<PAGE>
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MANAGED MUNICIPALS
PORTFOLIO INC.
ANNUAL REPORT
May 31, 1995
[LOGO]
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Front cover showing an emblem on the bottom of page with an eagle and two cupids
at the top of the page is the fund name centered.
<PAGE>
MANAGED MUNICIPALS
PORTFOLIO INC.
MAY 31, 1995
DEAR SHAREHOLDER:
We are pleased to provide the annual report for Managed Municipals
Portfolio Inc. for the fiscal year ended May 31, 1995. During the past
twelve months, the Portfolio distributed dividends and capital gains
totaling $0.923 per share. The Portfolio has declared monthly dividends
payable in July and August of $0.064 per share.
The Portfolio generated a positive total return on net asset value (the
actual worth of the securities owned by the Portfolio) of 5.21% for the past
three months and 7.93% for the past 12 months; in comparison, the average
closed-end municipal fund provided returns of 4.71% and 9.78% as reported by
Lipper Analytical Services Inc., an independent performance tracking
organization. Despite this performance the Portfolio traded at a discount to
its net asset, although the discount has now narrowed considerably, as did
most other closed-end funds.
ECONOMIC AND MARKET UPDATE
The increases last year in short-term rates by the Federal Reserve Board
are clearly slowing the economy's expansion from its faster pace of last
fall. The question now on the minds of economists and investors is whether
this is merely a pause in economic activity or indicative of longer-term
economic weakness. We don't believe that forthcoming economic data will show
conclusive evidence of a recession, and instead are working under the
assumption that the economy will experience a small pause and then steady
growth with moderate inflation.
After the tumultuous market environment of 1994, the municipal market
had a spectacular first five months of 1995, and Managed Municipals
Portfolio was positioned to take full advantage of it. A significant
percentage of the fund's holdings were high quality, discount coupons, which
allowed the Portfolio to maximize its net asset value
CONTINUED
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<PAGE>
during the rapidly declining interest rate environment. The net asset value
increased by 0.29 per share, to $12.55 on May 31, 1995, from $12.26 on May
31, 1994. Our goal is to use market strength to gradually increase coupons,
shorten maturities and take a more conservative approach to the market until
these interest rate levels prove they can hold. This is consistent with our
long-term strategy of providing investors in the Portfolio with a
competitive stream of tax-exempt income with long-term preservation of
capital.
The many flat tax proposals being championed by members of both
political parties are creating uncertainty for the tax-exempt market. Real
legislative action is several years away and must be REVENUE NEUTRAL to make
any economic sense -- a very difficult balancing act to accomplish. These
discussions have caused periodic weakness in the municipal market during the
past months and will no doubt continue to cause periodic weakness over the
next few years, which we'll view as an opportunity to invest at levels that
represent real value to our shareholders. A general rise in interest rates
would be another story, and we clearly would react differently to that
economic circumstance.
PORTFOLIO UPDATE
At the end of this quarter, 83% of the Portfolio was rated investment
grade (BBB/Baa and higher) by either Standard & Poor's Corporation or
Moody's Investors Service, Inc. The remainder, though not rated, was deemed
to be of comparable investment grade quality. A portion of the assets were
invested in general obligation (17%), transportation (15%), hospital (9%),
and cogeneration facility (7%) issues. The average maturity of the Portfolio
was approximately 23 years. As we stated earlier, in light of our belief
that the economy will experience a small pause and then steady growth with
moderate inflation, we intend to gradually increase coupons, shorten the
average maturity of the holdings and assume a more conservative stance.
CHANGE IN DIVIDEND RATE AND POLICY
Managed Municipals Portfolio declared in June monthly dividends of
$0.064 per share payable in July and August. Previously, the Portfolio
declared and paid dividends of $0.061 on a monthly basis. Although dividends
will be declared on a quarterly basis, the Portfolio will continue paying
them monthly. This change in policy should benefit some of the fund's more
income-oriented shareholders by providing them
CONTINUED
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<PAGE>
with a greater degree of certainty about their income stream and removing
some of the uncertainty associated with declaring and paying dividends on a
monthly basis.
We look forward to reporting to you in the Portfolio's next quarterly
report to investors. Should you have any questions about your investment in
the Portfolio, please call The Shareholder Services Group at (800) 331-1710.
Sincerely,
Heath B. McLendon Joseph P. Deane
CHAIRMAN OF THE BOARD VICE PRESIDENT AND
INVESTMENT OFFICER
July 14, 1995
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<PAGE>
Unaudited Financial Data
Per Share of Common Stock
<TABLE>
<CAPTION>
Capital
NYSE Net Gains Dividend
Closing Asset Dividend Dividend Reinvestment
Price Value Paid Paid Price
-------- ------- --------- --------- -------------
<S> <C> <C> <C> <C> <C>
June 30, 1994.......... $11.500 $12.11 $0.061 -- $11.86
July 31, 1994.......... 11.625 12.32 0.061 -- 11.90
August 31, 1994........ 11.500 12.29 0.061 -- 11.64
September 30, 1994..... 11.000+ 11.98+ 0.061 -- 11.43
October 31, 1994....... 11.125+ 11.79+ 0.061 -- 10.81
November 30, 1994...... 10.375+ 10.99+ 0.061 -- 10.58
December 31, 1994...... 10.250+ 11.33+ -- $0.140 10.87
January 31, 1995....... 11.000+ 11.56+ 0.061 -- 11.33
February 28, 1995...... 11.375+ 12.07+ 0.061 -- 11.46
March 31, 1995......... 11.375+ 12.26+ 0.061 -- 11.56
April 30, 1995......... 11.375+ 12.41+ 0.061 -- 11.54
May 31, 1995........... 11.250+ 12.41+ 0.061 0.112 11.89
</TABLE>
Dividend Data*
For the Year Ended May 31, 1995
<TABLE>
<CAPTION>
Equivalent Taxable Distribution Rate
--------------------------------------------------------------------
Assuming
Per Share Annualized Assuming Assuming Assuming 39.6%
Dividend Distribution 28% Federal 31% Federal 36% Federal Federal
Distributions Rate Tax Bracket Tax Bracket Tax Bracket Tax Bracket
------------- ------------ ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C>
$0.061 5.83% 8.10% 8.45% 9.11% 9.65%
<FN>
- -------------
* Based on May 31, 1995 net asset value of $12.55 per share.
