<PAGE>
TRUSTEES AND OFFICERS
Philip W. Coolidge*, President
Riley C. Gilley
Diana R. Harrington
Susan B. Kerley
SECRETARY
Thomas M. Lenz*
TREASURER
John R. Elder*
*Affiliated Person of Administrator and Distributor
- -------------------------------------------------------
INVESTMENT ADVISER
(OF CASH RESERVES 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 AND CUSTODIAN
State Street Bank and Trust Company 225 Franklin
Street, Boston, MA 02110
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.
IM/ILR/S/96 Printed on Recycled Paper
INSTITUTIONAL
[LOGO]LANDMARK(SM) FUNDS
Advised by Citibank, N.A.
LANDMARK
INSTITUTIONAL
LIQUID RESERVES
SEMI-ANNUAL
REPORT
February 29, 1996
<PAGE>
A LETTER TO OUR SHAREHOLDERS
Dear Shareholder:
Consistent with the economic environment during the first half of the
Fund's fiscal year, the six-month period ended February 29, 1996 was
characterized by modest economic growth, low inflation and declining interest
rates. While this combination of economic influences was a recipe for
above-average gains in stocks and bonds, shareholders of money market funds saw
yields decline along with interest rates. Yet, money market funds remained an
excellent investment vehicle for earning competitive returns on assets available
for short-term investments.
Throughout the period, Cash Reserves Portfolio's investment adviser,
Citibank, N.A., managed the portfolio in a manner consistent with the objective
stated in the Fund's prospectus: providing liquidity and as high a level of
current income as is consistent with the preservation of capital. Through its
investment in Cash Reserves Portfolio, the Fund seeks to offer an attractive
yield and a competitive expense ratio by investing in a high-quality portfolio
of short-term domestic and foreign dollar-denominated money market instruments.
This Semi-Annual Report reviews the Fund's investment activities and
performance over the past six months, and provides a summary of Citibank's
perspective on the financial markets and outlook for the foreseeable future. On
behalf of the Board of Trustees of the Landmark Funds, I want to thank our
shareholders for their participation and support. We look forward to serving you
in the months and years ahead.
/s/ Philip W. Coolidge
Philip W. Coolidge
President
March 20, 1996
<PAGE>
TABLE OF CONTENTS
1 Letter to Shareholders
- --------------------------------------------------------------------------------
2 Market Environment
Fund Snapshot
- --------------------------------------------------------------------------------
3 Fund Quotes
The Portfolio Manager Responds
Strategy and Outlook
- --------------------------------------------------------------------------------
4 Fund Data
7-Day Yield Comparisons
LANDMARK INSTITUTIONAL
LIQUID RESERVES
- --------------------------------------------------------------------------------
5 Statement of Assets and Liabilities
Statement of Operations
- --------------------------------------------------------------------------------
6 Statement of Changes in Net Assets
Financial Highlights
- --------------------------------------------------------------------------------
7 Notes to Financial Statements
- --------------------------------------------------------------------------------
CASH RESERVES PORTFOLIO
- --------------------------------------------------------------------------------
9 Portfolio of Investments
- --------------------------------------------------------------------------------
11 Statement of Assets and Liabilities
Statement of Operations
- --------------------------------------------------------------------------------
12 Statement of Changes in Net Assets
Financial Highlights
- --------------------------------------------------------------------------------
13 Notes to Financial Statements
- --------------------------------------------------------------------------------
Remember that Mutual Fund Shares:
o Are not bank deposits or FDIC insured
o Are not obligations of or guaranteed by Citibank or
Citicorp Investment Services
o Are subject to investment risks, including possible loss of the
principal amount invested
<PAGE>
MARKET ENVIRONMENT
By September 1995, when the reporting period began, fixed-income yields
were declining in response to slower U.S. economic growth and a short-term
interest-rate cut enacted by the Federal Reserve in July. Concerns about a
reacceleration of inflation that had driven yields higher in 1994 had virtually
disappeared, and the prospect of low inflation for the foreseeable future caused
the bond market to rally strongly.
When the rate of economic growth moderated further during the Fall,
investors became convinced that the Federal Reserve would need to lower interest
rates again to reduce the potential for a recession. Indeed, interest-rate cuts
in December 1995 and January 1996 helped drive yields lower: yields on
three-month U.S. Treasury bills declined from 5.44% at the start of the period
to 5.02% on February 29, 1996.
FUND SNAPSHOT
COMMENCEMENT OF OPERATIONS
October 2, 1992
NET ASSETS AS OF 2/29/96
$1,700.5 million
FUND OBJECTIVE
To provide its shareholders with liquidity and as high a level of current income
as is consistent with the preservation of capital.
DIVIDENDS
Declared daily, paid monthly
BENCHMARKS
o Lipper Taxable Institutional Money Market Funds Average
o IBC/Donoghue Institutional Taxable Money Market Funds
Average
INVESTMENT ADVISER, CASH RESERVES PORTFOLIO
Citibank, N.A.
<PAGE>
FUND QUOTES FROM THE PORTFOLIO MANAGER
"Money market yields declined along with interest rates as slower economic
growth encouraged a more accommodative monetary policy."
"One of our strategies was to lengthen the average maturity of the portfolio and
lock in higher yields."
"Despite some recent evidence of renewed economic strength, we expect
the economy to grow only modestly for the remainder of 1996."
THE PORTFOLIO MANAGER RESPONDS
The Portfolio was managed primarily through changes in average maturity,
the average life of the securities in which we are invested at any given time,
and sector rotation, changes in the amount of assets invested in different areas
of the short-term money markets.
When the period began, we maintained a longer-than-average maturity of 87
days in order to capture higher yields for a longer period as interest rates
fell. We maintained this posture for most of the period in anticipation of
further easing of monetary policy by the Federal Reserve, which indeed occurred
in December 1995 and January 1996. Toward the end of the reporting period, we
reduced the portfolio's average maturity back to 75 days. We did so because it
appeared that the financial markets had already assumed that another
interest-rate cut was forthcoming and securities were priced accordingly.
However, even as we adopted a more defensive position for the portfolio, we
continued to actively manage the average maturity to take advantage of
short-term technical factors in the markets.
There was little change in our sector rotation strategy during the period.
Because there was little difference in yields among the various classes of money
market securities, Portfolio assets were fairly evenly distributed among the
various high-quality money market securities in which we invest, including
certificates of deposit, bank paper, U.S. Treasury bills, repurchase agreements
and commercial paper. We did, however, cut back on our holdings of securities
issued by Japanese banks. We will continue to do so until Japan's banking crisis
is resolved.
STRATEGY AND OUTLOOK
Stronger than expected economic data released in March--after the close of
the reporting period--raised concerns in the fixed-income markets that the
Federal Reserve may not reduce short-term interest rates again in the near
future. Because the likelihood of lower interest rates had already been
incorporated into bond prices, the market reacted negatively when the news was
released.
We believe, however, that the economic strength underlying the data will
not persist. Instead, we expect the U.S. economy to grow only modestly in 1996,
keeping both inflation and interest rates at relatively low levels. These
factors should help create an environment in which money market yields continue
to decline modestly.
Our strategy looking forward is to maintain a less aggressive maturity
stance in our money market portfolios until it becomes clearer that economic
growth will not accelerate to inflationary levels. Subsequently, we will attempt
to actively manage the portfolio through changes in average maturity in order to
maximize yields. In addition, we will continue to monitor the relationships
among the different classes of high-quality money market securities, and attempt
to shift assets to those offering the highest yields in the prevailing
environment.
