PIERPONT FUNDS
N-30D, 1995-06-21
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<PAGE>
THE PIERPONT MONEY MARKET FUND                    THE
THE PIERPONT TAX EXEMPT MONEY MARKET FUND         PIERPONT
THE PIERPONT TREASURY MONEY MARKET FUND           TAX EXEMPT
THE PIERPONT SHORT TERM BOND FUND                 MONEY MARKET
THE PIERPONT BOND FUND                            FUND
THE PIERPONT TAX EXEMPT BOND FUND
THE PIERPONT NEW YORK TOTAL RETURN BOND FUND
THE PIERPONT DIVERSIFIED FUND
THE PIERPONT EQUITY FUND
THE PIERPONT CAPITAL APPRECIATION FUND
THE PIERPONT INTERNATIONAL EQUITY FUND
THE PIERPONT EMERGING MARKETS EQUITY FUND

FOR MORE INFORMATION ON HOW THE PIERPONT FAMILY   ANNUAL REPORT
OF FUNDS CAN HELP YOU PLAN FOR YOUR FUTURE, CALL  AUGUST 31, 1994
J.P. MORGAN FUNDS SERVICES AT (800) 521-5411.

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

October 17, 1994

Dear Shareholder:

We are pleased to report the positive performance results achieved by The
Pierpont 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 2.14%, 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
$973,599,494 at the end of the reporting period, down from $1,007,330,143 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) 521-5411.

Sincerely yours,

                [LOGO]
Evelyn E. Guernsey
J.P. Morgan Fund Services

<TABLE>
<S>                                      <C>        <C>                                      <C>
TABLE OF CONTENTS
Letter to the shareholders.............          1  Fund performance.......................          4
Fund facts and highlights..............          2  Financial statements...................          6
Special fund-based services............          3
</TABLE>
                                                                               1

<PAGE>
FUND FACTS

INVESTMENT OBJECTIVE

The Pierpont 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
10/3/84
- -------------------------------------------
NET ASSETS AS OF 8/31/94 ($ MILLIONS)
974
- -------------------------------------------
DIVIDEND PAYABLE DATE
MONTHLY
- -------------------------------------------
CAPITAL GAIN PAYABLE DATE (IF APPLICABLE)
12/15/94

EXPENSE RATIO

The Fund's current annual expense ratio of 0.52% 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

                   [LOGO]

<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

  2.82%

MATURITY

  70.3 days

QUALITY BREAKDOWN

  AAA 93.2%
  Other 6.8%

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

2
<PAGE>
SPECIAL FUND-BASED
SERVICES

PIERPONT ASSET ALLOCATION SERVICE (PAAS)

For many investors, a diversified portfolio -- including short-term instruments,
bonds and stocks -- can offer an excellent opportunity to achieve one's
investment objectives. Through the Pierpont Asset Allocation Service (PAAS),
clients can work with Morgan investment professionals in order to determine
their investment goals. Our investment professionals will then:

- - Recommend an asset allocation strategy that is specifically targeted at
  meeting the client's investment objectives;

- - Execute the chosen strategy by making strategic investments in one or more
  Pierpont Funds;

- - Make agreed-upon ongoing tactical adjustments in the actual asset mix of the
  client's portfolio in an effort to capitalize on shifting market trends. These
  adjustments are usually made in small increments and within set limits, so
  that the essential characteristics of the portfolio are always preserved.

The Pierpont Asset Allocation Service thus provides the investor with a
comprehensive asset allocation and investment management program for his or her
portfolio. PAAS is available to clients who invest a minimum of $500,000 in The
Pierpont Funds. The fees begin at $5,000 for the first year, followed by $2,500
each subsequent year.

IRA MANAGEMENT SERVICE

As one of the few remaining investments that can help your assets grow
tax-deferred until retirement, the IRA enables more of your dollars to work for
you longer. Morgan offers an IRA Rollover plan that helps you to build well-
balanced long-term investment portfolios, diversified across a wide array of
mutual funds. From money markets to emerging markets, The Pierpont Funds provide
an excellent way to help you accumulate long-term wealth for retirement. The IRA
Rollover plan is available to clients who invest at least $10,000 in any given
Pierpont Fund.

KEOGH

Beginning this fall, Morgan will introduce a Keogh program for its clients.
Keoghs provide another excellent vehicle to help individuals who are
self-employed or are employees of unincorporated businesses to accumulate
retirement savings. A Keogh is a tax-deferred pension plan which can allow for
you to contribute the lesser of $30,000 or 25% of your annual earned gross
compensation. The Pierpont Funds can help you build a comprehensive investment
program designed to maximize the retirement dollars in your Keogh account. The
Keogh plan also requires a minimum investment of $10,000 in any given Pierpont
Fund.

