<PAGE>
Semi-Annual Report o February 28, 1998
[LOGO]
Institutional
Liquid Reserves
[Graphic Omitted]
MONEY MARKETS
- --------------------------------------------------------------------------------
INVESTMENT PRODUCTS:
NOT FDIC INSURED o NO BANK GUARANTEE o MAY LOSE VALUE
- --------------------------------------------------------------------------------
<PAGE>
TABLE OF CONTENTS
Letter to Our Shareholders 1
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Portfolio Environment and Outlook 2
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Fund Facts 3
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Fund Performance 4
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CITIFUNDS INSTITUTIONAL LIQUID RESERVES
Statement of Assets and Liabilities 5
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Statement of Operations 5
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Statement of Changes in Net Assets 6
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Financial Highlights 6
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Notes to Financial Statements 7
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CASH RESERVES PORTFOLIO
Portfolio of Investments 10
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Statement of Assets and Liabilities 12
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Statement of Operations 12
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Statement of Changes in Net Assets 13
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Financial Highlights 13
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Notes to Financial Statements 14
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<PAGE>
LETTER TO OUR SHAREHOLDERS
Dear Shareholder:
The six-month period ended February 28, 1998 was a good one for most financial
assets, especially U.S. stocks and bonds. A remarkably resilient economy, low
rates of inflation and lower interest rates were primarily responsible for the
above-average returns provided by longer-term investments. However, shorter-term
assets -- including money market securities -- did not share the benefits these
positive economic influences provided. As interest rates declined during the
period, so did yields on most money market securities.
Nonetheless, we are pleased with the performance of CitiFundsSM Institutional
Liquid Reserves. Despite the difficult market environment for short-term
fixed-income securities, the portfolio provided shareholders with a competitive
level of investment income.
Among other highlights of the reporting period, your Fund has changed its
name to CitiFunds Institutional Liquid Reserves. The Fund's investment objective
and management approach remain the same.
Finally, we would like to thank you for your continued confidence and
participation.
Sincerely,
/S/ Philip W. Coolidge
Philip W. Coolidge
President
March 20, 1998
<PAGE>
PORTFOLIO ENVIRONMENT AND OUTLOOK
SHORT-TERM INTEREST RATES GENERALLY DECLINED OVER THE PAST SIX MONTHS. At the
same time, the U.S. economy continued to grow in the late stages of one of the
longest expansions since World War II. Unlike previous economic cycles, however,
this one has been particularly notable for its persistently low inflation rate.
Inflation has remained benign despite strong economic growth -- about 4% in 1997
- -- and low unemployment.
A crisis in Emerging Asian markets, where currency devaluations in late
October led to sharp drops in stock and bond markets, provided more reason for
investors and economists to conclude that inflation would not become a problem.
Dramatically lower demand from the region for certain goods and services was
expected to dampen U.S. economic growth and relieve inflation pressures.
Accordingly, the Federal Reserve maintained its monetary policy, neither raising
nor lowering key short-term interest rates. The result: most short-term interest
rates and money market yields declined during the six-month period.
OUR STRATEGY HAS BEEN TO ATTEMPT TO CAPTURE HIGH YIELDS in this environment
by allocating the fund's assets to those sectors of the market that we believe
provide the most attractive relative values. We look for such opportunities in a
variety of areas, including U.S. Treasury bills, commercial paper, certificates
of deposit, repurchase agreements, fixed-time deposits, bankers' acceptances,
asset-backed securities and floating rate notes.
We found relatively attractive values in high-quality certificates of deposit
for most of the six-month period. Conversely, the fund had little exposure to
U.S. Treasury bills. We held no short-term securities issued by troubled Asian
financial institutions, enabling us to avoid the problems associated with
economic turmoil in the region.
In addition, we actively managed the average maturity of the Portfolio in
anticipation of changes in short-term interest rates. As interest rates declined
during the six-month period, we maintained a relatively long average maturity in
order to capture higher yields for as long as possible. However, later in the
period, yields on longer-dated money market securities declined more rapidly
than yields on shorter-dated notes, and opportunities to capture higher yields
were limited using this strategy.
WE EXPECT YIELDS ON MONEY MARKET SECURITIES TO STAY NEAR OR ONLY SLIGHTLY
BELOW CURRENT LEVELS. If our economic forecast is correct, longer-term interest
rates should decline modestly in response to slower U.S. economic growth. We
believe that the Federal Reserve Board would have little reason to raise
interest rates in a slow-growth environment. In fact, it is possible that the
Federal Reserve might reduce interest rates to stimulate growth if the economy
falters. Therefore, we currently intend to maintain our positions with respect
to the fund's average duration and sector rotation strategies.
Whatever the next six months hold, we will continue to manage the Portfolio
according to the approach we have followed for years. We intend to adjust the
average maturity in anticipation of changes in interest rates and shift assets
among the sectors of the short-term money market that we believe are most
attractive. We believe that this strategy will provide competitive returns
commensurate with a stable principal value.
<PAGE>
FUND FACTS
FUND OBJECTIVE
To provide its shareholders with liquidity and as high a level of current income
as is consistent with the preservation of capital.
INVESTMENT ADVISER DIVIDENDS
CASH RESERVES PORTFOLIO Declared daily, paid monthly
Citibank, N.A.
BENCHMARKS
COMMENCEMENT OF OPERATIONS o Lipper Taxable Institutional Money
October 2, 1992 Market Funds Average
o IBC Institutional Taxable Money
NET ASSETS AS OF 2/28/98 Market Funds Average
$2,870.4 million
<PAGE>
FUND PERFORMANCE
Total Returns
Since
ALL PERIODS ENDED FEBRUARY 28, 1998 Six One Five 10/2/92
(Unaudited) Months** Year Years* (Inception)*
- --------------------------------------------------------------------------------
CitiFunds Institutional Liquid Reserves 2.80% 5.70% 5.04% 4.90%
Lipper Taxable Institutional Money Market
Funds Average 2.65% 5.37% 4.72% 4.22%+
* Average Annual Total Return
** Not Annualized
+ From 10/31/92
7-DAY YIELDS
Annualized Current 5.56%
Effective 5.72%
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.
Note: A money market fund's yield more closely reflects the current earnings of
the fund than does the total return.
7-DAY YIELD COMPARISONS
COMPARISON OF 7-DAY YIELDS FOR CITIFUNDS INSTITUTIONAL LIQUID RESERVES
VS. IBC INSTITUTIONAL TAXABLE MONEY MARKET FUNDS AVERAGE
As illustrated, CitiFunds Institutional Liquid Reserves generally provided a
higher annualized seven-day yield to that of a comparable IBC Money Fund
Average, as published in IBC Money Fund ReportTM, for the one year period.
CitiFunds IBC Institutional
Institutional Taxable Money Market
Liquid Reserves Funds Average
--------------- --------------------
3/4/97 5.36% 5.11%
3/11/97 5.29% 5.07%
3/18/97 5.29% 5.08%
3/25/97 5.35% 5.10%
4/1/97 5.60% 5.21%
4/8/97 5.47% 5.18%
4/15/97 5.56% 5.20%
4/22/97 5.54% 5.22%
4/29/97 5.60% 5.25%
5/6/97 5.58% 5.26%
5/13/97 5.59% 5.26%
5/20/97 5.60% 5.28%
5/27/97 5.55% 5.29%
6/3/97 5.61% 5.31%
6/10/97 5.52% 5.29%
6/17/97 5.58% 5.32%
6/24/97 5.53% 5.31%
7/1/97 5.65% 5.35%
7/8/97 5.59% 5.32%
7/15/97 5.56% 5.31%
7/22/97 5.54% 5.31%
7/29/97 5.58% 5.32%
8/5/97 5.63% 5.34%
8/12/97 5.55% 5.30%
8/19/97 5.59% 5.33%
8/26/97 5.57% 5.31%
9/2/97 5.59% 5.33%
9/9/97 5.56% 5.29%
9/16/97 5.57% 5.30%
9/23/97 5.53% 5.30%
9/30/97 5.58% 5.33%
10/7/97 5.55% 5.30%
10/14/97 5.52% 5.27%
10/21/97 5.56% 5.30%
10/28/97 5.59% 5.31%
11/4/97 5.60% 5.34%
11/11/97 5.58% 5.31%
11/18/97 5.57% 5.32%
11/25/97 5.57% 5.33%
12/2/97 5.61% 5.38%
12/9/97 5.55% 5.35%
12/16/97 5.59% 5.38%
12/23/97 5.65% 5.43%
12/30/97 5.56% 5.41%
1/6/98 5.71% 5.50%
1/13/98 5.54% 5.36%
1/20/98 5.55% 5.36%
1/27/98 5.54% 5.33%
2/3/98 5.57% 5.35%
2/10/98 5.50% 5.30%
2/17/98 5.54% 5.31%
2/24/98 5.53% 5.30%
Note: 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>
CITIFUNDS INSTITUTIONAL LIQUID RESERVES
STATEMENT OF ASSETS AND LIABILITIES
FEBRUARY 28, 1998 (Unaudited)
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ASSETS:
Investments in Cash Reserves Portfolio, at value (Note 1A) $2,897,773,764
- --------------------------------------------------------------------------------
LIABILITIES:
Payable for shares of beneficial interest repurchased 25,254,654
Dividends payable 1,602,329
Accrued expenses and other liabilities 563,875
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Total liabilities 27,420,858
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NET ASSETS for 2,870,352,906 shares of beneficial
interest outstanding $2,870,352,906
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NET ASSETS CONSIST OF:
Paid-in capital $2,870,352,906
- --------------------------------------------------------------------------------
Net Asset Value, Offering Price and Redemption Price Per Share $1.00
- --------------------------------------------------------------------------------
CITIFUNDS INSTITUTIONAL LIQUID RESERVES
STATEMENT OF OPERATIONS
FOR THE SIX MONTHS ENDED FEBRUARY 28, 1998 (Unaudited)
- --------------------------------------------------------------------------------
INVESTMENT INCOME (Note 1B):
Income from Cash Reserves Portfolio $88,286,690
Allocated expenses from Cash Reserves Portfolio (1,526,915)
- --------------------------------------------------------------------------------
$86,759,775
EXPENSES:
Administrative fees (Note 3A) 5,288,268
Shareholder Servicing Agents' fees (Note 3B) 1,510,934
Distribution fees (Note 4) 1,510,934
Registration fees 173,316
Trustees' fees 17,860
Transfer agent fees 13,604
Custodian fees 10,816
Shareholder reports 10,134
Legal fees 8,646
Auditing fees 6,900
Other 19,412
- --------------------------------------------------------------------------------
Total expenses 8,570,824
Less aggregate amounts waived by Administrator,
Shareholder Servicing Agents, and Distributor
(Notes 3A, 3B, and 4) (7,042,556)
- --------------------------------------------------------------------------------
Net expenses 1,528,268
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Net investment income $85,231,507
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See notes to financial statements
<PAGE>
CitiFunds Institutional Liquid Reserves
STATEMENT OF CHANGES IN NET ASSETS
SIX MONTHS ENDED
FEBRUARY 28,1998 YEAR ENDED
(UNAUDITED) AUGUST 31, 1997
- --------------------------------------------------------------------------------
FROM INVESTMENT ACTIVITIES:
Net investment income,
declared as dividends to shareholders
(Note 2) $ 85,231,507 $ 104,215,776
- --------------------------------------------------------------------------------
TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST
AT NET ASSET VALUE OF $1.00 PER SHARE
(Note 5):
Proceeds from sale of shares $20,048,230,452 $31,769,047,743
Net asset value of shares issued to
shareholders from reinvestment of dividends 65,902,943 73,113,066
Cost of shares repurchased (19,211,271,363) (31,131,803,616)
- --------------------------------------------------------------------------------
NET INCREASE IN NET ASSETS 902,862,032 710,357,193
- --------------------------------------------------------------------------------
NET ASSETS:
Beginning of period 1,967,490,874 1,257,133,681
- --------------------------------------------------------------------------------
End of period $ 2,870,352,906 $ 1,967,490,874
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CITIFUNDS INSTITUTIONAL LIQUID RESERVES
FINANCIAL HIGHLIGHTS
<TABLE>
<CAPTION>
OCTOBER 2, 1992
SIX MONTHS ENDED YEAR ENDED AUGUST 31, (COMMENCEMENT
FEBRUARY 28, 1998 ----------------------------------------------- OF OPERATIONS) TO
(UNAUDITED) 1997 1996 1995 1994 AUGUST 31, 1993
- -----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Net Asset Value, beginning of period $1.00000 $1.00000 $1.00000 $1.00000 $1.00000 $1.00000
Net investment income 0.02767 0.05459 0.05521 0.05698 0.03603 0.02871
Less dividends from net
investment income (0.02767) (0.05459) (0.05521) (0.05698) (0.03603) (0.02871)
- -----------------------------------------------------------------------------------------------------------------------------
Net Asset Value, end of period $1.00000 $1.00000 $1.00000 $1.00000 $1.00000 $1.00000
- -----------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net Assets, end of period
(000's omitted) $2,870,353 $1,967,491 $1,257,134 $1,480,097 $470,041 $ 83,519
Ratio of expenses to average
net assets+ 0.20%* 0.18% 0.20% 0.17% 0.23% 0.23%*
Ratio of net investment income to
average net assets+ 5.61%* 5.52% 5.52% 5.70% 3.62% 3.13%*
Total return 2.80%** 5.60% 5.66% 5.85% 3.66% 3.21%**
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 $0.02459 $0.04844 $0.04921 $0.05050 $0.03094 $0.02339
RATIOS:
Expenses to average net assets+ 0.78%* 0.80% 0.80% 0.84% 0.86% 0.81%*
Net investment income to
average net assets+ 5.03%* 4.90% 4.92% 5.03% 2.98% 2.55%*
- -----------------------------------------------------------------------------------------------------------------------------
</TABLE>
+ Includes the Fund's share of Cash Reserves Portfolio's allocated expenses
* Annualized
** Not Annualized
See notes to financial statements
<PAGE>
CITIFUNDS INSTITUTIONAL LIQUID RESERVES
NOTES TO FINANCIAL STATEMENTS (Unaudited)
1. SIGNIFICANT ACCOUNTING POLICIES CitiFunds Institutional Liquid Reserves (the
"Fund") is a separate diversified series of CitiFunds Institutional Trust (the
"Trust"), a Massachusetts business trust. Effective January 2, 1998 the Landmark
Institutional Liquid Reserves changed its name to CitiFunds Institutional Liquid
Reserves. The Trust also changed its name from Landmark Institutional Trust to
CitiFunds Institutional 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. CFBDS, Inc. ("CFBDS"), (formerly
Landmark Funds Broker-Dealer Services, Inc.) 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 (33.5% at February 28, 1998) 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 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 CFBDS. 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.
2. DIVIDENDS The net income of the Fund is determined once daily, as of 3:00
p.m., Eastern 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 fees 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, CFBDS 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 $5,288,268 of
which $4,020,688 was voluntarily waived for the six months ended February 28,
1998. Citibank acts as Sub-Administrator and performs such duties and receives
such compensation from CFBDS as from time to time is agreed to by CFBDS 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 $1,510,934, all of which was voluntarily
waived for the six months ended February 28, 1998.
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 fees
amounted to $1,510,934, all of which was voluntarily waived for the six months
ended February 28, 1998. The Distributor has voluntarily agreed to assume all
distribution expenses through February 28, 1998.