<PAGE>
FUND DATA All Periods Ended February 29, 1996 (unaudited)
<TABLE>
<CAPTION>
Total Returns
----------------------------------
Since
Six One 10/2/92
Months** Year (Inception)*
------ ---------- ---------
<S> <C> <C> <C>
Landmark Institutional Liquid Reserves.............. 2.89% 6.08% 4.49%
Lipper Taxable Institutional Money Market Funds Average 2.71% 5.70% 4.17%+
*Average Annual Total Return
**Not Annualized
+From 9/30/92
7-DAY YIELDS
- ----------
Annualized Current 5.33%
Effective 5.47%
</TABLE>
The Annualized Current 7-Day Yield reflects the amount of income generated by
the investment during that seven-day period and assumes that the income is
generated each week over a 365 day period. The yield is shown as a percentage of
the investment.
The Effective 7-Day Yield is calculated similarly, but when annualized the
income earned by the investment during that seven-day period is assumed to be
reinvested.
The effective yield is slightly higher than the current yield because of the
compounding effect of this assumed reinvestment.
<PAGE>
7-DAY YIELD COMPARISONS
Comparison of 7-Day Yield for Landmark Institutional Liquid Reserves vs.
IBC/Donoghue Institutional Taxable Money Market Funds Average
PLOT POINTS
Landmark IBC/Donoghue
Institutional Institutional
Liquid Reserves Taxable Money
Market Funds
Average
3/7/95 6.13% 5.80%
3/14/95 6.14% 5.81%
3/21/95 6.18% 5.82%
3/28/95 6.21% 5.85%
4/4/95 6.21% 5.88%
4/11/95 6.14% 5.82%
4/18/95 6.17% 5.83%
4/25/95 6.14% 5.81%
5/2/95 6.19% 5.83%
5/9/95 6.15% 5.81%
5/16/95 6.16% 5.81%
5/23/95 6.09% 5.79%
5/30/95 6.15% 5.80%
6/6/95 6.11% 5.78%
6/13/95 6.12% 5.69%
6/20/95 6.10% 5.77%
6/27/95 6.05% 5.75%
7/4/95 6.11% 5.76%
7/11/95 6.06% 5.70%
7/18/95 5.91% 5.63%
7/25/95 5.88% 5.61%
8/1/95 5.86% 5.61%
8/8/95 5.84% 5.57%
8/15/95 5.82% 5.55%
8/22/95 5.84% 5.54%
8/29/95 5.82% 5.54%
9/5/95 5.84% 5.53%
9/12/95 5.81% 5.52%
9/19/95 5.86% 5.53%
9/26/95 5.82% 5.50%
10/3/95 5.96% 5.56%
10/10/95 5.79% 5.49%
10/17/95 5.82% 5.50%
10/24/95 5.78% 5.49%
10/31/95 5.81% 5.52%
11/7/95 5.80% 5.55%
11/14/95 5.80% 5.50%
11/21/95 5.83% 5.51%
11/28/95 5.90% 5.53%
12/5/95 5.81% 5.49%
12/12/95 5.78% 5.48%
12/19/95 5.77% 5.50%
12/26/95 5.74% 5.46%
1/2/96 5.62% 5.45%
1/9/96 5.72% 5.42%
1/16/96 5.55% 5.35%
1/23/96 5.57% 5.33%
1/30/96 5.56% 5.30%
2/6/96 5.45% 5.21%
2/13/96 5.35% 5.14%
2/20/96 5.32% 5.10%
2/27/96 5.29% 5.07%
As the graph illustrates, Landmark Institutional Liquid Reserves generally
provided a higher annualized seven-day yield than the average of comparable
Money Market Funds, as published in IBC/Donoghue's Money Fund Report over the
entire one year period.
Notes: The Fund seeks to maintain a stable $1.00 per share price, although there
is no assurance that this will be so on a continuing basis. Fund shares are not
insured or guaranteed by the U.S. Government. Yields and total returns will
fluctuate and past performance is no guarantee of future results. Total return
figures include reinvestment of dividends. Returns and yields reflect certain
voluntary fee waivers. If the waivers were not in place, the Fund's returns
would have been lower.
<PAGE>
<TABLE>
Landmark Institutional Liquid Reserves
STATEMENT OF ASSETS AND LIABILITIES February 29, 1996 (unaudited)
<S> <C>
ASSETS:
Investment in Cash Reserves Portfolio, at value (Note 1)..................................... $1,702,559,294
Receivable for shares of beneficial interest sold............................................ 1,051,578
--------------
Total assets................................................................................. 1,703,610,872
--------------
LIABILITIES:
Dividends payable............................................................................ 2,996,132
Accrued expenses and other liabilities....................................................... 159,928
--------------
Total liabilities........................................................................ 3,156,060
--------------
NET ASSETS for 1,700,454,812 shares of beneficial interest outstanding....................... $1,700,454,812
==============
NET ASSETS CONSIST OF:
Paid-in capital.............................................................................. $1,700,454,812
==============
NET ASSET VALUE, OFFERING PRICE, AND REDEMPTION PRICE PER SHARE ............................ $1.00
=====
</TABLE>
<TABLE>
Landmark Institutional Liquid Reserves
STATEMENT OF OPERATIONS
For the six months Ended February 29, 1996 (unaudited)
<S> <C> <C>
INVESTMENT INCOME (Note 1B):
Income from Cash Reserves Portfolio........................................ $38,006,665
Allocated expenses from Cash Reserves Portfolio............................ (639,952)
-----------
Net investment income from Cash ReservesPortfolio...................... $37,366,713
EXPENSES:
Administrative fees (Note 3A).............................................. 2,250,689
Shareholder Servicing Agents' fees (Note 3B)............................... 643,054
Distribution fees (Note 4)................................................. 643,054
Registration fee........................................................... 64,672
Trustees' fees............................................................. 16,191
Legal fees................................................................. 9,893
Custodian fees ............................................................ 9,850
Auditing fees.............................................................. 8,550
Transfer agent fees........................................................ 6,000
Shareholder reports........................................................ 2,249
Miscellaneous.............................................................. 29,954
------------
Total expenses......................................................... 3,684,156
Less aggregate amount waived by Administrator, Shareholder
Servicing Agents, and Distributor (Notes 3A, 3B, and 4).............. (3,037,459)
------------
Net expenses......................................................... 646,697
-----------
Net investment income................................................ $36,720,016
===========
See notes to financial statements
</TABLE>
<PAGE>
<TABLE>
Landmark Institutional Liquid Reserves
STATEMENT OF CHANGES IN NET ASSETS
<CAPTION>
SIX MONTHS ENDED
FEBRUARY 29, 1996 YEAR ENDED
(UNAUDITED) AUGUST 31, 1995
--------------- ---------------
<S> <C> <C>
FROM INVESTMENT ACTIVITIES:
Net investment income, declared as dividends to
shareholders (Note 2) $ 36,720,016 $ 39,847,832
=============== ===============
TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST
AT NET ASSET VALUE OF $1.00 PER SHARE (NOTE 5):
Proceeds from sale of shares................................. $ 7,418,862,384 $ 8,614,176,371
Net asset value of shares issued to shareholders
from reinvestment of dividends............................. 24,991,290 22,313,599
Cost of shares repurchased .................................. (7,223,496,060) (7,626,433,959)
--------------- ---------------
NET INCREASE IN NET ASSETS .................................. 220,357,614 1,010,056,011
NET ASSETS:
Beginning of period.......................................... 1,480,097,198 470,041,187
--------------- ---------------
End of period................................................ $ 1,700,454,812 $ 1,480,097,198
=============== ===============
</TABLE>
<TABLE>
Landmark Institutional Liquid Reserves
FINANCIAL HIGHLIGHTS
<CAPTION>
SIX MONTHS OCTOBER 2, 1992
ENDED YEAR ENDED AUGUST 31, COMMENCEMENT
FEBRUARY 29, 1996 -------------------- OF OPERATIONS) TO
(UNAUDITED) 1995 1994 AUGUST 31, 1993
------------- -------- --------- ---------------
<S> <C> <C> <C> <C>
Net Asset Value, beginning of period........ $1.00000 $1.00000 $1.00000 $1.00000
Net investment income....................... 0.02854 0.05698 0.03603 0.02871
Less dividends from net investment income... (0.02854) (0.05698) (0.03603) (0.02871)
-------- -------- -------- --------
Net Asset Value, end of period.............. $1.00000 $1.00000 $1.00000 $1.00000
======== ======== ======== ========
RATIOS/SUPPLEMENTAL DATA:
Net Assets, end of period (000 omitted)..... $1,700,455 $1,480,097 $470,041 $83,519
Ratio of expenses to average net assets*.... 0.20%+ 0.17% 0.23% 0.23%+
Ratio of net investment income to
average net assets 5.71%+ 5.70% 3.62% 3.13%+
Total return................................ 2.89%++ 5.85% 3.66% .21%+
Note: If agents of the Fund and agents of Cash Reserves Portfolio had not waived all or a portion
of their fees during the period indicated, the net investment income per share and the ratios would
have been as follows:
Net investment income per share............. $0.02625 $ 0.0505 $0.03094 $0.02339
RATIOS:
Expenses to average net assets*............. 0.81%+ 0.84% 0.86% 0.81%+
Net investment income to average net assets. 5.10%+ 5.03% 2.98% 2.55%+
*Includes the Fund's share of Cash Reserves Portfolio's allocated expenses
+Annualized
++Not Annualized
See notes to financial statements
</TABLE>
<PAGE>
Landmark Institutional Liquid Reserves
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
(1) SIGNIFICANT ACCOUNTING POLICIES
Landmark Institutional Liquid Reserves (the "Fund") is a separate diversified
series of Landmark Institutional Trust (the "Trust"), a Massachusetts business
trust. The Trust is registered under the Investment Company Act of 1940, as
amended, as an open-end management investment company. The Fund invests all of
its investable assets in Cash Reserves 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
Trust's Administrator and Distributor. Citibank also serves as Sub-Administrator
and makes Fund shares available to customers as Shareholder Servicing Agents.