                                                                               3
<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 in 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>         <C>
The Pierpont Tax Exempt Money Market Fund                   0.59%        1.44%       2.14%       3.57%       4.25%
Donoghue's Tax Free Money Market Fund Average               0.54%        1.34%       2.00%       3.41%       4.06%
Micropal Municipal Money Market Fund Average                0.62%        1.51%       2.15%       3.67%       4.32%

<CAPTION>
AS OF JUNE 30, 1994
- ------------------------------------------------------------------------------------------------------------------
<S>                                         <C>          <C>         <C>         <C>         <C>         <C>
The Pierpont Tax Exempt Money Market Fund                   0.55%        1.03%       2.06%       3.69%       4.31%
Donoghues Tax Free Money Market Fund Average                0.52%        0.97%       1.94%       3.52%        N/A
Micropal Municipal Money Market Fund Average                0.59%        1.04%       2.02%       3.66%       4.39%
</TABLE>

PAST PERFORMANCE IS NOT A GUARANTEE OF FUTURE RESULTS. ALL RETURNS ASSUME THE
REIMBURSEMENT 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 PIERPONT
TAX EXEMPT MONEY MARKET FUND 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.

4
<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 PIERPONT 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.
Donoghue's Tax Free Money Market Fund Average is an average of all major tax
exempt 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. The Pierpont
Tax Exempt Money Market Fund 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.
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) 521-5411.

                                                                               5

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

<TABLE>
<S>                                                                             <C>
ASSETS
       Investment in The Tax Exempt Money Market Portfolio ("Portfolio"), at
        value                                                                  $975,767,431
       Receivable for Expense Reimbursements                                         98,653
       Prepaid Expenses                                                              11,657
                                                                                -----------
          Total Assets                                                          975,877,741
                                                                                -----------

LIABILITIES
       Dividend Payable to Shareholders                                           2,029,254
       Shareholder Servicing Fee Payable (Note 2c)                                  171,679
       Administration Fee Payable (Note 2a)                                          23,694
       Fund Services Fee Payable (Note 2d)                                            5,589
       Trustees' Fees and Expenses Payable (Note 2e)                                  5,000
       Accrued Expenses                                                              43,031
                                                                                -----------
          Total Liabilities                                                       2,278,247
                                                                                -----------

NET ASSETS
       Applicable to 973,280,609 Shares of Beneficial Interest Outstanding
        (par value $0.001)                                                     $973,599,494
                                                                                -----------
                                                                                -----------
       Net Asset Value, Offering and Redemption Price Per Share                       $1.00
                                                                                -----------
                                                                                -----------


ANALYSIS OF NET ASSETS
       Paid-in Capital                                                         $973,625,489
       Accumulated Net Realized Loss on Investments                                 (13,050)
       Distribution in Excess of Net Realized Gains                                 (27,541)
       Undistributed Net Investment Income                                           14,596
                                                                                -----------
          Net Assets                                                           $973,599,494
                                                                                -----------
                                                                                -----------
</TABLE>

See Accompanying Notes.

6
<PAGE>
THE PIERPONT TAX EXEMPT MONEY MARKET 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                                              $26,517,832
       Allocated Portfolio Expenses                                            (2,565,023)
                                                                               ----------
          Net Investment Income Allocated from Portfolio                       23,952,809

FUND EXPENSES
       Shareholder Servicing Fee (Note 2c)                         $2,121,421
       Administration Fee (Note 2a)                                   306,768
       Fund Services Fee (Note 2d)                                    175,737
       Trustees' Fees and Expenses (Note 2e)                           27,797
       Registration Fees                                               31,245
       Printing                                                        25,706
       Professional Fees                                               12,707
       Transfer Agent Fee                                              69,383
       Miscellaneous                                                   59,299
                                                                    ---------
          Total Fund Expenses                                       2,830,063
       Less: Reimbursements of Expenses (Note 2b)                     (98,653)
                                                                    ---------
NET FUND EXPENSES                                                               2,731,410
                                                                               ----------

NET INVESTMENT INCOME                                                          21,221,399

NET REALIZED LOSS ON INVESTMENTS ALLOCATED FROM PORTFOLIO                         (13,050)
                                                                               ----------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS                          $21,208,349
                                                                               ----------
                                                                               ----------
</TABLE>

See Accompanying Notes.

                                                                               7
<PAGE>
THE PIERPONT TAX EXEMPT MONEY MARKET FUND
STATEMENT OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                           FOR THE FISCAL YEAR ENDED AUGUST 31,
                                                                           ------------------------------------
                                                                                 1994               1993
                                                                           -----------------  -----------------
<S>                                                                        <C>                <C>
INCREASE (DECREASE) IN NET ASSETS