+ As of record date: September 23, 1994, October 24, 1994, November 22, 1994,
December 22, 1994, January 24, 1995, February 21, 1995, March 24, 1995, April
21, 1995 and May 23, 1995, respectively.
</TABLE>
Each registered shareholder is considered a participant in the Portfolio's
Dividend Reinvestment Plan, unless the shareholder elects to receive all
dividends and distributions in cash, or unless the shareholder's shares are
registered in the name of a broker, bank or nominee (other than Smith Barney
Inc.) which does not provide the service. Questions and correspondence
concerning the Dividend Reinvestment Plan should be directed to The Shareholder
Services Group, Inc., P.O. Box 1376, Boston, Massachusetts 02104.
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<PAGE>
PORTFOLIO OF INVESTMENTS
MAY 31, 1995
<TABLE>
<S> <C> <C> <C>
KEY TO INSURANCE ABBREVIATIONS
AMBAC -- American Municipal Bond Assurance Corporation
FGIC -- Federal Guaranty Insurance Corporation
MBIA -- Municipal Bond Investors Assurance
PSF -- Permanent School Funds Guarantee
</TABLE>
<TABLE>
<CAPTION>
Rating Market
(unaudited) Value
Face Value Moody's S&P (Note 1)
<C> <S> <C> <C> <C>
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MUNICIPAL BONDS AND NOTES--94.4%
ALASKA -- 3.4%
Valdez, Alaska, Marine Terminal Revenue,
(BP Pipeline Project):
$ 5,000,000 5.650% due 12/1/28 A1 AA- $ 4,806,250
10,000,000 Series A,
5.850% due 8/1/25 A1 AA- 9,900,000
CALIFORNIA -- 8.3%
1,850,000 California Housing Financing
Agency Revenue, Series B,
5.700% due 2/1/25 Aa AA- 1,720,500
3,000,000 California State General Obligation Bonds, (AMBAC
insured),
5.900% due 3/1/25 Aaa AAA 3,026,250
5,000,000 California State Water Reservoir Resource Revenue,
5.500% due 12/1/23 Aa AA 4,737,500
3,300,000 Los Angeles, California, Regional Airport Improvement
Corporation, (Los Angeles International Airport), Lease
Revenue,
6.500% due 1/1/32 NR A- 3,328,875
Los Angeles, California, Waste Water System Revenue, (MBIA
insured):
12,575,000 Series A,
5.700% due 6/1/20 Aaa AAA 12,402,094
6,205,000 Series B,
5.200% due 11/1/21 Aaa AAA 5,700,844
</TABLE>
SEE NOTES TO
FINANCIAL STATEMENTS.
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<PAGE>
PORTFOLIO OF INVESTMENTS
MAY 31, 1995 (CONTINUED)
<TABLE>
<CAPTION>
Rating Market
(unaudited) Value
Face Value Moody's S&P (Note 1)
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<C> <S> <C> <C> <C>
MUNICIPAL BONDS AND NOTES (CONTINUED)
CALIFORNIA (CONTINUED)
$ 5,000,000 Los Angeles County, California, Transportation Authority,
(MBIA insured),
5.625% due 7/1/18 Aaa AAA $ 4,918,750
COLORADO -- 9.1%
2,000,000 Colorado Springs, Colorado, Airport Revenue, Series A,
7.000% due 1/1/22 NR BBB 2,097,500
100,000,000 Dawson Ridge Metropolitan District #1, Series B,
Zero coupon due 10/1/22 Aaa NR 15,625,000
Denver, Colorado, Airport Revenue, Series C:
4,000,000 6.750% due 11/15/22 Baa BB 4,070,000
18,325,000 6.125% due 11/15/25 Baa BB 17,660,719
CONNECTICUT -- 2.3%
Connecticut State, General Obligation Bonds, Series A:
4,000,000 5.700% due 3/15/10 Aa AA- 4,040,000
3,000,000 5.800% due 3/15/12 Aa AA- 3,041,250
3,000,000 5.800% due 3/15/13 Aa AA- 3,030,000
FLORIDA -- 8.3%
14,000,000 Dade County Florida, Aviation Agency Revenue, Series B,
(MBIA insured),
6.000% due 10/1/24 Aaa AAA 14,052,500
Florida State, Board of Education, Capital Outlay:
8,550,000 5.200% due 6/1/19 Aa AA 7,898,062
3,000,000 Series C,
5.875% due 6/1/23 Aa AA 3,007,500
5,000,000 Martin County Florida, Industrial Development, (Indiantown
Cogeneration Project), Series A,
7.875% due 12/15/25 Baa3 BBB- 5,506,250
Tampa, Florida, Revenue Bonds, (Aquarium Project):
3,000,000 7.550% due 5/1/12 NR NR 3,168,750
2,000,000 7.750% due 5/1/27 NR NR 2,105,000
</TABLE>
SEE NOTES TO
FINANCIAL STATEMENTS.
- ---------------------------------- 6
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<PAGE>
PORTFOLIO OF INVESTMENTS
MAY 31, 1995 (CONTINUED)
<TABLE>
<CAPTION>
Rating Market
(unaudited) Value
Face Value Moody's S&P (Note 1)
- ---------------------------------------------------------------------------
<C> <S> <C> <C> <C>
MUNICIPAL BONDS AND NOTES (CONTINUED)
INDIANA -- 6.4%
$ 18,305,000 Indiana Bond Bank, Revenue Guarantee, State Revolving
Fund, Series A,
6.000% due 2/1/15 NR A $ 18,259,238
4,000,000 Indiana Port Commission Revenue Refunding Project,
(Cargill Inc. Project),
6.875% due 5/1/12 Aa3 NR 4,315,000
5,000,000 Loudon County, Indiana, Industrial Development Board,
6.200% due 2/1/23 Aa2 AA 5,056,250
LOUISIANA -- 1.1%
4,500,000 Saint Martin Parish, Louisiana, Industrial Project,
(Cargill Inc. Project),
6.625% due 10/1/12 Aa3 NR 4,792,500
MARYLAND -- 2.4%
10,000,000 Maryland State Energy Financing Administration, Solid
Waste Disposal Revenue, (Hagerstown Project),
9.000% due 10/15/16 NR NR 10,187,500
MASSACHUSETTS -- 7.2%
4,115,000 Massachusetts Bay Transportation Authority, Series B,
5.500% due 3/1/21 A1 A+ 3,904,106
3,000,000 Massachusetts State Health & Education, (MBIA insured),
5.375% due 7/1/24 Aaa AAA 2,838,750
13,770,000 Massachusetts State Housing Finance Authority, Series A,
(MBIA insured),
6.100% due 7/1/15 Aaa AAA 13,873,275
10,000,000 Massachusetts State Industrial Financing Agency,
(Massachusetts Recycling Association),
9.000% due 8/1/16 NR NR 10,625,000
</TABLE>
SEE NOTES TO
FINANCIAL STATEMENTS.