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 $7,582,541,953 and $6,742,810,237 respectively, for the
six months ended February 28, 1998.
<PAGE>
CASH RESERVES PORTFOLIO
PORTFOLIO OF INVESTMENTS February 28, 1998
(Unaudited)
PRINCIPAL
AMOUNT
ISSUER (000'S OMITTED) VALUE
- --------------------------------------------------------------------------------
ASSET BACKED -- 9.8%
- --------------------------------------------------------------------------------
Asset Backed Securities
Investment Trust
5.625% due 6/15/98 $ 157,000 $ 156,990,756
Steers
5.625% due 10/15/98 160,000 160,000,000
5.625% due 11/10/98 191,000 190,974,441
Strategic Money Market
Trust Receipts
5.625% due 3/05/99 213,000 213,000,000
Strats Trust
5.647% due 12/15/98 130,000 130,000,000
--------------
850,965,197
--------------
BANK NOTES -- 12.7%
- --------------------------------------------------------------------------------
Bank America of Chicago
5.85% due 3/13/98 100,000 99,996,717
Bank of New York
5.50% due 2/17/99 100,000 99,935,194
FCC National Bank
5.70% due 4/07/98 200,000 199,992,380
5.64% due 7/02/98 100,000 99,970,640
5.86% due 10/02/98 100,000 99,966,353
First USA Bank
5.715% due 4/29/98 100,000 100,018,929
Key Bank National
Association
5.66% due 7/07/98 100,000 99,976,228
5.655% due 9/28/98 200,000 199,916,652
Morgan Guaranty
Trust Co.
5.93% due 8/31/98 100,000 99,980,938
--------------
1,099,754,031
--------------
CERTIFICATES OF DEPOSIT (DOMESTIC) -- 2.3%
- --------------------------------------------------------------------------------
Morgan Guaranty
Trust Co.
5.85% due 3/16/98 100,000 99,998,024
5.55% due 2/02/99 100,000 100,000,000
--------------
199,998,024
--------------
CERTIFICATES OF DEPOSIT (YANKEE) -- 37.9%
- --------------------------------------------------------------------------------
Bank America National
Association
5.64% due 6/30/98 200,000 199,942,538
Bank of Nova Scotia
5.89% due 9/16/98 150,000 149,961,093
Bank of Tokyo Mitsubishi
5.75% due 3/30/98 100,000 100,000,000
5.77% due 3/30/98 200,000 200,000,000
6.00% due 4/06/98 100,000 100,000,000
Barclays Bank
5.84% due 3/11/98 100,000 99,999,292
5.82% due 10/05/98 200,000 199,943,126
5.53% due 2/23/99 100,000 99,943,534
Bayeriche Landesbank
5.86% due 7/17/98 100,000 99,979,957
Bayerische Vereinsbank
5.71% due 10/06/98 30,000 29,992,791
5.70% due 1/07/99 100,000 99,967,345
Canadian Imperial Bank
5.86% due 8/10/98 70,000 69,984,922
Credit Suisse
5.84% due 3/11/98 30,000 29,999,788
5.73% due 10/07/98 300,000 300,000,000
5.73% due 11/09/98 125,000 125,000,000
Deutsche Bank
5.85% due 10/20/98 90,000 89,972,637
5.62% due 2/26/99 100,000 99,952,587
5.65% due 3/02/99 100,000 99,952,075
Dresdner Bank
5.95% due 10/20/98 70,000 70,035,067
Natwest BankCorp
5.933% due 6/26/98 100,000 99,979,497
Rabobank Nederland
6.18% due 5/01/98 100,000 99,996,864
Royal Bank of Canada
6.08% due 5/27/98 75,000 75,013,663
5.93% due 9/15/98 150,000 149,953,570
5.54% due 2/16/99 200,000 199,868,375
Societe Generale Bank
5.87% due 3/03/98 125,000 124,999,869
5.86% due 7/21/98 50,000 49,992,609
5.77% due 10/07/98 66,000 65,995,259
Swiss Bank Corp.
5.69% DUE 1/07/99 150,000 149,926,533
--------------
3,280,352,991
--------------
COMMERCIAL PAPER -- 12.7%
- --------------------------------------------------------------------------------
Associates Corp. of
North America
5.67% due 3/02/98 150,000 150,000,000
Atlantis One Fundings Corp.
5.50% due 4/07/98 97,745 96,908,737
Caisse D. Amortissement
5.68% due 6/11/98 100,000 98,406,444
Diageo Capital PLC
5.45% due 8/31/98 100,000 97,244,722
Ford Motor Credit Co.
5.70% DUE 3/02/98 100,000 100,000,000
General Electric Capital Corp.
5.68% due 3/24/98 150,000 149,479,333
J. P. Morgan & Co., Inc.
5.64% due 6/15/98 100,000 98,355,000
Merrill Lynch & Co., Inc.
5.67% due 6/01/98 100,000 98,566,750
Prudential Fundings Corp.
5.67% due 3/02/98 100,000 100,000,000
Receivables Capital Corp.
5.53% due 3/05/98 110,290 110,239,175
--------------
1,099,200,161
--------------
CORPORATE NOTES -- 9.0%
- --------------------------------------------------------------------------------
Associates Corp. of
North America
5.71% due 1/04/99 200,000 199,899,874
Bank One, Columbus
5.59% due 5/14/98 75,000 74,989,845
Bank One, Wisconsin
5.58% due 10/23/98 100,000 99,949,710
Key Bank National
Association
5.65% due 7/02/98 100,000 99,973,895
Morgan Stanley
Group, Inc.
5.76% due 5/18/98 75,000 75,000,000
PNC Bank National
Association
5.74% due 10/02/98 230,000 229,907,930
--------------
779,721,254
--------------
MEDIUM TERM NOTES -- 5.5%
- --------------------------------------------------------------------------------
Abbey National Treasury
Services
6.00% due 6/17/98 100,000 99,988,796
5.54% due 1/20/99 125,000 124,980,830
5.525% due 1/26/99 100,000 99,960,952
Sigma Finance Corp.
5.94% due 11/17/98 150,000 150,000,000
--------------
474,930,578
--------------
PROMISSORY NOTES -- 4.1%
Goldman Sachs Group
5.625% due 11/13/98 350,000 350,000,000
--------------
TIME DEPOSITS -- 7.0%
- --------------------------------------------------------------------------------
Den Danske
5.531% due 3/02/98 150,000 150,000,000
First Union National Bank
5.438% due 3/02/98 153,820 153,820,000
Harris Trust and
Savings Bank
5.719% due 3/02/98 150,000 150,000,000
Nationsbank
5.50% due 3/02/98 150,000 150,000,000
--------------
603,820,000
--------------
TOTAL INVESTMENTS AT
AMORTIZED COST 101.0% 8,738,742,236
OTHER ASSETS,
LESS LIABILITIES (1.0) (89,586,231)
----- --------------
NET ASSETS 100.0% $8,649,156,005
----- --------------
See notes to financial statements
<PAGE>
CASH RESERVES PORTFOLIO
STATEMENT OF ASSETS AND LIABILITIES
FEBRUARY 28, 1998 (Unaudited)
- --------------------------------------------------------------------------------
ASSETS:
Investments at value (Note 1A) $8,738,742,236
Cash 898
Interest receivable 109,503,307
- --------------------------------------------------------------------------------
Total assets 8,848,246,441
- --------------------------------------------------------------------------------
LIABILITIES:
Payable for investment purchased 198,184,037
Payable to affiliate--Investment Advisory fee (Note 2A) 529,266
Accrued expenses and other liabilities 377,133
- --------------------------------------------------------------------------------
Total liabilities 199,090,436
- --------------------------------------------------------------------------------
NET ASSETS $8,649,156,005
- --------------------------------------------------------------------------------
REPRESENTED BY:
Paid-in capital for beneficial interests $8,649,156,005
- --------------------------------------------------------------------------------
CASH RESERVES PORTFOLIO
STATEMENT OF OPERATIONS
FOR THE SIX MONTHS ENDED FEBRUARY 28, 1998 (Unaudited)
- --------------------------------------------------------------------------------
INTEREST INCOME (Note 1B): $256,547,997
EXPENSES:
Investment Advisory fees (Note 2A) $6,618,719
Administrative fees (Note 2B) 2,206,240
Custodian fees 656,895
Auditing fees 26,500
Trustees' fees 23,334
Legal fees 17,783
Other 135,055
- --------------------------------------------------------------------------------
Total expenses 9,684,526
Less aggregate amounts waived by
Investment Adviser
and Administrator (Notes 2A, and 2B) (5,247,106)
Less fees paid indirectly (Note 1E) (547)
- --------------------------------------------------------------------------------
Net expenses 4,436,873
- --------------------------------------------------------------------------------
Net investment income $252,111,124
- --------------------------------------------------------------------------------
See notes to financial statements
<PAGE>
CASH RESERVES PORTFOLIO
STATEMENT OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------
SIX MONTHS ENDED
FEBRUARY 28, 1998 YEAR ENDED
(Unaudited) AUGUST 31, 1997
- --------------------------------------------------------------------------------------------------
Increase (Decrease) in Net Assets from
Operations:
<S> <C> <C>
Net investment income $ 252,111,124 $ 339,604,126
- --------------------------------------------------------------------------------------------------
CAPITAL TRANSACTIONS:
Proceeds from contributions 16,267,169,184 33,685,999,190
Value of withdrawals (15,527,524,243) (30,810,390,668)
- --------------------------------------------------------------------------------------------------
Net increase in net assets from
capital transactions 739,644,941 2,875,608,522
- --------------------------------------------------------------------------------------------------
NET INCREASE IN NET ASSETS 991,756,065 3,215,212,648
- --------------------------------------------------------------------------------------------------
NET ASSETS:
Beginning of period 7,657,399,940 4,442,187,292
- --------------------------------------------------------------------------------------------------
End of period $ 8,649,156,005 $ 7,657,399,940
- --------------------------------------------------------------------------------------------------
</TABLE>
CASH RESERVES PORTFOLIO
FINANCIAL HIGHLIGHTS
<TABLE>
<CAPTION>
SIX MONTHS
ENDED
FEBRUARY 28, YEAR ENDED AUGUST 31,
1998 -----------------------------------------------------------------------
(Unaudited) 1997 1996 1995 1994 1993
- -----------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
<S> <C> <C> <C> <C> <C> <C>
Net assets (000's omitted) $8,649,156 $7,657,400 $4,442,187 $4,765,406 $2,147,361 $781,470
Ratio of expenses to
average net assets 0.10%+ 0.10% 0.10% 0.10% 0.11% 0.20%
Ratio of net investment
income to average
net assets 5.68%+ 5.57% 5.64% 5.88% 3.87% 3.15%
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 0.22%+ 0.23% 0.23% 0.23% 0.24% 0.25%
Net investment income
to average net assets 5.56%+ 5.44% 5.50% 5.75% 3.74% 3.10%
- -----------------------------------------------------------------------------------------------------------------------
</TABLE>
+ Annualized
See notes to financial statements
<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 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 U.S. 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
$6,618,719, of which $3,040,866 was voluntarily waived for the six months ended
February 28, 1998. 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 $2,206,240, all of which were voluntarily waived
for the six months ended February 28, 1998. 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 $165,501,676,391 and $164,382,220,872, respectively, for
the six months ended February 28, 1998.
4. LINE OF CREDIT The Portfolio, along with other CitiFunds, entered into an
agreement with a bank which allows the Funds collectively to borrow up to $60
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. 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 28, 1998, the commitment fee allocated to the Portfolio was
$15,151. Since the line of credit was established, there have been no
borrowings.
<PAGE>
TRUSTEES AND OFFICERS
Philip W. Coolidge*, President
Riley C. Gilley
Diana R. Harrington
Susan B. Kerley
SECRETARY
Linda T. Gibson*
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
CFBDS, Inc.
21 Milk Street, 5th Floor, Boston, MA 02109
(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 LLP
150 Federal Street, Boston, MA 02110
<PAGE>
THE CITIFUNDS FAMILY
LARGE CAP STOCKS
o CitiFunds Growth & Income Portfolio
o CitiFunds Large Cap Growth Portfolio
SMALL CAP STOCKS
o CitiFunds Small Cap Growth Portfolio
o CitiFunds Small Cap Value Portfolio
INTERNATIONAL STOCKS
o CitiFunds International Growth & Income Portfolio
GROWTH WITH INCOME
o CitiFunds Balanced Portfolio
BONDS
o CitiFunds Intermediate Income Portfolio
o CitiFunds Short-Term U.S. Government Income Portfolio
o CitiFunds New York Tax Free Income Portfolio
o CitiFunds National Tax Free Income Portfolio
MONEY MARKETS
o CitiFunds Cash Reserves
o CitiFunds U.S. Treasury Reserves
o CitiFunds Tax Free Reserves
o CitiFunds New York Tax Free Reserves
o CitiFunds California Tax Free Reserves
o CitiFunds Connecticut Tax Free Reserves
PREMIUM MONEY MARKETS
o CitiFunds Premium Liquid Reserves
o CitiFunds Premium U.S. Treasury Reserves
INSTITUTIONAL MONEY MARKETS
o CitiFunds Institutional Liquid Reserves
o CitiFunds Institutional U.S. Treasury Reserves
o CitiFunds Institutional Tax Free Reserves
o CitiFunds Institutional Cash Reserves
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.
For more information contact your Service Agent or call 1-800-625-4554
CitiFunds are made available by CFBDS, Inc. as distributor.
(C)1998 Citicorp [Recycle Logo] Printed on recycled paper CFS/INS LI/298
<PAGE>
Semi-Annual Report o February 28, 1998
[LOGO]
Institutional
U.S. Treasury Reserves
[Graphic Omitted]
MONEY MARKETS
- --------------------------------------------------------------------------------
INVESTMENT PRODUCTS:
NOT FDIC INSURED o NO BANK GUARANTEE o MAY LOSE VALUE
- --------------------------------------------------------------------------------
<PAGE>
TABLE OF CONTENTS
Letter to Our Shareholders 1
- --------------------------------------------------------------------------------
Portfolio Environment and Outlook 2
- --------------------------------------------------------------------------------
Fund Facts 3
- --------------------------------------------------------------------------------
Fund Performance 4
- --------------------------------------------------------------------------------
CITIFUNDS INSTITUTIONAL U.S. TREASURY RESERVES
Statement of Assets and Liabilities 5
- --------------------------------------------------------------------------------
Statement of Operations 6
- --------------------------------------------------------------------------------
Statement of Changes in Net Assets 7
- --------------------------------------------------------------------------------
Financial Highlights 8
- --------------------------------------------------------------------------------
Notes to Financial Statements 9
- --------------------------------------------------------------------------------
U.S. TREASURY RESERVES PORTFOLIO
Portfolio of Investments 12
- --------------------------------------------------------------------------------
Statement of Assets and Liabilities 13
- --------------------------------------------------------------------------------
Statement of Operations 13
- --------------------------------------------------------------------------------
Statement of Changes in Net Assets 14
- --------------------------------------------------------------------------------
Financial Highlights 14
- --------------------------------------------------------------------------------
Notes to Financial Statements 15
- --------------------------------------------------------------------------------
<PAGE>
LETTER TO OUR SHAREHOLDERS
Dear Shareholder:
The six-month period ended February 28, 1998 was a good one for most financial
assets, especially U.S. stocks and bonds. A remarkably resilient economy, low
rates of inflation and lower interest rates were primarily responsible for the
above-average returns provided by longer-term investments. However, shorter-term
assets -- including money market securities -- did not share the benefits these
positive economic influences provided. As interest rates declined during the
period, so did yields on most money market securities.
