 768,000 198,571
-----------
1,592,664
-----------
THAILAND - 13.2%
Advanced Info Services
Telecommunications............... 15,400 130,905
Bangkok Bank Co. Ltd.
Banking.......................... 33,200 321,049
Co-Generation Public Co.
Utilities........................ 25,200 93,839
Dhana Siam Finance
Finance/Securities............... 38,000 90,385
Electricity General
Utilities ....................... 30,000 81,884
Phatra Thanakit Co.
Finance/Securities............... 16,000 45,543
PTT Exploration & Production Public
Miscellaneous.................... 13,900 200,539
Shinawatra Computer Co.
Telecommunications............... 3,000 36,262
Siam Cement Co. Ltd.
Building Materials .............. 2,000 62,699
Siam Commercial Bank
Banking.......................... 29,000 210,327
Thai Farmers Bank
Banking.......................... 36,337 226,698
-----------
1,500,130
-----------
TOTAL COMMON STOCK
(Identified Cost $10,283,600) 11,133,361
-----------
- --------------------------------------------------------------------------------
SHORT TERM OBLIGATIONS--1.7%
- --------------------------------------------------------------------------------
Morgan Stanley Repurchase Agreement
5.90% due 1/02/97 proceeds at
maturity $194,616 (collateralized by
$83,787 U.S. Treasury Note 10.625%
due 8/15/15, $85,015 U.S. Treasury
Note 12.00% due 8/15/13 and
$29,913 U.S. Treasury Note 9.125%
due 5/15/18)..................... $ 194,616
-----------
TOTAL INVESTMENTS
(Identified Cost, $10,478,216) .... 99.4% 11,327,977
OTHER ASSETS
LESS LIABILITIES................... 0.6 64,783
----- -----------
NET ASSETS.......................... 100.0% $11,392,760
===== ===========
See notes to financial statements
<PAGE>
Emerging Asian Markets Equity Portfolio
- --------------------------------------------------------------------------------
STATEMENT OF ASSETS AND LIABILITIES December 31, 1996
- --------------------------------------------------------------------------------
ASSETS:
Investments at value (Note 1A) (Identified Cost, $10,478,216)... $11,327,977
Foreign currency, at value (Cost, $70,700)...................... 71,387
Dividends and interest receivable............................... 3,748
-----------
Total assets................................................ 11,403,112
-----------
LIABILITIES:
Accrued expenses and other liabilities.......................... 10,352
-----------
NET ASSETS ..................................................... $11,392,760
===========
REPRESENTED BY:
Paid-in capital for beneficial interests........................ $11,392,760
===========
See notes to financial statements
<PAGE>
Emerging Asian Markets Equity Portfolio
- --------------------------------------------------------------------------------
STATEMENT OF OPERATIONS
For the Year Ended December 31, 1996
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
INVESTMENT INCOME:
<S> <C> <C>
Dividends (net of foreign withholding tax of $24,710)...... $ 107,891
Interest................................................... 19,795
---------
Total investment income.................................. $ 127,686
EXPENSES:
Investment advisory fees (Note 2).......................... 109,575
Administrative fees (Note 3)............................... 5,478
Expense fees (Note 6)...................................... 1,577
---------
Total expenses........................................... 116,630
Less aggregate amount waived by Investment Adviser
and Administrator (Notes 2 and 3)........................ (54,347)
---------
Net expenses............................................... 62,283
------------
Net investment income.................................... 65,403
------------
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain (loss) from investment transactions...... (995,885)
Net realized gain (loss) on foreign currency
exchange transactions.................................... (30,602)
---------
Net realized gain (loss)................................. (1,026,487)
------------
Unrealized appreciation (depreciation) of investments--
Beginning of period..................................... 286,145
End of period........................................... 849,761 563,616
---------
Translation of other assets and liabilities denominated
in foreign currencies--net.............................. (691)
------------
Net change in unrealized appreciation (depreciation).... 562,925
------------
Net realized and unrealized loss on investments......... (463,562)
------------
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS....... $ (398,159)
============
</TABLE>
See notes to financial statements
<PAGE>
Emerging Asian Markets Equity Portfolio
