JPM INSTITUTIONAL FUNDS
N-30D, 1995-05-04
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<PAGE>
JPM INSTITUTIONAL MONEY MARKET FUND               The
JPM INSTITUTIONAL TAX EXEMPT MONEY MARKET FUND    JPM
JPM INSTITUTIONAL TREASURY MONEY MARKET FUND      Institutional
JPM INSTITUTIONAL SHORT TERM BOND FUND            Tax Exempt
JPM INSTITUTIONAL BOND FUND                       Money Market
JPM INSTITUTIONAL TAX EXEMPT BOND FUND            Fund
JPM INSTITUTIONAL NEW YORK TOTAL RETURN BOND FUND
JPM INSTITUTIONAL DIVERSIFIED FUND
JPM INSTITUTIONAL SELECTED U.S. EQUITY FUND
JPM INSTITUTIONAL U.S. SMALL COMPANY FUND
JPM INSTITUTIONAL INTERNATIONAL EQUITY FUND
JPM INSTITUTIONAL EMERGING MARKETS EQUITY FUND

FOR MORE INFORMATION ON HOW THE JPM               ANNUAL REPORT
INSTITUTIONAL FAMILY OF FUNDS CAN HELP YOU PLAN   AUGUST 31, 1994
FOR YOUR FUTURE, CALL J.P. MORGAN FUNDS SERVICES
AT (800) 766-7722.

<PAGE>
LETTER TO THE SHAREHOLDERS OF THE JPM INSTITUTIONAL TAX EXEMPT MONEY MARKET FUND

October 17, 1994

Dear Shareholder:

We are pleased to report the positive performance results achieved by The JPM
Institutional Tax Exempt Money Market Fund (the "Fund") for the fiscal year
ended August 31, 1994.

Your investment advisor, Morgan Guaranty, manages the Fund to provide a high
level of current tax exempt income while also maintaining a high level of
liquidity. For the fiscal year ended August 31, 1994, the Fund provided a total
return of 2.30%, versus a 2.00% total return for its Donoghue's Tax Free Money
Market Fund benchmark during the same period.

During the fiscal year ended August 31, 1994, the Fund paid $0.02 per share in
dividends exempt from federal income taxes. The Fund's net assets stood at
$46,083,359 at the end of the reporting period, up from the $35,003,766 held by
the Fund on August 31, 1993. The net assets of The Tax Exempt Money Market
Portfolio (the "Portfolio"), in which the Fund invests, totaled $1,021,846,224
at August 31, 1994.

FISCAL YEAR REVIEW

The fiscal year saw the implementation of long-awaited increases in the Fed
funds rate. These increases came in five stages, most recently in August, and
totaled 1.75% -- leaving the Fed funds rate at 4.75% by the end of this
reporting period, up from the 3.00% rate it had maintained since September 1992.
This activity by the Fed caused a general increase in money market rates,
ranging from overnight funds to one-year securities. The Portfolio's average
maturity stood at 70.3 days as of August 31, 1994.

INVESTMENT OUTLOOK

Going forward, the Portfolio plans to pursue an appropriate average maturity
target, investing in securities that represent no more than minimal credit risk.
Given this framework, our ongoing objectives will be to participate in maximized
tax exempt yield opportunities whenever possible.

As always, we welcome your comments or questions. Please call J.P. Morgan Funds
Services toll free at
(800) 766-7722.

Sincerely yours,



Evelyn E. Guernsey
J.P. Morgan Fund Services


<TABLE>
<S>                                    <C>        <C>                                    <C>
TABLE OF CONTENTS
Letter to the shareholders...........          1  Fund performance.....................          3
Fund facts and highlights............          2  Financial statements.................          5
</TABLE>

                                                                               1
<PAGE>
FUND FACTS

INVESTMENT OBJECTIVE

The JPM Institutional Tax Exempt Money Market Fund seeks to provide a high level
of current income that is exempt from federal income tax and to maintain a high
level of liquidity. It is designed for investors who seek current income exempt
from income tax, stability of capital and liquidity.
- -------------------------------------------
INCEPTION DATE
7/12/93
- -------------------------------------------
NET ASSETS AS OF 8/31/94 ($ MILLIONS)
46
- -------------------------------------------
DIVIDEND PAYABLE DATE
MONTHLY
- -------------------------------------------
CAPITAL GAIN PAYABLE DATE (IF APPLICABLE)
12/15/94

EXPENSE RATIO

The Fund's current annual expense ratio of 0.35% covers shareholder's expenses
for custody, tax reporting, investment advisory and shareholder services, after
reimbursement. The Fund is no-load and does not charge any sales, redemption, or
exchange fees. There are no additional charges for buying, selling, or
safekeeping Fund shares, or for wiring dividend or redemption proceeds from the
Fund.

FUND HIGHLIGHTS
(ALL DATA AS OF AUGUST 31, 1994)

SECTOR ALLOCATION

Pie chart depicting the allocation of the Fund's investment
securities held at August 31, 1994 by investment categories.  The
pie is broken in pieces representing investment categories in the
following percentages:

<TABLE>
<CAPTION>
INVESTMENT CATEGORY           PERCENTAGE
<S>                           <C>
Demand notes                  62.1%
Revenue bonds                 15.1%
Notes                          6.8%
Commercial paper               6.2%
Third party put bonds          6.1%
General obligation bonds       5.1%
Warrants                       0.1%
Other                         (1.5)%
</TABLE>

<TABLE>
<CAPTION>
LARGEST HOLDINGS             % OF PORTFOLIO
<S>                          <C>
NATIONAL WESTMINSTER BANK*               5.9
F.G.I.C. INSURED*                        5.9
SWISS BANK CORP.*                        5.7
ILLINOIS GENERAL OBLIGATIONS             4.3
OKLAHOMA STATE WATER RESERVE             4.2
</TABLE>

AVERAGE 7-DAY YIELD

  2.98%

MATURITY

  70.3 days

QUALITY BREAKDOWN

<TABLE>
<S>        <C>
AAA            93.2%
Other           6.8%
</TABLE>

*THESE INSTITUTIONS PROVIDE CREDIT ENHANCEMENTS FOR VARIOUS MUNICIPAL SECURITIES
HELD IN THE PORTFOLIO.

2

<PAGE>

FUND PERFORMANCE

EXAMINING PERFORMANCE

One way to look at performance is to review a fund's average annual total
returns; these figures represent the average yearly change of the fund's value
over various time periods, typically 1, 5 or 10 years (or since inception if a
fund has not existed for one or more of those periods). For example, a
hypothetical fund whose value increased by 2.0% in 1992 and 4.0% in 1993 had an
average annual total return of 3.0% over the two-year period. Total returns for
periods of less than one year can also provide a picture of how a fund has
performed in the short term.

<TABLE>
<CAPTION>
PERFORMANCE                                                   TOTAL RETURNS          AVERAGE ANNUAL TOTAL RETURNS
                                                        --------------------------------------------------------
                                                           THREE         YEAR        ONE         FIVE        TEN
AS OF AUGUST 31, 1994                                      MONTHS        TO DATE     YEAR        YEARS       YEARS
- ------------------------------------------------------------------------------------------------------------------
<S>                                                         <C>          <C>         <C>         <C>         <C>
The JPM Institutional Tax Exempt Money                      0.63%        1.55%       2.30%       3.60%       4.27%
  Market Fund
Donoghue's Tax Free Money Market                            0.54%        1.34%       2.00%       3.41%       4.06%
  Fund Average
Micropal Municipal Money Market                             0.62%        1.51%       2.15%       3.67%       4.32%
  Fund Average
<CAPTION>
AS OF JUNE 30, 1994
- ------------------------------------------------------------------------------------------------------------------
<S>                                                         <C>          <C>         <C>         <C>         <C>
The JPM Institutional Tax Exempt Money                      0.59%        1.11%       2.21%       3.72%       4.33%
  Market Fund
Donoghue's Tax Free Money Market                            0.52%        0.97%       1.94%       3.52%        N/A
  Fund Average
Micropal Municipal Money Market                             0.59%        1.04%       2.02%       3.66%       4.39%
  Fund Average
</TABLE>

PAST PERFORMANCE IS NOT A GUARANTEE OF FUTURE RESULTS. ALL RETURNS ASSUME THE
REINVESTMENT OF DISTRIBUTIONS AND REFLECT REIMBURSEMENT OF CERTAIN FUND AND
PORTFOLIO EXPENSES AS DESCRIBED IN THE PROSPECTUS.

THE MICROPAL MUTUAL FUND RATING SERVICE IS A LEADING RESOURCE FOR MUTUAL FUND
DATA. MICROPAL CONTAINS PERFORMANCE INFORMATION AND PORTFOLIO CHARACTERISTICS
FOR OVER 20,000 FUNDS WORLDWIDE, INCLUDING NEARLY 5,000 IN THE U.S. THE JPM
INSTITUTIONAL TAX EXEMPT MONEY MARKET FUND INVESTS ALL OF ITS INVESTABLE ASSETS
IN THE TAX EXEMPT MONEY MARKET PORTFOLIO, A SEPERATELY REGISTERED INVESTMENT
COMPANY WHICH IS NOT AVAILABLE TO THE PUBLIC BUT ONLY TO OTHER COLLECTIVE
INVESTMENT VEHICLES SUCH AS THE FUND.

                                                                               3
<PAGE>

MORGAN SERVES AS PORTFOLIO INVESTMENT ADVISOR AND MAKES THE FUND AVAILABLE
SOLELY IN ITS CAPACITY AS SHAREHOLDER SERVICING AGENT FOR CUSTOMERS. THE FUND'S
DISTRIBUTOR IS SIGNATURE BROKER-DEALER SERVICES, INC. INVESTMENTS IN THE FUND
ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED OR ENDORSED BY, MORGAN
GUARANTY TRUST COMPANY OF NEW YORK OR ANY OTHER BANK. SHARES OF THE FUND ARE NOT
FEDERALLY INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL
RESERVE BOARD, OR ANY OTHER GOVERNMENTAL AGENCY. ALTHOUGH THE JPM INSTITUTIONAL
TAX EXEMPT MONEY MARKET FUND SEEKS TO MAINTAIN A STABLE NET ASSET VALUE OF $1.00
PER SHARE, THERE CAN BE NO ASSURANCE THAT IT WILL BE ABLE TO CONTINUE TO DO SO.
The performance data quoted herein represent past performance. Please remember
that past performance is not a guarantee of future performance. Fund returns are
net of fees. All returns assume the reinvestment of Fund distributions and
reflect the reimbursement of certain Fund expenses as described in the
Prospectus. The JPM Institutional Tax Exempt Money Market Fund, which commenced
operations in July, 1993, invests all of its investable assets in The Tax Exempt
Money Market Portfolio, a separately registered investment company which is not
available to the public but only to other collective investment vehicles such as
the Fund. Consistent with applicable regulatory guidance, performance for the
period prior to The JPM Institutional Tax Exempt Money Market Fund's inception
reflects the performance of The Pierpont Tax Exempt Money Market Fund, the
predecessor entity to the Tax Exempt Money Market Portfolio, which had
substantially similar investment objectives and restrictions as the Portfolio.
The performance for this prior period reflects deduction of the charges and
expenses of The Pierpont Tax Exempt Money Market Fund, which were higher than
the estimated charges and expenses for The JPM Institutional Tax Exempt Money
Market Fund, after reimbursement. Donoghue's Tax Free Money Market Fund Average
is an average of all major money market fund returns. This comparative
information is available to the public from the IBC/Donoghue Organization, Inc.
No representation is made that information gathered from this source is accurate
or complete.
MORE COMPLETE INFORMATION ABOUT THE FUND, INCLUDING MANAGEMENT FEES AND OTHER
EXPENSES, IS PROVIDED IN THE PROSPECTUS, WHICH SHOULD BE READ CAREFULLY BEFORE
INVESTING. YOU MAY OBTAIN A COPY OF THE PROSPECTUS BY CALLING (800) 766-7722.

4
<PAGE>
THE JPM INSTITUTIONAL TAX EXEMPT MONEY MARKET FUND
STATEMENT OF ASSETS AND LIABILITIES
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<S>        <C>                                                                       <C>
ASSETS
           Investment in The Tax Exempt Money Market Portfolio ("Portfolio"), at
            value                                                                   $46,078,793
           Receivable for Expense Reimbursements                                         89,245
           Deferred Organization Expense (Note 1d)                                       45,181
           Prepaid Expenses                                                                 221
                                                                                     ----------
               Total Assets                                                          46,213,440
                                                                                     ----------

LIABILITIES
           Dividend Payable to Shareholders                                              55,572
           Shareholder Servicing Fee Payable (Note 2c)                                   20,855
           Administration Fee Payable (Note 2a)                                           5,854
           Fund Services Fee Payable (Note 2d)                                              176
           Trustees' Fees and Expenses Payable (Note 2e)                                  2,000
           Accrued Expenses                                                              45,624
                                                                                     ----------
               Total Liabilities                                                        130,081
                                                                                     ----------

NET ASSETS
           Applicable to 46,084,794 Shares of Beneficial Interest Outstanding
            (par value $0.001)                                                      $46,083,359
                                                                                     ----------
                                                                                     ----------
           Net Asset Value, Offering and Redemption Price Per Share                       $1.00
                                                                                     ----------
                                                                                     ----------

ANALYSIS OF NET ASSETS
           Paid-in Capital                                                          $46,084,794
           Accumulated Net Realized Loss on Investment                                   (1,101)
           Distribution in Excess of Net Realized Gain                                     (334)
                                                                                     ----------
               Net Assets                                                           $46,083,359
                                                                                     ----------
                                                                                     ----------
</TABLE>

See Accompanying Notes.

                                                                               5
<PAGE>
THE JPM INSTITUTIONAL TAX EXEMPT MONEY MARKET FUND
STATEMENT OF OPERATIONS
FOR THE FISCAL YEAR ENDED AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<S>        <C>                                                             <C>        <C>
INVESTMENT INCOME ALLOCATED FROM PORTFOLIO (NOTE 1B)
           Allocated Interest Income                                                  $ 545,179
           Allocated Portfolio Expenses                                                 (51,483)
                                                                                      ---------
               Net Investment Income Allocated from Portfolio                           493,696

FUND EXPENSES
           Shareholder Servicing Fee (Note 2c)                             $  22,282
           Administration Fee (Note 2a)                                        5,854
           Fund Services Fee (Note 2d)                                         1,745
           Trustees' Fees and Expenses (Note 2e)                              10,729
           Registration Fees                                                  32,454
           Printing                                                           21,763
           Professional Fees                                                  12,757
           Transfer Agent Fee                                                 22,971
           Amortization of Organization Expense (Note 1d)                     13,316
           Miscellaneous                                                       7,142
                                                                           ---------
               Total Fund Expenses                                           151,013
           Less: Reimbursements of Expenses (Note 2b)                       (131,607)
                                                                           ---------
NET FUND EXPENSES                                                                        19,406
                                                                                      ---------

NET INVESTMENT INCOME                                                                   474,290

NET REALIZED LOSS ALLOCATED FROM PORTFOLIO                                                 (883)
                                                                                      ---------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS                                  $ 473,407
                                                                                      ---------
                                                                                      ---------
</TABLE>

See Accompanying Notes.

6
<PAGE>
THE JPM INSTITUTIONAL TAX EXEMPT MONEY MARKET FUND
STATEMENT OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                 FOR THE PERIOD
                                                                                                  JULY 12, 1993
                                                                              FOR THE FISCAL    (COMMENCEMENT OF
                                                                                YEAR ENDED       OPERATIONS) TO
                                                                              AUGUST 31, 1994    AUGUST 31, 1993
                                                                              ---------------  -------------------
<S>                                                                           <C>              <C>
INCREASE IN NET ASSETS
OPERATIONS
        Net Investment Income                                                  $     474,290     $        56,095
        Net Realized Loss allocated from Portfolio                                      (883)               (218)
                                                                              ---------------  -------------------
            Net Increase in Net Assets Resulting from Operations                     473,407              55,877
                                                                              ---------------  -------------------
DISTRIBUTIONS TO SHAREHOLDERS FROM
        Net Investment Income                                                       (474,290)            (56,095)
        In Excess of Net Realized Gain                                                  (334)                  0
                                                                              ---------------  -------------------
            Total Distributions                                                     (474,624)            (56,095)
                                                                              ---------------  -------------------
TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST (AT A CONSTANT $1.00 PER
 SHARE)
        Proceeds from Shares of Beneficial Interest Sold                          73,193,632          35,003,884
        Reinvestment of Dividends                                                    445,438                   0
        Cost of Shares of Beneficial Interest Redeemed                           (62,558,260)                  0
                                                                              ---------------  -------------------
            Net Increase from Transactions in Shares of Beneficial Interest       11,080,810          35,003,884
                                                                              ---------------  -------------------
            Total Increase in Net Assets                                          11,079,593          35,003,666
NET ASSETS
        Beginning of Period                                                       35,003,766                 100
                                                                              ---------------  -------------------
        End of Period                                                          $  46,083,359     $    35,003,766
                                                                              ---------------  -------------------
                                                                              ---------------  -------------------
</TABLE>

See Accompanying Notes.

                                                                               7

<PAGE>
THE JPM INSTITUTIONAL TAX EXEMPT MONEY MARKET FUND
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------

Selected data for a share outstanding throughout each period are as follows:

<TABLE>
<CAPTION>
                                                                                                 FOR THE PERIOD
                                                                                                  JULY 12, 1993
                                                                              FOR THE FISCAL    (COMMENCEMENT OF
                                                                                YEAR ENDED         OPERATIONS)
                                                                              AUGUST 31, 1994  TO AUGUST 31, 1993
                                                                              ---------------  -------------------
<S>                                                                           <C>              <C>
NET ASSET VALUE, BEGINNING OF PERIOD                                                  $1.00              $1.00
                                                                                   --------           --------
INCOME FROM INVESTMENT OPERATIONS
Net Investment Income                                                                0.0228              0.0040
Net Realized Loss allocated from Portfolio                                          (0.0000)(c)          (0.0000)(c)
                                                                                   --------             --------
Total from Investment Operations                                                     0.0228              0.0040
                                                                                   --------             --------
LESS DISTRIBUTIONS TO SHAREHOLDERS FROM
Net Investment Income                                                               (0.0228)           (0.00400)
                                                                                  ---------            --------
                                                                                    (0.0228)           (0.00400)
                                                                                  ---------            --------
NET ASSET VALUE, END OF PERIOD                                                        $1.00               $1.00
                                                                                  ---------            --------
                                                                                  ---------            --------
Total Return                                                                           2.30%               0.40%(b)
RATIOS AND SUPPLEMENTAL DATA
Net Assets at end of Period (in thousands)                                        $  46,083           $  35,004
Ratios to Average Net Assets:
    Expenses                                                                           0.35%             0.35%(a)
Net Investment Income                                                                  2.34%             2.25%(a)
    Decrease reflected in above Expense ratios due to Reimbursements by
     Morgan                                                                            0.65%             1.08%(a)

<FN>
(a) Annualized.
(b) Not Annualized.
(c) Less than $0.0001
</TABLE>
See Accompanying Notes.

8
<PAGE>
THE JPM INSTITUTIONAL TAX EXEMPT MONEY MARKET FUND
NOTES TO FINANCIAL STATEMENTS
AUGUST 31, 1994
- --------------------------------------------------------------------------------

The JPM Institutional Tax Exempt Money Market Fund (the "Fund") is a separate
series of The JPM Institutional Funds, which was organized on November 4, 1992
as a Massachusetts business trust (the "Trust"). The Trust is registered under
the Investment Company Act of 1940, as amended, as a diversified open-end
management investment company. The Fund commenced operations on July 12, 1993.

The Fund invests all of its investable assets in The Tax Exempt Money Market
Portfolio (the "Portfolio"), a diversified open-end management investment
company having the same investment objectives as the Fund. The value of such
investment reflects the Fund's proportionate interest in the net assets of the
Portfolio (4.5% at August 31, 1994). The performance of the Fund is directly
affected by the performance of the Portfolio. The financial statements of the
Portfolio, including the schedule of investments, are included elsewhere in this
report and should be read in conjunction with the Fund's financial statements.