The Trust seeks to achieve the Fund's investment objective to provide liquidity
and as high a level of current income as is consistent with the preservation of
capital by investing all of its investable assets in the Portfolio, an open-end,
diversified management investment company having the same investment objective
as the Fund. The value of such investment reflects the Fund's proportionate
interest (37.6% at February 29, 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 significant accounting policies consistently followed by the Fund are in
conformity with generally accepted accounting principles and are as follows:
A. INVESTMENT VALUATION -- 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. INVESTMENT INCOME -- The Fund earns income, net of Portfolio expenses,
daily based on its investment in the
Portfolio.
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. Accordingly, no provision
for federal income or excise tax is necessary.
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 in the series are allocated in proportion to
the average net assets of each fund, except where 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. OTHER -- All the net investment income of the Portfolio is allocated pro
rata, based on respective ownership interests, among the Fund and other
investors in the Portfolio at the time of such determination.
(2) DIVIDENDS
The net income of the Fund is determined once daily, as of 3:00 p.m., New York
City time, and all of the net income of the Fund so determined is declared as a
dividend to shareholders of record at the time of such determination. Dividends
are distributed in the form of additional shares of the Fund or, at the election
of the shareholder, in cash (subject to the policies of the shareholder's
Shareholder Servicing Agent) on or prior to the last business day of the month.
(3) ADMINISTRATIVE SERVICES PLAN
The Trust has adopted an Administrative Services Plan which provides that the
Trust, on behalf of each Fund, may obtain the services of an Administrator, 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
Trust's Administrative Services Plan, the aggregate of the fee paid to the
Administrator from the Fund under such Plan and of the fees paid to the
Shareholder Servicing Agents from the Fund may not exceed 0.45% 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, LFBDS is entitled to an administrative fee from the Fund, as
compensation for overall administrative services and general office facilities,
which is accrued daily and paid monthly at an annual rate of 0.35% of the Fund's
average daily net assets. The Administrative fees amounted to $2,250,689, of
which $1,751,351 was voluntarily waived for the six months ended February 29,
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 to 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 of the officers and a Trustee of the Fund are officers and a
director of the Administrator or its affiliates.
B. SHAREHOLDER SERVICING AGENTS FEES -- The Trust, on behalf of the Fund, has
entered into shareholder servicing agreements with each Shareholder Servicing
Agent pursuant to which that 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
0.10% of the average daily net assets of the Fund represented by shares owned
during the period for which payment has been made by investors for whom such
Shareholder Servicing Agent maintains a servicing relationship. The Shareholder
Servicing Agents fees amounted to $643,054, all of which was voluntarily waived
for the six months ended February 29, 1996.
(4) 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 of the Fund. The distribution fee amounted to $643,054, all of
which was voluntarily waived for the six months ended February 29, 1996.
(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 ($0.00001 par value).
(6) INVESTMENT TRANSACTIONS
Increases and decreases in the Fund's investment in the Portfolio aggregated
$4,653,595,984 and $4,481,088,792 respectively, for the six months ended
February 29, 1996.
<PAGE>
Cash Reserves Portfolio
PORTFOLIO OF INVESTMENTS February 29, 1996 (unaudited)
PRINCIPAL
AMOUNT
ISSUER (000'S OMITTED) VALUE
- -----------------------------------------------------
BANK NOTES--11.0%
Bank America, Illinois
5.70%, due 11/01/96......... $100,000 $ 100,031,608
J.P. Morgan &Co., Inc.
6.50%, due 05/06/96......... 50,000 49,997,915
6.20%, due 05/13/96......... 82,000 82,055,683
Nationsbank N.A., Carolinas
5.60%, due 07/08/96......... 100,000 100,000,000
Nationsbank, Texas
5.55%, due 11/08/96......... 65,000 64,969,825
Wachovia Bank, North Carolina
5.25%, due 03/18/96......... 50,000 50,000,000
WestDeusche LandsBank
6.85%, due 03/01/96......... 50,000 50,000,000
---------------
497,055,031
---------------
CERTIFICATES OF DEPOSIT
(EURODOLLARS)--3.4%
Commerzbank AG, N.Y.
6.76%, due 04/04/96......... 50,000 50,002,653
Deutsche Bank
5.75%, due 10/30/96......... 35,000 35,010,965
Mitsubishi Bank, Japan
5.47%, due 05/01/96......... 70,000 70,004,681
--------------
155,018,299
--------------
CERTIFICATES OF DEPOSIT
(YANKEE)--14.8%
Dai Ichi Kangyo Bank, New York
5.30%, due 05/15/96......... 50,000 50,003,868
5.28%, due 06/19/96......... 50,000 50,001,498
Mitsubishi Bank, New York
5.31% due 05/07/96.......... 30,000 30,000,551
5.18%, due 08/06/96......... 150,000 150,000,000
Sanwa Bank, New York
5.61%, due 04/04/96......... 100,000 100,000,931
5.61%, due 04/12/96......... 100,000 100,001,150
Sumitomo Bank Ltd.
5.75%, due 04/02/96......... 40,000 40,005,198
5.61%, due 04/05/96......... 150,000 150,000,000
--------------
670,013,196
--------------
COMMERCIAL PAPER--9.9%
Associates Corp.
5.55%, due 03/01/96......... $150,000 $ 150,000,000
Canadian Imperial Holdings Inc.
5.202%, due 03/27/96........ 200,000 199,248,600
Morgan Stanley Group Inc.
5.221%, due 03/15/96........ 100,000 99,796,961
--------------
449,045,561
--------------
FLOATING RATE NOTES--39.8%
Bank One, Dayton
6.22%, due 08/30/96......... 70,000 69,979,581
6.23%, due 02/12/97......... 100,000 99,953,410
Bank One, Milwaukee
6.24%, due 08/28/96......... 76,000 75,985,158
Bankers Trust Corp.