Nonetheless, we are pleased with the performance of CitiFundsSM Institutional
U.S. Treasury Reserves. Despite the difficult market environment for short-term
fixed-income securities, the portfolio continued to provide shareholders with a
competitive level of investment income from short-term U.S. Treasury securities.
Among other highlights of the reporting period, your Fund has changed its
name to CitiFunds Institutional U.S. Treasury Reserves. The Fund's investment
objective and management approach remain the same.
Finally, we would like to thank you for your continued confidence and
participation.
Sincerely,
/s/ PHILIP COOLIDGE
Philip W. Coolidge
President
March 20, 1998
<PAGE>
PORTFOLIO ENVIRONMENT AND OUTLOOK
SHORT-TERM INTEREST RATES GENERALLY DECLINED OVER THE PAST SIX MONTHS. At the
same time, the U.S. economy continued to grow in the late stages of one of the
longest expansions since World War II. Unlike previous economic cycles, however,
this one has been particularly notable for its persistently low inflation rate.
Inflation has remained benign despite strong economic growth -- about 4% in
1997 -- and low unemployment.
A crisis in emerging Asian markets, where currency devaluations in late
October led to sharp drops in stock and bond markets, provided more reason for
investors and economists to conclude that inflation would not soon become a
problem. Dramatically lower demand from Asia for certain goods and services from
multinational companies based in the U.S. was expected to dampen domestic
economic growth and forestall dormant inflation pressures. Accordingly, the
Federal Reserve maintained its monetary policy, neither raising nor lowering key
short-term interest rates.
OUR STRATEGY HAS BEEN TO ATTEMPT TO MAINTAIN HIGH YIELDS in this environment
by managing the average maturity of the portfolio in anticipation of changes in
short-term interest rates. As interest rates declined, we maintained a
relatively long average maturity in order to capture higher yields for as long
as possible. However, because yields on longer-dated money market securities
declined more rapidly than yields on shorter-dated notes, opportunities to
capture higher yields were limited using this strategy. In addition, to maintain
its AAA rating, the portfolio does not exceed an average maturity of 60 days.
What's more, yields on U.S. Treasury securities were unusually low relative
to other types of money market securities during the six-month period. This was
primarily a result of the federal government's progress toward balancing its
budget. A strong economy boosted tax revenues at the same time that a
restrictive fiscal policy curbed spending. Because the federal government has
less need to borrow under such conditions, the available supply of U.S. Treasury
bills and notes has become increasingly limited. Yet, demand for these
investments remains high from domestic and overseas investors seeking the
unparalleled credit quality of investments backed by the U.S. government.
WE EXPECT YIELDS ON MONEY MARKET SECURITIES TO MOVE MODESTLY LOWER. If our
economic forecast is correct, longer-term interest rates should continue to
decline modestly in response to slower U.S. economic growth. We believe that the
Federal Reserve Board would have little reason to raise interest rates in a
slow-growth environment. In fact, it is possible that the Federal Reserve might
reduce key short-term interest rates to stimulate growth if the economy falters.
Whatever the next six months hold, we will continue to manage the portfolio
according to the approach we have followed for years. We intend to adjust the
average maturity in anticipation of changes in interest rates and shift assets
among the sectors of the short-term money market that we believe are most
attractive. We believe that this strategy will provide competitive returns
commensurate with a stable principal value.
<PAGE>
FUND FACTS
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.
INVESTMENT ADVISER, DIVIDENDS
U.S. TREASURY RESERVES PORTFOLIO Declared daily, paid monthly
Citibank, N.A. BENCHMARK
COMMENCEMENT OF OPERATIONS Lipper S&P AAA rated Taxable
October 2, 1992 Institutional U.S. Treasury Money
NET ASSETS AS OF 2/28/98 Market Funds Average
$214.4 million
<PAGE>
FUND PERFORMANCE
TOTAL RETURNS
SINCE
ALL PERIODS ENDED FEBRUARY 28, 1998 SIX ONE FIVE 10/2/92
(Unaudited) MONTHS** YEAR YEARS* INCEPTION*
- --------------------------------------------------------------------------------
CitiFunds Institutional U.S. Treasury
Reserves 2.52% 5.15% 4.60% 4.48%
Lipper S&P AAA rated Taxable Institutional
U.S. Treasury Money Market Funds Average 2.57% 5.21% 4.57% 4.47%+
* Average Annual Total Return
** Not Annualized
+ From 9/30/92
7-DAY YIELDS
Annualized Current 4.97%
Effective 5.10%
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.
Note: A money market fund's yield more closely reflects the current earnings of
the fund than does the total return.
Note: 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>
CITIFUNDS INSTITUTIONAL U.S. TREASURY RESERVES
STATEMENT OF ASSETS AND LIABILITIES
FEBRUARY 28, 1998 (Unaudited)
- --------------------------------------------------------------------------------
ASSETS:
Investment in U.S. Treasury Reserves Portfolio, at value (Note 1) $208,062,091
Receivable for shares of beneficial interest sold 6,504,974
- --------------------------------------------------------------------------------
Total assets 214,567,065
- --------------------------------------------------------------------------------
LIABILITIES:
Dividend Payable 143,204
Accrued expenses and other liabilities 72,216
- --------------------------------------------------------------------------------
Total liabilities 215,420
- --------------------------------------------------------------------------------
NET ASSETS for 214,351,645 shares of beneficial interest
outstanding $214,351,645
- --------------------------------------------------------------------------------
NET ASSETS CONSIST OF:
Paid-in capital $214,351,645
- --------------------------------------------------------------------------------
NET ASSET VALUE, OFFERING PRICE, AND REDEMPTION PRICE PER SHARE $1.00
- --------------------------------------------------------------------------------
See notes to financial statements
<PAGE>
CITIFUNDS INSTITUTIONAL U.S. TREASURY RESERVES
STATEMENT OF OPERATIONS
FOR THE SIX MONTHS ENDED FEBRUARY 28, 1998 (Unaudited)
- --------------------------------------------------------------------------------
INVESTMENT INCOME (Note 1A):
Income from U.S. Treasury Reserves Portfolio $7,729,823
Allocated expenses from U.S. Treasury Reserves Portfolio (146,755)
- --------------------------------------------------------------------------------
$7,583,068
EXPENSES:
Administrative fees (Note 3A) 512,191
Shareholder Servicing Agents' fees (Note 3B) 146,340
Distribution fees (Note 4) 146,340
Shareholder reports 12,774
Custodian fees 10,732
Transfer agent fees 8,500
Audit fees 5,000
Legal fees 4,410
Trustee fees 4,057
Miscellaneous 10,215
- --------------------------------------------------------------------------------
Total expenses 860,559
Less aggregate amounts waived by Administrator,
Shareholder Servicing Agent and Distributor
(Notes 3A, 3B and 4) (640,761)
- --------------------------------------------------------------------------------
Net expenses 219,798
- --------------------------------------------------------------------------------
Net investment income $7,363,270
- --------------------------------------------------------------------------------
See notes to financial statements
CITIFUNDS INSTITUTIONAL U.S. TREASURY RESERVES
STATEMENT OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
SIX MONTHS ENDED
FEBRUARY 28,
1998 YEAR ENDED
(Unaudited) AUGUST 31, 1997
<S> <C> <C>
- ----------------------------------------------------------------------------------
FROM INVESTMENT ACTIVITIES:
Net investment income, declared as dividends
to shareholders (Note 2): $ 7,363,270 $ 13,975,937
- ----------------------------------------------------------------------------------
TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST AT
NET ASSET VALUE OF $1.00 PER SHARE (Note 5):
Proceeds from sale of shares $622,737,550 $1,020,244,321
Net asset value of shares issued to shareholders
from reinvestment of dividends 6,254,215 11,873,328
Cost of shares repurchased (720,990,056) (939,162,365)
- -----------------------------------------------------------------------------------
NET INCREASE (DECREASE) IN NET ASSETS (91,998,291) 92,955,284
- -----------------------------------------------------------------------------------
NET ASSETS:
Beginning of period 306,349,936 213,394,652
- -----------------------------------------------------------------------------------
End of period $214,351,645 $ 306,349,936
- ----------------------------------------------------------------------------------
</TABLE>
See notes to financial statements
<PAGE>
FINANCIAL HIGHLIGHTS
<TABLE>
<CAPTION>
OCTOBER 2,
1992
(COMMENCEMENT
SIX MONTHS OF
ENDED EIGHT MONTHS OPERATIONS)
FEBRUARY 28, YEAR ENDED AUGUST 31, ENDED TO
1998 -------------------------------------- AUGUST 31, DECEMBER 31,
(Unaudited) 1997 1996 1995 1994 1993 1992
<S> <C> <C> <C> <C> <C> <C> <C>
- ------------------------------------------------------------------------------------------------
Net Asset Value,
beginning of
period $1.00000 $1.00000 $1.00000 $1.00000 $1.00000 $1.00000 $ 1.00000
Net investment
income 0.02767 0.04994 0.05051 0.05200 0.03312 0.01974 0.00736
Less dividends
from net
investment income (0.02767) (0.04994) (0.05051) (0.05200) (0.03312) (0.01974) (0.00736)
- -------------------------------------------------------------------------------------------------
Net Asset Value,
end of
period $1.00000 $1.00000 $1.00000 $1.00000 $1.00000 $1.00000 $ 1.00000
- -------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of
period (000's
omitted) $214,352 $306,350 $213,395 $120,731 $150,911 $ 48,475 $ 13,594
Ratio of expenses
to average net
assets+ 0.25%* 0.25% 0.25% 0.25% 0.23% 0.20%* 0.20%*
Ratio of net
investment income
to average net
assets+ 5.00%* 5.01% 5.03% 5.23% 3.40% 2.99%* 3.20%*
Total return 2.52%** 5.11% 5.17% 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 $0.02468 $0.04416 $0.04428 $0.04593 $0.02679 $0.01208 $ 0.00359
RATIOS:
Expenses to
average net
assets+ 0.82%* 0.83% 0.87% 0.85% 0.88% 1.36%* 1.85%*
Net investment
income to average
net assets+ 4.46%* 4.43% 4.41% 4.62% 2.75% 1.83%* 1.56%*
- ----------------------------------------------------------------------------------------------
</TABLE>
+ Includes the Fund's share of U.S. Treasury Reserves Portfolio's allocated
expenses.
* Annualized
** Not Annualized
See notes to financial statements
<PAGE>
CITIFUNDS INSTITUTIONAL U.S. TREASURY RESERVES
NOTES TO FINANCIAL STATEMENTS (Unaudited)
1. SIGNIFICANT ACCOUNTING POLICIES CitiFunds Institutional U.S. Treasury
Reserves (the 'Fund') is a diversified separate series of CitiFunds
Institutional Trust (the 'Trust'), a Massachusetts business trust. Effective
January 2, 1998, Landmark U.S. Treasury Reserves changed its name to CitiFunds
Institutional U.S. Treasury Reserves. The Trust also changed its name from
Landmark Institutional Trust to CitiFunds Institutional 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.
CFBDS, Inc. ('CFBDS'), (formerly Landmark Funds Broker-Dealer Services, Inc.),
acts as the Trust's Administrator and Distributor. Citibank also serves as
Sub-Administrator and makes 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 as the
Fund. The value of such investment reflects the Fund's proportionate interest
(25.9% at February 28, 1998) 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 CFBDS. 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, Eastern standard 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, CFBDS 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 fees amounted to $512,191,
of which $348,081 was voluntarily waived for the six months ended February 28,
1998. Citibank acts as Sub-Administrator and performs such duties and receives
such compensation from CFBDS as from time to time is agreed to by CFBDS 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, which may be paid
periodically, but 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 $146,340, all of which was voluntarily waived
for the six months ended February 28, 1998.
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 Distribution fees
amounted to $146,340, all of which was voluntarily waived for the six months
ended February 28, 1998.
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 $369,043,263 and $475,169,042, respectively, for the
six months ended February 28, 1998.