- --------------------------------------------------------------------------------
STATEMENT OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------
YEAR AUGUST 23, 1995
ENDED (COMMENCEMENT OF
DECEMBER 31, OPERATIONS) TO
1996 DECEMBER 31, 1995
------------ -----------------
INCREASE (DECREASE) IN NET ASSETS FROM:
OPERATIONS:
Net investment income..................... $ 65,403 $ 18,984
Net realized gain (loss) on investments
and foreign exchange transactions........ (1,026,487) (6,799)
Net change in unrealized appreciation
(depreciation) of investments and
foreign currency exchange................ 562,925 286,140
----------- ----------
Net increase (decrease) in net
assets resulting from operations ... (398,159) 298,325
----------- ----------
CAPITAL TRANSACTIONS:
Proceeds from contributions............... 8,854,217 5,779,224
Value of withdrawals...................... (3,026,771) (114,076)
----------- ----------
Net increase (decrease) in net
assets from capital transactions ... 5,827,446 5,665,148
----------- ----------
NET INCREASE IN NET ASSETS: .............. 5,429,287 5,963,473
NET ASSETS:
Beginning of period....................... 5,963,473 --
----------- ----------
End of period............................. $11,392,760 $5,963,473
=========== ==========
See notes to financial statements
Emerging Asian Markets Equity Portfolio
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
YEAR AUGUST 23, 1995
ENDED (COMMENCEMENT OF
DECEMBER 31, OPERATIONS) TO
1996 DECEMBER 31, 1995
------------ -----------------
RATIOS/SUPPLEMENTAL DATA:
Net Assets, end of period (000's omitted).. $11,393 $5,963
Ratio of expenses to average net assets.... 0.56% 0%
Ratio of net investment income to
average net assets........................ 0.60% 1.53%*
Portfolio turnover......................... 73% 0%
Average commission rate per share (A)...... $0.019 N/A
Note: If Agents of the Portfolio had not voluntarily waived a portion of
their fees for the periods indicated, the ratios would have been as follows:
Ratios:
Expenses to average net assets.......... 1.06% 1.05%*
Net investment income to average
net assets............................ 0.10% 0.48%*
*Annualized
(A)The average commission rate paid is applicable for Funds that invest greater
than 10% of average net assets in equity transactions on which commissions
are charged. This disclosure is required for fiscal periods beginning on or
after September 1, 1995.
See notes to financial statements
<PAGE>
Emerging Asian Markets Equity Portfolio
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
(1) SIGNIFICANT ACCOUNTING POLICIES
Emerging Asian 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 preparation of financial statements in accordance with U.S. generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts and disclosures in the financial
statements. Actual results could differ from those estimates.
The following significant accounting policies consistently followed by the
Portfolio 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 and the time of fund valuation, 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 or 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. 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.
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 AND OTHER TAXES -- The Portfolio is considered a
partnership under the U.S. Internal Revenue Code. Accordingly, no provision for
federal income taxes is necessary. The Portfolio may be subject to taxes imposed
by countries in which it invests. Such taxes are generally based on income
and/or capital gains earned or repatriated. Taxes are accrued and applied to net
investment income and net realized gains as such income and/or gains are earned.
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.
G. REPURCHASE AGREEMENTS -- It is the policy of the Portfolio to require the
custodian bank to take possession, to have legally segregated in the Federal
Reserve Book Entry System or to have segregated within the custodian bank's
vault, all securities held as collateral in support of repurchase agreements.
Additionally, procedures have been established by the Portfolio to monitor, on a
daily basis, the market value of the repurchase agreement's underlying
investments to ensure the existence of a proper level of collateral.
(2) INVESTMENT ADVISORY FEES
The investment advisory fees paid to Citibank, as compensation for overall
investment management services, amounted to $109,575, of which $49,394 was
voluntarily waived, for the year ended December 31, 1996. The investment
advisory fees are computed at the annual rate of 1.00% of the Portfolio's
average daily net assets.