6.30%, due 04/08/96......... 130,000 130,000,000
Bayerische Landsbank
5.183%, due 01/15/97........ 200,000 199,875,946
Beneficial Corp.
6.32%, due 06/17/96......... 100,000 100,000,000
6.23%, due 08/26/96......... 100,000 99,975,749
FCC National Bank, Delaware
6.24%, due 11/06/96......... 100,000 99,946,721
6.25%, due 12/02/96......... 80,000 79,961,711
Federal National Mortgage
Association
5.163, due 08/16/96......... 100,000 99,973,230
5.17%, due 10/15/96......... 200,000 199,913,560
Key Bank, N.Y.
5.24%, due 09/06/96......... 150,000 149,947,560
Merrill Lynch &Co., Inc.
6.345%, due 12/04/96........ 150,000 149,994,303
SMMTrust
5.333%, due 06/14/96........ 30,000 30,000,000
5.30%, due 11/15/96......... 37,500 37,500,000
5.313%, due 12/16/96........ 75,000 74,994,074
Wachovia Bank, North Carolina
5.219%, due 02/12/97........ 100,000 99,929,991
--------------
1,797,930,994
--------------
MEDIUM-TERM NOTES--3.3%
General Electric Capital Corp.
6.55%, due 03/25/96......... $50,000 $ 49,997,057
5.715%, due 10/16/96........ 50,000 49,977,659
5.26%, due 1/17/97.......... 50,000 49,982,404
--------------
$ 149,957,120
--------------
TIME DEPOSIT--3.3%
First Union Nation Bank, North Carolina
5.50%, due 03/01/96......... 146,595 146,595,000
--------------
UNITED STATES GOVERNMENT--5.4%
United States Treasury Bills
5.55%, due 08/22/96......... 50,000 48,658,750
4.79%, due 02/06/97......... 50,000 47,724,750
4.825%, due 02/06/97........ 50,000 47,708,125
United States Treasury Notes
6.875%, due 02/28/97........ 100,000 101,747,642
--------------
245,839,267
--------------
UNITED STATES GOVERNMENT
AGENCY--8.3%
Federal Farm Credit Bank
5.75%, due 08/01/96......... $100,000 $ 99,982,443
Federal National Mortgage Association
5.76%, due 09/03/96......... 100,000 99,975,739
5.47%, due 11/14/96......... 100,000 99,895,099
5.37%, due 12/18/96......... 75,000 74,908,092
--------------
374,761,373
--------------
TOTAL INVESTMENTS
AT AMORTIZED COST.......... 99.2% 4,486,215,841
OTHER ASSETS, LESS LIABILITIES 0.8% 36,789,961
------ --------------
NET ASSETS.................... 100.0% $4,523,005,802
===== ==============
See notes to financial statements
<PAGE>
Cash Reserves Portfolio
STATEMENT OF ASSETS AND LIABILITIES February 29, 1996 (unaudited)
ASSETS:
Investments at value (Note 1A)............................... $4,486,215,841
Cash......................................................... 676
Interest receivable.......................................... 37,315,539
--------------
Total assets............................................. $4,523,532,056
--------------
LIABILITIES:
Payable to affiliate--investment advisory fee (Note 2A)....... 310,509
Accrued expenses and other liabilities....................... 215,745
--------------
Total liabilities........................................ 526,254
--------------
NET ASSETS .................................................. $4,523,005,802
==============
REPRESENTED BY:
Paid-in capital for beneficial interests..................... $4,523,005,802
==============
<TABLE>
Cash Reserves Portfolio
STATEMENT OF OPERATIONS
For the Six Months Ended February 29, 1996 (unaudited)
<S> <C> <C>
INTEREST INCOME (Note 1B).............................................. $122,576,191
EXPENSES:
Investment advisory fees (Note 2A)..................................... $3,087,245
Administrative fees (Note 2B).......................................... 1,029,082
Custodian fees......................................................... 599,033
Auditing fees.......................................................... 24,700
Legal fees............................................................. 9,703
Trustees' fees......................................................... 1,271
Miscellaneous.......................................................... 63,826
----------
Total expenses.................................................... 4,814,860
Less aggregate amount waived by Investment Adviser and
Administrator (Notes 2A and 2B)................................. (2,756,620)
Less fees paid indirectly (Note 1E) .............................. (76)
----------
Net expenses...................................................... 2,058,164
------------
Net investment income............................................. $120,518,027
============
See notes to financial statements
</TABLE>
<PAGE>
<TABLE>
Cash Reserves Portfolio
STATEMENT OF CHANGES IN NET ASSETS
<CAPTION>
SIX MONTHS ENDED
FEBRUARY 29, 1996 YEAR ENDED
(UNAUDITED) AUGUST 31,1995
---------------- --------------
<S> <C> <C>
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS:
Net investment income.......................... $ 120,518,027 $ 160,543,199
---------------- ----------------
CAPITAL TRANSACTIONS:
Proceeds from contributions.................... 13,881,468,652 23,437,948,762
Value of withdrawals........................... (14,244,386,982) (20,980,446,443)
---------------- ----------------
Net increase (decrease) in net assets from
capital transactions (362,918,330 2,457,502,319
---------------- ----------------
NET INCREASE (DECREASE) IN NET ASSETS ......... (242,400,303) 2,618,045,518
NET ASSETS:
Beginning of period............................ 4,765,406,105 2,147,360,587
---------------- ----------------
End of period.................................. $ 4,523,005,802 $ 4,765,406,105
================ ================
</TABLE>
<TABLE>
Cash Reserves Portfolio
FINANCIAL HIGHLIGHTS
<CAPTION>
SIX MONBTHS ENDED YEAR ENDED AUGUST 31,
FEBRUARY 29, 2996 ----------------------------------------------------
(UNAUDITED) 1995 1994 1993 1992 1991
--------------- ----- ------ ------ ------ ------
<S> <C> <C> <C> <C> <C> <C>
RATIOS SUPPLEMENTAL DATA:
Net assets (000's omitted).......... $4,523,006 $4,765,406 $2,147,361 $781,470 $901,024 $847,811
Ratio of expenses to average
net assets 0.10%+ 0.10% 0.11% 0.20% 0.25% 0.25%
Ratio of net investment income to
average net assets................ 5.86%+ 5.88% 3.87% 3.15% 4.42% 6.75%
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...... 0.23%+ 0.23% 0.24% 0.25% 0.25% 0.25%
Net investment income to average
net assets ........................ 5.73%+ 5.75% 3.74% 3.10% 4.42% 6.75%
See notes to financial statements
+Annualized.
</TABLE>
<PAGE>
Cash Reserves Portfolio
NOTES TO FINANCIAL STATEMENTS (unaudited)
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
(1) SIGNIFICANT ACCOUNTING POLICIES
Cash Reserves Portfolio (the "Portfolio") is registered under the U.S.
Investment Company Act of 1940, as amended, as a no-load, 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. Signature Financial Group (Grand Cayman),
Ltd. ("SFG") acts as the Portfolio's Administrator and Citibank, N.A.
("Citibank") acts as the Investment Adviser.
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 significant accounting policies consistently followed by the Portfolio are
in conformity with U.S. generally accepted accounting principles and are as
follows:
A. VALUATION OF INVESTMENTS -- Money market instruments are valued at amortized
cost, which the Trustees have determined in good faith constitutes fair value.
This method involves valuing a portfolio security at its cost and thereafter
assuming a constant amortization to maturity of any discount or premium. The
Portfolio's use of amortized cost is subject to the Portfolio's compliance with
certain conditions as specified under Rule 2a-7 of the Investment Company Act of
1940.
B. INTEREST INCOME AND EXPENSES -- Interest income consists of interest accrued
and discount earned (including both original issue and market discount) on the
investments of the Portfolio, accrued ratably to the date of maturity, plus or
minus net realized gain or loss, if any, on investments. Expenses of the
Portfolio are accrued daily. The Portfolio bears all costs of its operations
other than expenses specifically assumed by Citibank and SFG.