- ---------------------------------- 7
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<PAGE>
PORTFOLIO OF INVESTMENTS
MAY 31, 1995 (CONTINUED)
<TABLE>
<CAPTION>
Rating Market
(unaudited) Value
Face Value Moody's S&P (Note 1)
- ---------------------------------------------------------------------------
<C> <S> <C> <C> <C>
MUNICIPAL BONDS AND NOTES (CONTINUED)
MICHIGAN -- 4.5%
$ 2,000,000 Michigan State Strategic Funding, Limited Obligation
Revenue, (Blue Water Fiber Project),
8.000% due 1/1/12 NR NR $ 1,915,000
16,375,000 Midland County, Michigan, Economic Development
Corporation, Pollution Control Revenue, Limited
Obligation, Series B,
9.500% due 7/23/09 NR NR 17,705,469
MINNESOTA -- 6.0%
2,500,000 Duluth, Minnesota, Seaway Port Authority, Industrial
Development, Dock & Wharf Revenue, (Cargill Inc. Project),
6.800% due 5/1/12 Aa3 AA- 2,690,625
St. Paul, Minnesota, Housing and Redevelopment Authority:
6,225,000 (Civic Center Project), (MBIA insured),
5.550% due 11/1/23 Aaa AAA 6,077,156
15,505,000 Hospital Revenue, (Health East Project), Series D,
9.750% due 11/1/17 Baa BBB- 17,210,550
MONTANA -- 1.8%
8,000,000 Montana State Board Investment Resources Recovery,
(Yellowstone Energy Project),
7.000% due 12/31/19 NR NR 7,700,000
NEBRASKA -- 0.7%
3,000,000 Nebraska Investment Financing Authority, Single Family
Housing Revenue, Series A, (GNMA insured),
6.700 due 9/1/26 NR AAA 3,086,250
</TABLE>
SEE NOTES TO
FINANCIAL STATEMENTS.
- ---------------------------------- 8
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<PAGE>
PORTFOLIO OF INVESTMENTS
MAY 31, 1995 (CONTINUED)
<TABLE>
<CAPTION>
Rating Market
(unaudited) Value
Face Value Moody's S&P (Note 1)
- ---------------------------------------------------------------------------
<C> <S> <C> <C> <C>
MUNICIPAL BONDS AND NOTES (CONTINUED)
NEVADA -- 1.9%
$ 8,000,000 Clark County, Nevada, School District, Series A, (MBIA
insured),
5.875% due 6/15/14 Aaa AAA $ 8,060,000
NEW JERSEY -- 1.9%
5,200,000 Hudson County, New Jersey, Improvement Authority,
Essential Purpose - Remarketed,
6.625% due 8/1/25 NR A+ 5,525,000
2,910,000 South Jersey, New Jersey, Marine Port Terminal Revenue,
Series G,
5.600% due 1/1/23 NR A+ 2,753,588
NEW YORK -- 5.5%
Battery Park City, New York, Authority Revenue:
4,800,000 5.250% due 11/1/17 A1 AA 4,398,000
Series A,
3,000,000 5.700% due 11/1/20 A1 AA 2,891,250
4,000,000 New York State Housing Corporation, Revenue Refunding,
(Battery Park City),
5.500% due 11/1/20 A1 AA- 3,715,000
New York State, Local Government Assistance:
8,225,000 Series B,
5.500% due 4/1/21 A A 7,865,156
5,300,000 Series C,
5.500% due 4/1/18 A A 5,114,500
OHIO -- 0.7%
3,000,000 Ohio State Water Development Authority Revenue, Fresh
Water Services, (AMBAC insured),
5.900% due 12/1/21 Aaa AAA 3,052,500
</TABLE>
SEE NOTES TO
FINANCIAL STATEMENTS.
- ---------------------------------- 9
- ------------------------------
<PAGE>
PORTFOLIO OF INVESTMENTS
MAY 31, 1995 (CONTINUED)
<TABLE>
<CAPTION>
Rating Market
(unaudited) Value
Face Value Moody's S&P (Note 1)
- ---------------------------------------------------------------------------
<C> <S> <C> <C> <C>
MUNICIPAL BONDS AND NOTES (CONTINUED)
SOUTH CAROLINA -- 0.5%
$ 2,000,000 Myrtle Beach, South Carolina, Certificates of
Participation, (Myrtle Beach Convention Center),
6.875% due 7/1/07 Baa1 BBB+ $ 2,100,000
TEXAS -- 5.6%
7,000,000 Arlington, Texas, Independent School District,
5.750% due 2/15/21 Aaa NR 7,008,750
4,000,000 Burleson, Texas, Independent School District,
6.750% due 8/1/24 Aaa NR 4,315,000
1,890,000 Cypress-Fairbanks, Texas, Independent School District,
(PSF insured),
5.750% due 2/15/18 Aaa AAA 1,897,087
12,250,000 Sam Rayburn, Texas, Municipal Power Agency, Supply
Systems, Revenue Refunding, Series A,
6.750% due 10/1/14 Ba BB 11,009,687
VIRGINIA -- 4.0%
Chesapeake Bay Bridge and Tunnel, Virginia, (FGIC
insured):
4,460,000 5.700% due 7/1/08 Aaa AAA 4,554,775
2,895,000 5.800% due 7/1/09 Aaa AAA 2,952,900
4,890,000 5.875% due 7/1/10 Aaa AAA 5,000,025
4,700,000 Harrisonburg, Virginia, Redevelopment and Housing
Authority, Public Facility Lease Revenue, (Jail &
Courthouse Project),
6.500% due 9/1/14 A NR 4,876,250
</TABLE>
SEE NOTES TO
FINANCIAL STATEMENTS.