1.  SIGNIFICANT ACCOUNTING POLICIES:

The following is a summary of the significant accounting policies of the Fund:

    a)Valuation of securities by the Portfolio is discussed in Note 1 of the
      Portfolio's Notes to Financial Statements which are included elsewhere in
      this report.

    b)The Fund records its share of net investment income, realized gain and
      loss and adjusts its investment in the Portfolio each day. All the net
      investment income and realized gain and loss of the Portfolio is allocated
      pro rata among the Fund and the other investors in the Portfolio at the
      time of such determination.

    c)All the Fund's net investment income is declared as dividends daily and
      paid monthly. Distributions to shareholders of net realized capital gain,
      if any, are declared and paid annually.

    d)The Fund incurred organization expenses in the amount of $59,872. These
      costs were deferred and are being amortized by the Fund on a straight-line
      basis over a five-year period from the commencement of operations.

    e)Each series of the Trust is treated as a separate entity for federal
      income tax purposes. The Fund's policy is to comply with the provisions of
      the Internal Revenue Code of 1986, as amended, applicable to regulated
      investment companies and to distribute substantially all of its income,
      including net realized capital gains, if any, within the prescribed time
      periods. Accordingly, no provision for federal income or excise tax is
      necessary.

    f)Expenses incurred by the Trust with respect to any two or more funds in
      the Trust are allocated in proportion to the net assets of each fund in
      the Trust, 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.

                                                                               9
<PAGE>
THE JPM INSTITUTIONAL TAX EXEMPT MONEY MARKET FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
- --------------------------------------------------------------------------------

2.  TRANSACTIONS WITH AFFILIATES:

    a)The Trust retains Signature Broker-Dealer Services, Inc. ("Signature") to
      serve as Administrator and Distributor. Signature provides administrative
      services necessary for the operations of the Fund, furnishes office space
      and facilities required for conducting the business of the Fund and pays
      the compensation of the Fund's officers affiliated with Signature.
      Effective October 1, 1993, Signature receives a fee at an annual rate of
      0.04% of the first $1 billion of the aggregate average daily net assets of
      the Fund, the other funds in the Trust, The Pierpont Funds, and The JPM
      Institutional Plus Fund (the "aggregate funds"), 0.032% of the next $2
      billion of the aggregate funds' average daily net assets, 0.024% of the
      next $2 billion of the aggregate funds' average daily net assets, and
      0.016% of the aggregate funds' average daily net assets in excess of $5
      billion. (Prior to October 1, 1993, the administration fee was at the
      annual rate of 0.05% of the first $1 billion of the aggregate funds'
      average daily net assets, 0.04% of the next $2 billion of the aggregate
      funds' average daily net assets, 0.03% of the next $2 billion of the
      aggregate funds' average daily net assets, and 0.02% of the aggregate
      funds' average daily net assets in excess of $5 billion). For the fiscal
      year ended August 31, 1994, the Fund's portion of Signature's fee for
      these services amounted to $5,854.

    b)The Trust, on behalf of the Fund, has a Financial and Fund Accounting
      Services Agreement ("Services Agreement") with Morgan Guaranty Trust
      Company of New York ("Morgan") under which Morgan receives a fee, based on
      the percentage described below, for overseeing certain aspects of the
      administration and operation of the Fund. The Services Agreement is also
      designed to provide an expense limit for certain expenses of the Fund. If
      total expenses of the Fund, excluding the shareholder servicing fee, the
      fund services fee and amortization of organization expenses, exceed the
      expense limit of 0.05% of the Fund's average daily net assets, Morgan will
      reimburse the Fund for the excess expense amount and receive no fee.
      Should such expenses be less than the expense limit, Morgan's fee would be
      limited to the difference between such expenses and the fee calculated
      under the Services Agreement. For the fiscal year ended August 31, 1994,
      Morgan agreed to reimburse the Fund $103,541 for excess expenses. In
      addition to the expenses that Morgan assumes under the Services Agreement,
      Morgan has agreed to reimburse the Fund to the extent necessary to
      maintain the total operating expenses of the Fund, including the expenses
      allocated to the Fund from the Portfolio, at no more than 0.35% of the
      average daily net assets of the Fund through August 31, 1994. For the
      fiscal year ended August 31, 1994, Morgan has agreed to reimburse the Fund
      $28,066.

    c)The Trust, on behalf of the Fund, has a Shareholder Servicing Agreement
      with Morgan. The Agreement provides for the Fund to pay Morgan a fee for
      these services which is computed daily and may be paid monthly at an
      annual rate of 0.11% of the average daily net assets of the Fund. For the
      fiscal year ended August 31, 1994 the fee for these services amounted to
      $22,282.

    d)Effective January 15, 1994, the Trust, on behalf of the Fund, entered into
      a Fund Services Agreement with Pierpont Group, Inc. ("Group") to assist
      the Trustees in exercising their overall

10
<PAGE>
THE JPM INSTITUTIONAL TAX EXEMPT MONEY MARKET FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
- --------------------------------------------------------------------------------
      supervisory responsibilities for the Trust's affairs. The Trustees of the
      Trust are the sole shareholders of Group. The Fund's allocated portion of
      Group's costs in performing its services amounted to $1,745 for the period
      January 15, 1994 to August 31, 1994.

    e)An aggregate annual fee of $55,000 is paid to each Trustee for serving as
      a Trustee of The Pierpont Funds, The JPM Institutional Funds, The JPM
      Institutional Plus Fund and their corresponding Portfolios. The Trustee
      fee expense shown in the financial statements represents the Fund's
      allocated portion of the total fees and services.

                                                                              11


<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS

To the Trustees and Shareholders of
The JPM Institutional Tax Exempt Money Market Fund

In our opinion, the accompanying statement of assets and liabilities and the
related statements of operations and of changes in net assets and the financial
highlights present fairly, in all material respects, the financial position of
The JPM Institutional Tax Exempt Money Market Fund (the "Fund") at August 31,
1994, the results of its operations for the year then ended, and the changes in
its net assets and the financial highlights for the year then ended and for the
period July 12, 1993 (commencement of operations) to August 31, 1993, in
conformity with generally accepted accounting principles. These financial
statements and financial highlights (hereafter referred to as "financial
statements") are the responsibility of the Fund's management; our responsibility
is to express an opinion on these financial statements based on our audits. We
conducted our audits of these financial statements in accordance with generally
accepted auditing standards which require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements, assessing
the accounting principles used and significant estimates made by management, and
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for the opinion expressed above.

PRICE WATERHOUSE LLP
New York, New York
October 25, 1994

12
<PAGE>
                     THE TAX EXEMPT MONEY MARKET PORTFOLIO
                         ANNUAL REPORT AUGUST 31, 1994

               (THE FOLLOWING PAGES SHOULD BE READ IN CONJUNCTION
            WITH THE JPM INSTITUTIONAL TAX EXEMPT MONEY MARKET FUND
                          ANNUAL FINANCIAL STATEMENTS)

                                                                              13

<PAGE>
THE TAX EXEMPT MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
   PRINCIPAL AMOUNT                                        SECURITY   MATURITY               VALUE
    (IN THOUSANDS)            SECURITY DESCRIPTION           TYPE       DATE      RATE     (NOTE 1A)
  ------------------   ----------------------------------  --------  -----------  -----   --------------
  <S>                  <S>                                 <C>       <C>          <C>     <C>
  ALABAMA (6.4%)
        $     10,500   McIntosh, (Industrial Development
                         Authority, IDR, Ciba Geigy Corp.
                         Project, Series 1986 ) LOC
                         Credit Suisse...................  VRDN          (A)         3.15% $  10,500,000
               9,500   Evergreen, (Industrial Development
                         Board, IDR, Polyfelt U.S. Inc.
                         Project, Series 1985) LOC
                         Creditanstalt-Bankverein........  VRDN          (A)         3.37      9,500,000
               9,100   Anniston, (Industrial Development
                         Board, PCR, Monsanto Co.
                         Project, Series 1992)...........  VRDN          (A)         3.10      9,100,000
               5,925   Decatur County, (Industrial
                         Development Board, PCR,
                         Refunding Monsanto Co. Project,
                         Series 1990)....................  VRDN          (A)         3.10      5,925,000
               5,300   Red Bay County, (Industrial
                         Development Board, IDR
                         Refunding, Gates Rubber Co.
                         Project, Series 1987) LOC
                         National Bank of Detroit........  VRDN          (A)         3.26      5,300,000
               9,000   North Alabama, Environmental
                         Improvement Authority, (PCR,
                         Reynold Metals Inc., Project,
                         Series 1985) LOC Bank of Nova
                         Scotia..........................  VRDN          (A)         2.90      9,000,000
               4,270   Birmingham, (Medical Clinic Board
                         St. Martins'-in-the-Pines
                         Medical Clinic Revenue
                         Refunding, St. Martins' Project,
                         Series 1989) LOC Fuji Bank
                         Ltd.............................  VRDN          (A)         3.10      4,270,000
               3,875   Birmingham, (Medical Clinic Board
                         St. Martins'-in-the-Pines
                         Medical Clinic Revenue
                         Refunding, St. Martins' Project,
                         Series 1989) LOC First Alabama
                         Bank............................  VRDN          (A)         3.26      3,875,000
               2,250   Jefferson County (Public
                         Improvement Revenue Warrant,
                         Briarwood Presbyterian Church
                         Project, Series 1988) LOC
                         Amsouth Bank....................  VRDN          (A)         5.04      2,250,000
               2,230   Anniston Solid Waste Disposal
                         Authority (PCR, Monsanto Co.
                         Project, Series 1992)...........  VRDN          (A)         3.10      2,230,000
</TABLE>

See Accompanying Notes.

14
<PAGE>
THE TAX EXEMPT MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
   PRINCIPAL AMOUNT                                        SECURITY   MATURITY               VALUE
    (IN THOUSANDS)            SECURITY DESCRIPTION           TYPE       DATE      RATE     (NOTE 1A)
  ------------------   ----------------------------------  --------  -----------  -----   --------------
  <S>                  <S>                                 <C>       <C>          <C>     <C>
  ALABAMA (CONTINUED)
        $      1,930   Birmingham, (Medical Clinic Board
                         Baptist Medical Center, Clinic
                         Revenue Series 1990-A, Western
                         Medical Systems, Inc. Project)
                         LOC Fuji Bank Ltd...............  VRDN          (A)         3.10% $   1,930,000
               1,000   Stevenson, (Industrial Development
                         Board, Mead Project) LOC Credit
                         Suisse..........................  VRDN          (A)         2.90      1,000,000
                 600   City of Montgomery, (Finance
                         Authority, Montgomery Project)
                         LOC Barclays Bank
                         International...................  VRDN          (A)         3.00        600,000
                                                                                          --------------
                       Total Alabama.....................                                     65,480,000
                                                                                          --------------
  ALASKA (0.7%)
               5,295   Alaska, (Industrial Development
                         and Export Authority, IDR,
                         American President Lines Ltd.,
                         Series 1991) LOC Industrial Bank
                         of Japan Ltd....................  VRDN          (A)         3.30      5,295,000
               1,485   Alaska, (Industrial Development
                         Authority, IDR, Providence
                         Medical Office Building
                         Associates Project, Series 1985)
                         LOC Barclay's Bank
                         International...................  VRDN          (A)         2.75      1,485,000
                                                                                          --------------
                       Total Alaska......................                                      6,780,000
                                                                                          --------------
  ARIZONA (1.1%)
               6,600   Maricopa County, (Pollution
                         Control Corporation, PCR, Public
                         Service Co. of New Mexico, Palo
                         Verde Project, Series 1992A) LOC
                         Canadian Imperial Bank..........  VRDN          (A)         3.10      6,600,000
               3,200   Tucson, (Industrial Development
                         Authority, Reliance Group Inc.,
                         Parking Garage Revenue) LOC
                         Societe Generale................  VRDN          (A)         3.40      3,200,000
               1,000   Casa Grande, (Industrial
                         Development Authority, IDR,
                         Abbott Labs Project, Series
                         1983)...........................  VRDN          (A)         4.26      1,000,000
                 800   Casa Grande, (Industrial
                         Development Authority, PCR,
                         Abbott Labs Project, Series
                         1984)...........................  VRDN          (A)         4.26        800,000
                                                                                          --------------
                       Total Arizona.....................                                     11,600,000
                                                                                          --------------
</TABLE>

See Accompanying Notes.

                                                                              15
<PAGE>
THE TAX EXEMPT MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
   PRINCIPAL AMOUNT                                        SECURITY   MATURITY               VALUE
    (IN THOUSANDS)            SECURITY DESCRIPTION           TYPE       DATE      RATE      (NOTE 1A)
  ------------------   ----------------------------------  --------  -----------  -----   --------------
  <S>                  <S>                                 <C>       <C>          <C>     <C>
  ARKANSAS (0.6%)
        $      5,175   Texarkana, (Industrial Development
                         Board, Cooper Tire and Rubber
                         Co. Project, Series 1991).......  VRDN          (A)         3.90% $   5,175,000
                 750   North Little Rock, (IDR,
                         Refunding, Noland Co. Project,
                         Series 1989) LOC Wachovia Bank
                         and Trust.......................  VRDN          (A)         3.26        750,000
                                                                                          --------------
                       Total Arkansas....................                                      5,925,000
                                                                                          --------------
  CALIFORNIA (9.1%)
              43,125   California, (Series 1994 - 95A)...  RAN        06/28/95       5.00     43,465,471
              24,700   Los Angeles County (1994 - 95)....  TRAN       06/30/95       4.50     24,808,780
              11,000   California, (School Cash Reserve
                         Program, Authority Primary &
                         Secondary School Revenue, Series
                         1994A)..........................  RB         07/05/95       4.50     11,066,800
               6,000   California Higher Education Loan
                         Authority, Inc (Student Loan
                         Revenue Bond Refunding, Series
                         1987 A, Maturity 06/01/01) LOC
                         National Westminster Bank PLC...  RB        05/01/95(B)     3.60      6,000,000
               5,100   California, (PCR, Southern
                         California Edison, Series 1986
                         A)..............................  VRDN          (A)         3.25      5,100,000
               2,000   Fresno, (IDR, Fresno MSA Limited
                         Partnership Project) LOC Bank of
                         Nova Scotia.....................  VRDN          (A)         5.04      2,000,000
                 500   California (Warrants).............  RAW        12/21/94       3.75        500,615
                                                                                          --------------
                       Total California..................                                     92,941,666
                                                                                          --------------
  COLORADO (1.1%)
               5,300   Denver, (Multi-Family Housing
                         Revenue, Lincoln Cottonwood
                         Creek Limited Partnership,
                         Series 1989A) LOC Sumitomo Bank
                         Ltd.............................  VRDN          (A)         3.25      5,300,000
               3,000   Colorado, (Student Obligation Bond
                         Authority, Student Loan Revenue,
                         Series 1990C) LOC Fuji Bank
                         Ltd.............................  VRDN          (A)         3.20      3,000,000
</TABLE>

See Accompanying Notes.

16
<PAGE>
THE TAX EXEMPT MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
AUGUST 31, 1994
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
   PRINCIPAL AMOUNT                                        SECURITY   MATURITY               VALUE
    (IN THOUSANDS)            SECURITY DESCRIPTION           TYPE       DATE      RATE      (NOTE 1A)
  ------------------   ----------------------------------  --------  -----------  -----   --------------
  <S>                  <S>                                 <C>       <C>          <C>     <C>
  COLORADO (CONTINUED)
        $      2,700   Cherry Creek County, (Southern
                         Metropolitan District #1, Series
                         1986) LOC Dresdner Bank.........  VRDN          (A)         3.40% $   2,700,000
                                                                                          --------------
                       Total Colorado....................                                     11,000,000
                                                                                          --------------
  DISTRICT OF COLUMBIA (3.3%)
               8,840   Washington DC, (Metropolitan
                         Transportation Series PA-4L)
                         FGIC Insured....................  TPP           (A)         3.35      8,840,000
               7,600   District of Columbia, (Series 1992
                         A-1) LOC Sumitomo Bank and
                         Trust...........................  VRDN          (A)         3.10      7,600,000
               6,200   District of Columbia, (Series 1992
                         A-2) LOC Sanwa Bank Ltd.........  VRDN          (A)         3.10      6,200,000
               4,800   District of Columbia, (Series 1992
                         A-4) LOC Industrial Bank of
                         Japan Ltd.......................  VRDN          (A)         3.10      4,800,000
               3,000   District of Columbia, (Series 1992
                         A-6) LOC National Westminster
                         Bank PLC........................  VRDN          (A)         3.10      3,000,000
               2,900   District of Columbia, (Columbia
                         Hospital for Women Issue, 1988
                         Series A) LOC Mitsubishi Bank
                         Ltd.............................  VRDN          (A)         3.15      2,900,000
                                                                                          --------------
                       Total District of Columbia........                                     33,340,000
                                                                                          --------------
  FLORIDA (3.8%)
              15,360   City of Jackson, (PCR, Florida
                         Power & Light Co. Series 1994)..  RB         11/08/94       3.00     15,360,000
              15,000   Dade County, Water & Sewer
                         System..........................  VRDN          (A)         3.10     15,000,000
               5,750   Hernando County, (IDR, Refunding,
                         Moore McCormack Resource Inc.
                         Project, Series 1988) LOC
                         Societe Generale................  VRDN          (A)         3.26      5,750,000
               2,000   Florida, (Housing Finance Agency,
                         Carlton Arms II Project, Multi
                         Family Housing Revenue Series
                         1985 - EEE) LOC Sumitomo Bank
                         Ltd.............................  VRDN          (A)         3.15      2,000,000
                 575   County of Orange, (Industrial
                         Development Authority, IDR
                         Refunding Noland Co. Project,
                         Series 1989) LOC Wachovia Bank
                         and Trust.......................  VRDN          (A)         3.26        575,000
                                                                                          --------------
                       Total Florida.....................                                     38,685,000
                                                                                          --------------
</TABLE>

See Accompanying Notes.

                                                                              17
<PAGE>
THE TAX EXEMPT MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
   PRINCIPAL AMOUNT                                        SECURITY   MATURITY               VALUE
    (IN THOUSANDS)            SECURITY DESCRIPTION           TYPE       DATE      RATE      (NOTE 1A)
  ------------------   ----------------------------------  --------  -----------  -----   --------------
  <S>                  <S>                                 <C>       <C>          <C>     <C>
  GEORGIA (5.8%)
        $     31,100   Burke County, (Development
                         Authority, PCR, Georgia Power
                         Co. Project)....................  VRDN          (A)         3.30% $  31,100,000
              10,000   Georgia, (Series 1993 C, BT
                         #149)...........................  TPP           (A)         3.25     10,000,000
               9,200   Burke County, (Development
                         Authority, PCR, Oglethorpe
                         Project) LOC Credit Suisse......  CP         10/12/94       2.85      9,200,000
               7,000   Burke County, (Development
                         Authority, PCR, Oglethorpe Power
                         Corp. Series 1993 A Vogtle
                         Project) FGIC Insured...........  VRDN          (A)         3.10      7,000,000
               1,500   County of DeKalb, (Development
                         Authority, IDR, Refunding Noland
                         Co. Project, Series 1989) LOC
                         Wachovia Bank and Trust.........  VRDN          (A)         3.26      1,500,000
                 690   Cobb County, (Development
                         Authority, IDR Refunding, Noland
                         Co. Project, Series 1989) LOC
                         Wachovia Bank and Trust.........  VRDN          (A)         3.26        690,000
                                                                                          --------------
                       Total Georgia.....................                                     59,490,000
                                                                                          --------------
  HAWAII (1.2%)
               4,800   Hawaii, (Housing Finance and
                         Development Corporation,
                         Affordable Rental Housing
                         Program, Housing Program
                         Revenue, Kauhole Kakoaka Project
                         Series 1993 -A) LOC Barclays
                         Bank, PLC.......................  VRDN          (A)         3.20      4,800,000
               7,000   Hawaii, (Custodial Receipts BT
                         127)............................  TPP           (A)         2.60      7,000,000
                                                                                          --------------
                       Total Hawaii......................                                     11,800,000
                                                                                          --------------
  ILLINOIS (6.6%)
              45,000   Illinois, (Series 1994)...........  GO         06/15/95       4.75     45,249,982
               5,000   Illinois, (Education Facilities
                         Authority, Cultural Pooled
                         Finance Authority Project,
                         Series 1985) LOC Commonwealth
                         Bank of Australia...............  VRDN          (A)         3.10      5,000,000
</TABLE>

See Accompanying Notes.