C. U.S. FEDERAL INCOME TAXES -- The Portfolio is considered a partnership under
the U.S. Internal Revenue Code. Accordingly, no provision for federal income
taxes is necessary.
D. 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 agreement
investments. 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.
E. FEES PAID INDIRECTLY -- The Portfolio's custodian bank calculates its fees
based on the Portfolio's average daily net assets. The fees are reduced
according to a fee arrangement, which provides for custody fees to be reduced
based on a formula developed to measure the value of cash deposited with the
custodian by the Portfolio. This amount is shown as a reduction of expenses on
the Statement of Operations.
F. OTHER -- Purchases, maturities and sales of money market instruments are
accounted for on the date of the transaction.
(2) INVESTMENT ADVISORY FEES AND ADMINISTRATIVE FEES
A. INVESTMENT ADVISORY FEE -- The investment advisory fees paid to Citibank, as
compensation for overall investment management services, amounted to $3,087,245,
of which $1,727,538 was voluntarily waived for the six months ended February 29,
1996. The investment advisory fees are computed at an annual rate of 0.15% of
the Portfolio's average daily net assets.
B. ADMINISTRATIVE FEES -- Under the terms of an Administrative Services
Agreement, the administrative fee paid to the Administrator, as compensation for
overall administrative services and general office facilities, are computed at
the annual rate of 0.05% of the Portfolio's average daily net assets. The
administrative fees amounted to $1,029,082, all of which were voluntarily waived
for the six months ended February 29, 1996. The Portfolio pays no compensation
directly to any Trustee or to 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 of the officers and
a Trustee of the Portfolio are officers and a director of the Administrator or
its affiliates.
(3) INVESTMENT TRANSACTIONS
Purchases, maturities and sales of money market instruments aggregated
$54,671,611,380 and $55,248,999,164, respectively, for the six months ended
February 29, 1996.
(4) LINE OF CREDIT
The Portfolio, along with other Landmark Funds, entered into an agreement with a
bank which allows the Funds collectively to borrow up to $40 million for
temporary or emergency purposes. Interest on borrowings, if any, is charged to
the specific fund executing the borrowing at the base rate of the bank. In
addition, the $15 million committed portion of the line of credit requires a
quarterly payment of a commitment fee based on the average daily unused portion
of the line of credit. For the six months ended February 29, 1996, the
commitment fee allocated to the Portfolio was $11,214. Since the line of credit
was established, there have been no borrowings.
<PAGE>
Shareholder
Servicing Agents
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
LANDMARK
FUNDS
MONEY MARKET FUNDS:
Cash Reserves
Premium Liquid Reserves
Institutional Liquid Reserves
U.S. Treasury Reserves
Premium U.S. Treasury Reserves
Institutional U.S. Treasury Reserves
Tax Free Reserves
California Tax Free Reserves
Connecticut Tax Free Reserves
New York Tax Free Reserves
STOCK & BOND FUNDS:
U.S. Government Income Fund
Intermediate Income Fund
National Tax Free Income Fund
New York Tax Free Income Fund
Balanced Fund
Equity Fund
International Equity Fund
Small Cap Equity Fund
Emerging Asian Markets Equity Fund
<PAGE>
TRUSTEES AND OFFICERS
Philip W. Coolidge*, President
Riley C. Gilley
Diana R. Harrington
Susan B. Kerley
SECRETARY
Thomas M. Lenz*
TREASURER
John R. Elder*
*Affiliated Person of Administrator and Distributor
- -------------------------------/-/---------------------------------------------
INVESTMENT ADVISER
(OF U.S. TREASURY RESERVES 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 AND CUSTODIAN
State Street Bank and Trust Company
225 Franklin Street, Boston, MA 02110
AUDITORS
Deloitte & Touche LLP
125 Summer 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.
PM/PUST/S/96 Printed on Recycled Paper [recycle logo]
[logo] LANDMARK(SM) FUNDS
Advised by Citibank, N.A.
INSTITUTIONAL
- -----------------------------------------------------------------------------
LANDMARK
INSTITUTIONAL
U.S. TREASURY
RESERVES
- -----------------------------------------------------------------------------
SEMI-ANNUAL
REPORT
February 29, 1996
<PAGE>
- -------------------------------------------------------------------------------
A LETTER TO OUR SHAREHOLDERS
- -------------------------------------------------------------------------------
Dear Shareholder:
Consistent with the economic environment during the first half of the
Fund's fiscal year, the six-month period ended February 29, 1996 was
characterized by modest economic growth, low inflation and declining interest
rates. While this combination of economic influences was a recipe for
above-average gains in stocks and bonds, shareholders of money market funds saw
yields decline along with interest rates. Yet, money market funds remained an
excellent investment vehicle for earning competitive returns on assets available
for short-term investments.
U.S. Treasury Reserves Portfolio's investment adviser, Citibank, N.A.,
manages the portfolio to provide liquidity and as high a level of current income
as is consistent with the preservation of capital. The Fund seeks to offer an
attractive yield and a competitive expense ratio by investing in a high-quality
portfolio composed exclusively of U.S. Treasury securities.
This Semi-Annual Report reviews the Fund's investment activities and
performance over the past six months, and provides a summary of Citibank's
perspective on the financial markets and outlook for the foreseeable future. On
behalf of the Board of Trustees of the Landmark Funds, I want to thank our
shareholders for their participation and support. We look forward to serving you
in the months and years ahead.
/S/ Philip Coolidge
Philip W. Coolidge
President
March 20, 1996
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 Letter to Shareholders
- -------------------------------------------------------------------------------
2 Market Environment
Fund Snapshot
- -------------------------------------------------------------------------------
3 Fund Quotes
The Portfolio Manager Responds
Strategy and Outlook
- -------------------------------------------------------------------------------
4 Fund Data
LANDMARK INSTITUTIONAL
U.S. TREASURY RESERVES
- -------------------------------------------------------------------------------
5 Statement of Assets and Liabilities
- -------------------------------------------------------------------------------
6 Statement of Operations
- -------------------------------------------------------------------------------
7 Statement of Changes in Net Assets
- -------------------------------------------------------------------------------
8 Financial Highlights
- -------------------------------------------------------------------------------
9 Notes to Financial Statements
U.S. TREASURY RESERVES PORTFOLIO
- -------------------------------------------------------------------------------
11 Portfolio of Investments
- -------------------------------------------------------------------------------
12 Statement of Assets and Liabilities
Statement of Operations
- -------------------------------------------------------------------------------
13 Statement of Changes in Net Assets
Financial Highlights
- -------------------------------------------------------------------------------
14 Notes to Financial Statements
- -------------------------------------------------------------------------------
<PAGE>
- -------------------------------------------------------------------------------
MARKET ENVIRONMENT
- -------------------------------------------------------------------------------
By September 1995, when the reporting period began, fixed-income yields
were declining in response to slower U.S. economic growth and a short-term
interest-rate cut enacted by the Federal Reserve in July. Concerns about a
reacceleration of inflation that had driven yields higher in 1994 had virtually
disappeared, and the prospect of low inflation for the foreseeable future caused
the fixed-income markets to rally strongly.
When the rate of economic growth moderated further during the Fall,
investors became convinced that the Federal Reserve would need to lower interest
rates again to reduce the potential for a recession. Indeed, interest-rate cuts
in December 1995 and January 1996 helped drive yields lower: rates on
three-month U.S. Treasury bills declined from 5.44% at the start of the period
to 5.02% on February 29, 1996.
- -------------------------------------------------------------------------------
Fund Snapshot
- -------------------------------------------------------------------------------
COMMENCEMENT OF OPERATIONS
October 2, 1992
NET ASSETS AS OF 2/29/96
$156.4 million
FUND OBJECTIVE
To provide liquidity and as high a level of current income from U.S. Government
obligations as is consistent with the preservation of capital.