- ---------------------------------- 10
- ------------------------------
<PAGE>
PORTFOLIO OF INVESTMENTS
MAY 31, 1995 (CONTINUED)
<TABLE>
<CAPTION>
Rating Market
(unaudited) Value
Face Value Moody's S&P (Note 1)
- ---------------------------------------------------------------------------
<C> <S> <C> <C> <C>
MUNICIPAL BONDS AND NOTES (CONTINUED)
WASHINGTON -- 8.2%
$ 4,750,000 Chelan County, Washington, Public Utilities District,
General Obligation, Series 1993A, District 4, Remarketed,
(mandatory put 7/1/19),
6.750% due 7/1/62 A1 A+ $ 4,922,188
Washington State, General Obligation Bond:
3,000,000 Series 93A,
5.750% due 10/1/17 Aa AA 2,958,750
4,000,000 Series A,
5.750% due 9/1/19 Aa AA 3,970,000
11,700,000 Washington State Health Care Facilities, (Sisters of
Providence Hospital),
7.875% due 10/1/10 A1 AA- 12,826,125
Washington State Public Power, (Nuclear Project No. 3):
6,250,000 Series B,
5.625% due 7/1/12 Aa AA 5,968,750
5,055,000 Series C,
5.375% due 7/1/15 Aa AA 4,631,644
WEST VIRGINIA -- 2.1%
10,000,000 Marion County, West Virginia, Community Solid Waste
Disposal Facilities Revenue, (American Paper Recycling
Project),
7.750% due 12/1/11 NR NR 9,150,000
WISCONSIN -- 2.5%
4,070,000 Wisconsin State, General Obligation, Series B,
6.600% due 1/1/22 Aa AA 4,309,112
</TABLE>
SEE NOTES TO
FINANCIAL STATEMENTS.
- ---------------------------------- 11
- ------------------------------
<PAGE>
PORTFOLIO OF INVESTMENTS
MAY 31, 1995 (CONTINUED)
<TABLE>
<CAPTION>
Rating Market
(unaudited) Value
Face Value Moody's S&P (Note 1)
- ---------------------------------------------------------------------------
<C> <S> <C> <C> <C>
MUNICIPAL BONDS AND NOTES (CONTINUED)
WISCONSIN (CONTINUED)
$ 6,770,000 Wisconsin State Health and Educational Facilities
Authority, (Marquette University Project), (MBIA insured),
5.500% due 12/1/11 Aaa AAA $ 6,643,062
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TOTAL MUNICIPAL BONDS AND NOTES
(COST $391,523,625) 408,549,362
- ---------------------------------------------------------------------------
SHORT-TERM TAX-EXEMPT INVESTMENTS -- 4.1%
INDIANA -- 0.5%
$ 2,000,000 Jasper County, Indiana, Pollution Control Revenue, Series
C,
4.100% due 4/1/19+ Aaa AAA $ 2,000,000
LOUISIANA -- 0.7%
3,000,000 Louisiana State, Recovery District, Sales Tax Revenue,
(MBIA insured),
4.250% due 7/1/98+ Aaa AAA 3,000,000
MISSOURI -- 0.7%
2,900,000 Kansas City, Missouri, Industrial Development Authority,
Hospital Revenue, (MBIA insured),
4.100% due 4/15/15+ Aaa AAA 2,900,000
NEVADA -- 0.1%
500,000 Clark County, Nevada, Industrial Development Revenue,
4.250% due 11/1/20+ Aa1 AA+ 500,000
</TABLE>
SEE NOTES TO
FINANCIAL STATEMENTS.
- ---------------------------------- 12
- ------------------------------
<PAGE>
PORTFOLIO OF INVESTMENTS
MAY 31, 1995 (CONTINUED)
<TABLE>
<CAPTION>
Rating Market
(unaudited) Value
Face Value Moody's S&P (Note 1)
- ---------------------------------------------------------------------------
<C> <S> <C> <C> <C>
SHORT-TERM TAX-EXEMPT INVESTMENTS (CONTINUED)
NEW YORK -- 1.3%
$ 4,500,000 New York City, New York, Municipal Water Financing
Authority, (FGIC insured),
4.000% due 6/15/24+ Aaa AAA $ 4,500,000
1,000,000 New York City, New York, General Obligation, Sub-series
A-4,
4.200% due 8/1/22+ Aa3 A+ 1,000,000
TEXAS -- 0.4%
2,000,000 Gulf Coast, Texas, Waste Disposal Authority,
4.000% due 10/1/17+ Aa1 AAA 2,000,000
WYOMING -- 0.4%
2,000,000 Green River, Wyoming, Pollution Control Revenue,
4.350% due 6/1/07+ Aa3 NR 2,000,000
- ---------------------------------------------------------------------------
SHORT-TERM
TAX-EXEMPT INVESTMENTS
(COST $17,900,000) 17,900,000
- ---------------------------------------------------------------------------
TOTAL INVESTMENTS
(COST $409,423,625*) 98.5% $426,449,362
OTHER ASSETS AND LIABILITIES (NET) 1.5 6,470,495
- ---------------------------------------------------------------------------
NET ASSETS 100.0% $432,919,857
- ---------------------------------------------------------------------------
<FN>
* Aggregate cost for Federal tax purposes.
+ Variable rate municipal notes are payable upon not more than one business
day's notice.
</TABLE>
SEE NOTES TO
FINANCIAL STATEMENTS.
- ---------------------------------- 13
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<PAGE>
PORTFOLIO OF INVESTMENTS
MAY 31, 1995 (CONTINUED)
SUMMARY OF MUNICIPAL BONDS AND NOTES BY COMBINED RATINGS
<TABLE>
<CAPTION>
PERCENT
MOODY'S S & P OF VALUE
<S> <C> <C> <C>
Aaa or AAA 32.7%
Aa AA 25.4
A A 13.2
Baa BBB 11.4
Ba BB 2.6
NR NR 14.7
----------
100.0%
----------
----------
</TABLE>
SEE NOTES TO
FINANCIAL STATEMENTS.