<PAGE>
PORTFOLIO OF INVESTMENTS February 28, 1998
(Unaudited)
PRINCIPAL
AMOUNT
ISSUER (000'S OMITTED) VALUE
- ---------------------------------------------------
U.S. TREASURY BILLS -- 80.4%
- ---------------------------------------------------
United States
Treasury Bills due
3/05/98 $ 51,040 $ 51,018,901
United States
Treasury Bills due
3/12/98 79,625 79,514,410
United States
Treasury Bills due
3/26/98 137,833 137,375,348
United States
Treasury Bills due
4/02/98 75,302 74,968,372
United States
Treasury Bills due
4/16/98 85,000 84,442,797
United States
Treasury Bills due
4/23/98 126,8215 125,851,341
United States
Treasury Bills due
6/25/98 22,240 21,876,698
United States
Treasury Bills due
7/23/98 35,037 34,338,383
United States
Treasury Bills due
9/17/98 37,386 36,348,798
------------
645,735,048
------------
U.S. TREASURY NOTES -- 26.6%
- ---------------------------------------------------
United States
Treasury
Notes, 5.13%
due 3/31/98 $ 40,000 $39,993,251
United States
Treasury
Notes, 6.13%
due 3/31/98 35,000 35,019,824
United States
Treasury
Notes, 6.13%
due 5/15/98 32,810 32,861,148
United States
Treasury
Notes, 6.25%
due 6/30/98 105,000 105,320,339
-----------
213,194,562
-----------
TOTAL INVESTMENTS,
AT AMORTIZED
COST 107.0% 858,929,610
OTHER ASSETS, LESS
LIABILITIES (7.0) (56,191,402)
----- ------------
NET ASSETS 100.0% $802,738,208
----- ------------
U.S. TREASURY RESERVES PORTFOLIO
STATEMENT OF ASSETS AND LIABILITIES
FEBRUARY 28, 1998 (Unaudited)
- --------------------------------------------------------------------------------
ASSETS:
Investments, at amortized cost (Note 1A) $858,929,610
Cash 2,650
Receivable for investment sold 24,895,417
Interest receivable 3,462,594
- --------------------------------------------------------------------------------
Total assets 887,290,271
- --------------------------------------------------------------------------------
LIABILITIES:
Payable for investment purchased 84,442,797
Payable to affiliate -- Investment Advisory fees (Note 2A) 96,956
Accrued expenses and other liabilities 12,310
- --------------------------------------------------------------------------------
Total liabilities 84,552,063
- --------------------------------------------------------------------------------
NET ASSETS $802,738,208
- --------------------------------------------------------------------------------
REPRESENTED BY:
Paid-in capital for beneficial interests $802,738,208
- --------------------------------------------------------------------------------
U.S. TREASURY RESERVES PORTFOLIO
STATEMENT OF OPERATIONS
FOR THE SIX MONTHS ENDED FEBRUARY 28, 1998 (Unaudited)
- --------------------------------------------------------------------------------
INVESTMENT INCOME (Note 1B) $23,097,277
EXPENSES:
Investment Advisory fees (Note 2A) $ 655,060
Administrative fees (Note 2B) 218,353
Custodian fees 110,241
Auditing fees 11,000
Trustee fees 6,498
Legal fees 7,012
Miscellaneous 25,344
- --------------------------------------------------------------------------------
Total expenses 1,033,508
Less aggregate amounts waived by Investment Adviser
and Administrator (Notes 2A and 2B) (594,547)
Less fees paid indirectly (Note 1D) (416)
- --------------------------------------------------------------------------------
Net expenses 438,545
- --------------------------------------------------------------------------------
Net investment income $22,658,732
- --------------------------------------------------------------------------------
See notes to financial statements
<PAGE>
U.S. TREASURY RESERVES PORTFOLIO
STATEMENT OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
SIX MONTHS ENDED
FEBRUARY 28,
1998 YEAR ENDED
(Unaudited) AUGUST 31, 1997
<S> <C> <C>
- ------------------------------------------------------------------------------------
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS:
Net investment income $ 22,658,732 $ 43,903,935
- ------------------------------------------------------------------------------------
CAPITAL TRANSACTIONS:
Proceeds from contributions 827,794,709 1,742,310,476
Value of withdrawals (955,625,429) (1,646,108,001)
- ------------------------------------------------------------------------------------
Net increase (decrease) in net assets from capital
transactions (127,830,720) 96,202,475
- ------------------------------------------------------------------------------------
NET INCREASE (DECREASE) IN NET ASSETS (105,171,988) 140,106,410
- ------------------------------------------------------------------------------------
NET ASSETS:
Beginning of period 907,910,196 767,803,786
- ------------------------------------------------------------------------------------
End of period $802,738,208 $ 907,910,196
- ------------------------------------------------------------------------------------
</TABLE>
U.S. TREASURY RESERVES PORTFOLIO
FINANCIAL HIGHLIGHTS
<TABLE>
<CAPTION>
SIX MONTHS EIGHT
ENDED MONTHS
FEBRUARY 28, YEAR ENDED AUGUST 31, ENDED YEAR ENDED
1998 -------------------------------------- AUGUST 31, DECEMBER 31,
(Unaudited) 1997 1996 1995 1994 1993 1992
<S> <C> <C> <C> <C> <C> <C> <C>
- ---------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL
DATA:
Net Assets, end of
period (000's
omitted) $802,738 $907,910 $767,804 $832,258 $726,569 $521,818 $590,769
Ratio of expenses to
average net assets 0.10%+ 0.10% 0.10% 0.10% 0.12% 0.20%+ 0.24%
Ratio of net
investment income
to average net
assets 5.16%+ 5.15% 5.20% 5.36% 3.43% 2.96%+ 3.59%
Note: If the agents of the Portfolio had not voluntarily waived a portion of their fees for the
periods indicated and the expenses were not reduced for fees paid indirectly for the years after
August 31, 1995, the ratios would have been as follows:
RATIOS:
Expenses to average
net assets 0.24%+ 0.24% 0.25% 0.25% 0.26% 0.25%+ 0.25%
Net investment
income to average
net assets 5.02%+ 5.01% 5.05% 5.21% 3.30% 2.91%+ 3.58%
- -------------------------------------------------------------------------------------------------
</TABLE>
+ Annualized
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
Investment Adviser of the Portfolio is Citibank N.A. ('Citibank'). Signature
Financial Group (Grand Cayman), Ltd. ('SFG') acts as the Portfolio's
Administrator.
The preparation of financial statements in accordance with 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 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.
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. Investment Income and Expenses Investment 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. Fees Paid Indirectly The Portfolio's custodian bank calculates its fees
based on the Portfolio'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 Portfolio. This amount is shown as a reduction of expenses on the Statement
of Operations.
E. 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 $655,060,
of which $376,194 was voluntarily waived for the six months ended February 28,
1998. 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 fees amounted to $218,353, all of which was
voluntarily waived for the six months ended February 28, 1998. 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 $4,195,145,141 and $4,255,621,845, respectively, for the
six months ended February 28, 1998.
4. LINE OF CREDIT The Portfolio, along with other CitiFunds, entered into an
agreement with a bank which allows the Funds collectively to borrow up to $60
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. 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 28, 1998, the commitment fee allocated to the Portfolio was
$1,664. Since the line of credit was established, there have been no borrowings.
<PAGE>
TRUSTEES AND OFFICERS
Philip W. Coolidge*, President
Riley C. Gilley
Diana R. Harrington
Susan B. Kerley
SECRETARY
Linda T. Gibson*
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
CFBDS, Inc.
21 Milk Street, 5th Floor, Boston, MA 02109
(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 LLP
150 Federal Street, Boston, MA 02110
<PAGE>
THE CITIFUNDS FAMILY
LARGE CAP STOCKS
o CitiFunds Growth & Income Portfolio
o CitiFunds Large Cap Growth Portfolio
SMALL CAP STOCKS
o CitiFunds Small Cap Growth Portfolio
o CitiFunds Small Cap Value Portfolio
INTERNATIONAL STOCKS
o CitiFunds International Growth & Income Portfolio
GROWTH WITH INCOME
o CitiFunds Balanced Portfolio
BONDS
o CitiFunds Intermediate Income Portfolio
o CitiFunds Short-Term U.S. Government Income Portfolio
o CitiFunds New York Tax Free Income Portfolio
o CitiFunds National Tax Free Income Portfolio
MONEY MARKETS
o CitiFunds Cash Reserves
o CitiFunds U.S. Treasury Reserves
o CitiFunds Tax Free Reserves
o CitiFunds New York Tax Free Reserves
o CitiFunds California Tax Free Reserves
o CitiFunds Connecticut Tax Free Reserves
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.
For more information contact your Service Agent
or call 1-800-625-4554
CitiFunds are made available by CFBDS, Inc. as distributor.
<PAGE>
Semi-Annual Report o February 28, 1998
[LOGO]
Institutional
Tax Free Reserves
[Graphic Omitted]
MONEY MARKETS
- --------------------------------------------------------------------------------
INVESTMENT PRODUCTS:
NOT FDIC INSURED o NO BANK GUARANTEE o MAY LOSE VALUE
- --------------------------------------------------------------------------------
<PAGE>
TABLE OF CONTENTS
Letter to Our Shareholders 1
- --------------------------------------------------------------------------------
Portfolio Environment and Outlook 2
- --------------------------------------------------------------------------------
Fund Facts 3
- --------------------------------------------------------------------------------
Fund Performance 4
- --------------------------------------------------------------------------------
CITIFUNDS INSTITUTIONAL TAX FREE RESERVES
Statement of Assets and Liabilities 5
- --------------------------------------------------------------------------------
Statement of Operations 5
- --------------------------------------------------------------------------------
Statement of Changes in Net Assets 6
- --------------------------------------------------------------------------------
Financial Highlights 6
- --------------------------------------------------------------------------------
Notes to Financial Statements 7
- --------------------------------------------------------------------------------
TAX FREE RESERVES PORTFOLIO
Portfolio of Investments 10
- --------------------------------------------------------------------------------
Statement of Assets and Liabilities 17
- --------------------------------------------------------------------------------
Statement of Operations 17
- --------------------------------------------------------------------------------
Statement of Changes in Net Assets 18
- --------------------------------------------------------------------------------
Financial Highlights 18
- --------------------------------------------------------------------------------
Notes to Financial Statements 19
- --------------------------------------------------------------------------------
<PAGE>
LETTER TO OUR SHAREHOLDERS
Dear Shareholder:
The six-month period ended February 28, 1998 was a good one for most financial
assets, especially U.S. stocks and bonds. A remarkably resilient economy, low
rates of inflation and lower interest rates were primarily responsible for the
above-average returns provided by longer-term investments. However, shorter-term
assets did not share the benefits these positive economic influences provided.
As interest rates declined during the period, so did yields on most money market
securities.
Nonetheless, we are pleased with the performance of CitiFundsSM Institutional
Tax Free Reserves. Despite the difficult market environment for short-term
tax-exempt securities, the portfolio continued to provide shareholders with a
competitive level of income that is largely free from federal income taxes.
Among other highlights of the reporting period, your portfolio has changed
its name to CitiFunds Institutional Tax Free Reserves. The fund's investment
objective and management approach remain the same.
Finally, we would like to thank you for your continued confidence and
participation.
Sincerely,
/s/ Philip W. Coolidge
Philip W. Coolidge
President
March 20, 1998
<PAGE>
PORTFOLIO ENVIRONMENT AND OUTLOOK
SHORT-TERM INTEREST RATES GENERALLY DECLINED OVER THE PAST SIX MONTHS. At the
same time, the U.S. economy continued to grow in the late stages of one of the
longest expansions since World War II. Unlike previous economic cycles, however,
this one has been particularly notable for its persistently low inflation rate.
Inflation has remained benign despite strong economic growth and low
unemployment. As a result, fixed-income investors have grown increasingly
confident that inflation will not erode the future value of their principal and
income. They bid up the prices of bonds accordingly, and yields on money market
securities generally fell.
The tax-exempt bond market also responded during the six-month period to
its own unique influences. While changes in the yields of short-term tax-exempt
securities generally tracked those of comparable taxable securities, supply-and-
demand factors helped keep tax-exempt yields high relative to U.S. Treasury
bills and notes. First, demand for short-term investments was relatively
constrained because the stellar returns provided by stocks and longer-term bonds
provided little incentive for investors to seek the safety of money market
funds. In addition, the possibility of changes in the rules governing corporate
holdings of municipal bonds reduced business demand for tax-exempt securities.
Yet, the available supply of short-term tax-exempt securities rose as
municipalities came to the market to take advantage of low interest rates,
putting upward pressure on rates.
WE FOUND ATTRACTIVE INVESTMENT OPPORTUNITIES IN VARIABLE-RATE SECURITIES,
which were available with yields up to one percentage point higher than
comparable fixed-rate notes. Consequently, variable-rate notes comprised between
60% and 75% of the portfolio's assets on average during the six-month period.
Many municipalities used variable-rate securities to refinance their longer-term
debt, potentially enabling them to reduce their borrowing costs further if
interest rates continue to decline.
The portfolio's increased exposure to variable-rate securities caused its
average maturity to decline from about 50 days at the start of the six-month
period to as low as 35 days. Later in the period, we took advantage of technical
factors to purchase longer-dated tax-exempt notes at favorable rates of
interest, and the portfolio's average maturity rose to as much as 60 days. In
our view, our current 'barbell' portfolio structure -- short-term
variable-rate securities on one end, longer-term fixed-rate notes on the
other -- positions the portfolio well for the future. If short-term tax-exempt
yields fall further, the longer-dated, fixed-rate holdings should help us
maintain relatively high yields. If interest rates rise, the portfolio's
shorter-term, variable-rate securities should help us participate in higher
yields as they become available.
WE BELIEVE THAT MODESTLY LOWER SHORT-TERM INTEREST RATES ARE LIKELY.
Ultimately, however, we believe that the direction of tax-exempt money market
yields depends upon the U.S. economy and the nation's stock market. If the
economy slows, yields of short-term tax-exempt and taxable securities will
generally move lower. If slower economic growth causes a stock market
correction, investors may shift their assets to the short-term tax-exempt market
in order to avoid potential losses. In this case, higher demand for tax-exempt
securities may cause yields to decline further.
Whatever the next six months hold, we will continue to manage the portfolio
according to the approach we have followed for years. We intend to adjust the
average maturity in anticipation of changes in interest rates and shift assets
amount the most attractive sectors of the tax-exempt marketplace. We fully
expect this strategy to provide competitive levels of federally tax-exempt
income commensurate with a stable principal value.
<PAGE>
FUND FACTS
FUND OBJECTIVE
Provide high levels of current income which is exempt from Federal income
taxes,* preservation of capital and liquidity
INVESTMENT ADVISER, DIVIDENDS
TAX FREE RESERVES PORTFOLIO Declared daily, paid monthly
Citibank, N.A.
COMMENCEMENT OF OPERATIONS CAPITAL GAINS
May 21, 1997 Distributed annually, if any
NET ASSETS AS OF 2/28/98 BENCHMARKS
$66.9 million Lipper Institutional Tax Exempt
Money Market Funds Average
IBC Institutional Tax Free Funds
Average
* A portion of the income may be subject to the Federal Alternative Minimum Tax
(AMT). Consult your personal tax advisor.
<PAGE>
FUND PERFORMANCE
TOTAL RETURNS
SINCE
SIX MAY 21, 1997
ALL PERIODS ENDED FEBRUARY 28, 1998 (Unaudited) MONTHS** INCEPTION**
- -------------------------------------------------------------------------------
CitiFunds Institutional Tax Free Reserves 1.73% 2.74%
Lipper Institutional Tax Exempt Money Market Funds
Average 1.65% 2.50%+
** Not Annualized
+ From 5/31/97
7-DAY YIELDS
Annualized Current 3.29%
Effective 3.34%
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.
Note: A money market fund's yield more closely reflects the current earnings of
the fund than does the total return.