DIVIDENDS
Declared daily, paid monthly
BENCHMARK
o Lipper Taxable Institutional U.S. Treasury
Money Market Funds Average
INVESTMENT ADVISER,
U.S. TREASURY RESERVES PORTFOLIO
Citibank, N.A.
- -------------------------------------------------------------------------------
FUND QUOTES FROM THE PORTFOLIO MANAGER
- -------------------------------------------------------------------------------
"Money market yields declined along with interest rates as slower economic
growth encouraged a more accommodative monetary policy."
"One of our strategies was to lengthen the average maturity of the portfolio
and lock in higher yields."
"Despite some recent evidence of renewed economic strength, we expect the
economy to grow only modestly for the remainder of 1996."
- -------------------------------------------------------------------------------
THE PORTFOLIO MANAGER RESPONDS
- -------------------------------------------------------------------------------
The Portfolio was managed primarily through changes in average maturity,
the average life of the securities in which we are invested at any given time.
When the period began and within the guidelines that qualify the portfolio
as a AAA-rated money market fund, we maintained a longer-than-average maturity
up to 59 days in order to capture higher yields for a longer period as interest
rates fell. We maintained this posture for most of the period in anticipation of
further easing of monetary policy by the Federal Reserve, which indeed occurred.
However, because short-term U.S. Treasury securities also fluctuate in response
to supply and demand considerations, we continued to actively manage the
portfolio's average maturity to take advantage of short-term technical factors
in the markets.
- -------------------------------------------------------------------------------
STRATEGY AND OUTLOOK
- -------------------------------------------------------------------------------
Stronger than expected economic data released in March--after the close of
the reporting period--raised concerns in the fixed-income markets that the
Federal Reserve may not reduce short-term interest rates again in the near
future. Because the likelihood of lower interest rates had already been
incorporated into bond prices, the market reacted negatively when the news was
released.
We believe, however, that the economic strength underlying the data will
not persist. Instead, we expect the U.S. economy to grow only modestly in 1996,
keeping both inflation and interest rates at relatively low levels. These
factors should help create an environment in which money market yields continue
to decline modestly.
Our strategy looking forward is to maintain a less aggressive maturity
stance in our money market portfolios until it becomes clearer that economic
growth will not accelerate to inflationary levels. Subsequently, we will attempt
to actively manage the portfolio through changes in average maturity in order to
maximize yields.
- -------------------------------------------------------------------------------
FUND DATA All Periods Ended February 29, 1996
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
TOTAL RETURNS
-----------------------------------------
SINCE
SIX ONE 10/2/92
MONTHS** YEAR INCEPTION*
------- ------ ----------
<S> <C> <C> <C>
Landmark Institutional U.S. Treasury Reserves........................ 2.63% 5.55% 4.13%
Lipper Taxable Institutional U.S. Treasury Money Market Funds Average 2.61% 5.30% 3.81%+
<FN>
* Average Annual Total Return
** Not Annualized
+ From 9/30/92
</TABLE>
7-DAY YIELDS
- ------------
Annualized Current 4.79%
Effective 4.90%
The Annualized Current 7-Day Yield reflects the amount of income generated by
the investment during the seven day period and assumes that the income is
generated each week over a 365 day period. The yield is shown as a percentage of
the investment.
The Effective 7-Day Yield is calculated similarly, but when annualized the
income earned by the investment during the seven day period is assumed to be
reinvested.
The effective yield is slightly higher than the current yield because of the
compounding effect of this assumed reinvestment.
NOTES: The Fund seeks to maintain a stable $1.00 per share price, although there
is no assurance that this will be so on a continuing basis. Fund shares are not
insured or guaranteed by the U.S. Government. Yields and total returns will
fluctuate and past performance is no guarantee of future results. Total return
figures include reinvestment of dividends. Returns and yields reflect certain
voluntary fee waivers. If the waivers were not in place, the Fund's returns and
yields would have been lower.
<PAGE>
Landmark Institutional U.S. Treasury Reserves
- -------------------------------------------------------------------------------
STATEMENT OF ASSETS AND LIABILITIES February 29, 1996 (unaudited)
- -------------------------------------------------------------------------------
<TABLE>
<S> <C>
ASSETS:
Investment in U.S. Treasury Reserves Portfolio, at value (Note 1).... $156,406,664
Receivable for shares of beneficial interest sold.................... 232,786
------------
Total assets...................................................... 156,639,450
------------
LIABILITIES:
Dividend payable..................................................... 169,931
Accrued expenses and other liabilities............................... 52,611
------------
Total liabilities.................................................. 222,542
------------
NET ASSETS for 156,416,908 shares of beneficial interest outstanding. $156,416,908
============
NET ASSETS CONSIST OF:
Paid-in capital...................................................... $156,416,908
============
NET ASSET VALUE, OFFERING PRICE, AND REDEMPTION PRICE PER SHARE...... $1.00
=====
</TABLE>
See notes to financial statements
<PAGE>
Landmark Institutional U.S. Treasury Reserves
- -------------------------------------------------------------------------------
STATEMENT OF OPERATIONS
For the Six Months Ended February 29, 1996 (unaudited)
<TABLE>
<S> <C> <C>
INVESTMENT INCOME (Note 1A):
Income from U.S. Treasury Reserves Portfolio............................... $3,785,691
Allocated expenses from U.S. Treasury Reserves Portfolio................... (69,341)
----------
Net investment income from U.S. Treasury Reserves Portfolio............. $3,716,350
EXPENSES:
Administrative fees (Note 3A).............................................. 241,879
Distribution fees (Note 4)................................................. 69,108
Shareholder Servicing Agents' fees (Note 3B)............................... 69,108
Custodian fees............................................................. 9,859
Shareholder reports........................................................ 9,283
Auditing fees.............................................................. 7,450
Transfer Agent fees........................................................ 6,000
Legal fees................................................................. 2,968
Trustee fees............................................................... 2,221
Miscellaneous.............................................................. 10,971
----------
Total expenses.......................................................... 428,847
Less aggregate amounts waived by Administrator, Shareholder Servicing Agent
and Distributor (Notes 3A, 3B and 4)................................... (324,984)
----------
Net expenses............................................................ 103,863
----------
Net investment income................................................... $3,612,487
==========
</TABLE>
See notes to financial statements
<PAGE>
Landmark Institutional U.S. Treasury Reserves
- -------------------------------------------------------------------------------
STATEMENT OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
SIX MONTHS ENDED
FEBRUARY 29, 1996 YEAR ENDED
(UNAUDITED) AUGUST 31, 1995
----------------- ---------------
<S> <C> <C>
FROM INVESTMENT ACTIVITIES (Note 2):
Net investment income, declared as dividends to shareholders.............. $ 3,612,487 $ 7,479,917
=========== =============
TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST AT NET ASSET VALUE OF $1.00 PER
SHARE (Note 5):
Proceeds from sale of shares.............................................. $ 240,117,590 $ 575,591,194
Net asset value of shares issued to shareholders from reinvestment of dividends 3,184,840 7,316,670
Cost of shares repurchased................................................ (207,616,844) (613,087,324)
------------- -------------
NET INCREASE (DECREASE) IN NET ASSETS .................................... 35,685,586 (30,179,460)
Net Assets:
Beginning of period....................................................... 120,731,322 150,910,782
------------- -------------
End of period............................................................. $ 156,416,908 $ 120,731,322
============= =============
</TABLE>
See notes to financial statements
Landmark Institutional U.S. Treasury Reserves
- -------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
<TABLE>
<CAPTION>
SIX MONTHS OCTOBER 2, 1992
ENDED YEAR ENDED AUGUST 31, EIGHT MONTHS (COMMENCEMENT
FEBRUARY 29, 1996 ----------------------- ENDED OF OPERATIONS) TO
(UNAUDITED) 1995 1994 AUGUST 31, 1993 DECEMBER 31, 1992
----------------- -------- -------- --------------- -----------------
<S> <C> <C> <C> <C> <C>
Net Asset Value, beginning of period..... $1.00000 $1.00000 $1.00000 $1.00000 $1.00000
Net investment income.................... 0.02606 0.05200 0.03312 0.01974 0.00736
Less dividends from net investment income (0.02606) (0.05200) (0.03312) (0.01974) (0.00736)
-------- -------- -------- -------- --------
Net Asset Value, end of period.......... $1.00000 $1.00000 $1.00000 $1.00000 $1.00000
======== ======== ======== ======== ========
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000's omitted) $156,417 $120,731 $150,911 $48,475 $13,594
Ratio of expenses to average net assets* 0.25%+ 0.25% 0.23% 0.20%+ 0.20%+
Ratio of net investment income to average
net assets.............................. 5.23%+ 5.23% 3.40% 2.99%+ 3.20%+
Total return............................. 2.63%++ 5.33% 3.36% 3.01%+ 3.19%+
Note: If agents of the Fund and agents of U.S. Treasury Reserves Portfolio had not waived all or a portion of their fees during the
periods indicated, the net investment income per share and the ratios would have been as follows:
Net investment income per share.......... $0.02297 $0.04593 $0.02679 $0.01208 $0.00359
RATIOS:
Expenses to average net assets*.......... 0.87%+ 0.85% 0.88% 1.36%+ 1.85%+
Net investment income to average net assets 4.61%+ 4.62% 2.75% 1.83%+ 1.56%+
<FN>
* Includes the Fund's share of U.S. Treasury Reserves Portfolio's allocated expenses.