18
<PAGE>
THE TAX EXEMPT MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
   PRINCIPAL AMOUNT                                        SECURITY   MATURITY               VALUE
    (IN THOUSANDS)            SECURITY DESCRIPTION           TYPE       DATE      RATE     (NOTE 1A)
  ------------------   ----------------------------------  --------  -----------  -----   --------------
  <S>                  <S>                                 <C>       <C>          <C>     <C>
  ILLINOIS (CONTINUED)
        $      5,000   Illinois, (Housing Development
                         Authority, Illinois Center
                         Apartments, Series 1985) LOC
                         Fuji Bank Ltd...................  VRDN          (A)         3.05% $   5,000,000
               2,840   Illinois, (Development Finance
                         Authority, Olin Corp Project
                         1993 D) LOC Credit Suisse.......  VRDN          (A)         3.20      2,840,000
               2,500   Illinois, (Health Facilities
                         Authority, Series1985 F) LOC
                         Swiss Bank Corp.................  VRDN          (A)         3.05      2,500,000
               2,000   Illinois, (Health Facilities
                         Authority, University of Chicago
                         Hospital Project Series 1985 C)
                         LOC First National Bank of
                         Chicago.........................  VRDN          (A)         3.20      2,000,000
               1,640   County of Coles (Servistar Corp.
                         Project, Series 1988) LOC
                         Algemene Bank Nederlande N.V....  VRDN          (A)         3.26      1,640,000
               1,300   Illinois, (Development Finance
                         Authority, Limited Obligation
                         Revenue Bond, Dart Container
                         Corp of Illinios Project, Series
                         1984) LOC National Bank of
                         Detroit.........................  VRDN          (A)         3.26      1,300,000
               1,000   Illinois, (Health Facilities
                         Authority, Revolving Fund Pooled
                         Program Series 1985 B) LOC Swiss
                         Bank Corp.......................  VRDN          (A)         3.05      1,000,000
               1,000   North Chicago, (Lake County, IDR,
                         Abbott Labs Project, Series
                         1983)...........................  VRDN          (A)         4.26      1,000,000
                                                                                          --------------
                       Total Illinois....................                                     67,529,982
                                                                                          --------------
  INDIANA (0.8%)
               8,000   Indiana, (Health Facilities
                         Authority, Deaconess Hospital
                         Inc) LOC Fuji Bank Ltd..........  VRDN          (A)         3.20      8,000,000
                                                                                          --------------
  KANSAS (0.7%)
               3,300   Wichita, (CSJ Health System of
                         Wichita,Inc Revenue, Series 25
                         1985) LOC Sumitomo Bank Ltd.....  VRDN          (A)         3.05      3,300,000
               2,000   Garden City, (IDR Refunding,
                         Inland Container Corp Project,
                         Series 1983) LOC Credit Suisse..  VRDN          (A)         2.70      2,000,000
</TABLE>

See Accompanying Notes.

                                                                              19
<PAGE>
THE TAX EXEMPT MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
   PRINCIPAL AMOUNT                                        SECURITY   MATURITY              VALUE[caad 214]
    (IN THOUSANDS)            SECURITY DESCRIPTION           TYPE       DATE      RATE     (NOTE 1A)
  ------------------   ----------------------------------  --------  -----------  -----   --------------
  <S>                  <S>                                 <C>       <C>          <C>     <C>
  KANSAS (CONTINUED)
        $      1,650   Wichita, (Airport Authority
                         Adjustable Mode Facility Revenue
                         Refunding, Flight Safety
                         International Inc., Project,
                         Series 1990) LOC Wachovia Bank
                         and Trust.......................  VRDN          (A)         3.15% $   1,650,000
                                                                                          --------------
                       Total Kansas......................                                      6,950,000
                                                                                          --------------
  LOUISIANA (8.8%)
              26,600   Louisiana, (Recovery District
                         Sales Tax, Series 1988) FGIC
                         Insured.........................  VRDN          (A)         3.20     26,600,000
              24,600   Calcasieu Parish, (Recovery
                         District Sales Tax, Road
                         Improvement) LOC National
                         Westminster Bank................  VRDN          (A)         3.15     24,600,000
              12,900   Louisiana, (Recovery District
                         Sales Tax, Series 1988) MBIA
                         Insured.........................  VRDN          (A)         2.90     12,900,000
              12,100   West Baton Rouge, (Industrial
                         Development Authority, PCR, Dow
                         Chemical Co Project Series
                         1989)...........................  VRDN          (A)         3.25     12,100,000
               7,700   Louisiana, (Public Facilities
                         Authority, College and
                         University Equipment, Facilities
                         Revenue Series 1985 A) FGIC
                         Insured.........................  VRDN          (A)         3.15      7,700,000
               6,100   Louisiana, (Series 1991A), LOC
                         Fuji Bank Ltd...................  CP         09/08/94       3.05      6,100,000
                                                                                          --------------
                       Total Louisiana...................                                     90,000,000
                                                                                          --------------
  MASSACHUSETTS (3.5%)
              12,500   Massachusetts, (Dedicated Income
                         Tax) LOC National Westminster
                         Bank PLC........................  VRDN          (A)         2.90     12,500,000
               8,500   Massachusetts, (Dedicated Income
                         Tax) LOC Sakura Ltd.............  VRDN          (A)         2.90      8,500,000
               6,800   Commonwealth of Massachusetts,
                         FGIC Insured....................  VRDN          (A)         3.30      6,800,000
               4,800   Massachusetts, (Series P-5) MBIA
                         Insured.........................  TPP           (A)         3.35      4,800,000
               3,000   Commonwealth of Massachusetts,
                         (Dedicated Income Tax) LOC ABN
                         Amro Bank N.V...................  VRDN          (A)         2.90      3,000,000
                                                                                          --------------
                       Total Massachusetts...............                                     35,600,000
                                                                                          --------------
</TABLE>

See Accompanying Notes.

20
<PAGE>
THE TAX EXEMPT MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
   PRINCIPAL AMOUNT                                        SECURITY   MATURITY               VALUE
    (IN THOUSANDS)            SECURITY DESCRIPTION           TYPE       DATE      RATE     (NOTE 1A)
  ------------------   ----------------------------------  --------  -----------  -----   --------------
  <S>                  <S>                                 <C>       <C>          <C>     <C>
  MARYLAND (2.6%)
        $     10,000   Anne Arundel, (PCR, Baltimore Gas
                         and Electric Co. Project, Series
                         1989, Maturity 07/01/14)........  RB        07/01/95(B)     3.65% $  10,000,000
               7,960   Harford County, (PA 48)...........  TPP           (A)         3.30      7,960,000
               4,000   Mayor & City Council of Baltimore,
                         (Port Facilities Revenue
                         Occidental-Petroleum Corp.
                         Project, Series 1981) LOC
                         National Westminster Bank PLC...  VRDN          (A)         2.60      4,000,000
               3,000   Washington, (Suburban Sanitation
                         District) LOC Toronto Dominion
                         Bank............................  VRDN          (A)         2.95      3,000,000
               1,655   Frederick County (IDR Refunding,
                         Noland Co. Project, Series 1989)
                         LOC Wachovia Bank and Trust.....  VRDN          (A)         3.26      1,655,000
                                                                                          --------------
                       Total Maryland....................                                     26,615,000
                                                                                          --------------
  MICHIGAN (0.7%)
               4,600   Michigan,(Housing Development
                         Authority, Rental Housing
                         Revenue Series 1992B) LOC
                         Sumitomo Bank Ltd...............  VRDN          (A)         3.15      4,600,000
               2,200   Michigan Strategic Fund, (PCR,
                         Consumer Power Co Project 1988A)
                         LOC Union Bank of Switzerland...  VRDN          (A)         3.00      2,200,000
                                                                                          --------------
                       Total Michigan....................                                      6,800,000
                                                                                          --------------
  MINNESOTA (0.4%)
               2,500   Minnesota.........................  TPP           (A)         3.45      2,500,000
               1,700   St Louis Park, (Tax Increment
                         Revenue, Series 1987B) LOC
                         Sumitomo Bank Ltd...............  VRDN          (A)         3.15      1,700,000
                                                                                          --------------
                       Total Minnesota...................                                      4,200,000
                                                                                          --------------
  MISSISSIPPI (1.2%)
              11,200   Jackson County, (Port Facilities
                         Authority, Chevron USA Inc.,
                         Project, Series 1993)...........  VRDN          (A)         3.00     11,200,000
                 535   Columbus, (IDR, Refunding Noland
                         Co. Project, Series 1989) LOC
                         Wachovia Bank and Trust.........  VRDN          (A)         3.26        535,000
                 400   Jackson County, (Port Facilities
                         Authority, Chevron USA Inc.,
                         Project, Series 1993)...........  VRDN          (A)         3.00        400,000
                                                                                          --------------
                       Total Mississippi.................                                     12,135,000
                                                                                          --------------
</TABLE>

See Accompanying Notes.

                                                                              21
<PAGE>
THE TAX EXEMPT MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
   PRINCIPAL AMOUNT                                        SECURITY   MATURITY               VALUE
    (IN THOUSANDS)            SECURITY DESCRIPTION           TYPE       DATE      RATE     (NOTE 1A)
  ------------------   ----------------------------------  --------  -----------  -----   --------------
  <S>                  <S>                                 <C>       <C>          <C>     <C>
  MISSOURI (1.4%)
        $     11,000   Missouri, (Environmental
                         Improvement and Energy Resources
                         Authority, PCR, Union Electric
                         Co. Project, Series 1984B)
                         06/01/14 LOC Union Bank of
                         Switzerland.....................  RB        06/01/95(B)     3.75% $  11,000,000
               3,800   Missouri, (Environmental
                         Improvement and Energy Resources
                         Authority, PCR, Union Electric
                         Co. Project, Series 1985A) LOC
                         West Deutsche Landes Bank.......  CP         10/18/94       3.10      3,800,000
                                                                                          --------------
                       Total Missouri....................                                     14,800,000
                                                                                          --------------
  NEW HAMPSHIRE (0.8%)
               7,755   New Hampshire, (Higher Educational
                         and Health Facilities Authority,
                         Dartmouth Educational Loan Corp,
                         Student Loan Revenue, Series
                         1985)...........................  RB         06/01/95       3.63      7,755,000
                                                                                          --------------
  NEW JERSEY (0.3%)
               2,985   New Jersey, (Economic Development
                         Authority, Schavitz Engineering
                         Project, Series 1989) LOC
                         National Westminster Bank PLC...  VRDN          (A)         3.26      2,985,000
                                                                                          --------------
  NEW YORK (4.3%)
              25,000   New York City, (Series 1995 B)....  NTS        06/30/95       4.75     25,142,767
              10,600   New York State (Energy Research &
                         Development Authority, Niagra
                         Mohawk Power Corp, Series 1985A)
                         LOC Toronto Dominion Bank.......  VRDN          (A)         3.35     10,600,000
               6,500   New York, (Series 1993B) FGIC
                         Insured.........................  VRDN          (A)         3.30      6,500,000
</TABLE>

See Accompanying Notes.

22
<PAGE>
THE TAX EXEMPT MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
   PRINCIPAL AMOUNT                                        SECURITY   MATURITY               VALUE
    (IN THOUSANDS)            SECURITY DESCRIPTION           TYPE       DATE      RATE      (NOTE 1A)
  ------------------   ----------------------------------  --------  -----------  -----   --------------
  <S>                  <S>                                 <C>       <C>          <C>     <C>
  NEW YORK (CONTINUED)
        $      2,100   New York City, (Municipal Finance
                         Authority, Water and Sewer
                         System Series 1994C) FGIC
                         Insured.........................  VRDN          (A)         3.15% $   2,100,000
                                                                                          --------------
                       Total New York....................                                     44,342,767
                                                                                          --------------
  NORTH CAROLINA (2.3%)
               4,800   Wake County, (Industrial
                         Facilities and Pollution Control
                         Financing Authority, PCR,
                         Carolina Power & Light Co.) LOC
                         Fuji Bank Ltd...................  CP         12/12/94       3.40      4,800,000
               4,000   North Carolina Eastern Municipal
                         Power Agency....................  CP         09/12/94       3.15      4,000,000
               4,000   Wake County, (Industrial
                         Facilities and Pollution Control
                         Financing Authority, PCR,
                         Carolina Power & Light Project,
                         Series 1985A) LOC Credit
                         Suisse..........................  VRDN          (A)         3.00      4,000,000
               2,600   Wake County, (Industrial
                         Facilities and Pollution Control
                         Financing Authority, PCR,
                         Carolina Power & Light Co.
                         Project, Series 1985 B) LOC
                         Sumitomo Bank Ltd...............  VRDN          (A)         3.20      2,600,000
               2,140   County of Davidson, (Industrial
                         Facilities and Pollution Control
                         Financing Authority, IDR
                         Refunding, Lowes Co., Inc.
                         Project, Series 1990) LOC
                         National Westminster Bank PLC...  VRDN          (A)         3.26      2,140,000
               2,100   Ashe County, (Industrial
                         Facilities and Pollution Control
                         Finance Authority, IDR
                         Refunding, Gates Rubber Co.
                         Project, Series 1988) LOC
                         National Bank of Detroit........  VRDN          (A)         3.26      2,100,000
               2,000   Mecklenburg County, (Industrial
                         Facilities and Pollution Control
                         Financing Authority, IDR, Allied
                         Corp. Project, Series 1984) LOC
                         Algemene Bank Nederlande N.
                         V...............................  VRDN          (A)         3.40      2,000,000
</TABLE>

See Accompanying Notes.

                                                                              23
<PAGE>
THE TAX EXEMPT MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
   PRINCIPAL AMOUNT                                        SECURITY   MATURITY               VALUE
    (IN THOUSANDS)            SECURITY DESCRIPTION           TYPE       DATE      RATE     (NOTE 1A)
  ------------------   ----------------------------------  --------  -----------  -----   --------------
  <S>                  <S>                                 <C>       <C>          <C>     <C>
  NORTH CAROLINA (CONTINUED)
        $      1,700   North Carolina, (Educational
                         Facilities Finance Agency,
                         Guilford College Project, Series
                         1993) LOC Wachovia Bank and
                         Trust...........................  VRDN          (A)         2.80% $   1,700,000
                                                                                          --------------
                       Total North Carolina..............                                     23,340,000
                                                                                          --------------
  OHIO (1.1%)
               5,840   Ohio State........................  TPP           (A)         3.25      5,840,000
               4,400   Wooster, (IDR, Allen Group Inc.
                         Project, Series 1985) LOC Union
                         Bank of Switzerland.............  VRDN          (A)         3.10      4,400,000
               1,400   Warren County, (IDR, Leggett &
                         Platt Inc. Project, Series 1984)
                         LOC National Westminster Bank
                         PLC.............................  VRDN          (A)         3.35      1,400,000
                                                                                          --------------
                       Total Ohio........................                                     11,640,000
                                                                                          --------------
  OKLAHOMA (6.4%)
              23,290   Oklahoma, (Water Resources Board,
                         State Loan Revenue Program,
                         Series 1994 A)..................  RB         09/01/94       2.85     23,290,000
              20,000   Oklahoma, (Water Resources Board,
                         State Loan Revenue Program) LOC
                         Swiss Bank Corp.................  RB         03/01/95       3.85     20,000,000
               8,425   Washington County, (Medical
                         Authority, Hospital Revenue,
                         Jane Philips Episcopal Hospital
                         Series 1989B)...................  RB         09/01/94       3.25      8,425,000
               5,760   Oklahoma, (Industrial Development
                         Authority, St Anthony's
                         Physicians Building PJ Medical
                         Practice) LOC Mitsubishi Bank
                         and Trust.......................  RB         12/01/94       3.55      5,760,000
               5,400   Tulsa, (Industrial Development
                         Authority, Hillcrest Medical
                         Center Project, Series 88) LOC
                         Sumitomo Bank...................  VRDN          (A)         3.15      5,400,000
               2,480   Oklahoma, (Industrial Development
                         Authority, St Anthony Parking
                         Garage Project) LOC Mitsubishi
                         Bank and Trust..................  RB         12/01/94       3.55      2,480,000
                                                                                          --------------
                       Total Oklahoma....................                                     65,355,000
                                                                                          --------------
</TABLE>

See Accompanying Notes.

24
<PAGE>
THE TAX EXEMPT MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
   PRINCIPAL AMOUNT                                        SECURITY   MATURITY                VALUE
    (IN THOUSANDS)            SECURITY DESCRIPTION           TYPE       DATE      RATE      (NOTE 1A)
  ------------------   ----------------------------------  --------  -----------  -----   --------------
  <S>                  <S>                                 <C>       <C>          <C>     <C>
  OREGON (1.6%)
        $     16,600   Port of Portland, (PCR, Revenue
                         Bonds, Reynolds Metal Co.,
                         Series 1985) LOC Bank of Nova
                         Scotia..........................  VRDN          (A)         2.90% $  16,600,000
                                                                                          --------------
  PENNSYLVANIA (12.3%)
              15,771   Pennsylvania, (Higher Education
                         Facilities Authority, Series
                         B)..............................  VRDN          (A)         3.22     15,771,000
              14,130   Allegheny County, (Hospital
                         Development Authority,
                         Presbyterian University
                         Hospital, Series 1988B-1) LOC
                         PNC Financial...................  VRDN          (A)         3.20     14,130,000
              13,500   Delaware County, (Industrial
                         Development Authority, Multi
                         Family Housing, United Parcel
                         Service Project Series 1985)....  VRDN          (A)         3.20     13,500,000
              13,189   Pennsylvania, (Higher Education
                         Facilities Authority, Series
                         A)..............................  VRDN          (A)         3.22     13,189,000
              10,000   Philadelphia, (Series 1990) LOC
                         Fuji Bank Ltd...................  CP         10/13/94       3.20     10,000,000
              10,000   Pennsylvania, (Energy Development
                         Authority, Continental Energy
                         Associates Project, Series 1985)
                         LOC Swiss Bank Corp.............  VRDN          (A)         3.25     10,000,000
               8,000   Temple University (Commonwealth
                         System of Higher Education,
                         Series 1994)....................  CP         05/24/95       4.50      8,039,138
               7,800   Washington County, (Higher
                         Education Authority, Pooled
                         Equipment Lease, Revenue Series
                         1985A) LOC Sanwa Bank Ltd.......  VRDN          (A)         3.10      7,800,000
               6,800   Allegheny County, (Hospital
                         Development Authority,
                         Presbyterian University Hospital
                         Series 90 D) LOC Credit Suisse..  VRDN          (A)         3.20      6,800,000
               6,000   Allegheny County, (Industrial
                         Development Authority, IDR
                         Refunding, Dowty Corp, Project,
                         Series 1986) LOC Mellon Bank....  VRDN          (A)         3.15      6,000,000
               5,580   Allegheny County, (Hospital
                         Development Authority,
                         Presbyterian University
                         Hospital, Series 1988B-2) LOC
                         PNC Financial...................  VRDN          (A)         3.20      5,580,000
</TABLE>

See Accompanying Notes.