- ---------------------------------- 14
- ------------------------------
<PAGE>
STATEMENT OF ASSETS AND LIABILITIES
MAY 31, 1995
<TABLE>
<S> <C> <C>
- --------------------------------------------------------------------
ASSETS:
Investments, at value (Cost $409,423,625) (Note 1)
See accompanying schedule $426,449,362
Interest receivable 6,922,080
Receivable for investment securities sold 3,150,782
- ----------------------------------------------------------------------------
TOTAL ASSETS 436,522,224
- ----------------------------------------------------------------------------
LIABILITIES:
Dividends payable $3,102,708
Investment advisory fee payable (Note 2) 254,852
Administration fee payable (Note 2) 72,815
Due to custodian 35,468
Transfer agent fees payable (Note 2) 13,368
Custodian fees payable (Note 2) 11,700
Accrued Directors' fees and expenses (Note 2) 500
Accrued expenses and other payables 110,956
- ----------------------------------------------------------------------------
TOTAL LIABILITIES 3,602,367
- ----------------------------------------------------------------------------
NET ASSETS $432,919,857
- ----------------------------------------------------------------------------
NET ASSETS consist of:
Undistributed net investment income $ 4,295,405
Accumulated net realized loss on investments and
futures contracts (2,003,261)
Unrealized appreciation of investments 17,025,737
Par value 34,498
Paid-in capital in excess of par value 413,567,478
- ----------------------------------------------------------------------------
TOTAL NET ASSETS $432,919,857
- ----------------------------------------------------------------------------
NET ASSET VALUE, per share
($432,919,857 DIVIDED BY 34,498,420 shares of
common stock outstanding) $12.55
- ----------------------------------------------------------------------------
</TABLE>
SEE NOTES TO
FINANCIAL STATEMENTS.
- ---------------------------------- 15
- ------------------------------
<PAGE>
STATEMENT OF OPERATIONS
FOR THE YEAR ENDED MAY 31, 1995
<TABLE>
<S> <C> <C>
- --------------------------------------------------------------------
INVESTMENT INCOME:
Interest $28,900,755
- ----------------------------------------------------------------------------
EXPENSES:
Investment advisory fee (Note 2) $2,896,951
Administration fee (Note 2) 827,700
Transfer agent fees (Note 2) 117,373
Legal and audit fees 97,539
Custodian fees (Note 2) 65,947
Directors' fees and expenses (Note 2) 47,480
Other 154,548
- ----------------------------------------------------------------------------
TOTAL EXPENSES 4,207,538
- ----------------------------------------------------------------------------
NET INVESTMENT INCOME 24,693,217
- ----------------------------------------------------------------------------
REALIZED AND UNREALIZED GAIN/(LOSS)
ON INVESTMENTS (Notes 1 and 3):
Net realized loss on:
Securities transactions (1,621,120)
Futures contracts (375,250)
- ----------------------------------------------------------------------------
Net realized loss on investments during the
year (1,996,370)
Net unrealized appreciation of investments
during the year 19,275,790
- ----------------------------------------------------------------------------
NET REALIZED AND UNREALIZED GAIN
ON INVESTMENTS 17,279,420
- ----------------------------------------------------------------------------
NET INCREASE IN NET ASSETS RESULTING FROM
OPERATIONS $41,972,637
- ----------------------------------------------------------------------------
</TABLE>
SEE NOTES TO
FINANCIAL STATEMENTS.
- ---------------------------------- 16
- ------------------------------
<PAGE>
STATEMENT OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
YEAR ENDED YEAR ENDED
5/31/95 5/31/94
<S> <C> <C>
- ----------------------------------------------------------------------------
Net investment income $ 24,693,217 $ 22,987,379
Net realized gain/(loss) on securities transactions and futures
contracts during the year (1,996,370) 13,462,750
Net unrealized appreciation/(depreciation) of investments and
futures contracts during the year 19,275,790 (21,622,471)
- ----------------------------------------------------------------------------
Net increase in net assets resulting from operations 41,972,637 14,827,658
Distributions to shareholders from:
Net investment income (23,147,994) (23,021,268)
Net realized gain on investments (8,697,201) (17,418,025)
Net increase in net assets from Fund share transactions (Note 5) -- 4,465,722
- ----------------------------------------------------------------------------
Net increase/(decrease) in net assets 10,127,442 (21,145,913)
NET ASSETS:
Beginning of year 422,792,415 443,938,328
- ----------------------------------------------------------------------------
End of year (including undistributed net investment income of
$4,295,405 and $2,750,182, respectively) $432,919,857 $422,792,415
- ----------------------------------------------------------------------------
</TABLE>
SEE NOTES TO
FINANCIAL STATEMENTS.
- ---------------------------------- 17
- ------------------------------
<PAGE>
FINANCIAL HIGHLIGHTS
FOR A PORTFOLIO SHARE OUTSTANDING THROUGHOUT EACH PERIOD.
<TABLE>
<CAPTION>
YEAR ENDED YEAR ENDED PERIOD ENDED
5/31/95 5/31/94 5/31/93*
<S> <C> <C> <C>
- ----------------------------------------------------------------------------
Operating performance:
Net asset value, beginning of period $12.26 $13.00 $12.00
- ----------------------------------------------------------------------------
Net investment income 0.72 0.67 0.63
Net realized and unrealized gain/(loss) on investments 0.49 (0.23) 0.97
- ----------------------------------------------------------------------------
Net increase/(decrease) in net assets resulting from
operations 1.21 0.44 1.60
- ----------------------------------------------------------------------------
Offering cost charged to paid-in-capital -- -- (0.02)
Distributions:
Dividends from net investment income (0.67) (0.67) (0.55)
Distributions from net realized capital gains (0.25) (0.51) (0.03)
- ----------------------------------------------------------------------------
Total distributions (0.92) (1.18) (0.58)
- ----------------------------------------------------------------------------
Net asset value, end of period $12.55 $12.26 $13.00
- ----------------------------------------------------------------------------
Market value, end of period $11.50 $11.50 $12.25
- ----------------------------------------------------------------------------
Total investment return*** 8.40% 2.27% 7.02%
- ----------------------------------------------------------------------------
Ratios/Supplemental Data:
Net assets, end of period (in 000's) $432,920 $422,792 $443,938
Ratio of operating expenses to average net assets 1.02% 1.00% 0.98%**
Ratio of net investment income to average net assets 5.97% 5.15% 5.48%**
Portfolio turnover rate 93% 72% 169%
- ----------------------------------------------------------------------------
<FN>
* The Portfolio commenced operations on June 26, 1992.