(3) 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, is computed at an
annual rate of 0.05% of the Portfolio's average daily net assets. The Portfolio
accrued fees aggregating $5,478 for these services for the year ended December
31, 1996, of which $4,953 was voluntarily waived. 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 year ended December 31, 1996, purchases and sales of investment
securities, other than short-term investments, aggregated $12,479,567 and
$7,561,714, respectively.
(5) FEDERAL INCOME TAX BASIS OF INVESTMENTS
The cost and unrealized appreciation/(depreciation) in value of the investment
securities owned at December 31, 1996, as computed on a federal income tax
basis, are as follows:
Aggregate cost........................................ $10,539,001
===========
Gross unrealized appreciation......................... $ 1,531,505
Gross unrealized depreciation......................... (742,529)
-----------
Net unrealized appreciation........................... $ 788,976
===========
(6) EXPENSE FEES
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 less expenses waived by the Administrator would on an annual basis
exceed an agreed upon rate, currently 1.00% 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 December 31, 1996.
(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 year ended December 31, 1996
the commitment fee allocated to the Portfolio was $47. Since the line of credit
was established, there have been no borrowings.
<PAGE>
Emerging Asian Markets Equity Portfolio
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INDEPENDENT AUDITORS' REPORT
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TO THE TRUSTEES OF THE PREMIUM PORTFOLIOS (THE TRUST) AND THE SHAREHOLDERS OF
EMERGING ASIAN MARKETS EQUITY PORTFOLIO:
We have audited the accompanying statement of assets and liabilities,
including the portfolio of investments, of Emerging Asian Markets Equity
Portfolio (the "Portfolio"), a series of The Premium Portfolios, as at December
31, 1996 and the related statements of operations and of changes in net assets
and the financial highlights for the periods indicated. These financial
statements and financial highlights (hereafter referred to as "financial
statements") are the responsibility of the Portfolio's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with U.S. generally accepted auditing
standards. Those standards require that we plan and perform an audit to obtain
reasonable assurance whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits, which included confirmation of investments owned as
at December 31, 1996 by correspondence with the custodian, provide a reasonable
basis for our opinion.
In our opinion, these financial statements present fairly, in all material
respects, the financial position of the Portfolio as at December 31, 1996 the
results of its operations and the changes in its net assets and the financial
highlights for the periods indicated in accordance with U.S. generally accepted
accounting principles.
PRICE WATERHOUSE
Chartered Accountants
Toronto, Ontario
February 4, 1997
<PAGE>
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SHAREHOLDER SERVICING AGENTS
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FOR CITIBANK NEW YORK RETAIL BANKING AND
BUSINESS AND PROFESSIONAL CUSTOMERS:
Citibank, N.A.
111 Wall Street, New York, NY 10043
(212) 820-2383 or (800) 846-5300
FOR CITIGOLD CUSTOMERS:
Citigold
P.O. Box 5130, New York, NY 10126-5130
Call Your Citigold Executive or, in NY or CT, (800) 285-1701,
or for all other states (800) 285-1707
FOR CITIBANK PRIVATE BANKING CLIENTS:
Citibank, N.A.
The Citibank Private Bank
153 East 53rd Street, New York, NY 10043
Call Your Citibank Private Banking Account Officer,
Investment Specialist or (212) 559-5959
FOR CITIBANK GLOBAL ASSET MANAGEMENT CLIENTS:
Citibank, N.A.
Citibank Global Asset Management
153 East 53rd Street, New York, NY 10043
(212) 559-7117
FOR CITIBANK NORTH AMERICAN INVESTOR SERVICES CLIENTS:
Citibank, N.A.
111 Wall Street, New York, NY 10043
Call Your Account Manager or (212) 657-9100
FOR CITICORP INVESTMENT SERVICES CUSTOMERS:
Citicorp Investment Services
One Court Square, Long Island City, NY 11120
Call Your Investment Consultant or (800) 846-5200
(212) 820-2380 in New York City