COMPARISON OF 7-DAY YIELDS FOR CITIFUNDS INSTITUTIONAL TAX FREE
RESERVES VS. IBC INSTITUTIONAL TAX FREE FUNDS AVERAGE
CitiFunds Institutional IBC Institutional
Tax Free Reserves Tax Free Funds Average
5/27/97 3.67% 3.55%
6/3/97 3.62% 3.50%
6/10/97 3.39% 3.26%
6/17/97 3.66% 3.45%
6/24/97 3.79% 3.58%
7/1/97 3.84% 3.74%
7/8/97 3.47% 3.33%
7/15/97 3.32% 3.20%
7/22/97 3.48% 3.32%
7/29/97 3.49% 3.36%
8/5/97 3.44% 3.32%
8/12/97 3.28% 3.19%
8/19/97 3.30% 3.21%
8/26/97 3.25% 3.14%
9/2/97 3.21% 3.17%
9/9/97 3.30% 3.22%
9/16/97 3.43% 3.33%
9/23/97 3.59% 3.44%
9/30/97 3.74% 3.58%
10/7/97 3.54% 3.39%
10/14/97 3.46% 3.32%
10/21/97 3.46% 3.33%
10/28/97 3.49% 3.36%
11/4/97 3.49% 3.36%
11/11/97 3.52% 3.38%
11/18/97 3.64% 3.47%
11/25/97 3.70% 3.51%
12/2/97 3.68% 3.50%
12/9/97 3.49% 3.26%
12/16/97 3.52% 3.35%
12/23/97 3.65% 3.49%
12/30/97 3.77% 3.60%
1/6/98 3.64% 3.52%
1/13/98 3.27% 3.15%
1/20/98 3.30% 3.12%
1/27/98 3.29% 3.16%
2/3/98 3.37% 3.24%
2/10/98 3.21% 2.92%
2/17/98 3.05% 2.85%
2/24/98 3.16% 3.01%
As illustrated, CitiFunds Institutional Tax Free Reserves provided a similar
annualized seven-day yield to that of a comparable IBC Money Fund Average, as
published in IBC Money Fund Report'tm', for the 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>
CITIFUNDS INSTITUTIONAL TAX FREE RESERVES
STATEMENT OF ASSETS AND LIABILITIES
FEBRUARY 28, 1998 (Unaudited)
- -------------------------------------------------------------------------------
ASSETS:
Investment in Tax Free Reserves Portfolio, at value (Note 1) $67,013,110
- -------------------------------------------------------------------------------
LIABILITIES:
Dividends payable 95,473
Accrued expenses and other liabilities 22,729
- -------------------------------------------------------------------------------
Total liabilities 118,202
- -------------------------------------------------------------------------------
NET ASSETS for 66,893,604 shares of beneficial interest
outstanding $66,894,908
- -------------------------------------------------------------------------------
NET ASSETS CONSIST OF:
Paid-in capital $66,893,604
Accumulated net realized gain 1,304
- -------------------------------------------------------------------------------
Total $66,894,908
- -------------------------------------------------------------------------------
NET ASSET VALUE, OFFERING PRICE, AND REDEMPTION PRICE PER SHARE $1.00
------------------------------------------------------------------------------
CITIFUNDS INSTITUTIONAL TAX FREE RESERVES
STATEMENT OF OPERATIONS
FOR THE SIX MONTHS ENDED FEBRUARY 28, 1998 (Unaudited)
- -------------------------------------------------------------------------------
INVESTMENT INCOME (Note 1A)
Income from Tax Free Reserves Portfolio $971,720
Allocated expenses from Tax Free Reserves Portfolio (39,402)
- --------------------------------------------------------------------------------
$932,318
EXPENSES:
Administrative fees (Note 3A) 91,633
Shareholder Servicing Agents' fees (Note 3B) 26,181
Distribution fees (Note 4) 26,181
Custodian fees 10,577
Auditing fees 10,200
Transfer agent fees 7,027
Legal fees 5,350
Shareholder reports 3,974
Trustee fees 2,673
Miscellaneous 2,395
- --------------------------------------------------------------------------------
Total expenses 186,191
Less aggregate amounts waived by Administrator, Shareholder
Servicing Agents, and Distributor (Notes 3A, 3B and 4) (143,995)
Expenses assumed by the Administrator (Note 7) (15,578)
- --------------------------------------------------------------------------------
Net expenses 26,618
- --------------------------------------------------------------------------------
Net investment income 905,700
NET REALIZED GAIN ON INVESTMENTS FROM TAX FREE RESERVES
PORTFOLIO 1,199
- --------------------------------------------------------------------------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS $906,899
- --------------------------------------------------------------------------------
See notes to financial statements
<PAGE>
CITIFUNDS INSTITUTIONAL TAX FREE RESERVES
STATEMENT OF CHANGES IN NET ASSETS
MAY 21, 1997
(COMMENCEMENT
OF OPERATIONS)
SIX MONTHS ENDED TO
FEBRUARY 28, 1998 AUGUST 31,
(Unaudited) 1997
- -------------------------------------------------------------------------------
INCREASE IN NET ASSETS FROM OPERATIONS:
Net investment income $ 905,700 $ 547,499
Net realized gain on investments 1,199 --
- -------------------------------------------------------------------------------
Net increase in net assets from operations 906,899 547,499
- -------------------------------------------------------------------------------
DIVIDENDS TO SHAREHOLDERS FROM:
Net investment income (905,595) (547,499)
- -------------------------------------------------------------------------------
TRANSACTIONS IN SHARES OF BENEFICIAL
INTEREST AT NET ASSET VALUE OF $1.00 PER
SHARE (Note 5):
Proceeds from sale of shares 76,492,430 129,951,030
Net asset value of shares issued to
shareholders from reinvestment of
dividends 383,261 305,207
Cost of shares repurchased (70,029,728) (70,208,596)
- -------------------------------------------------------------------------------
Net increase in net assets from
transactions in shares of beneficial
interest 6,845,963 60,047,641
- -------------------------------------------------------------------------------
NET INCREASE IN NET ASSETS 6,847,267 60,047,641
NET ASSETS:
Beginning of period 60,047,641 --
- -------------------------------------------------------------------------------
End of period $66,894,908 $ 60,047,641
- -------------------------------------------------------------------------------
<PAGE>
CITIFUNDS INSTITUTIONAL TAX FREE RESERVES
FINANCIAL HIGHLIGHTS
MAY 21, 1997
(COMMENCEMENT
OF OPERATIONS)
SIX MONTHS ENDED TO
FEBRUARY 28, 1998 AUGUST 31,
(Unaudited) 1997
- ----------------------------------------------------------------------------
Net Asset Value, beginning of period $ 1.00000 $ 1.00000
Net investment income 0.01719 0.00984
Less dividends from net investment income (0.01719) (0.00984)
- ----------------------------------------------------------------------------
Net Asset Value, end of period $ 1.00000 $ 1.00000
- ----------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000's omitted) $ 66,895 $ 60,048
Ratio of expenses to average net assets* 0.25%+ 0.25%+
Ratio of net investment income to average
net assets* 3.46%+ 3.47%+
Total return 1.73%++ 0.99%++
Note: If agents of the Fund and agents of Tax Free Reserves Portfolio had not
waived all or a portion of their fees and Administrator had not voluntarily
assumed expenses during the period indicated, the net investment income per
share and the ratios would have been as follows:
Net investment income per share $ 0.01342 $ 0.00729
RATIOS:
Expenses to average net assets* 1.01%+ 1.15%+
Net investment income to average net
assets* 2.70%+ 2.57%+
- -------------------------------------------------------------------------------
* Includes the Fund's share of Tax Free Reserves Portfolio's allocated
expenses.
+ Annualized
++ Not Annualized
See notes to financial statements
<PAGE>
CITIFUNDS INSTITUTIONAL TAX FREE RESERVES
NOTES TO FINANCIAL STATEMENTS (Unaudited)
1. SIGNIFICANT ACCOUNTING POLICIES CitiFunds Institutional Tax Free Reserves
(the 'Fund') is a separate non-diversified series of CitiFunds 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. Effective January 2, 1998 Landmark Institutional Tax Free
Reserves changed its name to CitiFunds Institutional Tax Free Reserves. The
Trust also changed its name from Landmark Institutional Trust to CitiFunds
Institutional Trust. The Fund invests all of its investable assets in Tax Free
Reserves Portfolio (the 'Portfolio'), a management investment company for which
Citibank, N.A. ('Citibank') serves as Investment Adviser.
CFBDS, Inc. ('CFBDS'), (formerly Landmark Funds Broker-Dealer Services, Inc.)
acts as the Fund's Administrator and Distributor. Citibank also serves as Sub-
Administrator and makes Fund shares available to customers as Shareholder
Servicing Agent.
The Trust seeks to achieve the Fund's investment objective of a high level of
current income which is exempt from federal income taxes, consistent with
preservation of capital and liquidity, by investing all of its investable assets
in the Portfolio, an open-end, non-diversified management investment company
having the same investment objective as the Fund. The value of such investment
reflects the Fund's proportionate interest (approximately 12.2% at February 28,
1998) 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 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 net investment income. Accordingly, no
provision for federal income or excise tax is necessary. Dividends paid by the
Fund from net interest received on tax-exempt money market instruments are not
includable by shareholders as gross income for federal income tax purposes
because the Fund intends to meet certain requirements of the Internal Revenue
Code applicable to regulated investment companies which will enable the Fund to
pay exempt-interest dividends. The portion of such interest, if any, earned on
private activity bonds issued after August 7, 1986, may be considered a tax
preference item to shareholders.
C. Expenses The Fund bears all costs of its operations other than expenses
specifically assumed by Citibank and CFBDS.
2. DIVIDENDS The net income of the Fund is determined once daily, as of 12:00
noon, Eastern standard 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 Fund 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 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, CFBDS is entitled to an administrative fee, as compensation for
overall administrative services and general office facilities, which is computed
at the annual rate of 0.35% of the Fund's average daily net assets.
Administrative fees amounted to $91,633, all of which was voluntarily waived for
the six months ended February 28, 1998. Citibank acts as Sub-Administrator and
performs such duties and receives such compensation from CFBDS as from time to
time is agreed to by CFBDS and Citibank. The Fund pays no compensation directly
to any Trustee or any officer who is affiliated with the Administrator, all of
whom receive remuneration for their services to the Fund from the Administrator
or its affiliates. Certain of the officers and a Trustee of the Fund are
officers and a director of the Administrator or its affiliates.
B. Shareholder Servicing Agent 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 a fee from the Fund, which may be paid
periodically, but 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 $26,181, all of which was voluntarily waived
for the six months ended February 28, 1998.
4. DISTRIBUTION FEE 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 fees
amounted to $26,181, all of which was voluntarily waived for the six months
ended February 28, 1998.
5. SHARE OF BENEFICIAL INTEREST The Declaration of Trust permits the Trustees
to issue an unlimited number of full and fractional Shares of Beneficial
Interest (without par value).
6. INVESTMENT TRANSACTIONS Increases and decreases in the Fund's investment
in the Portfolio aggregated $75,546,297 and $69,587,165, respectively, for the
six months ended February 28, 1998.
7. ASSUMPTION OF EXPENSES CFBDS has voluntarily agreed to pay a portion of
the unwaived expenses of the Fund for the six months ended February 28, 1998,
which amounted to $15,578.
<PAGE>
TAX FREE RESERVES PORTFOLIO
PORTFOLIO OF INVESTMENTS February 28, 1998
(Unaudited)
PRINCIPAL
AMOUNT
ISSUER (000'S OMITTED) VALUE
- --------------------------------------------------------------------------------
TAX-EXEMPT COMMERCIAL PAPER -- 1.8%
- --------------------------------------------------------------------------------
Dallas, Texas,
3.50% due 4/07/98 $ 3,806 $ 3,806,000
Houston, Texas,
Airport System Revenue,
AMT, 3.60% due 6/08/98 3,000 3,000,000
Venango, Pennsylvania,
3.65% due 4/06/98 1,300 1,300,000
Venango, Pennsylvania,
Industrial Development
Revenue,
3.65% due 4/06/98 2,000 2,000,000
------------
10,106,000
------------
GENERAL OBLIGATION BONDS
AND NOTES -- 6.0%
- --------------------------------------------------------------------------------
California School Cash
Reserve Notes,
4.75% due 7/02/98 4,000 4,011,578
Chicago, Illinois,
3.55% due 10/29/98 3,900 3,900,000
Chicago, Illinois,
3.55% due 2/04/99 3,000 3,000,000
Joshua, Texas Independent
School District,
6.125% due 2/15/99 4,710 4,822,329
State of Utah General
Obligations,
3.10% due 3/10/98 2,000 2,000,000
State of Utah General
Obligations,
3.30% due 3/11/98 2,750 2,750,000
State of Utah General
Obligations, AMT,
3.61% due 7/01/22 3,330 3,330,000
Texas State,
3.50% due 4/01/20 9,440 9,440,100
------------
33,254,007
------------
ANNUAL AND SEMI-ANNUAL TENDER REVENUE BONDS AND NOTES (PUTS) -- 18.7%
- --------------------------------------------------------------------------------
Alabama State,
5.70% due 3/01/98 1,000 1,000,000
Anchorage, Alaska,
6.80% due 7/01/98 1,000 1,009,773
Chicago, Illinois, Metropolitan
Water Reclamation District,
7.25% due 1/01/99 1,200 1,234,314
Clackmas County, Oregon,
Hospital Facilities Authority,
3.75 % due 4/01/98 3,200 3,199,967
Clark County, Kentucky,
Pollution Control Revenue,
3.70% due 4/15/98 2,400 2,400,000
Fort Smith, Arizona,
Sales and Use Tax,
4.00% due 12/01/98 480 480,000
Hawaii State Department
of Budget and Finance
Revenue,
3.75% due 3/01/98 4,100 4,100,000
Kentucky Assets and Liabilities,
3.55% due 6/04/98 3,000 3,000,000
Lower Colorado River
Authority,
3.45% due 5/21/98 3,300 3,300,000
Maryland State Department
of Transportation
Construction,
6.375% due 11/01/98 2,000 2,036,910
Michigan State, Michigan,
4.50% due 9/30/98 2,500 2,511,260
Michigan State,
Housing Development
Authority, AMT,
3.625% due 3/09/98 4,000 4,000,000
Milwaukee, Wisconsin, Metro
Sewer District,
6.50% due 10/01/98 1,000 1,016,422
Minnesota Water Pollution
Control Revenue,
5.00% due 3/01/99 2,170 2,199,584
Nashville, Tennessee, Health
and Educational Facilities,
3.75% due 1/15/99 4,000 4,000,000
New Berlin, Wisconsin,
4.50% due 12/01/98 1,105 1,111,019
Nevada State,
9.70% due 5/01/98 2,800 2,827,208
Newport News, Virginia,
6.875 % due 12/01/98 1,700 1,778,744
Oklahoma State Water
Resource Board State
Loan Revenue,
3.75% due 3/02/98 12,700 12,700,000
Ohio State Public Facilities
Authority,
4.50% due 11/01/98 5,000 5,029,188