** Annualized
*** Total return represents aggregate return based on market value for the
period indicated.
</TABLE>
SEE NOTES TO
FINANCIAL STATEMENTS.
- ---------------------------------- 18
- ------------------------------
<PAGE>
NOTES TO FINANCIAL STATEMENTS
MAY 31, 1995
1. SIGNIFICANT ACCOUNTING POLICIES.
Managed Municipals Portfolio Inc. (the "Portfolio") was organized as a
corporation under the laws of the State of Maryland on April 9, 1992 and is
registered with the Securities and Exchange Commission as a non-diversified,
closed-end management investment company under the Investment Company Act of
1940, as amended. The policies described below are followed consistently by the
Portfolio in the preparation of its financial statements in conformity with
generally accepted accounting principles.
PORTFOLIO VALUATION: Investments are valued by The Boston Company Advisors,
Inc. ("Boston Advisors") after consultation with an independent pricing service
(the "Service") approved by the Portfolio's Board of Directors. When, in the
judgment of the Service, quoted bid prices for investments are readily available
and are representative of the bid side of the market, these investments are
valued at the mean between the quoted bid prices and asked prices. Investments
for which, in the judgment of the Service, no readily obtainable market
quotations are available, are carried at fair value as determined by the
Service, based on methods that include consideration of: yields or prices of
municipal obligations of comparable quality, coupon, maturity and type;
indications as to values from dealers; and general market conditions. The
Service may use electronic data processing techniques and/or a matrix system to
determine valuations. Short-term investments that mature in fewer than 60 days
are valued at amortized cost.
FUTURES CONTRACTS: Upon entering into a futures contract, the Portfolio is
required to deposit with the broker an amount of cash or cash equivalents equal
to a certain percentage of the contract amount. This is known as the "initial
margin." Subsequent payments ("variation margin") are made or received by the
Portfolio each day, depending on the daily fluctuation of the value of the
contract.
For financial statement purposes, an amount equal to the settlement amount of
the contract is included in its Statement of Assets and Liabilities as an asset
and as an equivalent liability. For long futures positions, the asset is
marked-to-market daily. For short futures position, the liability is marked-to-
market daily. The daily changes in the contract are recorded as unrealized gains
or losses. The Portfolio recognizes a realized gain or loss when the contract is
closed.
There are several risks in connection with the use of futures contracts as a
hedging device. The change in value of futures contracts primarily corresponds
with the value of their underlying instruments, which may not
- --------------------------- 19
------------------------------
<PAGE>
NOTES TO FINANCIAL STATEMENTS
MAY 31, 1995 (CONTINUED)
correlate with the change in value of the hedged investments. In addition, there
is the risk the Portfolio may not be able to enter into a closing transaction
because of an illiquid secondary market.
SECURITIES TRANSACTIONS AND INVESTMENT INCOME: Securities transactions are
recorded as of the trade date. Securities purchased or sold on a when-issued or
delayed-delivery basis may be settled a month or more after trade date. Realized
gains and losses on investments sold are recorded on the basis of identified
cost. Interest income is recorded on the accrual basis.
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS: It is the policy of the
Portfolio to make monthly distributions of substantially of all its net
investment income to shareholders. Net realized capital gains, if any, will be
distributed to shareholders at least once a year. In addition, in order to avoid
the application of a 4.00% nondeductible excise tax on certain undistributed
amounts of ordinary income and capital gains, the Portfolio may make an
additional distribution shortly before December 31 in each year of any
undistributed ordinary income or capital gains and expects to make any other
distributions as are necessary to avoid the application of this tax. To the
extent that net realized capital gains can be offset by capital losses and loss
carryforwards, it is the policy of the Portfolio not to distribute such gains.
Income distributions and capital gain distributions are determined in accordance
with income tax regulations which may differ from generally accepted accounting
principles. These differences are primarily due to differing treatments of
income and gains on various investment securities held by the Portfolio, timing
differences and differing characterization of distributions made by the
Portfolio.
FEDERAL INCOME TAXES: It is the policy of the Portfolio to qualify as a
regulated investment company, if such qualification is in the best interest of
its shareholders, by complying with the requirements of the Internal Revenue
Code of 1986, as amended, applicable to regulated investment companies and by
distributing substantially all of its earnings to its shareholders. Therefore,
no Federal income tax provision is required.
2. INVESTMENT ADVISORY FEE, ADMINISTRATION FEE AND OTHER TRANSACTIONS.
The Portfolio has entered into an investment advisory agreement (the
"Advisory Agreement") with Greenwich Street Advisors, formerly a division of
Mutual Management Corp., which was transferred effective November 7, 1994 to
Smith Barney Mutual Funds Management Inc. ("SBMFM"). Mutual
- ------------------------------ 20
------------------------------
<PAGE>
NOTES TO FINANCIAL STATEMENTS
MAY 31, 1995 (CONTINUED)
Management Corp. and SBMFM (formerly known as Smith, Barney Advisers, Inc.), are
both wholly owned subsidiaries of Smith Barney Holdings Inc. ("Holdings"), which
in turn is a wholly owned subsidiary of Travelers Group Inc. Under the Advisory
Agreement, the Portfolio pays a monthly fee at the annual rate of 0.70% of the
value of its average daily net assets.
Prior to June 1, 1994, the Portfolio was party to an administration agreement
with Boston Advisors, an indirect wholly owned subsidiary of Mellon Bank
Corporation ("Mellon"). Under this agreement, the Portfolio paid a monthly fee
at the annual rate of 0.20% of the value of the Portfolio's average daily net
assets.
As of the close of business on June 1, 1994, SBMFM succeeded Boston Advisors
as the Portfolio's administrator. The new administration agreement contains
substantially the same terms and conditions, including the level of fees, as the
predecessor agreement.
As of the close of business on June 1, 1994, the Portfolio also entered into
a sub-administration agreement (the "Sub-Administration Agreement") with Boston
Advisors. Under the Sub-Administration Agreement, SBMFM pays Boston Advisors a
portion of its administration fee at a rate agreed upon from time to time
between SBMFM and Boston Advisors.