                                                                              25
<PAGE>
THE TAX EXEMPT MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
   PRINCIPAL AMOUNT                                        SECURITY   MATURITY                VALUE
    (IN THOUSANDS)            SECURITY DESCRIPTION           TYPE       DATE      RATE      (NOTE 1A)
  ------------------   ----------------------------------  --------  -----------  -----   --------------
  <S>                  <S>                                 <C>       <C>          <C>     <C>
  PENNSYLVANIA (CONTINUED)
        $      4,300   Allegheny County, (Hospital
                         Development Authority,
                         Presbyterian University Hospital
                         Series 90 B) MBIA Insured.......  VRDN          (A)         3.20% $   4,300,000
               3,500   Clinton County, (Industrial
                         Development Authority, IDR
                         Mellon Bank, Central National
                         Assistance Project, 1985 Series)
                         LOC Mellon Bank.................  VRDN          (A)         3.20      3,500,000
               2,545   Allegheny County, (Hospital
                         Development Authority,
                         Presbyterian University
                         Hospital, Series 1988B-3) LOC
                         PNC Financial...................  VRDN          (A)         3.20      2,545,000
               2,000   Clinton County, (IDR, Armstrong
                         World Industries Inc. Project,
                         Series 1985) LOC Mellon Bank....  VRDN          (A)         3.20      2,000,000
               1,000   Allegheny County, (Hospital
                         Development Authority,
                         Presbyterian University Hospital
                         Series 1990A) MBIA Insured......  VRDN          (A)         3.20      1,000,000
               1,000   Philadelphia (Series 1994-95C),
                         LOC Dresdner Bank...............  TRAN       06/15/95       4.75      1,006,824
                 500   Allegheny County, (Hospital
                         Development Authority,
                         Presbyterian University Hospital
                         Series 1990C) MBIA Insured......  VRDN          (A)         3.20        500,000
                                                                                          --------------
                       Total Pennsylvania................                                    125,660,962
                                                                                          --------------
  RHODE ISLAND (0.5%)
               4,760   Rhode Island, (Convention Center
                         Authority, Series AA - 75) MBIA
                         Insured.........................  TPP           (A)         3.40      4,760,000
                                                                                          --------------
  SOUTH CAROLINA (2.0%)
               9,250   Allendale County, (IDR, King
                         Seeley Thermos Co Project) LOC
                         PNC Financial...................  VRDN          (A)         3.26      9,250,000
               7,500   York County, (Pollution Control
                         Facility, PCR, Duke Power Co
                         Project, Series 1990)...........  CP         11/29/94       3.30      7,500,000
               1,900   Lauren County, (IDR, Asten Press
                         Fabrics, Inc., Project, Series
                         1991) LOC Wachovia Bank and
                         Trust...........................  VRDN          (A)         3.15      1,900,000
</TABLE>

See Accompanying Notes.

26
<PAGE>
THE TAX EXEMPT MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
   PRINCIPAL AMOUNT                                        SECURITY   MATURITY                VALUE
    (IN THOUSANDS)            SECURITY DESCRIPTION           TYPE       DATE      RATE      (NOTE 1A)
  ------------------   ----------------------------------  --------  -----------  -----   --------------
  <S>                  <S>                                 <C>       <C>          <C>     <C>
  SOUTH CAROLINA (CONTINUED)
        $      1,150   Charleston County, (IDR, Asten
                         Press Fabrics, Inc., Project,
                         Series 1991) LOC Wachovia Bank
                         and Trust.......................  VRDN          (A)         3.15% $   1,150,000
               1,060   County of Spartanburg, (IDR,
                         Refunding, Holmberg Electronic
                         Corp Project, Series 1989 A) LOC
                         Wachovia Bank and Trust.........  VRDN          (A)         3.15      1,060,000
                                                                                          --------------
                       Total South Carolina..............                                     20,860,000
                                                                                          --------------
  TENNESSEE (3.0%)
              10,000   Metropolitan Government (Nashville
                         Health and Education Board,
                         Vanderbilt University, Tennessee
                         Health Revenue Series 1985A,
                         Maturity 01/15/14)..............  RB        01/15/95(B)     2.60     10,000,000
               6,500   County of Knox, (Industrial
                         Development Board, IDR, Moore
                         McCormack Resources Inc. Project
                         Series 1988) LOC Societe
                         Generale........................  VRDN          (A)         3.02      6,500,000
               5,000   Metropolitan Government Nashville
                         & Davidson County (Health and
                         Education Facilities Board,
                         Vanderbilt University, Maturity
                         05/01/13).......................  RB        05/01/95(B)     3.55      5,000,000
               3,100   Collierville, (Industrial
                         Development Board, IDR, Imperial
                         Clevite Inc., Series 1985) LOC
                         National City Bank of
                         Cleveland.......................  VRDN          (A)         5.04      3,100,000
               2,300   Sullivan County, (Industrial
                         Development Board, PCR, Mead
                         Corp Project, Series 1986) LOC
                         Union Bank of Switzerland.......  VRDN          (A)         2.90      2,300,000
               2,100   Bradley County, (Industrial
                         Development Board, IDR, Olin
                         Corp Project, Series C) LOC
                         Credit Suisse...................  VRDN          (A)         3.20      2,100,000
               1,365   Franklin County, (Industrial
                         Development Board, IDR Refunding
                         Noland Co. Project, Series 1989)
                         LOC Wachovia Bank and Trust.....  VRDN          (A)         3.26      1,365,000
</TABLE>

See Accompanying Notes.

                                                                              27
<PAGE>
THE TAX EXEMPT MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
   PRINCIPAL AMOUNT                                        SECURITY   MATURITY               VALUE
    (IN THOUSANDS)            SECURITY DESCRIPTION           TYPE       DATE      RATE      (NOTE 1A)
  ------------------   ----------------------------------  --------  -----------  -----   --------------
  <S>                  <S>                                 <C>       <C>          <C>     <C>
  TENNESSEE (CONTINUED)
        $        700   County of Knox, (Industrial
                         Development Board, IDR, Lowes
                         Investment Corp. Project, Series
                         1985) LOC Fuji Bank Ltd.........  VRDN          (A)         3.05% $     700,000
                                                                                          --------------
                       Total Tennessee...................                                     31,065,000
                                                                                          --------------
  TEXAS (2.9%)
              10,000   Texas (Public Finance Authority,
                         Series 1993 A)..................  CP         10/27/94       2.50     10,000,000
               9,000   Grayson County, (Industrial
                         Development Corp, Aluminum Co of
                         America)........................  VRDN          (A)         3.53      9,000,000
               5,400   Harris County, (Health Facilities
                         Development Corp, Texas Health
                         Care System Sisters of Charity
                         Incarnate, Series 1985).........  VRDN          (A)         3.30      5,400,000
               2,400   Texas (Public Finance Authority,
                         Series P - 3)...................  TPP           (A)         3.30      2,400,000
               1,700   Texas, (Higher Education
                         Authority, Education & Equipment
                         Revenue, Series 1985A) FGIC
                         Insured.........................  VRDN          (A)         3.10      1,700,000
               1,500   El Paso, (Industrial Development
                         Authority, IDR (Contel Cellular
                         of El Paso Inc. Project, Series
                         1985) LOC Bank of Nova Scotia...  VRDN          (A)         5.04      1,500,000
                                                                                          --------------
                       Total Texas.......................                                     30,000,000
                                                                                          --------------
  VIRGINIA (0.9%)
               4,900   Virginia, (Peninsula Port
                         Authority, Coal Terminal Revenue
                         Refunding Dominion Terminal
                         Associates Inc., Series 1987D)
                         LOC National Westminster PLC....  VRDN          (A)         2.90      4,900,000
               2,945   Chesterfield County, (Improvement
                         and Refunding Bond, Series
                         1991)...........................  VRDN          (A)         3.25      2,945,000
               1,000   Virginia Beach, (Development
                         Authority, IDR, Norfolk Virginia
                         Beach, Portsmouth MSA Limited
                         Partnership Project) LOC Bank of
                         Nova Scotia.....................  VRDN          (A)         5.04      1,000,000
                                                                                          --------------
                       Total Virginia....................                                      8,845,000
                                                                                          --------------
</TABLE>

See Accompanying Notes.

28
<PAGE>
THE TAX EXEMPT MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
   PRINCIPAL AMOUNT                                        SECURITY   MATURITY               VALUE
    (IN THOUSANDS)            SECURITY DESCRIPTION           TYPE       DATE      RATE     (NOTE 1A)
  ------------------   ----------------------------------  --------  -----------  -----   --------------
  <S>                  <S>                                 <C>       <C>          <C>     <C>
  WASHINGTON (1.0%)
        $      7,500   City of Seattle, (Municipal Light
                         and Power Project)..............  RB         11/01/94       2.85% $   7,505,505
               2,900   Port of Seattle (Industrial
                         Development Corporation, IDR,
                         Douglas Management Co. Project,
                         1985 Series) LOC Banque
                         Paribas.........................  VRDN          (A)         3.20      2,900,000
                                                                                          --------------
                       Total Washington..................                                     10,405,505
                                                                                          --------------
  WEST VIRGINIA (0.1%)
               1,000   County of Mercer, (IDR Refunding,
                         Noland Co. Project, Series 1989)
                         LOC Wachovia Bank and Trust.....  VRDN          (A)         3.26      1,000,000
                                                                                          --------------
  WISCONSIN (2.2%)
              10,000   Wisconsin.........................  RB         06/15/95       4.50     10,043,729
               8,500   Wisconsin (Custodial Receipt
                         Certificates)...................  TPP           (A)         3.25      8,500,000
               2,500   Marshfield, (IDR, Beatrice Cheese
                         Inc., Project, Series 1984) LOC
                         Wachovia Bank and Trust.........  VRDN          (A)         3.26      2,500,000
               1,300   Seymour, (IDR, Beatrice Cheese
                         Inc., Project, Series 1984) LOC
                         Wachovia Bank and Trust.........  VRDN          (A)         3.26      1,300,000
                                                                                          --------------
                       Total Wisconsin...................                                     22,343,729
                                                                                          --------------
                       TOTAL INVESTMENTS (101.5%) -- (COST $1,036,629,611).............    1,036,629,611
                       OTHER ASSETS NET OF LIABILITIES (-1.5%).....                          (14,783,387)
                                                                                          --------------
                       NET ASSETS (100.0%).........................                       $1,021,846,224
                                                                                          --------------
                                                                                          --------------
<FN>

(A) Variable Rate Demand Note tender dates and/or interest rates are reset at
    specified intervals which coincide with their tender feature.

(B) The date listed under the heading maturity date represents an optional
    tender date. The actual maturity date is indicated in the security
    description.
</TABLE>
See Accompanying Notes.

                                                                              29
<PAGE>
THE TAX EXEMPT MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
AUGUST 31, 1994
- --------------------------------------------------------------------------------

Note:             Abbreviations used in the schedule of investments are as
                  follows:

                  CP - Commercial Paper
                  FGIC - Financial Guaranty Insurance Company
                  GO - General Obligation
                  IDR - Industrial Development Revenue
                  LOC - Letter of Credit
                  MBIA - Municipal Bond Investors Assurance Corp
                  NTS - Debt Obligation with an original maturity of two years
                  or less
                  RAN - Revenue Anticipation Notes
                  PCR - Pollution Control Revenue
                  RAW - Revenue Anticipation Warrants
                  RB - Revenue Bond
                  TPP - Third Party Put
                  TRAN - Tax Revenue Anticipation Note
                  VRDN - Variable Rate Demand Note

See Accompanying Notes.

30

<PAGE>
TAX EXEMPT MONEY MARKET PORTFOLIO
STATEMENT OF ASSETS AND LIABILITIES
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
 <S>                                                               <C>
 ASSETS
        Investments at Amortized Cost and Value (Note 1a)          $1,036,629,611
        Cash                                                            1,273,122
        Interest Receivable                                             4,557,294
        Prepaid Expenses                                                    2,685
                                                                   --------------
           Total Assets                                             1,042,462,712
                                                                   --------------

 LIABILITIES
        Payable for Investments Purchased                              20,000,000
        Advisory Fee Payable (Note 2a)                                    167,330
        Financial and Fund Accounting Services Fee Payable (Note
         2c)                                                              153,204
        Administration Fee Payable (Note 2b)                                5,716
        Fund Services Fee Payable (Note 2d)                                 9,528
        Trustees' Fees and Expenses Payable (Note 2e)                       5,000
        Custody Fee Payable                                               233,625
        Accrued Expenses                                                   42,085
                                                                   --------------
           Total Liabilities                                           20,616,488
                                                                   --------------

 NET ASSETS
        Applicable to Investors' Beneficial Interests              $1,021,846,224
                                                                   --------------
                                                                   --------------
</TABLE>

See Accompanying Notes.

                                                                              31
<PAGE>
TAX EXEMPT MONEY MARKET PORTFOLIO
STATEMENT OF OPERATIONS
FOR THE FISCAL YEAR ENDED AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<S>                                                             <C>         <C>
INVESTMENT INCOME (NOTE 1B)
       Interest                                                            $27,063,011

EXPENSES
       Advisory Fee (Note 2a)                                   $2,021,476
       Custodian Fees and Expenses                                 206,394
       Financial and Fund Accounting Services Fees (Note 2c)       153,204
       Fund Services Fee (Note 2d)                                  79,046
       Administration Fee (Note 2b)                                 62,565
       Professional Fees                                            57,224
       Trustees' Fees and Expenses (Note 2e)                        22,521
       Miscellaneous                                                14,076
                                                                ----------
          Total Expenses                                         2,616,506
                                                                ----------
NET INVESTMENT INCOME                                                       24,446,505

NET REALIZED LOSS ON INVESTMENTS                                               (13,933)
                                                                           -----------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS                       $24,432,572
                                                                           -----------
                                                                           -----------
</TABLE>

See Accompanying Notes.

32
<PAGE>
TAX EXEMPT MONEY MARKET PORTFOLIO
STATEMENT OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                              FOR THE PERIOD
                                                                                               JULY 12, 1993
                                                                          FOR THE FISCAL     (COMMENCEMENT OF
                                                                            YEAR ENDED        OPERATIONS) TO
                                                                          AUGUST 31, 1994     AUGUST 31, 1993
                                                                         -----------------  -------------------
<S>                                                                      <C>                <C>
INCREASE (DECREASE) IN NET ASSETS
OPERATIONS
       Net Investment Income                                             $      24,446,505   $       3,098,240
       Net Realized Loss on Investments                                            (13,933)             (6,529)
                                                                         -----------------  -------------------
          Net Increase in Net Assets Resulting from Operations                  24,432,572           3,091,711
                                                                         -----------------  -------------------
TRANSACTIONS IN INVESTORS' BENEFICIAL INTEREST
       Contributions                                                         4,178,991,353       1,436,727,721
       Withdrawals                                                          (4,226,184,823)       (395,312,410)
                                                                         -----------------  -------------------
          Net Increase (Decrease) from Investors' Transactions                 (47,193,470)      1,041,415,311
                                                                         -----------------  -------------------
          Total Increase (Decrease) in Net Assets                              (22,760,898)      1,044,507,022
NET ASSETS
       Beginning of Period                                                   1,044,607,122             100,100
                                                                         -----------------  -------------------
       End of Period                                                     $   1,021,846,224   $   1,044,607,122
                                                                         -----------------  -------------------
                                                                         -----------------  -------------------

          -------------------------------------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>
                                                                                FOR THE PERIOD
                                                                                 JULY 12, 1993
                                                             FOR THE FISCAL    (COMMENCEMENT OF
                                                               YEAR ENDED       OPERATIONS) TO
SUPPLEMENTARY DATA                                          AUGUST 31, 1994     AUGUST 31, 1993
                                                            ----------------  -------------------
<S>                                                         <C>               <C>
Ratios:
       Expenses to Average Net Assets                               0.25%              0.25%(a)
       Net Investment Income to Average Net Assets                  2.37%              2.28%(a)
<FN>
- ------------------------
(a)  Annualized
</TABLE>

See Accompanying Notes.

                                                                              33

<PAGE>
THE TAX EXEMPT MONEY MARKET PORTFOLIO
NOTES TO FINANCIAL STATEMENTS
AUGUST 31, 1994
- --------------------------------------------------------------------------------

The Tax Exempt Money Market Portfolio (the "Portfolio") is registered under the
Investment Company Act of 1940, as amended, (the "Act") 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 on January 29, 1993. The Portfolio
commenced operations on July 12, 1993 and received a contribution of certain
assets and liabilities, including securities, with a value of $955,814,753 on
that date from The Pierpont Tax Exempt Money Market Fund in exchange for a
beneficial interest in the Portfolio. The Declaration of Trust permits the
Trustees to issue an unlimited number of beneficial interests in the Portfolio.
The following is a summary of the significant accounting policies of the
Portfolio:

1.  SIGNIFICANT ACCOUNTING POLICIES:

    a)Investments are valued at amortized cost which approximates market value.
      The amortized cost method of valuation values a security at its cost at
      the time of purchase and thereafter assumes a constant amortization to
      maturity of any discount or premium, regardless of the impact of
      fluctuating interest rates on the market value of the instruments.

    b)Securities transactions are recorded on a trade date basis. Investment
      income consists of interest income, which includes the amortization of
      premiums and discounts. For financial and tax reporting purposes, realized
      gains and losses are determined on the basis of specific lot
      identification.

    c)The Portfolio will be treated as a partnership for federal income tax
      purposes. As such, each investor in the Portfolio will be subject to
      taxation on its share of the Portfolio's ordinary income and capital
      gains. It is intended that the Portfolio's assets will be managed in such
      a way that an investor in the Portfolio will be able to satisfy the
      requirements of Subchapter M of the Internal Revenue Code. The cost of
      securities is substantially the same for book and tax.

2.  TRANSACTIONS WITH AFFILIATES:

    a)The Portfolio has an investment advisory agreement with Morgan Guaranty
      Trust Company of New York ("Morgan"). Under the terms of the investment
      advisory agreement, the Portfolio pays Morgan at an annual rate of 0.20%
      of the Portfolio's average daily net assets up to $1 billion and 0.10% on
      any excess over $1 billion. For the fiscal year ended August 31, 1994,
      this fee amounted to $2,021,476.

    b)The Portfolio has retained Signature Broker-Dealer Services, Inc.
      ("Signature") to serve as Administrator. Certain officers of Signature
      serve as officers of the Portfolio. Under the Administrative Services
      Agreement, Signature provides management and administrative services
      necessary for the operations of the Portfolio, furnishes office space and
      facilities required for conducting the business of the Portfolio and pays
      the compensation of the Portfolio's officers affiliated with Signature.
      Effective October 1, 1993, Signature receives a fee at an annual rate of
      0.01% of the first $1 billion of aggregate average daily net assets of the
      Portfolio and the other portfolios subject to the Administrative Services
      Agreement (the "aggregate portfolios"), 0.008% of the next $2 billion of
      the aggregate portfolios' average daily net assets, 0.006% of the next

34
<PAGE>
THE TAX EXEMPT MONEY MARKET PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
AUGUST 31, 1994
- --------------------------------------------------------------------------------
      $2 billion of the aggregate portfolios' average daily net assets, and
      0.004% of the aggregate portfolios' average daily net assets in excess of
      $5 billion. Prior to October 1, 1993 Signature received no fee for these
      services. For the period October 1, 1993 to August 31, 1994, the
      Portfolio's portion of Signature's fee for these services amounted to
      $62,565.

    c)The Portfolio has entered into a Financial and Fund Accounting Services
      Agreement ("Services Agreement") with Morgan under which Morgan receives a
      fee, based on the percentages described below, for overseeing certain
      aspects of the administration and operation of the Portfolio. The Services
      Agreement is also designed to provide an expense limit for certain
      expenses of the Portfolio. If total expenses of the Portfolio, excluding
      the advisory fee, custody expenses, Fund Services Fee, and brokerage
      costs, exceed the expense limit of 0.03% of the Portfolio's average daily
      net assets, Morgan will reimburse the Portfolio for the excess expense
      amount and receive no fee. Should such expenses be less than the expense
      limit, Morgan's fee would be limited to the difference between such
      expenses and the fee calculated under the Services Agreement. For the
      fiscal year ended August 31, 1994, this fee amounted to $153,204.

    d)Effective January 15, 1994 the Portfolio entered into a Fund Services
      Agreement with Pierpont Group, Inc. ("Group") to assist the Trustees in
      exercising their overall supervisory responsibilities for the Portfolio's
      affairs. The Trustees of the Portfolios are the sole shareholders of
      Group. The Portfolio's allocated portion of Group's costs in performing
      its services amounted to $79,046 for the period January 15, 1994 to August
      31, 1994.

    e)An aggregate annual fee of $55,000 is paid to each Trustee for serving as
      a Trustee of The Pierpont Funds, The JPM Institutional Funds, The JPM
      Institutional Plus Fund and their corresponding Portfolios. The Trustee
      fee expense shown in the financial statements represents the Portfolio's
      allocated portion of the total fees.