+ Annualized.
++ Not Annualized.
</TABLE>
See notes to financial statements
<PAGE>
Landmark Institutional U.S. Treasury Reserves
- -------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS (unaudited)
(1) SIGNIFICANT ACCOUNTING POLICIES
Landmark Institutional U.S. Treasury Reserves (the "Fund") is a diversified
separate series of Landmark Institutional Trust (the "Trust"), a Massachusetts
business trust. The Trust is registered under the Investment Company Act of
1940, as amended, as an open-end management investment company. The Fund invests
all of its investable assets in U.S. Treasury Reserves 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 Trust's Administrator and Distributor.
Citibank also serves as Sub-Administrator and makes Fund shares available to
customers through various Shareholder Servicing Agents.
The Trust seeks to achieve the Fund's investment objective of providing
shareholders with liquidity and as high a level of current income from U.S.
Government obligations as is consistent with preservation of capital by
investing all of its investable assets in the Portfolio, an open-end,
diversified management investment company having the same investment objective
as the Fund. The value of such investment reflects the Fund's proportionate
interest (22.1% at February 29, 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 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 significant accounting policies consistently followed by the Fund are in
conformity with generally accepted accounting principles and are as follows:
A. INVESTMENT INCOME - The Fund earns income, net of Portfolio expenses, daily
on its investment in the Portfolio.
B. 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. Accordingly, no provision
for federal income or excise tax is necessary.
C. 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 in a series are allocated in proportion to the
average net assets of each Fund, except where allocations of direct expenses to
each Fund can otherwise be made fairly. Expenses directly attributable to a Fund
are charged to that Fund.
D. OTHER--All the net investment income of the Portfolio is allocated pro rata,
based on respective ownership interests, among the Fund and other investors in
the Portfolio at the time of such determination.
(2) DIVIDENDS
The net income of the Fund is determined once daily, as of 12:00 noon, New York
City time, and all of the net income of the Fund so determined is declared as a
dividend to shareholders of record at the time of such determination. Dividends
are distributed in the form of additional shares of the Fund or, at the election
of the shareholder, in cash (subject to the policies of the shareholder's
Shareholder Servicing Agent) on or prior to the last business day of the month.
(3) ADMINISTRATIVE SERVICES PLAN
The Trust has adopted an Administrative Services Plan which provides that the
Trust, on behalf of each Fund, may obtain the services of an Administrator, 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
Trust's Administrative Services Plan, the aggregate of the fee paid to the
Administrator from the Fund and of the fees paid to the Shareholder Servicing
Agents from the Fund under such plan may not exceed 0.45% 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,
LFBDS is entitled to an administrative fee from the Fund, as compensation for
overall administrative services and general office facilities, which is accrued
daily and paid monthly at the annual rate of 0.35% of the Fund's average daily
net assets. The administrative fee amounted to $241,879, of which $186,768 was
voluntarily waived for the six months ended February 29, 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 to 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 of the officers and a
Trustee of the Fund are officers and a director of the Administrator or its
affiliates.
B. SHAREHOLDER SERVICING FEES--The Trust, on behalf of 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, but may be paid
periodically, which may not exceed, on an annualized basis, an amount equal to
0.10% 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 Agent fees amounted to $69,108, all of which was voluntarily waived
for the six months ended February 29, 1996.
(4) 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, limited to an annual rate of 0.10% of the average daily net
assets of the Fund. The Fund accrued fees for these services aggregating
$69,108, all of which was voluntarily waived for the six months ended February
29, 1996.
(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 ($0.00001 par value).
(6) INVESTMENT TRANSACTIONS
Increases and decreases in the Fund's investment in the Portfolio aggregated
$184,535,075 and $152,633,002, respectively, for the six months ended
February 29, 1996.
<PAGE>
U.S. Treasury Reserves Portfolio
- -------------------------------------------------------------------------------
PORTFOLIO OF INVESTMENTS February 29, 1996 (unaudited))
PRINCIPAL
AMOUNT
ISSUER (000'S OMITTED) VALUE
- -------------------------------------------------------------------------------
U.S. TREASURY OBLIGATIONS--99.9%
===============================================================================
U.S. TREASURY BILLS
due 3/07/1996......................... $186,145 $ 185,995,829
due 3/14/1996......................... 51,025 50,927,981
due 3/28/1996......................... 75,000 74,725,500
due 4/04/1996......................... 72,880 72,539,313
due 4/11/1996......................... 51,255 50,961,959
due 4/18/1996......................... 9,265 9,203,542
due 5/09/1996......................... 2,615 2,590,917
due 5/16/1996......................... 25,000 24,747,722
due 5/30/1996......................... 145,240 143,493,141
due 7/25/1996......................... 50,000 49,038,833
due 1/09/1997......................... 20,000 19,174,878
-------------
683,399,615
-------------
U.S. TREASURY NOTES
6.125% due 7/31/1996.................. 25,000 25,116,873
-------------
TOTAL INVESTMENTS AT AMORTIZED COST.. 99.9% 708,516,488
OTHER ASSETS, LESS LIABILITIES....... 0.1 32,499
----- -------------
Net Assets........................... 100.0% $ 708,548,987
===== =============
See notes to financial statements
<PAGE>
U.S. Treasury Reserves Portfolio
- -------------------------------------------------------------------------------
STATEMENT OF ASSETS AND LIABILITIES February 29, 1996 (unaudited)
<TABLE>
ASSETS:
<S> <C>
Investments, at amortized cost and value (Note 1A)......................... $708,516,488
Cash....................................................................... 4,375
Interest receivable........................................................ 126,202
------------
Total assets........................................................... 708,647,065
------------
LIABILITIES:
Payable to affiliate--investment advisory fee (Note 2A).................... 86,807
Accrued expenses and other liabilities..................................... 11,271
------------
Total liabilities........................................................ 98,078
------------
Net Assets................................................................. $708,548,987
============
REPRESENTED BY:
Paid-in capital for beneficial interests................................... $708,548,987
============
</TABLE>
U.S. Treasury Reserves Portfolio
- ------------------------------------------------------------------------------
STATEMENT OF OPERATIONS
For the Six Months Ended February 29, 1996 (unaudited)
<TABLE>
<S> <C> <C>
INTEREST INCOME (Note 1B)................................................. $ 19,875,314
EXPENSES:
Investment advisory fees (Note 2A)......................................... $ 544,103
Administrative fees (Note 2B).............................................. 181,368
Custodian fees............................................................. 133,028
Auditing fees.............................................................. 10,100
Legal fees................................................................. 7,053
Trustee fees............................................................... 2,867