Ohio State Public Facilities
Authority,
5.00% due 11/01/98 1,000 1,008,438
Port Seattle, Washington,
4.60% due 4/01/98 1,000 1,000,669
Reno, Nevada,
Hospital Revenue,
7.10% due 7/01/98 500 505,479
Rhode Island State
Resource Recovery,
4.25% due 7/31/98 1,000 1,001,195
San Antonio, Texas
6.20% due 2/01/99 2,000 2,046,896
San Antonio, Texas
7.00% due 2/01/99 2,000 2,060,905
Scottsdale, Arizona,
Water and Sewer Revenue,
7.25% due 7/01/98 425 429,463
Sikeston, Missouri,
Electric Revenue Authority,
3.60% due 6/17/98 10,098 10,098,000
South Dakota Education
Loans Inc., AMT,
3.70% due 5/06/98 5,000 5,000,000
Texas State,
8.10% due 6/01/98 1,000 1,010,471
Texas State,
3.60 % due 6/17/98 4,950 4,950,000
Utah State Building
Ownership Authority,
7.50% due 8/15/98 1,000 1,017,108
Virginia State,
5.80% due 5/15/98 1,165 1,169,874
Virginia State,
6.60% due 6/01/98 1,800 1,848,030
Washington State,
Housing Finance
Community, AMT,
3.90% due 12/15/98 1,000 1,000,000
Wichita, Kansas,
4.25% due 8/27/98 4,000 4,011,580
York County, South Carolina,
Pollution Control,
3.70% due 3/15/98 5,900 5,899,982
------------
102,992,479
------------
REVENUE, TAX, BOND AND TAX
REVENUE ANTICIPATION NOTES--17.7%
- --------------------------------------------------------------------------------
Butts County, Georgia,
School District,
3.85% due 9/01/98 1,390 1,390,000
Charlotte, North Carolina,
5.50% due 5/01/98 1,000 1,002,903
Charlotte, North Carolina,
Certificates of Participation,
4.00% due 9/01/98 1,000 1,002,201
Chicago, Illinois, Public Building
Commercial Revenue,
7.75% due 1/01/99 1,530 1,608,341
Colorado Springs, Colorado,
Utilities Revenue,
5.40% due 11/15/98 1,315 1,330,817
East Stroudsburg, Pennsylvania,
4.50% due 11/15/98 1,000 1,005,950
Fairfax County, Virginia,
5.375% due 4/01/98 3,750 3,755,493
Fairfax County, Virginia,
5.90% due 4/01/98 830 831,465
Fairfax County, Virginia,
5.00% due 6/01/98 2,000 2,006,131
Georgia State,
5.80% due 3/01/98 1,980 1,980,000
Hamilton, Ohio,
Electric System Revenue,
8.00% due 10/15/98 400 418,497
Harris County, Texas,
7.50% due 3/01/98 1,000 1,000,000
Honolulu, Hawaii,
6.00% due 4/01/98 1,000 1,001,771
Houston, Texas,
6.50% due 2/01/99 1,000 1,026,163
Idaho State, Tax Anticipation
Notes,
4.625% due 6/30/98 1,500 1,503,536
Inland, Florida,
Protection Financing Corp.,
3.55% due 6/12/98 4,320 4,320,000
Inland, Florida,
Protn. Financing Corp.,
4.00% due 7/01/98 4,000 4,006,396
Iowa State School Cash
Anticipation Program,
4.50% due 6/26/98 3,000 3,006,426
Iowa State School Cash
Anticipation Program,
4.25% due 1/28/99 5,970 6,005,688
Jonesboro, Arkansas,
Sale and Use Tax,
3.80% due 5/15/98 4,000 4,000,000
Jonesboro, Arkansas, Sale
and Use Tax,
3.90% due 11/15/98 1,000 1,000,000
Lafayette, Louisiana,
Public Import Sales Tax,
8.00% due 3/01/98 2,000 2,040,000
Louisiana Public Facilities
Authority,
4.40% due 12/10/98 4,000 4,017,011
Maine State,
4.00% due 6/29/98 3,000 3,004,888
Maine State,
4.50% due 7/01/98 2,000 2,004,893
Massachusetts State Health
and Educational Facilities,
7.75% due 6/01/98 725 746,199
Mecklenburg County,
North Carolina,
6.20% due 1/01/99 1,000 1,021,128
Minnesota State,
6.80% due 8/01/98 2,000 2,027,581
Montana State,
Tax and Revenue
Anticipation Notes,
4.25% due 6/30/98 1,000 1,002,436
Montana State, Tax and
Revenue Anticipation
Notes, 4.50% due 6/30/98 3,000 3,006,529
New Mexico State,
4.50% due 6/30/98 1,750 1,755,220
New Mexico State Severance
Tax, 5.375% due 7/01/98 4,800 4,829,517
Rio Grande City, Texas,
Construction Industrial
Development,
4.50% due 8/15/98 435 435,974
Salem, Ohio, City School
District, Bond Anticipation
Notes, 4.00% due 3/05/98 1,350 1,350,010
St. Joseph County, Indiana,
Hospital Revenue,
4.25% due 8/15/98 1,565 1,569,563
Texas State,
7.20% due 8/01/98 1,000 1,014,843
Texas State, Tax and Revenue
Anticipation Notes,
4.75% due 8/31/98 5,300 5,328,651
University of Missouri,
4.25% due 6/30/98 7,000 7,014,946
Virginia State Transportation
Board Revenue,
7.80% due 3/01/98 1,315 1,341,300
Virginia State Transportation
Board Revenue,
6.00% due 5/15/98 2,370 2,427,441
Wake County, North Carolina,
4.40% due 3/01/98 150 150,000
Washington State,
4.20% due 8/01/98 3,000 3,005,420
Washington Suburban
Sanitation District,
7.00% due 12/01/98 2,500 2,582,942
Western Minnesota
Municipal Power Agency
Supply, 10.25% due 1/01/99 600 631,684
Wisconsin State,
6.20% due 5/01/98 1,000 1,003,904
Wisconsin State,
7.10% due 5/01/98 590 598,922
------------
97,112,780
------------
VARIABLE RATE DEMAND NOTES* -- 55.0%
- --------------------------------------------------------------------------------
Alexandria, Virginia, Industrial
Development Authority,
due 7/01/26 1,400 1,400,000
Arapahoe County, Colorado,
Revenue Authority,
due 7/01/07 2,125 2,125,000
Beloit, Kansas, Industrial
Development Authority,
due 12/01/16 4,000 4,000,000
Bexar County, Texas, Health
Facilities Development,
due 7/11/11 960 960,000
Bexar County, Texas, Housing
Finance Authority,
due 9/15/26 1,900 1,900,000
Capital Projects Financial
Authority Revenue,
due 8/01/17 1,700 1,700,000
Capital Projects Financial
Authority Revenue,
due 7/01/27 3,300 3,300,000
Carrollton, Georgia, Payroll
Development Authority,
due 3/01/15 1,750 1,750,000
Carthage, Missouri, Industrial
Development Authority
Revenue, due 4/01/07 2,000 2,000,000
Carthage, Missouri, Industrial
Development Authority
Revenue, AMT,
due 9/01/30 2,000 2,000,000
Cherokee County, South
Carolina, Industrial Revenue,
AMT, due 8/01/19 200 200,000
Chicago, Illinois, Industrial
Development Revenue,
due 8/01/09 2,500 2,500,000
Clarksville, Tennessee,
Public Building Authority,
due 10/01/25 1,000 1,000,000
Clayton County, Georgia,
Housing Authority,
due 1/01/21 865 865,000
Clipper Tax Exempt Trust,
AMT, due 3/01/15 3,400 3,400,000
Clipper Tax Exempt Trust,
AMT, due 3/01/16 3,500 3,500,000
Colorado Housing Finance
Authority, due 2/15/28 2,000 2,000,000
Columbus, Georgia,
Housing Authority Revenue,
due 11/01/17 850 850,000
Columbus, Indiana,
Economic Development
Revenue, AMT,
due 1/01/00 1,040 1,040,000
Connecticut State, Housing
Finance Authority,
due 5/15/18 500 500,000
Crossett, Arizona,
Pollution Control Revenue,
due10/01/98 3,500 3,500,000
Dauphin County, Pennsylvania,
General Authority Revenue,
due 10/01/27 5,000 5,000,000
De Kalb County, Georgia,
Multifamily Housing Revenue,
due 6/01/25 4,300 4,300,000
Director State, Nevada,
Department Of Business,
AMT, due 8/01/20 955 955,000
District of Columbia, Revenue,
due 10/01/15 500 500,000
East Baton Rouge, Louisiana,
Pollution Control Revenue,
due 10/01/99 2,200 2,200,000
Effingham County, Georgia,
Development Authority,
due 4/01/37 400 400,000
Eloy, Arizona, Industrial
Development Authority
Revenue, AMT,
due 8/01/20 1,000 1,000,000
Farmington, New Mexico,
Pollution Control Revenue,
due 6/01/23 10,995 10,995,000
Fayetteville, Arkansas,
Industrial Development,
AMT, due 12/01/04 1,100 1,100,000
Forsyth County, Georgia,
Industrial Development
Revenue, due 1/01/07 2,000 2,000,000
Fort Wayne, Indiana,
Economic Development
Revenue, due 12/01/03 1,000 1,000,000
Fort Wayne, Indiana,
Hospital Authority Revenue,
due 1/01/16 1,000 1,000,000
Fox Lake, Wisconsin,
Redevelopment Authority
Revenue, AMT,
due 6/01/09 1,760 1,760,000
Fulton County, Georgia,
Development Authority,
due 12/01/12 5,000 5,000,000
Fulton County, Georgia,
Development Authority
Revenue, due 2/01/18 2,000 2,000,000
Fulton County, Georgia,
Industrial Development
Authority, AMT,
due 6/01/27 500 500,000
Gage County, Nevada,
Industrial Development
Revenue, AMT,
due 10/10/17 1,000 1,000,000
Georgia State Hospital
Finance Authority Revenue,
due 3/01/01 2,748 2,748,000
Germantown, Wisconsin,
Industrial Development
Authority, due 8/01/11 955 955,000
Gila County, Arizona, Industrial
Development Authority,
due 11/01/25 1,800 1,800,000
Gordon County, Georgia,
Industrial Development
Authority Revenue,
due 8/01/17 1,000 1,000,000
Grant Parish, Louisiana,
Industrial Development
Revenue, AMT,
due 10/01/21 1,000 1,000,000
Green River, Wyoming,
Pollution Control Revenue,
AMT, due 10/01/18 400 400,000
Gulf Coast, Texas, Industrial
Development Authority,
AMT, due 5/01/24 300 300,000
Gwinett County, Georgia,
Industrial Development
Revenue, due 6/01/05 1,500 1,500,000
Gwinett County, Georgia,
Industrial Development
Revenue, due 3/01/17 1,000 1,000,000
Harris County, Texas, Health
Facilities Development,
due 2/15/27 2,200 2,200,000
Houston, Texas, Water and
Sewer Revenue,
due 12/01/25 3,535 3,535,000
Illinois Health Facilities
Authority Revenue,
due 5/01/11 2,700 2,700,000
Illinois Development,
due 11/01/17 2,725 2,725,000
Jackson, Mississippi, Industrial
Development Revenue,
due 12/01/15 2,650 2,650,000
Jackson County, Mississippi,
Pollution Control Revenue,
due 6/01/23 1,200 1,200,000
Jefferson Parish, Louisiana,
Hospital District 2,
due 12/01/15 2,700 2,700,000
Kentucky State Turnpike
Authority Resource
Recovery, due 7/01/98 6,000 6,000,000
Kohler, Wisconsin, Industrial
Sewer Facilities, AMT,
due 9/01/17 4,000 4,000,000
Louisa County, Virginia,
Industrial Development
Authority, due 1/01/20 900 900,000
Macon, Trust Receipts Pooled
Certificates, due 10/01/32 5,000 5,000,000
Macon, Trust Receipts Pooled
Variable Rate, AMT,
due 2/05/30 2,695 2,695,000
Macon, Trust Receipts Pooled
Variable Rate, AMT,
due 12/15/30 700 700,000
Madison, Wisconsin,
Community Development
Authority, due 6/01/22 1,125 1,125,000
Mason County, Kentucky,
Pollution Control,
due 10/15/14 2,950 2,950,000
Massachusetts State Turnpike
Authority, due 1/01/17 10,800 10,800,000
Mississippi Home Corporation,
Single Family, due 11/01/2 3,305 3,305,000
Mississippi Home Corporation,
Single Family, AMT,
due 6/01/28 3,500 3,500,000
Moorhead, Minnesota, Solid
Waste Disposal, AMT,
due 4/01/12 3,000 3,000,000
Morgan Keegan Municipal
Productions, AMT
due 12/03/98 3,000 3,000,000
Morgan Keegan Municipal
Trust Receipts, AMT
due 5/01/29 2,900 2,900,000
Morgan Keegan Municipal
Trust Receipts, AMT
due 5/01/30 800 800,000
Morton, Illinois, Industrial
Development, AMT,
due 4/01/16 970 970,000
Murray County, Georgia,
Development Revenue,
AMT, due 9/01/17 1,000 1,000,000
Nash County, North Carolina,
due 12/01/14 1,000 1,000,000
Nashville, Tennessee,
due 5/15/25 6,450 6,450,000
New Hampshire State
Industrial Development
Authority, AMT,
due 1/01/18 1,325 1,325,000
New Hampshire Highway,
Educational and Health
Facilities, due 6/01/23 5,945 5,945,000
New Hanover County, North
Carolina, due 3/01/14 2,250 2,250,000
New Jersey Economic
Development Authority,
AMT, due 12/15/98 6,000 6,000,000
New York State Medical Care
Facilities Finance Authority,
due 8/15/22 4,400 4,400,000
New York State Thruway
Authority, General Revenue,
due 1/01/27 700 700,000
North Carolina Medical Care
Hospital Authority,
due 10/01/13 200 200,000
North Little Rock, Arkansas,
Health Facilities,
due 12/01/21 8,400 8,400,000
Oak Creek, Wisconsin,
Industrial Development
Authority, due 12/01/07 1,700 1,700,000
Ohio Housing Finance Agency
Revenue, AMT,
due 3/01/99 6,000 6,000,000
Orange County, Florida,
Industrial Development
Authority, due 1/01/11 450 450,000
Ossian, Indiana, Economic
Development Revenue,
AMT, due 12/01/23 200 200,000
Peoria, Illinois, Health Care
Facilities Revenue,
due 5/01/17 1,440 1,440,000
Person County, North
Carolina, Pollution Control
Authority, due 11/01/19 3,000 3,000,000
Philadelphia, Pennsylvania,
Airport Revenue,
due 6/15/10 3,915 3,915,000
Port Arthur, Texas, Navigation
District, due 10/01/24 300 300,000
Puttable Floating Option Tax
Exempt, due 10/01/32 17,185 17,185,000
Regional Transportation
District of Co.,
due 12/01/17 5,000 5,000,000
Rhode Island State Industrial
Facilities Corp.,
due 11/01/05 4,240 4,240,000
Rhode Island State Industrial
Facilities Corp., AMT,
due 6/01/05 4,400 4,400,000
Roswell, Georgia, Multifamily
Housing Authority,
due 8/01/27 2,500 2,500,000
Rutherford County, Tennessee,
Industrial Development,
AMT, due 12/01/03 1,500 1,500,000
Saline County, Nebraska,
Industrial Development
Revenue, AMT,
due 10/01/11 1,000 1,000,000
Savannah, Illinois, Industrial
Development Revenue,
due 6/01/04 600 600,000
Seattle, Washington, Municipal
Lighting and Power Revenue,
due 11/01/18 900 900,000
Sevier County, Tennessee, Public
Building Authority,
due 6/01/17 1,500 1,500,000
Sevier County, Tennessee,
Public Building Authority,
due 6/01/21 4,000 4,000,000
Shelby County, Tennessee,
due 12/01/10 11,725 11,725,000
South Carolina Jobs
Economic Development,
due 4/01/17 700 700,000
Southeastern Oklahoma
Industrial Development
Authority, due 6/01/16 3,400 3,400,000
St. Charles County, Missouri,
Industrial Development
Authority, due 12/01/07 1,000 1,000,000
St. Charles Parish, Louisiana,
Pollution Revenue,
due 3/01/24 2,400 2,400,000
Tarrant County,Texas, Health
Facilities Development,
due 2/15/17 6,300 6,300,000
Tarrant County,Texas, Health
Facilities Development,
due 11/15/26 980 980,000
Texas State, Department of
Housing and Community,
due 3/01/17 1,995 1,995,000
Texas State, Turnpike Authority,
due 1/01/23 3,000 3,000,000
Thornton, Colorado, Industrial
Development Revenue,
due 12/15/99 1,000 1,000,000
Tipton, Indiana, Economic
Development Revenue,
due 7/01/22 1,065 1,065,000
Traill County, North Dakota,
Industrial Development,
AMT, due 12/01/11 1,000 1,000,000
Traill County, North Dakota,
Industrial Development,
AMT, due 12/11/11 1,000 1,000,000
Uinta County, Wyoming,
Pollution Control Revenue,
due 12/01/22 700 700,000
Utah State Board of Regents,
due 11/01/25 900 900,000
Utah State Board of Regents,
AMT, due 11/01/31 500 500,000
Vermont Industrial
Development Authority,
AMT, due 12/01/11 800 800,000
Walton County, Georgia,
Industrial Building Authority,
due 10/01/00 1,050 1,050,000
Walton County, Georgia,
Industrial Building Authority,
due 10/01/02 1,080 1,080,000
Washington State Health Care
Facilities Revenue,
due 10/01/05 500 500,000
Washington State Health Care
Facilities Revenue,
due 1/01/23 200 200,000
Whitfield County, Georgia,
Development Authority
Revenue, AMT,
due 11/01/17 1,000 1,000,000
Winchester, Kentucky, Industrial
Building, due 10/01/18 1,700 1,700,000
------------
302,753,000
------------
Total Investments at
Amortized Cost 99.2% 546,218,266
Other Assets, Less
Liabilities 0.8 4,134,878
----- ------------
Net Assets 100.0% $550,353,144
----- ------------
AMT-Subject to Alternative Minimum Tax
* Variable rate demand notes have a demand feature under which the fund could
tender them back to the issuer on no more than 7 day's notice.