                                                                              35
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS

To the Trustees and Investors of
The Tax Exempt Money Market Portfolio

In our opinion, the accompanying statement of assets and liabilities, including
the schedule of investments and the related statements of operations and of
changes in net assets and the supplementary data present fairly, in all material
respects, the financial position of The Tax Exempt Money Market Portfolio (the
"Portfolio") at August 31, 1994, the results of its operations for the year then
ended, and the changes in its net assets and its supplementary data for the year
then ended and for the period July 12, 1993 (commencement of operations) through
August 31, 1993, in conformity with generally accepted accounting principles.
These financial statements and supplementary data (hereafter referred to as
"financial statements") are the responsibility of the Portfolio's management;
our responsibility is to express an opinion on these financial statements based
on our audits. We conducted our audits of these financial statements in
accordance with generally accepted auditing standards which require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant estimates
made by management, and evaluating the overall financial statement presentation.
We believe that our audits, which included confirmation of securities at August
31, 1994 by correspondence with the custodian and brokers and the application of
alternative auditing procedures where confirmations from brokers were not
received, provide a reasonable basis for the opinion expressed above.

PRICE WATERHOUSE LLP
New York, New York
October 25, 1994

36


<PAGE>
JPM INSTITUTIONAL MONEY MARKET FUND               The
JPM INSTITUTIONAL TAX EXEMPT MONEY MARKET FUND    JPM
JPM INSTITUTIONAL TREASURY MONEY MARKET FUND      Institutional
JPM INSTITUTIONAL SHORT TERM BOND FUND            Tax Exempt
JPM INSTITUTIONAL BOND FUND                       Bond Fund
JPM INSTITUTIONAL TAX EXEMPT BOND FUND
JPM INSTITUTIONAL NEW YORK TOTAL RETURN BOND FUND
JPM INSTITUTIONAL DIVERSIFIED FUND
JPM INSTITUTIONAL SELECTED U.S. EQUITY FUND
JPM INSTITUTIONAL U.S. SMALL COMPANY FUND
JPM INSTITUTIONAL INTERNATIONAL EQUITY FUND
JPM INSTITUTIONAL EMERGING MARKETS EQUITY FUND

FOR MORE INFORMATION ON HOW THE JPM               ANNUAL REPORT
INSTITUTIONAL FAMILY OF FUNDS CAN HELP YOU PLAN   AUGUST 31, 1994
FOR YOUR FUTURE, CALL J.P. MORGAN FUNDS SERVICES
AT (800) 766-7722.

<PAGE>
LETTER TO THE SHAREHOLDERS OF THE JPM INSTITUTIONAL TAX EXEMPT BOND FUND

October 17, 1994

Dear Shareholder:

We are pleased to report that, in a year punctuated by dramatic
inflation-fighting actions from the U.S. Federal Reserve, The JPM
Institutional Tax Exempt Bond Fund (the "Fund") was able to provide its
shareholders with a positive overall return of 1.36% for the fiscal year
ending August 31, 1994 -- outperforming the Micropal Intermediate Municipal
Bond Fund Average by 79 basis points. The objective of this Fund is to
provide a high level of current income that is exempt from federal tax,
consistent with moderate risk of capital and maintenance of liquidity.

During the period under review, the Fund's net asset value declined from
$10.07 per share to end at $9.75 per share, and the Fund paid $0.48 per share
in dividends. The Fund's net assets grew to $16,351,218 at the end of the
reporting period, up from $202 held by the Fund on August 31, 1993. The net
assets of The Tax-Exempt Bond Portfolio (the "Portfolio"), in which The JPM
Institutional Tax Exempt Bond Fund invests, totaled approximately $410
million at August 31, 1994.

FISCAL YEAR REVIEW

Given our expectation that economic conditions would improve in the U.S.
during 1994, and hence bring on slightly higher rates in a shrinking universe
of municipal issues, we sought to emphasize flexibility within the Portfolio
during the first third of the fiscal year just past. As a result, the
Portfolio maintained a fairly neutral average maturity, relative to its
benchmark, of 5.5 years, and also sought to enhance its ongoing "barbell"
structure of balanced municipals in order to benefit from an expected
flattening of the yield curve.

<TABLE>
<S>                                    <C>        <C>                                    <C>
TABLE OF CONTENTS
Letter to the shareholders...........   1         Special fund-based services..........   5

Fund facts and highlights............   3         Financial statements.................   6

Fund performance.....................   4

</TABLE>

                                                                               1
<PAGE>

At the beginning of calendar year 1994, the Portfolio was tactically positioned
in anticipation of an interest rate rise. When the U.S. Federal Reserve raised
its Fed funds rate not once but five times during the second half of the fiscal
year (to 4.75%, from the 3.00% rate it had maintained since September 1992), we
positioned the Portfolio's average maturity to as little as 4.6 years, and were
therefore able to capitalize on the higher rates for municipal bonds, which are
directly attributable to higher rates on Treasuries (an inevitable
consequence of the Fed's actions).

Expecting that the Fed will additionally raise its short-term rates to as
high as 5.75% by calendar year-end 1994, the Fund closed out the fiscal year
with a duration of 5.0 years - 38 basis points shorter than its benchmark.

INVESTMENT OUTLOOK

We believe that interest rates will continue to trend upward as the U.S.
Federal Reserve aims to slow down economic growth in the U.S. We anticipate,
however, that most of these rising interest rates will occur at the short end
of the yield curve. One reason for this projection is that rate increases for
long-maturity instruments have already become pervasive and are fundamentally
attractive. We therefore think they are unlikely to undergo significant
change as additional rate actions are announced by the Fed.

Given this outlook, we believe that a duration more neutral to its benchmark is
in order, and we have structured the Portfolio so that it is well-positioned to
benefit from a continued yield curve flattening.

As always, we welcome your comments or questions. Please call J.P. Morgan Funds
Services toll free at (800) 521-5411.

Sincerely yours,


Evelyn E. Guernsey
J.P. Morgan Fund Services


MORGAN SERVES AS PORTFOLIO INVESTMENT ADVISOR, AND MAKES THE FUND AVAILABLE
SOLELY IN ITS CAPACITY AS SHAREHOLDER SERVICING AGENT FOR CUSTOMERS. THE
FUND'S DISTRIBUTOR IS SIGNATURE BROKER-DEALER SERVICES, INC. INVESTMENTS IN
THE FUND ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED OR ENDORSED BY,
MORGAN GUARANTY TRUST COMPANY OF NEW YORK OR ANY OTHER BANK. SHARES OF THE
FUND ARE NOT FEDERALLY INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION,
THE FEDERAL RESERVE BOARD, OR ANY OTHER GOVERNMENTAL AGENCY. INVESTMENT
RETURN AND PRINCIPAL VALUE OF AN INVESTMENT IN THE JPM INSTITUTIONAL TAX
EXEMPT BOND FUND CAN FLUCTUATE, SO AN INVESTOR'S SHARES WHEN REDEEMED MAY BE
WORTH MORE OR LESS THAN THEIR ORIGINAL COST.

Performance data quoted herein represent past performance. Please remember
that past performance is not a guarantee of future performance. Fund returns
are net of fees. All returns assume the reinvestment of Fund distributions.
The JPM Institutional Tax Exempt Bond Fund invests all of its investable
assets in The Tax Exempt Bond Portfolio, a separately registered investment
company which is not available to the public but only to other collective
investment vehicles such as the Fund. Consistent with applicable regulatory
guidance, performance for The JPM Institutional Tax Exempt Bond Fund prior to
December 31, 1993, reflects the performance of The Pierpont Tax Exempt Bond
Fund, the predecessor entity to The Tax Exempt Bond Portfolio which had a
substantially similar investment objective and restrictions as the Portfolio.
The performance reflects deduction of the charges and expenses of The
Pierpont Tax Exempt Bond Fund, which were higher than the estimated charges
and expenses for The JPM Institutional Tax Exempt Bond Fund, after waiver.
MORE COMPLETE INFORMATION ABOUT THE FUND, INCLUDING MANAGEMENT FEES AND OTHER
EXPENSES, IS PROVIDED IN THE PROSPECTUS, WHICH SHOULD BE READ CAREFULLY
BEFORE INVESTING. YOU MAY OBTAIN A COPY OF THE PROSPECTUS BY CALLING (800)
766-7722.

2

<PAGE>
FUND FACTS

INVESTMENT OBJECTIVE

The JPM Institutional Tax Exempt Bond Fund seeks to provide a high level of
current income that is exempt from federal income tax and to maintain a high
level of liquidity. It is designed for investors who seek current income exempt
from income tax, stability of capital and liquidity.
- -------------------------------------------
INCEPTION DATE
7/12/93
- -------------------------------------------
NET ASSETS AS OF 8/31/94 ($ MILLIONS)
16
- -------------------------------------------
EX-DIVIDEND DATES
8/29/94, 12/19/94
- -------------------------------------------
DIVIDEND PAYABLE DATES
MONTHLY
- -------------------------------------------
CAPITAL GAIN PAYABLE DATES (IF ANY)
12/12/94

EXPENSE RATIO

The Fund's current annual expense ratio of .50% covers shareholders' expenses
for custody, tax reporting, investment advisory and shareholder services,
after reimbursement. The Fund is no-load and does not charge any sales,
redemption, or exchange fees. There are no additional charges for buying,
selling, or safekeeping Fund shares, or for wiring dividend or redemption
proceeds from the Fund.

FUND HIGHLIGHTS
(ALL DATA AS OF AUGUST 31, 1994)

SECTOR ALLOCATION


Pie chart depicting the allocation of the Fund's investment
securities held at August 31, 1994 by investment categories.  The
pie is broken in pieces representing investment categories in the
following percentages:

<TABLE>
<CAPTION>
INVESTMENT CATEGORY           PERCENTAGE
<S>                           <C>
Insured                       26.7%
Revenue                       24.3%
General Obligations           22.3%
Pre-refunded                  22.2%
Crossover refunded            2.6%
Cash                          1.4%
Private Placements            0.5%
</TABLE>

30-DAY SEC YIELD

  4.86%

DURATION

  5.0 years

QUALITY BREAKDOWN

  AAA  50%
  AA   30%
  A    20%

                                                                               3
<PAGE>
FUND PERFORMANCE

EXAMINING PERFORMANCE

There are several ways to evaluate a mutual fund's historical performance
record. One approach is to look at the growth of a hypothetical investment of
$10,000. The chart at right shows that $10,000 invested at the inception of the
Fund's predecessor fund would have grown to $19,753 by August 31, 1994.

Another way to look at performance is to review a fund's average annual total
returns; these figures represent the average yearly change of the Fund's value
over various time periods, typically 1, 5 or 10 years (or since inception). For
example, a hypothetical fund whose value increased by 4.0% in 1992 and 6.0% in
1993 had an average annual total return of 5.0% over the two-year
period.

Line graph with two axes: the X-axis represents years of
operations; the Y-axis represents dollar value.  The graph plots
three lines: the first line represents the growth of a ten
thousand dollar investment in the Fund from October 3, 1984
(inception) to August 31, 1994; the second line represents the
growth of a ten thousand dollar investment in a portfolio of
securities reflecting the composition of the Lehman Brothers
Quality Intermediate Municipal Bond index for the same time
period; the third line represents the growth of a ten thousand
dollar investment in a portfolio of securities reflecting the
composition of the Micropal Intermediate Municipal Bond Fund
Average for the same time period.  The graph points are as
follows:

<TABLE>
<CAPTION>

Year      Fund investment  Lehman investment  Micropal investment
<S>       <C>              <C>                <C>

0         $ 10,000         $ 10,000           $ 10,000
1           11,684           11,890
2           12,134           12,590
3           12,818           13,119
4           13,858           14,191
5           14,641           15,128
6           16,203           16,802
7           17,737           18,576
8           19,488           20,594
9           19,753           20,890
10          21,525           23,928             20,951

</TABLE>

<TABLE>
<CAPTION>
PERFORMANCE                                        TOTAL RETURNS             AVERAGE ANNUAL TOTAL RETURNS
                                                   ---------------------------------------------------------------

                                                       THREE       YEAR           ONE        FIVE       SINCE
AS OF AUGUST 31, 1994                                  MONTHS      TO DATE        YEAR       YEARS      INCEPTION*
- ------------------------------------------------------------------------------------------------------------------
<S>                                                   <C>         <C>         <C>         <C>           <C>
The JPM Institutional Tax Exempt Bond Fund               1.29%       -0.80%       1.36%       7.35%        8.17%
Lehman Brothers Quality Intermediate Municipal
  Bond                                                   1.58%       -0.94%       1.44%       8.04%        9.20%
Micropal Intermediate Municipal Bond Fund Average        1.31%       -1.47%       0.57%       6.99%        7.70%
<CAPTION>
AS OF JUNE 30, 1994
- ------------------------------------------------------------------------------------------------------------------
<S>                                                   <C>         <C>         <C>         <C>           <C>
The JPM Institutional Tax Exempt Bond Fund               0.77%       -2.28%       1.42%       7.14%        8.15%
Lehman Brothers Quality Intermediate Municipal
  Bond                                                   1.17%       -2.71%       1.42%       7.82%        9.16%
Micropal Intermediate Municipal Bond Fund Average        0.95%       -3.06%       0.62%       6.80%        7.66%
<FN>

*10/3/84 IS THE INCEPTION DATE OF FUND'S PREDECESSOR FUND, THE PIERPONT TAX
EXEMPT BOND FUND.

PAST PERFORMANCE IS NOT A GUARANTEE OF FUTURE RESULTS. ALL RETURNS ASSUME THE
REINVESTMENT OF DISTRIBUTIONS AND REFLECT REIMBURSEMENT OF CERTAIN FUND AND
PORTFOLIO EXPENSES AS DESCRIBED IN THE PROSPECTUS. THE MICROPAL MUTUAL FUND
RATING SERVICE IS A LEADING RESOURCE FOR MUTUAL FUND DATA. MICROPAL CONTAINS
PERFORMANCE INFORMATION AND PORTFOLIO CHARACTERISTICS FOR OVER 20,000 FUNDS
WORLDWIDE, INCLUDING NEARLY 5,000 IN THE U.S. THE JPM INSTITUTIONAL TAX
EXEMPT BOND FUND INVESTS ALL OF ITS INVESTABLE ASSETS IN THE TAX EXEMPT BOND
PORTFOLIO, A SEPARATELY REGISTERED INVESTMENT COMPANY WHICH IS NOT AVAILABLE
TO THE PUBLIC BUT ONLY TO OTHER COLLECTIVE INVESTMENT VEHICLES SUCH AS THE
FUND.

</TABLE>

4
<PAGE>
THE JPM INSTITUTIONAL TAX EXEMPT BOND FUND
STATEMENT OF ASSETS AND LIABILITIES
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<S>                                                                              <C>
ASSETS
        Investment in The Tax Exempt Bond Portfolio ("Portfolio") at value      $16,352,127
        Deferred Organization Expense (Note 1d)                                      37,471
        Receivable for Expense Reimbursements                                        53,343
                                                                                 ----------
            Total Assets                                                         16,442,941
                                                                                 ----------

LIABILITIES
        Shareholder Servicing Fee Payable (Note 2c)                                   2,695
        Dividend Payable (Note 1c)                                                      529
        Administration Fee Payable (Note 2a)                                            392
        Fund Services Fee Payable (Note 2d)                                             161
        Accrued Expenses                                                             24,555
                                                                                 ----------
            Total Liabilities                                                        28,332
                                                                                 ----------

NET ASSETS
        Applicable to 1,682,747 Shares of Beneficial Interest Outstanding (par
         value $0.001)                                                          $16,414,609
                                                                                 ----------
                                                                                 ----------
        Net Asset Value, Offering and Redemption Price Per Share                      $9.75
                                                                                 ----------
                                                                                 ----------
ANALYSIS OF NET ASSETS
        Paid-in Capital                                                         $16,633,055
        Accumulated Net Realized Loss on Investments                                (64,769)
        Net Unrealized Depreciation of Investments                                 (153,677)
                                                                                 ----------
            Net Assets                                                          $16,414,609
                                                                                 ----------
                                                                                 ----------
</TABLE>

See Accompanying Notes.

                                                                               5
<PAGE>
THE JPM INSTITUTIONAL TAX EXEMPT BOND FUND
STATEMENT OF OPERATIONS
FOR THE FISCAL YEAR ENDED AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<S>                                                                  <C>        <C>
INVESTMENT INCOME ALLOCATED FROM PORTFOLIO (NOTE 1B)
        Allocated Interest Income                                               $ 329,709
        Allocated Portfolio Expenses                                              (26,738)
                                                                                ---------
            Net Investment Income Allocated from Portfolio                        302,971
                                                                                ---------

EXPENSES
        Printing Expense                                             $  29,421
        Registration Fees                                               24,658
        Transfer Agent Fees                                             13,779
        Professional Fees                                               13,757
        Amortization of Organization Expense (Note 1d)                   9,705
        Shareholder Servicing Fee (Note 2c)                              3,172
        Administration Fee (Note 2a)                                     1,859
        Miscellaneous                                                    1,218
        Fund Services Fee (Note 2d)                                        686
        Trustees' Fees and Expenses (Note 2e)                              569
                                                                     ---------
            Total Expenses                                              98,824
        Less: Reimbursement of Expenses (Note 2b)                      (93,846)
                                                                     ---------
NET EXPENSES                                                                        4,978
                                                                                ---------

NET INVESTMENT INCOME                                                             297,993

NET REALIZED LOSS ON INVESTMENTS ALLOCATED FROM PORTFOLIO                         (83,505)

NET CHANGE IN UNREALIZED APPRECIATION OF INVESTMENTS ALLOCATED FROM
 PORTFOLIO                                                                       (153,679)
                                                                                ---------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS                            $  60,809
                                                                                ---------
                                                                                ---------
</TABLE>

See Accompanying Notes.

6
<PAGE>
THE JPM INSTITUTIONAL TAX EXEMPT BOND FUND
STATEMENT OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                FOR THE PERIOD JULY
                                                                                                     12, 1993
                                                                              FOR THE FISCAL     (COMMENCEMENT OF
                                                                                YEAR ENDED      OPERATIONS) THROUGH
                                                                              AUGUST 31, 1994     AUGUST 31, 1993
                                                                              ---------------  ---------------------
<S>                                                                           <C>              <C>
INCREASE (DECREASE) IN NET ASSETS
 FROM OPERATIONS
        Net Investment Income                                                  $     297,993         $       1
        Net Realized Loss on Investments Allocated from Portfolio                    (83,505)               --
        Net Change in Unrealized Appreciation of Investments Allocated from
         Portfolio                                                                  (153,679)                2
                                                                              ---------------              ---
            Net Increase in Net Assets Resulting from Operations                      60,809                 3
                                                                              ---------------              ---
DIVIDENDS TO SHAREHOLDERS FROM
        Net Investment Income                                                       (297,993)               (1)
                                                                              ---------------              ---
TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST (NOTE 3)
        Proceeds from Shares of Beneficial Interest Sold                          18,838,099               100
        Reinvestment of Dividends                                                    293,542                --
        Cost of Shares of Beneficial Interest Redeemed                            (2,480,050)               --
                                                                              ---------------              ---
            Net Increase from Transactions in Shares of Beneficial Interest       16,651,591               100
                                                                              ---------------              ---
            Total Increase in Net Assets                                          16,414,407               102
NET ASSETS
        Beginning of Period                                                              202               100
                                                                              ---------------              ---
        End of Period                                                          $  16,414,609         $     202
                                                                              ---------------              ---
                                                                              ---------------              ---
</TABLE>

See Accompanying Notes.