Amortization of organization expenses (Note 1D)............................ 1,210
Miscellaneous.............................................................. 23,615
-------
Total expenses.......................................................... 903,344
Less aggregate amount waived by Investment Adviser and
Administrator (Notes 2A and 2B)...................................... (540,589)
Less fees paid indirectly (Note 1E)..................................... (19)
---------
Net expenses............................................................ 362,736
------------
Net investment income................................................... $ 19,512,578
============
</TABLE>
See notes to financial statements
<PAGE>
U.S. Treasury Reserves Portfolio
- ------------------------------------------------------------------------------
STATEMENT OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
SIX MONTHS ENDED
FEBRUARY 29, 1996 YEAR ENDED
(UNAUDITED) AUGUST 31, 1995
----------------- ---------------
<S> <C> <C>
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS:
Net investment income..................................................... $ 19,512,578 $ 41,029,101
------------ ---------------
CAPITAL TRANSACTIONS:
Proceeds from contributions............................................... 706,731,782 2,996,270,146
Value of withdrawals...................................................... (849,953,750) (2,931,609,982)
------------ ---------------
Net (decrease)increase in net assets from capital transactions....... (143,221,968) 64,660,164
------------ ---------------
NET (DECREASE) INCREASE IN NET ASSETS..................................... (123,709,390) 105,689,265
NET ASSETS:
Beginning of period....................................................... 832,258,377 726,569,112
------------ ---------------
End of period............................................................. $ 708,548,987 $ 832,258,377
============= ===============
</TABLE>
U.S. Treasury Reserves Portfolio
- ------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTST
<TABLE>
<CAPTION>
MARCH 1, 1991
SIX MONTHS ENDED YEAR ENDED AUGUST 31, (COMMENCEMENT
FEBRUARY 29, 1996 --------------------- EIGHT MONTHS ENDED YEAR ENDED OF OPERATIONS) TO
(UNAUDITED) 1995 1994 AUGUST 31, 1993 DECEMBER 31, 1992 DECEMBER 31, 1991
----------------- --------- --------- ------------------ ----------------- -----------------
RATIOS/SUPPLEMENTAL DATA:
<S> <C> <C> <C> <C> <C> <C>
Net Assets, end of period
(000's omitted)........... $708,549 $832,258 $726,569 $521,818 $590,769 $675,332
Ratio of expenses to average
net assets................ 0.10%+ 0.10% 0.12% 0.20%+ 0.24% 0.19%+
Ratio of net investment income
to average net assets..... 5.38%+ 5.36% 3.43% 2.96%+ 3.59% 5.26%+
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:
RATIOS:
Expenses to average
net assets................ 0.25%+ 0.25% 0.26% 0.25%+ 0.25% 0.25%+
Net investment income to
average net assets........ 5.23%+ 5.21% 3.30% 2.91%+ 3.58% 5.19%+
<FN>
+Annualized.
</TABLE>
See notes to financial statements
<PAGE>
U.S. Treasury Reserves Portfolio
- ------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS (unaudited)
(1) SIGNIFICANT ACCOUNTING POLICIES
U.S. Treasury Reserves Portfolio (the "Portfolio") is registered under the
Investment Company Act of 1940, as amended, as a no-load, 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 Landmark Funds Broker-Dealer
Services, Inc. ("LFBDS") acts as the Portfolio's Administrator and Citibank,
N.A. ("Citibank") acts as the Investment Adviser.
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 significant accounting policies consistently followed by the Portfolio are
in conformity with generally accepted accounting principles and are as follows:
A. VALUATION OF INVESTMENTS--Money market instruments are valued at amortized
cost, which the Trustees have determined in good faith constitutes fair value.
This method involves valuing a portfolio security at its cost and thereafter
assuming a constant amortization to maturity of any discount or premium. The
Portfolio's use of amortized cost is subject to the Portfolio's compliance with
certain conditions as specified under Rule 2a-7 of the Investment Company Act of
1940.
B. INTEREST INCOME AND EXPENSES--Interest income consists of interest accrued
and discount earned (including both original issue and market discount),
adjusted for amortization of premium, on the investments of the Portfolio,
accrued ratably to the date of maturity, plus or minus net realized gain or
loss, if any, on investments. Expenses of the Portfolio are accrued daily.
C. FEDERAL INCOME TAXES--The Portfolio's policy is to comply with the applicable
provisions of the Internal Revenue Code. Accordingly, no provision for federal
income taxes is necessary.
D. DEFERRED ORGANIZATION EXPENSES--Expenses incurred by the Portfolio in
connection with its organization have been deferred and are being amortized on a
straight-line basis not to exceed five years.
E. FEES PAID INDIRECTLY--The Fund's custodian bank calculates its fees based on
the Fund's average daily net assets. The fee is reduced according to a fee
arrangement, which provides for custody fees to be reduced based on a formula
developed to measure the value of cash deposited with the custodian by the Fund.
This amount is shown as a reduction of expense on the Statement of Operations.
F. OTHER--Purchases, maturities and sales of money market instruments are
accounted for on the date of the transaction.
(2) INVESTMENT ADVISORY FEES AND ADMINISTRATIVE FEES
A. INVESTMENT ADVISORY FEE--The investment advisory fees paid to Citibank, as
compensation for overall investment management services, amounted to $544,103,
of which $359,221 was voluntarily waived for the six months ended February 29,
1996. The investment advisory fee is computed at an annual rate of 0.15% of the
Portfolio's average daily net assets.
B. ADMINISTRATIVE FEES--Under the terms of an Administrative Services Agreement,
the administrative fee paid to the Administrator, as compensation for overall
administrative services and general office facilities, is accrued daily and paid
monthly at the annual rate of 0.05% of the Portfolio's average daily net assets.
The administrative fee amounted to $181,368, all of which was voluntarily waived
for the six months ended February 29, 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 of the officers and a Trustee of the
Portfolio are officers and a director of the Administrator or its affiliates.
(3) INVESTMENT TRANSACTIONS
Purchases, maturities and sales of U.S. Treasury obligations, aggregated
$3,295,588,021 and $3,484,681,350, respectively, for the six months ended
February 29, 1996.
(4) LINE OF CREDIT
The Portfolio, along with other Landmark Funds, entered into an agreement with a
bank which allows the Funds collectively to borrow up to $40 million for
temporary or emergency purposes. Interest on borrowings, if any, is charged to
the specific fund executing the borrowing at the base rate of the bank. In
addition, the $15 million committed portion of the line of credit requires a
quarterly payment of a commitment fee based on the average daily unused portion
of the line of credit. For the six months ended February 29, 1996, the
commitment fee allocated to the Portfolio was $2,046. Since the line of credit
was established, there have been no borrowings.
<PAGE>
- ------------------------------------------------------------------------------
SHAREHOLDER
SERVICING AGENTS
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
[logo] LANDMARK
FUNDS
MONEY MARKET FUNDS:
Cash Reserves
Premium Liquid Reserves
Institutional Liquid Reserves
U.S. Treasury Reserves
Premium U.S. Treasury Reserves
Institutional U.S. Treasury Reserves
Tax Free Reserves
California Tax Free Reserves
Connecticut Tax Free Reserves
New York Tax Free Reserves
STOCK & BOND FUNDS:
U.S. Government Income Fund
Intermediate Income Fund
National Tax Free Income Fund
New York Tax Free Income Fund
Balanced Fund
Equity Fund
International Equity Fund
Small Cap Equity Fund
Emerging Asian Markets Equity Fund