See notes to financial statements
<PAGE>
TAX FREE RESERVES PORTFOLIO
STATEMENT OF ASSETS AND LIABILITIES
FEBRUARY 28, 1998 (Unaudited)
- --------------------------------------------------------------------------------
ASSETS:
Investments, at amortized cost and value (Note 1A) $546,218,266
Cash 101,330
Interest receivable 5,146,006
- --------------------------------------------------------------------------------
Total assets 551,465,602
- --------------------------------------------------------------------------------
LIABILITIES:
Payable for investments purchased 1,007,075
Payable to affiliate--Investment Advisory fees (Note 2A) 42,30
Accrued expenses and other liabilities 63,076
- --------------------------------------------------------------------------------
Total liabilities 1,112,458
- --------------------------------------------------------------------------------
NET ASSETS 550,353,144
- --------------------------------------------------------------------------------
REPRESENTED BY:
Capital paid-in for beneficial interests $550,353,144
- --------------------------------------------------------------------------------
TAX FREE RESERVES PORTFOLIO
STATEMENT OF OPERATIONS
FOR THE SIX MONTHS ENDED FEBRUARY 28, 1998 (Unaudited)
- --------------------------------------------------------------------------------
INVESTMENT INCOME (Note 1B) $9,402,995
- --------------------------------------------------------------------------------
EXPENSES:
Investment Advisory fees (Note 2A) $ 503,609
Administrative fees (Note 2B) 125,902
Custodian fees 94,671
Auditing fees 10,200
Trustee fees 6,631
Legal fees 5,480
Miscellaneous 8,787
- --------------------------------------------------------------------------------
Total expenses 755,280
Less aggregate amounts waived by Investment Advisor and
Administrator (Notes 2A and 2B) (373,406)
Less fees paid indirectly (Note 1D) (1,850)
- --------------------------------------------------------------------------------
Net expenses 380,024
- --------------------------------------------------------------------------------
Net investment income $9,022,971
NET REALIZED GAIN ON INVESTMENTS 10,547
- --------------------------------------------------------------------------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS $9,033,518
- --------------------------------------------------------------------------------
See notes to financial statements
<PAGE>
TAX FREE RESERVES PORTFOLIO
STATEMENT OF CHANGES IN NET ASSETS SIX MONTHS ENDED
FEBRUARY 28, 1998 YEAR ENDED
(Unaudited) August 31, 1997
- --------------------------------------------------------------------------------
INCREASE (DECREASE) IN NET ASSETS FROM
OPERATIONS:
Net investment income $ 9,022,971 $14,529,341
Net realized gain on investments 10,547 4,286
- --------------------------------------------------------------------------------
Increase in net assets from operations 9,033,518 14,533,627
- --------------------------------------------------------------------------------
CAPITAL TRANSACTIONS:
Proceeds from contributions 362,470,690 574,845,460
Value of withdrawals (304,780,838) (477,920,393)
- --------------------------------------------------------------------------------
Net increase in net assets from capital
transactions 57,689,852 96,925,067
- --------------------------------------------------------------------------------
NET INCREASE IN NET ASSETS 66,723,370 111,458,694
NET ASSETS:
Beginning of period 483,629,774 372,171,080
- --------------------------------------------------------------------------------
End of period $550,353,144 $483,629,774
- --------------------------------------------------------------------------------
TAX FREE RESERVES PORTFOLIO
FINANCIAL HIGHLIGHTS
<TABLE>
<CAPTION>
SIX MONTHS ENDED YEAR ENDED AUGUST 31,
FEBRUARY 28, 1998 --------------------------------------------------------------
(Unaudited) 1997 1996 1995 1994 1993
- -------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
RATIOS/SUPPLEMENTAL DATA:
Net Assets, end of period
(000's omitted) $550,353 $483,630 $372,171 $394,222 $233,108 $277,593
Ratio of expenses to
average net assets 0.15%+ 0.19% 0.30% 0.32% 0.31% 0.31%
Ratio of net investment income to
average net assets 3.57%+ 3.46% 3.31% 3.55% 2.33% 2.35%
- -------------------------------------------------------------------------------------------------------------
Note: If Agents of the Portfolio had not voluntarily waived a portion of their fees during the periods
indicated and the expenses were not reduced for fees paid indirectly for the years after August 31, 1995, the
ratios would have been as follows:
Ratios:
Expenses to average net assets 0.30%+ 0.31% 0.32% 0.32% 0.32% 0.33%
Net investment income
to average net assets 3.42%+ 3.35% 3.29% 3.55% 2.32% 2.32%
- -------------------------------------------------------------------------------------------------------------
+ Annualized
</TABLE>
See notes to financial statements
<PAGE>
TAX FREE RESERVES PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (Unaudited)
1. SIGNIFICANT ACCOUNTING POLICIES Tax Free Reserves Portfolio (the "Portfolio")
is registered under the Investment Company Act of 1940, as amended, as a
no-load, non-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.
CFBDS, Inc. ("CFBDS"), (formerly Landmark Funds Broker-Dealer Services, Inc.)
acts as the Portfolio's Administrator. 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 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.
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. Investment Income and Expenses Investment 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.
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. 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 expenses on the Statement of Operations.
E. Other Purchases, maturities and sales, of money market instruments are
accounted for on the date of the transaction.
2. INVESTMENT ADVISORY FEE AND ADMINISTRATIVE FEE
A. Investment Advisory Fee The investment advisory fee paid to Citibank, as
compensation for overall investment management services, amounted to $503,609,
of which $247,504 was voluntarily waived for the six months ended February 28,
1998. The investment advisory fee is computed at the annual rate of 0.20% of the
Portfolio's average daily net assets.
B. Administrative Fee Under the terms of an Administrative Services
Agreement, the administrative fee payable to the Administrator, as compensation
for overall administrative services and general office facilities, is computed
at the annual rate of 0.05% of the Portfolio's average daily net assets and
amounted to $125,902, all of which was voluntarily waived for the six months
ended February 28, 1998. 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, and maturities and sales of money market
instruments, exclusive of securities purchased subject to repurchase agreements,
aggregated $859,113,045 and $815,200,804, respectively, for the six months ended
February 28, 1998.
4. FEDERAL INCOME TAX BASIS OF INVESTMENT SECURITIES The cost of investment
securities owned at February 28, 1998, for federal income tax purposes, amounted
to $546,218,266.
5. LINE OF CREDIT The Portfolio, along with other CitiFunds, entered into an
agreement with a bank which allows the Funds collectively to borrow up to $60
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. 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 28, 1998, the commitment fee allocated to the Portfolio was $899.
Since the line of credit was established, there have been no borrowings.
<PAGE>
TRUSTEES AND OFFICERS
Philip W. Coolidge*, President
Riley C. Gilley
Diana R. Harrington
Susan B. Kerley
SECRETARY
Linda T. Gibson*
TREASURER
John R. Elder*
*Affiliated Person of Distributor
INVESTMENT ADVISER
(OF TAX FREE RESERVES PORTFOLIO)
Citibank, N.A.
153 East 53rd Street, New York, NY 10043
ADMINISTRATOR AND DISTRIBUTOR
CFBDS, Inc.
21 Milk Street, 5th Floor, Boston, MA 02109
(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 LLP
150 Federal Street, Boston, MA 02110
<PAGE>
THE CITIFUNDS FAMILY
LARGE CAP STOCKS
o CitiFunds Growth & Income Portfolio
o CitiFunds Large Cap Growth Portfolio
SMALL CAP STOCKS
o CitiFunds Small Cap Growth Portfolio
o CitiFunds Small Cap Value Portfolio
INTERNATIONAL STOCKS
o CitiFunds International Growth & Income Portfolio
GROWTH WITH INCOME
o CitiFunds Balanced Portfolio
BONDS
o CitiFunds Intermediate Income Portfolio
o CitiFunds Short-Term U.S. Government Income Portfolio
o CitiFunds New York Tax Free Income Portfolio
o CitiFunds National Tax Free Income Portfolio
MONEY MARKETS
o CitiFunds Cash Reserves
o CitiFunds U.S. Treasury Reserves
o CitiFunds Tax Free Reserves
o CitiFunds New York Tax Free Reserves
o CitiFunds California Tax Free Reserves
o CitiFunds Connecticut Tax Free Reserves
PREMIUM MONEY MARKETS
o CitiFunds Premium Liquid Reserves
o CitiFunds Premium U.S. Treasury Reserves
INSTITUTIONAL MONEY MARKETS
o CitiFunds Institutional Liquid Reserves
o CitiFunds Institutional U.S. Treasury Reserves
o CitiFunds Institutional Tax Free Reserves
o CitiFunds Institutional Cash Reserves
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.
For more information contact your Service Agent or call 1-800-625-4554
CitiFunds are made available by CFBDS, Inc. as distributor.
(C)1998 Citicorp [Recycle Logo] Printed on recycled paper CFS/ITF/298
<PAGE>
Semi-Annual Report o February 28, 1998
[LOGO]
Institutional
Cash Reserves
[Graphic Omitted]
MONEY MARKETS
- --------------------------------------------------------------------------------
INVESTMENT PRODUCTS:
NOT FDIC INSURED o NO BANK GUARANTEE o MAY LOSE VALUE
- --------------------------------------------------------------------------------
<PAGE>
TABLE OF CONTENTS
CITIFUNDS INSTITUTIONAL CASH RESERVES
Letter to Our Shareholders 1
- --------------------------------------------------------------------------------
Portfolio Environment and Outlook 2
- --------------------------------------------------------------------------------
Fund Facts 3
- --------------------------------------------------------------------------------
Fund Performance 4
- --------------------------------------------------------------------------------
Portfolio of Investments 5
- --------------------------------------------------------------------------------
Statement of Assets and Liabilities 7
- --------------------------------------------------------------------------------
Statement of Operations 7
- --------------------------------------------------------------------------------
Statement of Changes in Net Assets 8
- --------------------------------------------------------------------------------
Financial Highlights 8
- --------------------------------------------------------------------------------
Notes to Financial Statements 9
- --------------------------------------------------------------------------------
<PAGE>
LETTER TO OUR SHAREHOLDERS
Dear Shareholder:
The six-month period ended February 28, 1998 was a good one for most financial
assets, especially U.S. stocks and bonds. A remarkably resilient economy, low
rates of inflation and lower interest rates were primarily responsible for the
above-average returns provided by longer-term investments. However, shorter-term
assets did not share the benefits these positive economic influences provided.
As interest rates declined during the period, so did yields on most money market
securities.
Nonetheless, we are pleased with the performance of CitiFundsSM Institutional
Cash Reserves. Despite the difficult market environment for short-term
fixed-income securities, the portfolio provided shareholders with a competitive
level of investment income while maintaining its Aaa rating by Moody's Investors
Service and AAAm rating by Standard & Poor's.
Finally, we would like to thank you for your continued confidence and
participation.
Sincerely,
/s/ Philip W. Coolidge
Philip W. Coolidge
President
March 20, 1998
<PAGE>
PORTFOLIO ENVIRONMENT AND OUTLOOK
SHORT-TERM INTEREST RATES GENERALLY DECLINED since CitiFunds Institutional Cash
Reserves commenced operations on October 17, 1997. At the same time, the U.S.
economy continued to grow in the late stages of one of the longest expansions
since World War II. Unlike previous economic cycles, however, this one has been
particularly notable for its persistently low inflation rate. Inflation has
remained benign despite strong economic growth -- about 4% in 1997 -- and low
unemployment.
A crisis in emerging Asian markets, where currency devaluations in late
October led to sharp drops in stock and bond markets, provided more reason for
investors and economists to conclude that inflation would not become a problem.
Dramatically lower demand from the region for certain goods and services was
expected to dampen U.S. economic growth and relieve inflation pressures.
Accordingly, the Federal Reserve maintained its monetary policy, neither raising
nor lowering key short-term interest rates. The result: most short-term interest
rates and money-market yields declined during the six-month period.
OUR STRATEGY IS TO ATTEMPT TO CAPTURE HIGH YIELDS in this environment by
allocating the Fund's assets to those sectors of the market that we believe
provide the most attractive relative values. We look for such opportunities in a
variety of areas, including U.S. Treasury bills, commercial paper, certificates
of deposit, repurchase agreements, fixed-time deposits, bankers' acceptances,
asset-backed securities and floating rate notes.
We found relatively attractive values in high-quality certificates of deposit
for most of the period ended February 28, 1998. Conversely, the fund had little
exposure to U.S. Treasury bills. We held no short-term securities issued by
troubled Asian financial institutions, enabling us to avoid the problems
associated with economic turmoil in the region.
In addition, we actively manage the average maturity of the Fund in
anticipation of changes in short-term interest rates. When the Fund commenced
operations, the money market curve had already flattened, so we maintained a
neutral average maturity of 40 to 45 days, and we have maintained that position
throughout the reporting period. We have been reluctant to lengthen the Fund's
average maturity because yields on longer-dated money market securities have
declined more rapidly than yields on shorter-dated notes, and we do not believe
that we would be adequately compensated for assuming the incremental risks of a
longer average maturity.
WE EXPECT YIELDS ON MONEY MARKET SECURITIES TO STAY NEAR OR ONLY SLIGHTLY
BELOW CURRENT LEVELS. If our economic forecast is correct, longer-term interest
rates should decline modestly in response to slower U.S. economic growth. We
believe that the Federal Reserve Board would have little reason to raise
interest rates in a slow-growth environment. In fact, it is possible that the
Federal Reserve might reduce interest rates to stimulate growth if the economy
falters. Therefore, we currently intend to maintain our positions with respect
to the fund's average duration and sector rotation strategies.
Whatever the next six months hold, we will continue to manage the Fund
according to the approach we have followed for years. We intend to adjust the
average maturity in anticipation of changes in interest rates and shift assets
among the sectors of the short-term market that we believe are most attractive.
We believe this strategy will provide competitive returns commensurate with a
stable principal value.
<PAGE>
FUND FACTS
FUND OBJECTIVE
To provide its shareholders with liquidity and as high a level of current income
as is consistent with the preservation of capital.
INVESTMENT MANAGER DIVIDENDS
Citibank, N.A. Declared daily, paid monthly
COMMENCEMENT OF OPERATIONS CAPITAL GAINS
October 17, 1997 Distributed annually, if any
NET ASSETS AS OF 2/28/98 BENCHMARKS
$436.0 million o Lipper S&P AAA-rated Institutional
Money Market Fund Average
o IBC Financial S&P AAA-rated Taxable
Institutional Average
<PAGE>
FUND PERFORMANCE
TOTAL RETURNS
SINCE
10/17/97
FOR THE PERIOD ENDED FEBRUARY 28, 1998 (UNAUDITED) (INCEPTION)*
- --------------------------------------------------------------------------------
CitiFunds Institutional Cash Reserves 2.03%
Lipper S&P AAA-rated Institutional Money Market Funds Average 1.74% +
* Not Annualized
+ From 10/31/97
7-DAY YIELDS
Annualized Current 5.42%
Effective 5.57%
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.
Note: A money market fund's yield more closely reflects the current earnings of
the fund than does the total return.