                                                                               7
<PAGE>
THE JPM INSTITUTIONAL TAX EXEMPT BOND FUND
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------

Selected data for a share outstanding throughout each period are as follows:

<TABLE>
<CAPTION>
                                                                                                FOR THE PERIOD JULY
                                                                                                      12, 1993
                                                                               FOR THE FISCAL     (COMMENCEMENT OF
                                                                                 YEAR ENDED     OPERATIONS) THROUGH
                                                                               AUGUST 31, 1994    AUGUST 31, 1993
                                                                               ---------------  --------------------
<S>                                                                            <C>              <C>
NET ASSET VALUE, BEGINNING OF PERIOD                                                $   10.07      $   10.00
                                                                                       ------         ------
INCOME FROM INVESTMENT OPERATIONS
Net Investment Income                                                                    0.48           0.06
Net Realized and Unrealized
 Gain (Loss) on Investments Allocated from Portfolio                                    (0.32)          0.07
                                                                                       ------         ------
Total from Investment Operations                                                         0.16           0.13
                                                                                       ------         ------
LESS DIVIDENDS TO SHAREHOLDERS FROM
Net Investment Income                                                                   (0.48)         (0.06)
                                                                                       ------         ------
NET ASSET VALUE, END OF PERIOD                                                      $    9.75      $   10.07
                                                                                       ------         ------
                                                                                       ------         ------
Total Return                                                                             1.61%          1.39+
RATIOS AND SUPPLEMENTAL DATA
Net Assets, End of Period (in Thousands)                                              $16,415             --*
Ratios to Average Net Assets:
    Expenses                                                                             0.50%          0.00%(a)
    Net Investment Income                                                                4.70%          3.56%(a)
    Decrease Reflected in above Expense Ratios due to Reimbursements and Fee
     Waivers by Morgan                                                                   1.48%          2.50%(a)
<FN>

(+) Not annualized.
(a) Annualized.
(*) Net Assets at August 31, 1993 were $202.
</TABLE>

See Accompanying Notes.

8
<PAGE>
THE JPM INSTITUTIONAL TAX EXEMPT BOND FUND
NOTES TO FINANCIAL STATEMENTS
AUGUST 31, 1994
- --------------------------------------------------------------------------------

The JPM Institutional Tax Exempt Bond Fund (the "Fund") is a separate series of
The JPM Institutional Funds, a Massachusetts business trust (the "Trust"), which
was organized on November 4, 1992. The Trust is registered under the Investment
Company Act of 1940, as amended, as a diversified open-end management investment
company. The Fund commenced operations on July 12, 1993.

The Fund invests all of its investable assets in The Tax Exempt Bond Portfolio
(the "Portfolio"), a diversified open-end management investment company having
the same investment objectives as the Fund. The value of such investment
reflects the Fund's proportionate interest in the net assets of the Portfolio
(4% at August 31, 1994). The performance of the Fund is directly affected by the
performance of the Portfolio. The financial statements of the Portfolio,
including the schedule of investments, are included elsewhere in this report and
should be read in conjunction with the Fund's financial statements.

1.  SIGNIFICANT ACCOUNTING POLICIES:

The following is a summary of the significant accounting policies of the Fund:

    a)Valuation of securities by the Portfolio is discussed in Note 1 of the
      Portfolio's Notes to Financial Statements which are included elsewhere in
      this report.

    b)The Fund records its share of net investment income, realized and
      unrealized gain and loss and adjusts its investment in the Portfolio each
      day. All the net investment income and realized and unrealized gain and
      loss of the Portfolio is allocated pro rata among the Fund and other
      investors in the Portfolio at the time of such determination.

    c)Substantially all the Fund's net investment income is declared as
      dividends daily and paid monthly. Distributions to shareholders of net
      realized capital gain, if any, are declared and paid annually.

    d)The Fund incurred organization expenses in the amount of $48,567. These
      costs were deferred and are being amortized by the Fund on a straight-line
      basis over a five-year period from the commencement of operations.

    e)Each series of the Trust is treated as a separate entity for federal
      income tax purposes. The Fund's policy is to comply with the provisions of
      the Internal Revenue Code of 1986, as amended, applicable to regulated
      investment companies and to distribute substantially all of its income,
      including net realized capital gains, if any, within the prescribed time
      periods. Accordingly, no provision for federal income or excise tax is
      necessary.

    f)The Fund intends to elect for Federal income tax purposes to treat
      approximately $64,769 of net capital losses that arose after October 31,
      1993 ("post-October losses") within the taxable year as if arising on the
      first business day of the Fund's next taxable year.

    g)Expenses incurred by the Trust with respect to any two or more funds in
      the Trust are allocated in proportion to the net assets of each fund in
      the Trust, 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.

                                                                               9
<PAGE>
THE JPM INSTITUTIONAL TAX EXEMPT BOND FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
- --------------------------------------------------------------------------------

    h)The Fund has adopted Statement of Position 93-2 in Determination,
      Disclosure, and Financial Statement Presentation of Income, Capital Gain
      and Return of Capital Distributions by Investment Companies. Accordingly,
      permanent book and tax basis differences relating to shareholder
      distributions are reclassified to paid-in capital. The cumulative effect
      of such differences totaling $18,736 were reclassified from accumulated
      net realized loss, to paid-in capital. Net investment income, net realized
      gains, and net assets were not affected by this change.

2.  TRANSACTIONS WITH AFFILIATES:

    a)The Trust retains Signature Broker-Dealer Services, Inc. ("Signature") to
      serve as Administrator and Distributor. Signature provides administrative
      services necessary for the operations of the Fund, furnishes office space
      and facilities required for conducting the business of the Fund and pays
      the compensation of the Fund's officers affiliated with Signature.
      Effective October 1, 1993, Signature receives a fee at an annual rate of
      0.04% of the first $1 billion of the aggregate average daily net assets of
      the Fund, the other funds in the Trust, The Pierpont Funds, and The JPM
      Institutional Plus Fund (the "aggregate funds"), 0.032% of the next $2
      billion of the aggregate funds' average daily net assets, 0.024% of the
      next $2 billion of the aggregate funds' average daily net assets, and
      0.016% of the aggregate funds' average daily net assets in excess of $5
      billion. Prior to October 1, 1993, the administration fee was at the
      annual rate of 0.05% of the first $1 billion of the aggregate funds'
      average daily net assets, 0.04% of the next $2 billion of the aggregate
      funds' average daily net assets, 0.03% of the next $2 billion of the
      aggregate funds' average daily net assets, and 0.02% of the aggregate
      funds' average daily net assets in excess of $5 billion. For the fiscal
      year ended August 31, 1994, the Fund's portion of Signature's fee for
      these services amounted to $1,859.

    b)The Trust, on behalf of the Fund, has a Financial and Fund Accounting
      Services Agreement ("Services Agreement") with Morgan Guaranty Trust
      Company of New York ("Morgan") under which Morgan receives a fee, based on
      the percentage described below, for overseeing certain aspects of the
      administration and operation of the Fund. The Services Agreement is also
      designed to provide an expense limit for certain expenses of the Fund. If
      total expenses of the Fund, excluding the shareholder servicing fee, the
      fund services fee and amortization of organization expenses, exceed the
      expense limit of 0.05% of the Fund's average daily net assets, Morgan will
      reimburse the Fund for the excess expense amount and receive no fee.
      Should such expenses be less than the expense limit, Morgan's fee would be
      limited to the difference between such expenses and the fee calculated
      under the Services Agreement. For the fiscal year ended August 31, 1994,
      Morgan agreed to reimburse the Fund $82,093 for excess expenses. In
      addition to the expenses that Morgan assumes under the Services Agreement,
      Morgan has agreed to reimburse the Fund to the extent necessary to
      maintain the total operating expenses of the Fund, including the expenses
      allocated to the Fund from the Portfolio, at no more than 0.50% of the
      average daily net assets of the Fund through August 31, 1994. For the
      fiscal year ended August 31, 1994, Morgan has agreed to reimburse the Fund
      $11,753 for expenses which exceeded this limit.

10
<PAGE>
THE JPM INSTITUTIONAL TAX EXEMPT BOND FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
- --------------------------------------------------------------------------------

    c)The Trust, on behalf of the Fund, has a Shareholder Servicing Agreement
      with Morgan. The Agreement provides for the Fund to pay Morgan a fee for
      these services which is computed daily and may be paid monthly at an
      annual rate of 0.05% of the average daily net assets of the Fund. For the
      fiscal year ended August 31, 1994, the fee for these services amounted to
      $3,172.

    d)Effective January 15, 1994, the Trust, on behalf of the Fund, entered into
      a Fund Services Agreement with Pierpont Group, Inc. ("Group") to assist
      the Trustees in exercising their overall supervisory responsibilities for
      the Trust's affairs. The Trustees of the Trust are the sole shareholders
      of Group. The Fund's allocated portion of Group's costs in performing its
      services amounted to $686 for the period January 15, 1994 to August 31,
      1994.

    e)An aggregate annual fee of $55,000 is paid to each Trustee for serving as
      a Trustee of the Pierpont Funds, The JPM Institutional Funds, The JPM
      Institutional Plus Fund and their corresponding Portfolios. The trustee
      fee expense shown in the financial statements represents the Fund's
      allocated portion of the total fees and expenses.

3.  TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST:

The Declaration of Trust permits the Trustees to issue an unlimited number of
full and fractional shares of beneficial interest of one or more series. To date
the Trust has authorized shares of fourteen series of which the Fund's shares
represent one series. Transactions in shares of beneficial interest of the Fund
were as follows:

<TABLE>
<CAPTION>
                                                                            FOR THE PERIOD JULY 12,
                                                          FOR THE FISCAL     1993 (COMMENCEMENT OF
                                                            YEAR ENDED        OPERATIONS) THROUGH
                                                          AUGUST 31, 1994       AUGUST 31, 1993
                                                          ---------------  -------------------------
<S>                                                       <C>              <C>
Shares sold                                                   1,908,685                   10
Reinvestment of dividends                                        29,981                   --
Shares redeemed                                                (255,939)                  --
                                                                                          --
                                                          ---------------
Net Increase                                                  1,682,727                   10
                                                          ---------------                 --
                                                          ---------------                 --

</TABLE>
                                                                              11
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS

To the Trustees and Shareholders of
The JPM Institutional Tax Exempt Bond Fund

In our opinion, the accompanying statement of assets and liabilities and the
related statements of operations and of changes in net assets and the financial
highlights present fairly, in all material respects, the financial position of
The JPM Institutional Tax Exempt Bond Fund (the "Fund") at August 31, 1994, the
results of its operations for the year then ended, and the changes in its net
assets and the financial highlights for the year then ended and for the period
July 12, 1993 (commencement of operations) through August 31, 1993, in
conformity with generally accepted accounting principles. These financial
statements and financial highlights (hereafter referred to as "financial
statements") are the responsibility of the Fund's management; our responsibility
is to express an opinion on these financial statements based on our audits. We
conducted our audits of these financial statements in accordance with generally
accepted auditing standards which require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements, assessing
the accounting principles used and significant estimates made by management, and
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for the opinion expressed above.

PRICE WATERHOUSE LLP
New York, New York
October 25, 1994

12
<PAGE>
                         THE TAX EXEMPT BOND PORTFOLIO
                         ANNUAL REPORT AUGUST 31, 1994

               (THE FOLLOWING PAGES SHOULD BE READ IN CONJUNCTION
                WITH THE JPM INSTITUTIONAL TAX EXEMPT BOND FUND
                          ANNUAL FINANCIAL STATEMENTS)

                                                                              13
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                  RATINGS
 PRINCIPAL                                                       MOODY'S/S&P  MATURITY
  AMOUNT          SECURITY DESCRIPTION        TYPE OF SECURITY   (UNAUDITED)    DATE       RATE        VALUE
- -----------  ------------------------------  ------------------  ---------  -----------   -------   ------------
<S>          <S>                             <C>                 <C>        <C>           <C>       <C>
ALABAMA (2.5%)
$ 5,400,000  Birmingham (Crossover
               Refunded, Series K).........  General Obligation  A1/AA      10/01/95(A)     9.80%   $  5,816,772
  2,180,000  Childersburg Industrial
               Development Board, PCR,
               (Kimberly Clark Corp.
               Project, Escrowed to
               Maturity)...................  Revenue Bond        Aa2/AA     11/15/99        7.40       2,304,478
  1,000,000  Alabama Mental Health Finance
               Authority (Series 1989) MBIA
               Insured.....................  Revenue Bond        Aaa/AAA    05/01/01       7.375       1,108,250
  1,000,000  Daphne Special Care Facilities
               Financing Authority
               (Presbyterian Retirement,
               Series A, Prerefunded)......  Revenue Bond        NR/NR      08/15/01(A)     7.30       1,125,570
                                                                                                    ------------
             Total Alabama                                                                            10,355,070
                                                                                                    ------------
ALASKA (1.8%)
  1,000,000  Anchorage (Series 1990A) AMBAC
               Insured.....................  General Obligation  Aaa/AAA    02/01/00        6.85       1,082,840
  3,000,000  North Slope Borough (Series
               1992A) MBIA Insured.........  General Obligation  Aaa/AAA    06/30/00        5.55       3,080,820
  2,000,000  Anchorage (Refunding, Series
               1991) MBIA Insured..........  General Obligation  Aaa/AAA    07/01/02        6.60       2,143,680
  1,075,000  Anchorage (Refunding, Series
               1989) AMBAC Insured.........  General Obligation  Aaa/AAA        (B)         7.10       1,159,355
                                                                                                    ------------
             Total Alaska                                                                              7,466,695
                                                                                                    ------------
ARIZONA (0.8%)
  2,000,000  Mesa (Series 1991) AMBAC
               Insured.....................  General Obligation  Aaa/AAA    07/01/00        5.90       2,094,060
  1,000,000  Maricopa County, School
               District #11 (Peoria Unified
               School Improvement, Series
               1990H, Prerefunded) MBIA
               Insured.....................  General Obligation  Aaa/AAA    07/01/01(A)     7.00       1,110,200
                                                                                                    ------------
             Total Arizona                                                                             3,204,260
                                                                                                    ------------
CALIFORNIA (4.3%)
  4,000,000  Los Angeles Department of
               Water & Power (California
               Electric Plant, Crossover
               Refunded)...................  Revenue Bond        Aa/AA      05/15/00(A)    7.125       4,441,480
  2,500,000  Los Angeles Transportation
               Commission (Sales Tax
               Revenue, Series 1992B) FGIC
               Insured.....................  Revenue Bond        Aaa/AAA    07/01/01        5.75       2,599,850
</TABLE>

See Accompanying Notes.

14
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                  RATINGS
 PRINCIPAL                                                       MOODY'S/S&P  MATURITY
  AMOUNT          SECURITY DESCRIPTION        TYPE OF SECURITY   (UNAUDITED)    DATE       RATE        VALUE
- -----------  ------------------------------  ------------------  ---------  -----------   -------   ------------
<S>          <S>                             <C>                 <C>        <C>           <C>       <C>
CALIFORNIA (CONTINUED)
$ 8,740,000  California Public Works Board
               Lease Revenue (State
               Prisons, Refunding) AMBAC
               Insured.....................  Revenue Bond        Aaa/AAA    12/01/05        5.25%   $  8,586,351
  1,850,000  Kaweah Delta Hospital
               District, Tubre County,
               Series G....................  Revenue Bond        NR/NR      06/01/14        6.40       1,850,000
                                                                                                    ------------
             Total California                                                                         17,477,681
                                                                                                    ------------
COLORADO (1.9%)
  4,200,000  Colorado Post Secondary
               Educational Facilities
               Authority (Auraria Higher
               Education Center,
               Certificates of
               Participation,
               Prerefunded)................  Revenue Bond        NR/AAA     09/01/95(A)     9.75       4,509,120
  3,100,000  Denver City and County
               Airport, (Stapleton
               International Airport,
               Series 1982, Escrowed to
               Maturity)...................  Revenue Bond        Aaa/AAA    12/01/95       10.00       3,310,397
                                                                                                    ------------
             Total Colorado                                                                            7,819,517
                                                                                                    ------------
CONNECTICUT (3.5%)
  2,000,000  Connecticut Housing Finance
               Authority (Housing Mortgage
               Finance Program, Series
               1987B)......................  Revenue Bond        Aa/AA      11/15/97        8.10       2,119,920
  5,000,000  Connecticut (Special Tax
               Obligation, Transportation
               Infrastructure, Series
               1987A)......................  Revenue Bond        A1/AA-     09/01/01        4.75       4,890,850
  2,815,000  Connecticut (Special Tax
               Obligation, Transportation
               Infrastructure, Series
               1991A)......................  Revenue Bond        A1/AA-     06/01/04        6.60       3,039,637
  4,150,000  Connecticut (Special Tax
               Obligation, Transportation
               Infrastructure, Series B)...  Revenue Bond        A1/AA-     09/01/06        6.00       4,300,977
                                                                                                    ------------
             Total Connecticut                                                                        14,351,384
                                                                                                    ------------
DISTRICT OF COLUMBIA (2.8%)
  7,500,000  District of Columbia
               (Refunding, Series C) FGIC
               Insured.....................  General Obligation  Aaa/AAA    12/01/03        5.25       7,338,225
  3,000,000  District of Columbia
               (Refunding, Series A) MBIA
               Insured.....................  General Obligation  Aaa/AAA    06/01/07        6.00       3,007,590
  1,000,000  Washington, D.C.
               Transportation Authority
               (Refunding, Series 1993)
               FGIC Insured................  Revenue Bond        Aaa/AAA    07/01/07        6.00       1,023,280
                                                                                                    ------------
             Total District of Columbia                                                               11,369,095
                                                                                                    ------------
</TABLE>

See Accompanying Notes.

                                                                              15
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                  RATINGS
 PRINCIPAL                                                       MOODY'S/S&P  MATURITY
  AMOUNT          SECURITY DESCRIPTION        TYPE OF SECURITY   (UNAUDITED)    DATE       RATE        VALUE
- -----------  ------------------------------  ------------------  ---------  -----------   -------   ------------
<S>          <S>                             <C>                 <C>        <C>           <C>       <C>
FLORIDA (1.0%)
$ 1,535,000  Florida Board of Education
               (Capital Outlay, Series
               1986C, Escrowed to
               Maturity)...................  General Obligation  Aaa/AA     06/01/01        7.00%   $  1,632,964
    465,000  Florida Board of Education
               (Outlay, Full Faith and
               Credit, Series 1986C).......  General Obligation  Aa/AA      06/01/01        7.00         488,236
  2,000,000  Volusia County, School
               District (Refunding, Series
               1991) FGIC Insured..........  General Obligation  Aaa/AAA    08/01/02        6.10       2,134,160
                                                                                                    ------------
             Total Florida                                                                             4,255,360
                                                                                                    ------------
GEORGIA (4.6%)
  1,155,000  Georgia Residential Finance
               Authority (Single Family
               Insured Mortgages, 1986A)
               FHA Insured.................  Revenue Bond        Aa/AA+     12/01/98        6.60       1,214,921
  8,070,000  Georgia (Series C)............  General Obligation  Aaa/AA+    07/01/05        6.50       8,838,668
  1,000,000  Georgia Municipal Electric
               Power Authority (Series
               D)..........................  Revenue Bond        A/A+       01/01/06        6.00       1,020,500
  1,520,000  Georgia (Series D)............  General Obligation  Aaa/AA+    08/01/06        6.80       1,689,556
  2,705,000  Georgia (Series D)............  General Obligation  Aaa/AA+    08/01/08        6.50       2,921,643
  3,000,000  Georgia (Series B)............  General Obligation  Aaa/AA+    03/01/10        6.30       3,183,420
                                                                                                    ------------
             Total Georgia                                                                            18,868,708
                                                                                                    ------------
HAWAII (0.5%)
  2,000,000  Honolulu (City & County
               Refunding and Improvement,
               Series B)...................  General Obligation  Aa/AA      10/01/11        5.50       1,900,060
                                                                                                    ------------
ILLINOIS (7.0%)
  3,775,000  Cook County (Illinois
               Community College, District
               508, Series C) MBIA
               Insured.....................  General Obligation  Aaa/AAA    12/01/95        6.90       3,893,309
  1,640,000  Illinois (Prerefunded)........  General Obligation  Aa/AAA     06/01/97(A)     7.50       1,790,306
  2,500,000  Cook County (Series 1991)
               AMBAC Insured...............  General Obligation  Aaa/AAA    11/01/98        6.10       2,620,250
    950,000  Kendall Kane & Will Counties
               Community Unit School
               District #308, FGIC
               Insured.....................  General Obligation  Aaa/AAA    03/01/99        6.20         995,809
  3,350,000  Illinois Sales Tax Revenue
               (Series R)..................  Revenue Bond        Aa/AAA     06/15/01        4.60       3,219,283
  4,000,000  Illinois (Series 1992)........  General Obligation  Aa/AA-     10/01/01        6.00       4,160,960
  1,000,000  University of Illinois
               (Auxiliary Facilities,
               Series 1992N, Escrowed to
               Maturity)...................  Revenue Bond        Aaa/AAA    10/01/01        6.00       1,041,430
</TABLE>

See Accompanying Notes.