No officer, director, or employee of Smith Barney Inc. ("Smith Barney") or
any of its affiliates receives any compensation from the Portfolio for serving
as a Director or officer of the Portfolio. The Portfolio pays each Director, who
is not an officer, director or employee of Smith Barney or any of its affiliates
$5,000 per annum plus $500 per meeting attended and reimburses each such
Director for travel and out-of-pocket expenses.
Boston Safe Deposit and Trust Company, an indirect wholly owned subsidiary of
Mellon, serves as the Portfolio's custodian (see Note 5). The Shareholder
Services Group, Inc., a subsidiary of First Data Corporation, serves as the
Portfolio's transfer agent.
3. SECURITIES TRANSACTIONS.
For the year ended May 31, 1995, cost of purchases and proceeds from sales of
investment securities (excluding short-term investments) aggregated $392,495,370
and $424,648,766, respectively.
At May 31, 1995, gross unrealized appreciation for all securities in which
there was an excess of value over tax cost amounted to $19,989,126, and gross
unrealized depreciation for all securities in which there was an excess of tax
cost over value amounted to $2,963,389.
- --------------------------- 21
------------------------------
<PAGE>
NOTES TO FINANCIAL STATEMENTS
MAY 31, 1995 (CONTINUED)
4. PORTFOLIO SHARES.
At May 31, 1995, 500,000,000 shares of common stock, with a par value of
$0.001 per share were authorized.
Common stock transactions were as follows:
<TABLE>
<CAPTION>
Year Ended Year Ended
5/31/95 5/31/94
<S> <C> <C> <C> <C>
- --------------------------------------------------------------------
<CAPTION>
SHARES AMOUNT SHARES AMOUNT
<S> <C> <C> <C> <C>
- --------------------------------------------------------------------
ISSUED AS REINVESTMENT OF DIVIDENDS -- $ -- 345,430 * $4,465,722
- --------------------------------------------------------------------
TOTAL INCREASE -- $ -- 345,430 $4,465,722
- --------------------------------------------------------------------
<FN>
* Revised to reflect issuance of an additional 2,441 shares from the December
1993 dividend reinvestment.
</TABLE>
5. SUBSEQUENT EVENT.
The entire Smith Barney mutual fund complex is currently in the process of
transferring all of its custodian activity from Boston Safe Deposit and Trust
Company to PNC Bank. The timing of the custodian change for the Portfolio will
correspond to the timing of the change in the provider of day-to-day accounting
services from Boston Advisors to Smith Barney Mutual Funds Management, which is
currently scheduled to occur July, 1995.
- ------------------------------ 22
------------------------------
<PAGE>
NOTES TO FINANCIAL STATEMENTS
MAY 31, 1995 (UNAUDITED) (CONTINUED)
<TABLE>
<CAPTION>
--------------------------------------------------------------------
QUARTERLY RESULTS OF OPERATIONS
Net Realized and Net Increase/
Unrealized Gain/ (Decrease) in Net
Investment Net Investment (Loss) on Assets Resulting
Income Income Investments from Operations
<S> <C> <C> <C> <C> <C> <C> <C> <C>
--------------------------------------------------------------------------------------
PER PER PER PER
QUARTER ENDED TOTAL SHARE TOTAL SHARE TOTAL SHARE TOTAL SHARE
--------------------------------------------------------------------------------------
August 31, 1993 $6,954,864 $.20 $5,796,493 $.17 $14,702,966 $.43 $20,499,459 $.60
November 30,
1993 6,803,020 .17 5,731,243 .17 (1,381,672) (.08) 4,349,571 .09
February 28,
1994 6,678,467 .19 5,549,454 .16 (4,168,370) (.12) 1,381,084 .04
May 31, 1994 7,004,102 .24 5,910,189 .17 (17,312,645) (.46) (11,402,456) (.29)
August 31, 1994 7,178,807 .21 6,027,342 .18 (782,448) (.02) 5,244,894 .16
November 30,
1994 7,092,384 .20 6,096,465 .17 (32,730,626) (.95) (26,634,161) (.78)
February 28,
1995 7,280,844 .21 6,181,630 .18 35,883,360 1.04 42,064,990 1.22
May 31, 1995 7,348,720 .21 6,387,780 .19 14,909,134 .42 21,296,914 .61
--------------------------------------------------------------------------------------
</TABLE>
- --------------------------- 23
------------------------------
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
TO THE SHAREHOLDERS AND BOARD OF DIRECTORS OF
MANAGED MUNICIPALS PORTFOLIO INC.:
We have audited the accompanying statement of assets and liabilities of
Managed Municipals Portfolio Inc., including the schedule of portfolio
investments, as of May 31, 1995, and the related statement of operations for the
year then ended, the statement of changes in net assets for each of the two
years in the period then ended and the financial highlights for each of the two
years in the period then ended and for the period from June 26, 1992
(commencement of operations) to May 31, 1993. These financial statements and
financial highlights are the responsibility of the Fund's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and financial
highlights are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. Our procedures included confirmation of securities owned as of May
31, 1995 by correspondence with the custodian and brokers. An audit also
includes assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of
Managed Municipals Portfolio Inc. as of May 31, 1995, the results of its
operations for the year then ended, the changes in its net assets for each of
the two years in the period then ended and the financial highlights for each of
the two years in the period then ended and for the period from June 26, 1992
(commencement of operations) to May 31, 1993, in conformity with generally
accepted accounting principles.
Coopers & Lybrand L.L.P
Boston, Massachusetts
July 12, 1995
- ------------------------------ 24
------------------------------
<PAGE>
TAX INFORMATION (UNAUDITED)
YEAR ENDED MAY 31, 1995
During the fiscal year ended May 31, 1995, the Fund paid $7,725,201 of Long
Term Capital Gains to its shareholders.
Of the dividends paid by the Fund from net investment income for the year
ended May 31, 1995, 100% is tax-exempt for regular Federal income tax purposes.
In accordance with tax law, the Fund has elected to defer the recognition of
losses occurring between October 31, 1994 and May 31, 1995 until the first day
of the following fiscal year. The amount of such deferral is $2,215,782 of
capital losses. These losses for tax purposes will be deemed to occur on June 1,
1995.
The above figures may differ from those cited elsewhere in this report due to
differences in the calculations of income and capital gains for Securities and
Exchange Commission (book) purposes and Internal Revenue Service (tax) purposes.