COMPARISON OF 7-DAY YIELDS FOR CITIFUNDS INSTITUTIONAL CASH RESERVES VS. IBC
FINANCIAL S&P AAA-RATED TAXABLE INST. AVG.
As illustrated, CitiFunds Institutional Cash Reserves generally provided a
higher annualized seven-day yield to that of a comparable IBC Money Fund
Average, as published in IBC Money Fund ReportTM, for the one-year period.
IBC Financial S&P
CitiFunds Institutional AAA-Rated Taxable
Cash Reserves Institutional Average
10/28/97 5.37% 5.33%
11/4/97 5.38% 5.36%
11/11/97 5.39% 5.33%
11/18/97 5.35% 5.35%
11/25/97 5.41% 5.35%
12/2/97 5.45% 5.41%
12/9/97 5.43% 5.37%
12/16/97 5.51% 5.41%
12/23/97 5.54% 5.46%
12/30/97 5.59% 5.45%
01/06/98 5.61% 5.56%
01/13/98 5.55% 5.50%
01/20/98 5.45% 5.38%
01/27/98 5.46% 5.36%
02/03/98 5.43% 5.37%
02/10/98 5.41% 5.32%
02/17/98 5.43% 5.33%
02/24/98 5.41% 5.32%
Note: 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>
CITIFUNDS INSTITUTIONAL CASH RESERVES
PORTFOLIO OF INVESTMENTS February 28, 1998
(Unaudited)
- --------------------------------------------------------------------------------
PRINCIPAL
AMOUNT
ISSUER (000'S OMITTED) VALUE
- --------------------------------------------------------------------------------
CERTIFICATES OF DEPOSIT (YANKEE) -- 15.6%
- --------------------------------------------------------------------------------
Bank of Nova Scotia
5.79% due 3/16/98 $ 10,000 $10,000,000
Bank of Tokyo Mitsubishi
6.00% due 5/18/98 12,000 12,000,000
CIBC
5.52% due 6/01/98 11,000 11,000,000
Commerzbank AG
5.52% due 6/17/98 12,000 12,000,000
Deutsche Bank AG
5.50% due 4/15/98 9,000 9,000,000
Societe Generale Bank
5.75% due 3/31/98 9,000 9,000,000
Swiss Bank
6.02% due 6/12/98 5,000 5,003,736
------------
68,003,736
------------
COMMERCIAL PAPER -- 29.6%
- --------------------------------------------------------------------------------
Associates Corp.
of North America
5.70% due 3/31/98 8,000 7,963,267
Bankers Trust N.Y.
5.38% due 6/26/98 10,000 9,826,644
Barton Capital Corp.
5.50% due 4/20/98 5,575 5,533,265
Bear Stearns Inc.
5.50% due 5/29/98 12,000 11,838,667
E I du Pont de
Nemours & Co.
5.55% due 3/06/98 10,000 9,993,833
Edison Asset
Securitization
5.50% due 4/14/98 10,097 10,030,668
General Electric
Capital Corp.
5.45% due 6/01/98 12,000 11,834,683
Goldman Sachs
Group L.P.
5.45% due 5/15/98 10,000 9,887,972
Grand Metropolitan
Capital Corp.
5.61% due 4/15/98 5,000 4,965,717
Merrill Lynch & Co. Inc.
5.48% due 6/30/98 12,000 11,780,800
Pooled Accounts
Receivable Capital Corp.
5.53% due 3/16/98 2,294 2,289,067
5.47% due 3/18/98 9,188 9,165,663
Twin Towers Inc.
5.53% due 3/16/98 12,000 11,974,193
Zeneca Wilmington Co.
5.43% due 4/14/98 12,000 11,922,170
------------
129,006,609
------------
DISCOUNT NOTE U.S. AGENCY -- 20.7%
- --------------------------------------------------------------------------------
Student Loan Marketing
Association
5.59% due 3/02/98 90,000 90,000,000
------------
FLOATING RATE NOTES -- 10.8%
- --------------------------------------------------------------------------------
Morgan Guaranty
Trust Co.
5.77% due 3/23/98 9,000 9,000,052
Steers
5.625% due 11/10/98 10,000 9,998,654
Strategic Money
Market Trust
5.625% due 3/05/99 12,000 12,000,000
Strats Trust
5.639% due 12/15/98 10,000 10,000,000
Triangle Funding Ltd.
5.592% due 11/16/98 6,000 6,000,000
------------
46,998,706
------------
TIME DEPOSIT -- 12.0%
- --------------------------------------------------------------------------------
Chase Manhattan Bank
5.44% due 3/02/98 21,000 21,000,000
Svenska Handelsbanken
Grand Cayman
5.406% due 3/02/98 16,491 16,491,000
Westdeutsche Landesbank
5.44% due 3/02/98 15,000 15,000,000
------------
52,491,000
------------
UNITED STATES
GOVERNMENT AGENCY -- 8.0%
- --------------------------------------------------------------------------------
Federal Home Loan
Mortgage Discount
Notes
5.61% due 3/02/98 35,000 35,000,000
------------
REPURCHASE AGREEMENTS -- 3.4%
- --------------------------------------------------------------------------------
CIBC/Wood Gundy
Repurchase Agreement
5.62% due 3/02/98
(collateralized by $7,996,000
U.S. Treasury Bond
8.125% due 5/15/21,
valued at $10,094,950
and $5,000,000
U.S. Treasury Bond
6.25% due 8/15/23,
valued at $5,157,813) 15,000,000
-----------
TOTAL INVESTMENTS AT
AMORTIZED COST 100.1% $436,500,051
OTHER ASSETS,
LESS LIABILITIES (0.1) (523,087)
----- -----------
NET ASSETS 100.0% $435,976,964
----- -----------
See notes to financial statements
<PAGE>
CITIFUNDS INSTITUTIONAL CASH RESERVES
STATEMENT OF ASSETS AND LIABILITIES
- --------------------------------------------------------------------------------
FEBRUARY 28, 1998 (Unaudited)
ASSETS:
Investment, at amortized cost (Note 1A) $436,500,051
Cash 647
Interest receivable 860,149
- --------------------------------------------------------------------------------
Total assets 437,360,847
- --------------------------------------------------------------------------------
LIABILITIES:
Dividends payable 1,196,227
Payable to affiliate:
Management fees (Note 3) 31,317
Accrued expenses and other liabilities 156,339
- --------------------------------------------------------------------------------
Total liabilities 1,383,883
- --------------------------------------------------------------------------------
NET ASSETS for 435,976,964 shares of beneficial
interest outstanding $435,976,964
- --------------------------------------------------------------------------------
NET ASSETS CONSIST OF:
Paid-in capital $435,976,964
- --------------------------------------------------------------------------------
Net Asset Value, Offering Price, and Redemption
Price Per Share $1.00
- --------------------------------------------------------------------------------
<PAGE>
CITIFUNDS INSTITUTIONAL CASH RESERVES
STATEMENT OF OPERATIONS
FOR THE PERIOD OCTOBER 17, 1997* TO FEBRUARY 28, 1998 (Unaudited)
- --------------------------------------------------------------------------------
INVESTMENT INCOME (Note 1B) $5,021,112
EXPENSES:
Management fees (Note 3) 127,046
Registration fees 88,709
Custodian fees 55,746
Distribution fees (Note 4) 42,349
Auditing fees 11,364
Shareholder reports 9,998
Legal fees 6,800
Transfer agent fees 5,500
Trustee fees 3,107
Miscellaneous 7,886
- --------------------------------------------------------------------------------
Total expenses 358,505
- --------------------------------------------------------------------------------
Less aggregate amounts waived by the Manager
and Distributor (Notes 3 and 4) (138,077)
Less fees paid indirectly (Note 1E) (9)
- --------------------------------------------------------------------------------
Net expenses 220,419
- --------------------------------------------------------------------------------
Net investment income $4,800,693
- --------------------------------------------------------------------------------
* Commencement of Operations
See notes to financial statements
<PAGE>
CITIFUNDS INSTITUTIONAL CASH RESERVES
STATEMENT OF CHANGES IN NET ASSETS
FOR THE PERIOD
OCTOBER 17, 1997+
TO
FEBRUARY 28, 1998
(Unaudited)
- --------------------------------------------------------------------------------
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS:
Net investment income, declared as dividends to
shareholders (Note 2) $ 4,800,693
- --------------------------------------------------------------------------------
TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST AT
NET ASSET VALUE OF $1.00 PER SHARE (Note 5):
Proceeds from sale of shares 1,277,821,048
Cost of shares repurchased (841,844,084)
- --------------------------------------------------------------------------------
NET INCREASE IN NET ASSETS 435,976,964
NET ASSETS:
Beginning of period --
- --------------------------------------------------------------------------------
End of period $ 435,976,964
- --------------------------------------------------------------------------------
CITIFUNDS INSTITUTIONAL CASH RESERVES
FINANCIAL HIGHLIGHTS
FOR THE PERIOD
OCTOBER 17, 1997+
TO
FEBRUARY 28, 1998
(Unaudited)
- --------------------------------------------------------------------------------
Net Asset Value, beginning of period $1.00000
Net investment income 0.02011
Less dividends from net investment income (0.02011)
- --------------------------------------------------------------------------------
Net Asset Value, end of period $1.00000
- --------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA:
Net Assets, end of period (000's omitted) $435,977
Ratio of expenses to average net assets 0.25%*
Ratio of net investment income to average net assets 5.67%*
Total return 2.03%**
Note: If agents of the Fund had not voluntarily waived all or a portion of their
fees from the Fund for the period indicated and the expenses were not reduced
for the fees paid indirectly the ratios and net investment income per share
would have been as follows:
Net investment income per share $0.01951
RATIOS:
Expenses to average net assets 0.42%*
Net investment income to average net assets 5.50%*
- --------------------------------------------------------------------------------
* Annualized
** Not annualized
+ Commencement of Operations
See notes to financial statements
<PAGE>
CITIFUNDS INSTITUTIONAL CASH RESERVES
NOTES TO FINANCIAL STATEMENTS (Unaudited)
1. SIGNIFICANT ACCOUNTING POLICIES CitiFunds Institutional Cash Reserves (the
"Fund") is a separate non-diversified series of CitiFunds Institutional Trust
(the "Trust"), which is organized as a Massachusetts business trust and is
registered under the Investment Company Act of 1940, as amended, as an open-end,
management investment company. The Investment Manager of the Fund is Citibank,
N.A. ("Citibank"). CFBDS, Inc. ("CFBDS"), (formerly Landmark Funds Broker-Dealer
Services, Inc.) acts as the Fund's Sub-Administrator and Distributor.
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. 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 Fund security at its cost and thereafter assuming
a constant amortization to maturity of any discount or premium. The Fund's use
of amortized cost is subject to the Fund'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 Fund, accrued ratably to the date of maturity, plus or minus
net realized gain or loss, if any, on investments. Expenses of the Fund are
accrued daily.
C. FEDERAL TAXES The Fund's policy is to comply with the provisions of the
Internal Revenue Code available to regulated investment companies and to
distribute to shareholders all of its net investment 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 CFBDS. 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 when allocations of direct expenses to
each fund can otherwise be made fairly. Expenses directly attributable to a fund
are charged to that fund.
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 expenses on the Statement of Operations.
F. REPURCHASE AGREEMENTS It is the policy of the Fund 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 Fund 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.
G. OTHER Purchases, and maturities and sales of money market instruments are
accounted for on the date of the transaction.
2. DIVIDENDS The net income of the Fund is determined once daily, as of 4:00 pm,
Eastern standard 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 on or prior to the last
business day of the month.
3. MANAGEMENT FEES Citibank is responsible for overall management of the Fund's
business affairs, and has a Management Agreement with the Fund. Citibank also
provides certain administrative services to the Fund. These administrative
services include providing general office facilities and supervising the overall
administration of the Fund. CFBDS acts as Sub-Administrator and performs such
duties and receives such compensation from Citibank as from time to time is
agreed to by Citibank and CFBDS.
The management fees paid to Citibank, as compensation for overall investment
management services amounted to $127,046, of which $95,728 was voluntarily
waived for the period ended February 28, 1998. The management fees are computed
at an annual rate of 0.20% of the Fund's average daily net assets.
4. DISTRIBUTION FEES The Fund has adopted a Service Plan pursuant to Rule 12b-1
under the Investment Company Act of 1940, as amended, in which the Fund pays
fees for distribution, sales, marketing and shareholder services at an annual
rate not to exceed 0.10% of the Fund's average daily net assets. The
Distribution fee amounted to $42,349 all of which was voluntarily waived for the
period ended February 28, 1998.
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 (without par value).
6. INVESTMENT TRANSACTIONS Purchases, and maturities and sales of money market
instruments aggregated $4,486,974,203 and $4,050,474,151, respectively, for the
period ended February 28, 1998.
7. FEDERAL INCOME TAX BASIS of Investment Securities The cost of investment
securities owned at February 28, 1998, for federal income tax purposes, amounted
to $436,500,051.
8. LINE OF CREDIT The Fund, along with other CitiFunds, entered into an
agreement with a bank which allows the Funds collectively to borrow up to $60
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. 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 period ended
February 28, 1998, the commitment fee allocated to the Fund was $211.
Since the line of credit was established, there have been no borrowings.
<PAGE>
TRUSTEES AND OFFICERS
Philip W. Coolidge*, President
Riley C. Gilley
Diana R. Harrington
Susan B. Kerley
SECRETARY
Linda T. Gibson*
TREASURER
John R. Elder*
*Affiliated Person of Administrator and Distributor
INVESTMENT MANAGER
Citibank, N.A.
153 East 53rd Street, New York, NY 10043
ADMINISTRATOR AND DISTRIBUTOR
CFBDS, Inc.
21 Milk Street 5th Floor, Boston, MA 02109
(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 LLP
150 Federal Street, Boston, MA 02110
<PAGE>
THE CITIFUNDS FAMILY
LARGE CAP STOCKS
o CitiFunds Growth & Income Portfolio
o CitiFunds Large Cap Growth Portfolio
SMALL CAP STOCKS
o CitiFunds Small Cap Growth Portfolio
o CitiFunds Small Cap Value Portfolio
INTERNATIONAL STOCKS
o CitiFunds International Growth & Income Portfolio
GROWTH WITH INCOME
o CitiFunds Balanced Portfolio
BONDS
o CitiFunds Intermediate Income Portfolio
o CitiFunds Short-Term U.S. Government Income Portfolio
o CitiFunds New York Tax Free Income Portfolio
o CitiFunds National Tax Free Income Portfolio
MONEY MARKETS
o CitiFunds Cash Reserves
o CitiFunds U.S. Treasury Reserves
o CitiFunds Tax Free Reserves
o CitiFunds New York Tax Free Reserves
o CitiFunds California Tax Free Reserves
o CitiFunds Connecticut Tax Free Reserves
PREMIUM MONEY MARKETS
o CitiFunds Premium Liquid Reserves
o CitiFunds Premium U.S. Treasury Reserves
INSTITUTIONAL MONEY MARKETS
o CitiFunds Institutional Liquid Reserves
o CitiFunds Institutional U.S. Treasury Reserves
o CitiFunds Institutional Tax Free Reserves
o CitiFunds Institutional Cash Reserves
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.
For more information contact your Service Agent or call 1-800-625-4554
CitiFunds are made available by CFBDS, Inc. as distributor.
(C)1998 Citicorp [Recycle Logo] Printed on recycled paper CFS/INS-CR/298