16
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                  RATINGS
 PRINCIPAL                                                       MOODY'S/S&P  MATURITY
  AMOUNT          SECURITY DESCRIPTION        TYPE OF SECURITY   (UNAUDITED)    DATE       RATE        VALUE
- -----------  ------------------------------  ------------------  ---------  -----------   -------   ------------
<S>          <S>                             <C>                 <C>        <C>           <C>       <C>
ILLINOIS (CONTINUED)
$ 2,000,000  Illinois (Series 1986)........  General Obligation  Aa/AA-     12/01/01        6.25%   $  2,081,220
  2,000,000  Illinois (Refunding, Series
               1987).......................  General Obligation  Aa/AA-     04/01/02        6.50       2,093,040
  2,000,000  Illinois (Building Sales Tax
               Revenue, Series 1991O)......  Revenue Bond        Aa/AAA     06/15/02        6.00       2,096,000
  3,280,000  Cook County (Refunding, Series
               C) FGIC Insured.............  General Obligation  Aaa/AAA    11/15/04        5.80       3,376,366
  1,500,000  Chicago O'Hare International
               Airport (Refunding, Series
               C-1) MBIA Insured...........  Revenue Bond        Aaa/AAA    01/01/09        5.75       1,476,855
                                                                                                    ------------
             Total Illinois                                                                           28,844,828
                                                                                                    ------------
INDIANA (1.9%)
  4,175,000  Indiana Bond Bank Common
               School Fund, AMBAC Insured..  Revenue Bond        Aaa/AAA    02/01/97        4.10       4,119,180
  3,915,000  Indiana Transportation Finance
               Authority (Highway Revenue
               Refunding, Series A) AMBAC
               Insured.....................  Revenue Bond        Aaa/AAA    06/01/09        5.25       3,637,074
                                                                                                    ------------
             Total Indiana                                                                             7,756,254
                                                                                                    ------------
KENTUCKY (1.4%)
    885,000  Kentucky Higher Education
               Student Loan Corp., (Insured
               Student Loan Revenue, Series
               1985A)......................  Revenue Bond        A/A+       12/01/94        8.40         898,470
  4,400,000  Kentucky Turnpike Authority,
               (Series A, Escrowed to
               Maturity)...................  Revenue Bond        Aaa/AAA    07/01/02        7.10       4,836,788
                                                                                                    ------------
             Total Kentucky                                                                            5,735,258
                                                                                                    ------------
LOUISIANA (0.7%)
  2,900,000  Louisiana (Series A)..........  General Obligation  Baa1/A     02/01/96        5.50       2,929,000
                                                                                                    ------------
MARYLAND (2.3%)
  1,000,000  Maryland Department of
               Transportation, (Series
               1990, Prerefunded)..........  Revenue Bond        Aaa/AAA    08/15/99(A)     6.70       1,093,010
  3,150,000  Montgomery County (Public
               Improvement Refunding,
               Series 1992A)...............  General Obligation  Aaa/AAA    07/01/00        5.20       3,216,402
  3,000,000  Maryland (3rd Series).........  General Obligation  Aaa/AAA    07/15/03        6.40       3,219,690
</TABLE>

See Accompanying Notes.

                                                                              17
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                  RATINGS
 PRINCIPAL                                                       MOODY'S/S&P  MATURITY
  AMOUNT          SECURITY DESCRIPTION        TYPE OF SECURITY   (UNAUDITED)    DATE       RATE        VALUE
- -----------  ------------------------------  ------------------  ---------  -----------   -------   ------------
<S>          <S>                             <C>                 <C>        <C>           <C>       <C>
MARYLAND (CONTINUED)
$ 2,000,000  Montgomery County (Public
               Improvement Refunding,
               Series 1992A)...............  General Obligation  Aaa/AAA    07/01/05        5.70%   $  2,061,780
                                                                                                    ------------
             Total Maryland                                                                            9,590,882
                                                                                                    ------------
MASSACHUSETTS (4.3%)
  2,890,000  Massachusetts Municipal
               Wholesale Electric Co.,
               (Power Supply System
               Revenue, Refunding, Series
               A, Prerefunded).............  Revenue Bond        Aaa/AAA    01/01/95(A)    13.00       3,043,604
  6,500,000  Massachusetts (Refunding,
               Series B)...................  General Obligation  A/A+       11/01/01        5.00       6,445,530
  1,060,000  Wareham School Project Loan
               Bonds, AMBAC Insured........  General Obligation  Aaa/AAA    01/15/03        6.80       1,167,049
  5,000,000  Massachusetts (Refunding,
               Series B)...................  General Obligation  A/A+       11/01/06        5.40       4,877,700
  1,800,000  Massachusetts Bay
               Transportation Authority
               (General Transportation
               System, Refunding, Series
               A)..........................  Revenue Bond        A/A+       03/01/08        7.00       1,989,594
                                                                                                    ------------
             Total Massachusetts                                                                      17,523,477
                                                                                                    ------------
MINNESOTA (2.5%)
  6,065,000  Western Minnesota Municipal
               Power Agency (Series 1983A,
               Prerefunded)................  Revenue Bond        Aaa/AAA    01/01/99(A)   10.125       7,001,315
  1,380,000  Metropolitan Council Minnesota
               (Minneapolis-St. Paul
               Metropolitan Area,
               Refunding, Series B)........  Revenue Bond        Aaa/AAA    02/01/99        4.50       1,363,647
  1,685,000  Minnesota (Series 1992).......  General Obligation  Aa1/AA+    08/01/00        5.60       1,748,373
                                                                                                    ------------
             Total Minnesota                                                                          10,113,335
                                                                                                    ------------
MISSOURI (0.6%)
  2,500,000  Missouri Higher Education Loan
               Authority (Series 1992A)....  Revenue Bond        Aa/NR      02/15/96       4.875       2,503,900
                                                                                                    ------------
NEBRASKA (1.0%)
  4,000,000  Nebraska Public Power District
               (Nuclear Facilities,
               Refunding)..................  Revenue Bond        A1/A+      07/01/00        5.20       4,051,840
                                                                                                    ------------
</TABLE>

See Accompanying Notes.

18
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                  RATINGS
 PRINCIPAL                                                       MOODY'S/S&P  MATURITY
  AMOUNT          SECURITY DESCRIPTION        TYPE OF SECURITY   (UNAUDITED)    DATE       RATE        VALUE
- -----------  ------------------------------  ------------------  ---------  -----------   -------   ------------
<S>          <S>                             <C>                 <C>        <C>           <C>       <C>
NEVADA (2.1%)
$ 2,000,000  Clark County Flood Control
               Group #1 (Series 1991) AMBAC
               Insured.....................  General Obligation  Aaa/AAA    11/01/99        5.70%   $  2,066,560
    500,000  Carson City School District,
               (Series 1990, Prerefunded)
               FGIC Insured................  General Obligation  Aaa/AAA    04/01/00(A)     6.75         549,990
  1,330,000  Nevada LT Prison Facilities,
               (Series 1990A,
               Prerefunded)................  General Obligation  Aa/AA      08/01/00(A)     7.00       1,484,573
  1,685,000  Las Vegas (Clark County
               Library District, Series
               1991A, Prerefunded) FGIC
               Insured.....................  General Obligation  Aaa/AAA    06/01/01(A)     6.60       1,841,654
  1,200,000  Las Vegas (Clark County
               Library District, Series
               1991A, Prerefunded) FGIC
               Insured.....................  General Obligation  Aaa/AAA    06/01/01(A)     6.70       1,318,344
  1,280,000  Las Vegas (Clark County
               Library District, Refunding,
               Series B) FGIC Insured......  General Obligation  Aaa/AAA    08/01/04        6.70       1,386,842
                                                                                                    ------------
             Total Nevada                                                                              8,647,963
                                                                                                    ------------
NEW HAMPSHIRE (0.5%)
  1,720,000  New Hampshire (Series
               1991A)......................  General Obligation  Aa/AA      06/15/03        6.60       1,877,260
                                                                                                    ------------
NEW JERSEY (4.1%)
  3,180,000  New Jersey (Prerefunded)......  General Obligation  NR/AA+     04/15/97(A)     7.30       3,424,860
  1,500,000  New Jersey Sports & Exposition
               Authority (Sports Complex
               Refunding, Escrowed to
               Maturity)...................  General Obligation  Aa1/NR     01/01/00        8.10       1,715,175
  7,600,000  New Jersey Economic
               Development Authority
               (Market Transition
               Facilities Series A) MBIA
               Insured.....................  Revenue Bond        Aaa/AAA    07/01/00       5.125       7,631,692
  4,000,000  New Jersey Economic
               Development Authority
               (Market Transition
               Facilities Series A) MBIA
               Insured.....................  Revenue Bond        Aaa/AAA    07/01/02        5.40       4,040,360
                                                                                                    ------------
             Total New Jersey                                                                         16,812,087
                                                                                                    ------------
NEW YORK (6.2%)
  5,000,000  New York Medical Care
               Facilities Finance Agency
               (Insured Mortgage Hospital,
               FHA Brooklyn Caladonia Long
               Island Hospital,
               Prerefunded)................  General Obligation  NR/AAA     01/15/96(A)     8.50       5,386,150
</TABLE>

See Accompanying Notes.

                                                                              19
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                  RATINGS
 PRINCIPAL                                                       MOODY'S/S&P  MATURITY
  AMOUNT          SECURITY DESCRIPTION        TYPE OF SECURITY   (UNAUDITED)    DATE       RATE        VALUE
- -----------  ------------------------------  ------------------  ---------  -----------   -------   ------------
<S>          <S>                             <C>                 <C>        <C>           <C>       <C>
NEW YORK (CONTINUED)
$ 4,050,000  Triborough Bridge & Tunnel
               Authority (Series T
               Prerefunded)................  Revenue Bond        AAA/A+     01/01/01        7.00%   $  4,548,596
  2,560,000  New York City (Series E)......  General Obligation  Baa1/A-    08/01/01       5.125       2,498,074
  4,675,000  New York City (Series H1).....  General Obligation  Baa1/A-    08/01/01        5.50       4,658,824
  1,000,000  Municipal Assistance Corp. for
               the City of New York,
               Custodial Receipt
               Certificates, Series
               1987-61, MBIA Insured.......  Revenue Bond        Aaa/AAA    07/01/07       6.875       1,069,270
  2,645,000  New York City (Refunding,
               Series A)...................  General Obligation  Baa1/A-    08/01/02        5.75       2,656,506
  2,100,000  Monroe County Public
               Improvement AMBAC Insured...  General Obligation  Aaa/AAA    06/01/09        6.00       2,107,896
  1,000,000  New York Dormitory Authority,
               (Iona College Series 1988)
               MBIA Insured................  Revenue Bond        Aaa/AAA    07/01/09       7.625       1,103,650
  1,415,000  Monroe County Public
               Improvement, AMBAC Insured..  General Obligation  Aaa/AAA    06/01/10        6.00       1,420,561
                                                                                                    ------------
             Total New York                                                                           25,449,527
                                                                                                    ------------
NORTH CAROLINA (0.4%)
  1,500,000  Durham Public Improvement.....  General Obligation  Aa1/AAA    02/01/06        5.00       1,432,050
                                                                                                    ------------
OHIO (3.1%)
  3,000,000  Cleveland (Ohio Waterworks
               Revenue, Series E,
               Prerefunded)................  Revenue Bond        Aaa/AAA    01/01/97(A)     7.75       3,259,800
  4,000,000  Summit County (Justice
               Facilities, Prerefunded)
               AMBAC Insured...............  General Obligation  Aaa/AAA    12/01/97(A)     8.00       4,472,200
  3,815,000  Ohio Water Development
               Authority (Series Safe Water
               II, Escrowed to Maturity)...  Revenue Bond        Aaa/AAA    12/01/10       9.375       4,762,837
                                                                                                    ------------
             Total Ohio                                                                               12,494,837
                                                                                                    ------------
OKLAHOMA (0.0%)
     50,000  Oklahoma, Housing Finance
               Agency (Single Family
               Mortgage, Series 1984A) MBIA
               Insured.....................  Revenue Bond        Aaa/AAA    03/01/97        9.90          51,000
                                                                                                    ------------
PENNSYLVANIA (1.2%)
  1,175,000  Bethel Park School District,
               (Series 1991B, Prerefunded)
               AMBAC Insured...............  General Obligation  Aaa/AAA    02/01/00(A)     6.55       1,262,725
</TABLE>

See Accompanying Notes.

20
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                  RATINGS
 PRINCIPAL                                                       MOODY'S/S&P  MATURITY
  AMOUNT          SECURITY DESCRIPTION        TYPE OF SECURITY   (UNAUDITED)    DATE       RATE        VALUE
- -----------  ------------------------------  ------------------  ---------  -----------   -------   ------------
<S>          <S>                             <C>                 <C>        <C>           <C>       <C>
PENNSYLVANIA (CONTINUED)
$   970,000  Pennsylvania Higher Education
               Assistance Agency, (Student
               Loan Refunding, Series
               1985A) FGIC Insured.........  Revenue Bond        Aaa/AAA    12/01/00        6.80%   $  1,040,577
  1,000,000  Pennsylvania (Refunding and
               Projects, Custodial Receipt
               Certificates, 1st Series A)
               AMBAC Insured...............  General Obligation  Aaa/AAA    01/01/01        6.60       1,074,630
  1,500,000  Pennsylvania (2nd Series
               1991A) MBIA Insured.........  General Obligation  Aaa/AAA    11/01/04        6.50       1,611,270
                                                                                                    ------------
             Total Pennsylvania                                                                        4,989,202
                                                                                                    ------------
RHODE ISLAND (2.7%)
  2,000,000  Rhode Island (Series 1990B
               Prerefunded)................  General Obligation  A1/AA-     10/15/99(A)     6.70       2,194,320
  5,000,000  Rhode Island State Public
               Buildings Authority (Public
               Projects Refunding, Series
               A) AMBAC Insured............  Revenue Bond        Aaa/AAA    02/01/00        4.70       4,900,350
  3,785,000  Rhode Island (Series 1991B)...  General Obligation  A1/AA-     05/15/00        6.00       3,957,142
                                                                                                    ------------
             Total Rhode Island                                                                       11,051,812
                                                                                                    ------------
TENNESSEE (0.5%)
  2,000,000  Chattanooga Industrial
               Development Board, (IDR,
               Gerber/Buster Brown
               Manufacturing, Inc.)........  Revenue Bond        A1/NR      11/01/95(A)     4.00       1,966,880
                                                                                                    ------------
TEXAS (15.8%)
    120,000  Katy Independent School
               District (Series 1986,
               Prerefunded) MBIA Insured...  General Obligation  Aaa/AAA    08/01/95(A)     7.35         123,544
  3,000,000  Texas State Public Finance
               Authority Revenue
               (Refunding, Series A).......  Revenue Bond        A/A+       02/01/96        3.80       2,980,680
  4,400,000  San Antonio Electric & Gas
               (Refunding, Series B,
               Prerefunded)................  Revenue Bond        Aaa/AAA    02/01/96(A)     9.00       4,742,452
    750,000  Texas A&M University (Series
               1989, Prerefunded)..........  Revenue Bond        Aa1/AAA    07/01/97(A)     6.60         802,958
    880,000  Katy Independent School
               District (Refunding, Series
               1986) MBIA Insured..........  General Obligation  Aaa/AAA    08/01/97        7.35         904,130
  2,000,000  Austin Water Sewer & Electric
               (Refunding).................  General Obligation  A/A-       11/15/97       13.50       2,516,340
</TABLE>

See Accompanying Notes.

                                                                              21
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                  RATINGS
 PRINCIPAL                                                       MOODY'S/S&P  MATURITY
  AMOUNT          SECURITY DESCRIPTION        TYPE OF SECURITY   (UNAUDITED)    DATE       RATE        VALUE
- -----------  ------------------------------  ------------------  ---------  -----------   -------   ------------
<S>          <S>                             <C>                 <C>        <C>           <C>       <C>
TEXAS (CONTINUED)
$ 3,805,000  Fort Worth Independent School
               District (Refunding, Series
               1987).......................  General Obligation  Aa/AA      02/15/98        6.00%   $  3,959,749
  1,835,000  Canyon Independent School
               District, (Series 1986) MBIA
               Insured.....................  General Obligation  Aaa/AAA    02/15/98        6.50       1,936,769
    700,000  Texas A&M University (Series
               1989).......................  Revenue Bond        Aa1/AA+    07/01/98        6.50         743,169
  2,000,000  Texas Public Finance Authority
               (Series 1988A)..............  General Obligation  Aa/AA      10/01/98        6.60       2,139,580
    975,000  Conroe Independent School
               District (Schoolhouse and
               Refunding, Series 1989
               Prerefunded) MBIA Insured...  General Obligation  Aaa/AAA    02/01/99(A)     7.10       1,057,192
  1,050,000  Austin Independent School
               District, (Permanent School
               Fund Guarantee, Refunding,
               Series 1991) PSFG Insured...  General Obligation  Aaa/AAA    08/01/99        6.20       1,106,605
  2,175,000  Texas, Public Finance (Series
               1990B, Prerefunded).........  General Obligation  Aa/AA      10/01/99(A)     6.80       2,362,898
  1,700,000  Harris County Road Improvement
               Authority (Series 1989,
               Prerefunded) MBIA Insured...  General Obligation  Aaa/AAA    11/01/99(A)     7.00       1,863,489
  5,000,000  Texas Veterans (Series 1985,
               Prerefunded)................  General Obligation  NR/AAA     12/01/99(A)     8.30       5,782,950
 11,700,000  Texas National Research
               Laboratory Commission
               (Superconducter,
               Prerefunded)................  General Obligation  Aaa/NR     04/01/00(A)    7.125      13,087,152
  1,000,000  Arlington (Series 1989) AMBAC
               Insured.....................  General Obligation  Aaa/AAA    08/01/00        6.85       1,081,060
  1,500,000  Addison (Refunding, Series
               1991) FGIC Insured..........  General Obligation  Aaa/AAA    09/01/00        6.25       1,564,995
  2,000,000  Texas Public Finance Authority
               (Refunding, Series 1991A,
               Prerefunded)................  General Obligation  Aa/AA      10/01/00(A)     6.30       2,138,060
  1,000,000  Texas Public Finance Authority
               (Refunding, Series 1991A,
               Prerefunded)................  General Obligation  Aa/AA      10/01/00(A)     6.50       1,078,880
     25,000  Conroe Independent School
               District (Schoolhouse and
               Refunding, Series 1989) MBIA
               Insured.....................  General Obligation  Aaa/AAA    02/01/01        7.10          26,831
  2,000,000  Plano Independent School
               District (Refunding, Series
               1991B, Prerefunded) FGIC
               Insured.....................  General Obligation  Aaa/AAA    02/15/01(A)     6.55       2,157,740
</TABLE>

See Accompanying Notes.