- --------------------------- 25
------------------------------
<PAGE>
ADDITIONAL INFORMATION
(UNAUDITED)
PORTFOLIO MANAGEMENT
Joseph P. Deane, who is Vice President and Investment Officer of the
Portfolio is primarily responsible for management of the Portfolio's assets. Mr.
Deane has served the Portfolio in these capacities since the commencement of the
Portfolio's operations.
DIVIDEND REINVESTMENT PLAN
Under the Portfolio's Dividend Reinvestment Plan (the "Plan"), a shareholder
whose Common Stock is registered in his own name will have all distributions
reinvested automatically by The Shareholder Services Group, Inc. ("TSSG") as
agent under the Plan, unless the shareholder elects to receive cash.
Distributions with respect to shares registered in the name of a broker-dealer
or other nominee (that is, in "street name") will be reinvested by the broker or
nominee in additional Common Stock under the Plan, but only if the service is
provided by the broker or nominee, and the broker or nominee makes an election
on behalf of the shareholder to participate in the Plan. Distributions with
respect to Common Stock registered in the name of Smith Barney will
automatically be reinvested by Smith Barney in additional shares under the Plan
unless the shareholder elects to receive distributions in cash. A shareholder
who holds Common Stock registered in the name of a broker or other nominee may
not be able to transfer the Common Stock to another broker or nominee and
continue to participate in the Plan. Investors who own Common Stock registered
in street name should consult their broker or nominee for details regarding
reinvestment.
The number of shares of Common Stock distributed to participants in the Plan
in lieu of a cash dividend is determined in the following manner. Whenever the
market price of the Portfolio's Common Stock is equal to or exceeds the net
asset value per share, participants will be issued shares of Common Stock valued
at the greater (i) net asset value per share or (ii) 95% of the then current
market price. If the net asset value per share of Common Stock at the time of
valuation exceeds the market price of the Common Stock, TSSG will buy shares of
the Portfolio's Common Stock on the open market, on the New York Stock Exchange,
Inc. or elsewhere, beginning on the payment date of the dividend or
distribution, until it has expended for such purchases all of the cash that
would otherwise be payable to the participants.
TSSG may commence purchasing shares beginning on the record date for the
dividend or distribution. The number of purchased shares that will then be
credited to the participants' accounts will be based on the average per
- ------------------------------ 26
------------------------------
<PAGE>
ADDITIONAL INFORMATION
(UNAUDITED) (CONTINUED)
share purchase price of the shares so purchased, including brokerage
commissions. If TSSG commences purchases in the open market and the market price
of the shares subsequently exceeds net asset value before the completion of the
purchases, TSSG will attempt to terminate purchases in the open market and cause
the Portfolio to issue the remaining dividend or distribution in shares at net
asset value per share. In this case, the number of shares of Common Stock
received by the participant will be based on the weighted average of prices paid
for shares purchased in the open market and the price at which the Portfolio
issues the remaining shares.
Plan participants are not subject to any charge for reinvesting dividends or
capital gains distributions. Each Plan participant will, however, bear a
proportionate share of brokerage commissions incurred with respect to TSSG's
open market purchases of shares of Common Stock in connection with reinvestment
of dividends or capital gains distributions. For the fiscal period ending May
31, 1995, $44,687 in brokerage commissions were incurred.
A participant in the Plan will be treated for Federal income tax purposes as
having received, on the dividend payment date, a dividend or distribution in an
amount equal to the cash that the participant could have received instead of
shares of Common Stock.
A shareholder may terminate participation in the Plan at any time by
notifying TSSG in writing. A termination will be effective immediately if notice
is received by TSSG not less than 10 days before any dividend or distribution
record date. Otherwise, the termination will be effective, and only with respect
to any subsequent dividends or distributions, on the first trading day after the
dividend or distribution has been credited to the participant's account in
additional shares of Common Stock of the Portfolio. Upon termination according
to a participant's instructions, TSSG will either (a) issue certificates for the
whole shares credited to a Plan account and a check representing any fractional
shares or (b) sell the shares in the market. There will be $5.00 fee assessed
for liquidation service, plus brokerage commissions, and TSSG is authorized to
sell a sufficient number of a participant's shares to cover such amounts.
The Plan is described in more detail on pages 17-19 of the Portfolio's
Prospectus dated September 28, 1994. Information concerning the Plan may be
obtained from TSSG at 1-(800) 331-1710.
- --------------------------- 27
------------------------------
<PAGE>
MANAGED MUNICIPALS
PORTFOLIO INC.
DIRECTORS
Charles F. Barber
Allan J. Bloostein
Martin Brody
Dwight B. Crane
Robert A. Frankel
Heath B. McLendon
OFFICERS
Heath B. McLendon
CHAIRMAN OF THE BOARD AND
INVESTMENT OFFICER
Jessica Bibliowicz
PRESIDENT
Lewis E. Daidone
SENIOR VICE PRESIDENT AND
TREASURER
Joseph P. Deane
VICE PRESIDENT
INVESTMENT OFFICER
David Fare
INVESTMENT OFFICER
Christina T. Sydor
SECRETARY
INVESTMENT ADVISER
Greenwich Street Advisors
388 Greenwich Street
New York, New York 10013
ADMINISTRATOR
Smith Barney Mutual
Funds Management Inc.
388 Greenwich Street
New York, New York 10013
AUDITORS AND COUNSEL
Coopers & Lybrand L.L.P.
One Post Office Square
Boston, Massachusetts 02109
Willkie Farr & Gallagher
153 East 53rd Street
New York, New York 10022
TRANSFER AGENT
The Shareholder Services Group, Inc.
One Exchange Place
Boston, Massachusetts 02109
CUSTODIAN
PNC Bank N.A.
17th and Chestnut Streets
Philadelphia, Pennsylvania 19103
- ------------------------------ 28
------------------------------
<PAGE>
- --------------------------------------------------------------------------------
THIS REPORT IS SENT TO THE SHAREHOLDERS OF THE
MANAGED MUNICIPALS PORTFOLIO INC.
FOR THEIR INFORMATION. IT IS NOT A PROSPECTUS,
CIRCULAR OR REPRESENTATION INTENDED FOR USE IN THE
PURCHASE OR SALE OF SHARES OF THE PORTFOLIO OR OF ANY
SECURITIES MENTIONED IN THE REPORT.
FD2246 7/95
- --------------------------------------------------------------------------------