22
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                  RATINGS
 PRINCIPAL                                                       MOODY'S/S&P  MATURITY
  AMOUNT          SECURITY DESCRIPTION        TYPE OF SECURITY   (UNAUDITED)    DATE       RATE        VALUE
- -----------  ------------------------------  ------------------  ---------  -----------   -------   ------------
<S>          <S>                             <C>                 <C>        <C>           <C>       <C>
TEXAS (CONTINUED)
$ 2,500,000  University of Texas (Permanent
               University Fund, Refunding,
               Series 1991)................  Revenue Bond        Aa1/AA+    07/01/01        6.30%   $  2,674,025
  1,650,000  El Paso Independent School
               District, (Permanent School
               Fund Guarantee, Series 1991,
               Prerefunded)................  General Obligation  Aaa/AAA    07/01/01(A)     6.55       1,790,399
  1,500,000  Austin Utilities System
               Revenue (Series 6, Escrowed
               to Maturity)................  Revenue Bond        Aaa/AAA    10/01/01        6.50       1,625,295
  1,100,000  Conroe Independent School
               District (Schoolhouse and
               Refunding)..................  General Obligation  Aaa/AAA    02/01/02        6.50       1,188,407
  2,000,000  University of Texas (Permanent
               University Fund, Refunding,
               Series 1992A)...............  Revenue Bond        Aa1/AA+    07/01/02        5.90       2,096,820
  1,265,000  Conroe Independent School
               District (Schoolhouse and
               Refunding, Series 1993).....  General Obligation  Aaa/AAA    02/01/03        6.50       1,369,603
                                                                                                    ------------
             Total Texas                                                                              64,901,772
                                                                                                    ------------
UTAH (0.0%)
     25,000  Utah Housing Finance Agency
               (Single Family Mortgage,
               Series 1984A)...............  Revenue Bond        Aa/AA      01/01/95        9.90          25,816
                                                                                                    ------------
VIRGINIA (3.6%)
  4,445,000  Virginia Public School
               Authority (Refunding, Series
               B)..........................  Revenue Bond        Aa/AA      01/01/00        4.50       4,335,697
  5,000,000  Virginia Public School
               Authority (Refunding, Series
               1991C)......................  Revenue Bond        Aa/AA      01/01/02        6.00       5,259,500
  2,000,000  Virginia Public School
               Authority, (Series A).......  Revenue Bond        Aa/AA      08/01/04        6.50       2,151,920
  3,000,000  Richmond (Public Improvement
               and Refunding, Series A)....  General Obligation  Aa/AA      01/15/07        5.40       2,938,860
                                                                                                    ------------
             Total Virginia                                                                           14,685,977
                                                                                                    ------------
WASHINGTON (7.1%)
  2,955,000  Seattle Municipal Sewer
               Revenue (Series T,
               Prerefunded)................  Revenue Bond        Aaa/AA-    01/01/00(A)    6.875       3,258,183
  5,480,000  Seattle Municipal Light &
               Power (Refunding)...........  Revenue Bond        Aa/AA      05/01/00        4.60       5,333,081
  1,960,000  Seattle Water System Revenue
               (Refunding).................  Revenue Bond        Aa/AA      12/01/00        4.70       1,926,562
</TABLE>

See Accompanying Notes.

                                                                              23
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                  RATINGS
 PRINCIPAL                                                       MOODY'S/S&P  MATURITY
  AMOUNT          SECURITY DESCRIPTION        TYPE OF SECURITY   (UNAUDITED)    DATE       RATE        VALUE
- -----------  ------------------------------  ------------------  ---------  -----------   -------   ------------
<S>          <S>                             <C>                 <C>        <C>           <C>       <C>
WASHINGTON (CONTINUED)
$ 5,265,000  Washington Public Power Supply
               System (Nuclear Project #2,
               Refunding, Series A)........  Revenue Bond        Aa/AA      07/01/01        6.30%   $  5,529,198
  2,000,000  Washington Public Power Supply
               System (Nuclear Project #2,
               Refunding, Series C) FGIC
               Insured.....................  Revenue Bond        Aaa/AAA    07/01/01        7.00       2,202,220
  1,500,000  Washington Public Power Supply
               System (Nuclear Project #2,
               Refunding, Series 1990C)....  Revenue Bond        Aa/AA      07/01/02        7.50       1,687,455
  1,000,000  Washington (Series 1990B).....  General Obligation  Aa/AA      08/01/02        6.75       1,075,910
  1,750,000  Washington Refunding Bonds
               (Series R-92A)..............  General Obligation  Aa/AA      09/01/02        6.30       1,873,952
  1,555,000  North Shore School District
               #417, (King & Snohomish
               Counties, Series 1991) FGIC
               Insured.....................  General Obligation  Aaa/AAA    12/01/02        6.60       1,662,046
  1,000,000  Pierce County School District
               #320, (Sumner Washington,
               Custodial Receipt
               Certificates, Series 1991)
               MBIA Insured................  General Obligation  Aaa/AAA    12/01/02        6.60       1,084,190
  1,250,000  Snohomish County Washington
               School District #2,
               (Everett, Custodial Receipt
               Certificates, Refunding,
               Series A) MBIA Insured......  General Obligation  Aaa/AAA    12/01/02        6.70       1,349,550
  2,000,000  Washington Public Power Supply
               System (Nuclear Project #2,
               Refunding, Series 1990A)....  Revenue Bond        Aa/AA      07/01/06        7.25       2,262,080
                                                                                                    ------------
             Total Washington                                                                         29,244,427
                                                                                                    ------------
WEST VIRGINIA (0.3%)
  1,000,000  Berkeley County, Board of
               Education (Series 1988) MBIA
               Insured.....................  General Obligation  Aaa/AAA    04/01/01        7.30       1,115,150
                                                                                                    ------------
WISCONSIN (3.4%)
  2,000,000  Wisconsin (Refunding, Series
               1988B, Prerefunded).........  General Obligation  Aaa/AA     05/01/97(A)     6.90       2,130,700
  1,500,000  Racine Unified School District
               AMBAC Insured...............  General Obligation  Aaa/AAA    04/01/01        6.50       1,585,410
  5,000,000  Wisconsin Transportation
               (Refunding, Series A).......  Revenue Bond        A1/AA-     07/01/06        4.60       4,431,950
</TABLE>

See Accompanying Notes.

24
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                  RATINGS
 PRINCIPAL                                                       MOODY'S/S&P  MATURITY
  AMOUNT          SECURITY DESCRIPTION        TYPE OF SECURITY   (UNAUDITED)    DATE       RATE        VALUE
- -----------  ------------------------------  ------------------  ---------  -----------   -------   ------------
<S>          <S>                             <C>                 <C>        <C>           <C>       <C>
WISCONSIN (CONTINUED)
$ 5,725,000  Wisconsin Health & Education
               Facilities Authority (Mercy
               Hospital)...................  Revenue Bond        NR/NR      02/01/09        3.20%   $  5,725,000
                                                                                                    ------------
             Total Wisconsin                                                                          13,873,060
                                                                                                    ------------
WYOMING (1.3%)
  3,600,000  Platte County Pollution
               Control (Basin Electric
               Power Cooperative,
               Refunding)..................  Revenue Bond        A2/A       01/01/06        4.95       3,437,244
  2,115,000  Platte County Pollution
               Control (Basin Electric
               Power Cooperative,
               Refunding)..................  Revenue Bond        A2/A       01/01/07        5.05       2,010,392
                                                                                                    ------------
                                                                                                       5,447,636
                                                                                                    ------------
             TOTAL INVESTMENTS (97.7%) (COST $391,369,699)                                           400,183,060
             OTHER ASSETS NET OF LIABILITIES (2.3%)                                                    9,429,797
                                                                                                    ------------
             NET ASSETS (100.0%)                                                                    $409,612,857
                                                                                                    ------------
<FN>                                                                                                ------------

(A) The date shown represents a mandatory/optional put date or call date.

(B) Variable rate demand note tender dates and/or interest rates reset at
    specified intervals which coincide with their tender feature.

1.  Based on the cost of investments of $391,472,384 for federal income tax
    purposes at August 31, 1994, the aggregate gross unrealized appreciation and
    depreciation was $11,239,066 and $2,528,390, respectively, resulting in net
    unrealized appreciation of investments of $8,710,676.

2.  Abbreviations used in the schedule of investments are as follows: AMBAC --
    Ambac Indemnity Corp., FHA -- Federal Housing Authority, FGIC -- Financial
    Guaranty Insurance Company, IDR -- Industrial Development Revenue, LOC --
    Letter of Credit, MBIA -- Municipal Bond Investors Assurance Corp., PCR --
    Pollution Control Revenue.

3.  Crossover Refunded -- Bonds for which the issuer of the bond invests the
    proceeds from a subsequent bond issue in cash and/or securities which have
    been deposited with a third party to cover the principal payment at the
    refunded date of the bond.

    Escrowed to Maturity -- Bonds for which cash and/or securities have been
    deposited with a third party to cover the payments of principal and interest
    at the maturity of the bond.

    Prerefunded -- Bonds for which the issuer of the bond invests the proceeds from
    a subsequent bond issuance in treasury securities, whose maturity coincides
    with the first call date of the first bond.

    Refunding  -- Bonds for which the issuer  has issued new bonds and cancelled the
    old issue.

</TABLE>


See Accompanying Notes.
                                                                              25
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
STATEMENT OF ASSETS AND LIABILITIES
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<S>        <C>                                                                      <C>
ASSETS
           Investments at Value (Cost $391,369,699) (Note 1a)                      $400,183,060
           Receivable for Investments Sold                                            8,540,236
           Interest Receivable                                                        5,657,334
                                                                                    -----------
               Total Assets                                                         414,380,630
                                                                                    -----------

LIABILITIES
           Payable for Securities Purchased                                           3,187,095
           Payable to Custodian                                                       1,182,155
           Financial and Fund Accounting Services Fee Payable (Note 2c)                 210,795
           Advisory Fee Payable (Note 2a)                                               104,791
           Fund Services Fee Payable (Note 2d)                                            4,297
           Administration Fee Payable (Note 2b)                                           2,675
           Trustees' Fees and Expenses Payable (Note 2e)                                  1,604
           Accrued Expenses                                                              74,361
                                                                                    -----------
               Total Liabilities                                                      4,767,773
                                                                                    -----------

NET ASSETS
           Applicable to Investors' Beneficial Interests                           $409,612,857
                                                                                    -----------
                                                                                    -----------
</TABLE>

See Accompanying Notes.

26
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
STATEMENT OF OPERATIONS
FOR THE FISCAL YEAR ENDED AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<S>        <C>                                                         <C>        <C>
INVESTMENT INCOME (NOTE 1B)
           Interest                                                               $23,478,787

EXPENSES:
           Advisory Fee (Note 2a)                                     $1,383,986
           Financial and Fund Accounting Services Fees (Note 2c)         210,795
           Custodian Fees and Expenses                                   161,465
           Professional Fees                                              57,423
           Fund Services Fee (Note 2d)                                    35,243
           Administration Fee (Note 2b)                                   28,345
           Trustees' Fees and Expenses (Note 2e)                          14,164
           Miscellaneous                                                   7,671
                                                                       ---------
               Total Expenses                                                       1,899,092
                                                                                  -----------

NET INVESTMENT INCOME                                                              21,579,695

NET REALIZED GAIN ON INVESTMENTS                                                    1,199,109

NET CHANGE IN UNREALIZED APPRECIATION OF INVESTMENTS                              (16,878,531)
                                                                                  -----------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS                              $ 5,900,273
                                                                                  -----------
                                                                                  -----------
</TABLE>

See Accompanying Notes.

                                                                              27
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
STATEMENT OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                           FOR THE PERIOD JULY
                                                                                                 12, 1993
                                                                         FOR THE FISCAL      (COMMENCEMENT OF
                                                                        YEAR ENDED AUGUST     OPERATIONS) TO
                                                                            31, 1994         AUGUST 31, 1993
                                                                        -----------------  --------------------
<S>                                                                     <C>                <C>
INCREASE (DECREASE) IN NET ASSETS

FROM OPERATIONS
       Net Investment Income                                            $     21,579,695   $     3,048,331
       Net Realized Gain on Investments                                        1,199,109           820,997
       Net Change in Unrealized Appreciation of Investments                  (16,878,531)       25,691,892
                                                                        -----------------  --------------------
       Net Increase in Net Assets Resulting from Operations                    5,900,273        29,561,220
                                                                        -----------------  --------------------

TRANSACTIONS IN INVESTORS' BENEFICIAL INTEREST
       Contributions                                                         246,505,829       521,270,850
       Withdrawals                                                          (328,342,574)      (65,382,841)
                                                                        -----------------  --------------------
         Net Increase (Decrease) from Investors' Transactions                (81,836,745)      455,888,009
                                                                        -----------------  --------------------
         Total Increase (Decrease) in Net Assets                             (75,936,472)      485,449,229
NET ASSETS
       Beginning of Period                                                   485,549,329           100,100
                                                                        -----------------  --------------------
       End of Period                                                    $    409,612,857   $   485,549,329
                                                                        -----------------  --------------------
                                                                        -----------------  --------------------
- -------------------------------------------------------------------------------------------
SUPPLEMENTARY DATA
- -------------------------------------------------------------------------------------------
Ratios:

<CAPTION>

                                                                                              FOR THE PERIOD
                                                                                              JULY 12, 1993
                                                                         FOR THE FISCAL      (COMMENCEMENT OF
                                                                           YEAR ENDED         OPERATIONS) TO
                                                                         AUGUST 31, 1994     AUGUST 31, 1993
                                                                        -----------------  --------------------
<S>                                                                     <C>                <C>
Ratios:
    Expenses to Average Net Assets                                                  0.41%             0.40%(a)
    Net Investment Income to Average Net Assets                                     4.68%             4.58%(a)
    Decrease reflected in above Expense Ratios due to Reimbursements
     and Waivers by Morgan                                                            --               0.01%(a)
Portfolio Turnover                                                                 32.57%             42.82%(+)

<FN>
- ------------------------
(a)  Annualized.

(+)  Portfolio  turnover is for  the twelve month period  ended August 31, 1993,
     and includes the portfolio activity of the Portfolio's predecessor  entity,
     The Pierpont Tax Exempt Bond Fund, for the period September 1, 1992 through
     July 11, 1993.
</TABLE>

See Accompanying Notes.

28

<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
NOTES TO FINANCIAL STATEMENTS
AUGUST 31, 1994
- --------------------------------------------------------------------------------

The Tax Exempt Bond 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 on January 29, 1993. The Portfolio commenced operations on
July 12, 1993 and received a contribution of certain assets and liabilities,
including securities, with a value of $466,873,082 on that date from The
Pierpont Tax Exempt Bond Fund in exchange for a beneficial interest in the
Portfolio. The Declaration of Trust permits the Trustees to issue an unlimited
number of beneficial interests in the Portfolio. The following is a summary of
the significant accounting policies of the Portfolio:

1.  Significant Accounting Policies:

    a)Portfolio securities with a maturity of 60 days or more, including
      securities that are listed on an exchange or traded over the counter, are
      valued using prices supplied daily by an independent pricing service or
      services that (i) are based on the last sale price on a national
      securities exchange, or in the absence of recorded sales, at the readily
      available bid price on such exchange or at the quoted bid price in the
      over-the-counter market, if such exchange or market constitutes the
      broadest and most representative market for the security and (ii) in other
      cases, take into account various factors affecting market value, including
      yields and prices of comparable securities, indication as to value from
      dealers and general market conditions. If such prices are not supplied by
      the Portfolio's independent pricing service, such securities are priced in
      accordance with procedures adopted by the Trustees. All portfolio
      securities with a remaining maturity of less than 60 days are valued by
      the amortized cost method. Because of the large number of municipal bond
      issues outstanding and the varying maturity dates, coupons and risk
      factors applicable to each issuer's books, no readily available market
      quotations exist for most municipal securities.

    b)Securities transactions are recorded on a trade date basis. Interest
      income, which includes the amortization of premiums and discounts, if any,
      is recorded on an accrual basis. For financial and tax reporting purposes,
      realized gains and losses are determined on the basis of specific lot
      identification.

    c)The Portfolio will be treated as a partnership for federal income tax
      purposes. As such, each investor in the Portfolio will be taxed on its
      share of the Portfolio's ordinary income and capital gains. It is intended
      that the Portfolio's assets will be managed in such a way that an investor
      in the Portfolio will be able to satisfy the requirements of Subchapter M
      of the Internal Revenue Code.

2.  Transactions with Affiliates:

    a)The Portfolio has an investment advisory agreement with Morgan Guaranty
      Trust Company of New York ("Morgan"). Under the terms of the investment
      advisory agreement, the Portfolio pays Morgan at an annual rate of 0.30%
      of the Portfolio's average daily net assets. For the fiscal year ended
      August 31, 1994, this fee amounted to $1,383,986.

                                                                              29
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

- --------------------------------------------------------------------------------

    b)The Portfolio has retained Signature Broker -- Dealer Services, Inc.
      ("Signature") to serve as Administrator. Certain officers of Signature
      serve as officers of the Portfolio. Under the Administrative Services
      Agreement, Signature provides management and administrative services
      necessary for the operations of the Portfolio, furnishes office space and
      facilities required for conducting the business of the Portfolio and pays
      the compensation of the Portfolio's officers affiliated with Signature.
      Effective October 1, 1993, Signature receives a fee at an annual rate of
      0.01% of the first $1 billion of aggregate average daily net assets of the
      Portfolio and the other portfolios subject to the Administrative Services
      Agreement (the "aggregate portfolios"), 0.008% of the next $2 billion of
      the aggregate portfolios' average daily net assets, 0.006% of the next $2
      billion of the aggregate portfolios' average daily net assets, and 0.004%
      of the aggregate portfolios' average daily net assets in excess of $5
      billion. Prior to October 1, 1993 no administration fee was charged to the
      Portfolio. For the period October 1, 1993 to August 31, 1994, the
      Portfolio's portion of Signature's fee for these services amounted to
      $28,345.

    c)The Portfolio has a Financial and Fund Accounting Services Agreement
      ("Services Agreement") with Morgan under which Morgan receives a fee,
      based on the percentages described below, for overseeing certain aspects
      of the administration and operation of the Portfolio. The Services
      Agreement is also designed to provide an expense limit for certain
      expenses of the Portfolio. If total expenses of the Portfolio, excluding
      the advisory fee, custody expenses, fund services fee, and brokerage
      costs, exceed the expense limit of 0.10% of the Portfolio's average daily
      net assets up to $200 million, 0.05% of the next $200 million of average
      daily net assets, and 0.03% of average daily net assets thereafter, Morgan
      will reimburse the Portfolio for the excess expense amount and receive no
      fee. Should such expenses be less than the expense cap, Morgan's fee would
      be limited to the difference between such expenses and the fee calculated
      under the Services Agreement. For the fiscal year ended August 31, 1994,
      this fee amounted to $210,795.

    d)Effective January 15, 1994, the Portfolio entered into a Fund Services
      Agreement with Pierpont Group, Inc. ("Group") to assist the Trustees in
      exercising their overall supervisory responsibilities for the Portfolio's
      affairs. The Trustees of the Portfolios are the sole shareholders of
      Group. The Portfolio's allocated portion of Group's costs in performing
      its services amounted to $35,243 for the period January 15, 1994 to August
      31, 1994.

    e)An aggregate annual fee of $55,000 is paid to each Trustee for serving as
      a Trustee of The Pierpont Funds, The JPM Institutional Funds, The JPM
      Institutional Plus Fund and their corresponding Portfolios. The Trustee
      fee expense shown in the financial statements represents the Portfolio's
      allocated portion of the total fees.

3.  Investment Transactions:

Investment transactions (excluding short-term investments) for the fiscal year
ended August 31, 1994, were as follows:

<TABLE>
<CAPTION>
   Cost of         Proceeds
  Purchases       from Sales
- --------------  --------------
<S>             <C>
 $143,372,626    $195,395,899
</TABLE>

30
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS

To the Trustees and Investors of
The Tax Exempt Bond Portfolio

In our opinion, the accompanying statement of assets and liabilities, including
the schedule of investments, and the related statements of operations and of
changes in net assets and the supplementary data present fairly, in all material
respects, the financial position of The Tax Exempt Bond Portfolio (the
"Portfolio") at August 31, 1994, the results of its operations for the year then
ended, and the changes in its net assets and its supplementary data for the year
then ended and for the period July 12, 1993 (commencement of operations) through
August 31, 1993, in conformity with generally accepted accounting principles.
These financial statements and supplementary data (hereafter referred to as
"financial statements") are the responsibility of the Portfolio's management;
our responsibility is to express an opinion on these financial statements based
on our audits. We conducted our audits of these financial statements in
accordance with generally accepted auditing standards which require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant estimates
made by management, and evaluating the overall financial statement presentation.
We believe that our audits, which included confirmation of securities at August
31, 1994 by correspondence with the custodian and brokers, provide a reasonable
basis for the opinion expressed above.

PRICE WATERHOUSE LLP
New York, New York
October 25, 1994

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