OPERATIONS
       Net Investment Income                                               $      21,221,399  $      21,062,657
       Net Realized Gain (Loss) on Investments                                       (13,050)           107,453
                                                                           -----------------  -----------------
         Net Increase in Net Assets Resulting from Operations                     21,208,349         21,170,110
                                                                           -----------------  -----------------
DISTRIBUTIONS TO SHAREHOLDERS FROM
       Net Investment Income                                                     (21,206,803)       (21,062,657)
       Net Realized Gain                                                            (128,699)          (202,795)
                                                                           -----------------  -----------------
         Total Distributions to Shareholders                                     (21,335,502)       (21,265,452)
                                                                           -----------------  -----------------
TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST (AT A CONSTANT $1.00 PER
SHARE)
       Proceeds from Shares of Beneficial Interest Sold                        4,105,836,629      3,616,500,403
       Reinvestment of Dividends and Distributions                                19,654,664         20,092,546
       Cost of Shares of Beneficial Interest Redeemed                         (4,159,094,789)    (3,551,524,977)
                                                                           -----------------  -----------------
         Net Increase (Decrease) from Transactions in Shares of
            Beneficial Interest                                                  (33,603,496)        85,067,972
                                                                           -----------------  -----------------
         Total Increase (Decrease) in Net Assets                                 (33,730,649)        84,972,630
NET ASSETS
       Beginning of Year                                                       1,007,330,143        922,357,513
                                                                           -----------------  -----------------
       End of Year (including undistributed income of $14,596, and $0
         respectively)                                                     $     973,599,494  $   1,007,330,143
                                                                           -----------------  -----------------
                                                                           -----------------  -----------------
</TABLE>

See Accompanying Notes.

8
<PAGE>
THE PIERPONT TAX EXEMPT MONEY MARKET FUND
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
Selected data for a share outstanding throughout the period are as follows:

<TABLE>
<CAPTION>
                                                                 FOR THE FISCAL YEAR ENDED AUGUST 31,
                                                     ------------------------------------------------------------
                                                        1994         1993         1992        1991        1990
                                                     ----------  ------------  ----------  ----------  ----------
<S>                                                  <C>         <C>           <C>         <C>         <C>
NET ASSET VALUE, BEGINNING OF PERIOD                 $     1.00  $       1.00  $     1.00  $     1.00  $     1.00
                                                     ----------  ------------  ----------  ----------  ----------
INCOME FROM INVESTMENT OPERATIONS
Net Investment Income                                    0.0212        0.0214      0.0317      0.0460      0.0550
Net Realized Gain (Loss)                                (0.0000)(a)    0.0001      0.0002     (0.0000)(a) (0.0000)(a)
                                                     ----------  ------------  ----------  ----------  ----------
Net Increase in Net Assets Resulting from
  Operations                                             0.0212        0.0215      0.0319      0.0460      0.0550
                                                     ----------  ------------  ----------  ----------  ----------
LESS DISTRIBUTIONS TO SHAREHOLDERS FROM
Net Investment Income                                   (0.0212)      (0.0214)    (0.0317)    (0.0460)    (0.0550)
Net Realized Gain                                       (0.0000)(a)   (0.0002)        --       --         (0.0000)(a)
                                                     ----------  ------------  ----------  ----------  ----------
                                                        (0.0212)      (0.0216)    (0.0317)    (0.0460)    (0.0550)
                                                     ----------  ------------  ----------  ----------  ----------
NET ASSET VALUE, END OF PERIOD                       $     1.00  $       1.00  $     1.00  $     1.00  $     1.00
                                                     ----------  ------------  ----------  ----------  ----------
                                                     ----------  ------------  ----------  ----------  ----------
Total Return                                               2.14%         2.15%       3.19%       4.60%       5.50%
RATIOS AND SUPPLEMENTAL DATA
Net Assets at end of Period (in thousands)           $  973,599  $  1,007,330  $  922,358  $  877,422  $  903,157
Ratios to Average Net Assets:
  Expenses                                                 0.52%         0.52%       0.53%       0.55%       0.57%
  Net Investment Income                                    2.10%         2.14%       3.16%       4.60%       5.51%
  Decrease reflected in above Expense Ratios due to
   Reimbursements by Morgan                                0.01%         0.01%       0.01%       0.01%         --
<FN>

(a) Less than $0.0001
</TABLE>
See Accompanying Notes.

                                                                               9
<PAGE>
THE PIERPONT TAX EXEMPT MONEY MARKET FUND
NOTES TO FINANCIAL STATEMENTS
AUGUST 31, 1994
- --------------------------------------------------------------------------------

The Pierpont Tax Exempt Money Market Fund (the "Fund") is a separate series of
The Pierpont Funds (the "Trust"), a Massachusetts business 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, prior to its tax-free reorganization on July 11,
1993, to a series of the Trust, operated as a stand-alone mutual fund. Costs
related to the reorganization were borne by Morgan Guaranty Trust Company of New
York ("Morgan"). This report includes periods which preceded the Fund's
reorganization and reflects the operations of the predecessor entity.

The Fund seeks to achieve its investment objective by investing all of its
investable assets in The Tax Exempt Money Market Portfolio (the "Portfolio"), a
diversified, open-end management company having the same investment objective as
the Fund. The value of such investment included in the Statement of Assets and
Liabilities reflects the Fund's proportionate beneficial interest in the net
assets of the Portfolio (95.5% at August 31, 1994). 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 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)Each series of the Trust is treated as a separate entity for federal
      income tax purposes. The Fund intends 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. As of August 31, 1994, the Fund incurred and elected to defer
      Post-October losses of approximately $46,000 until the next taxable year.
      To the extent that this capital loss is used to offset future capital
      gains, it is probable that the gains so offset will not be distributed to
      shareholders.

    e)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.

10
<PAGE>
THE PIERPONT 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 JPM Institutional 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 $306,768.

    b)The Trust, on behalf of the Fund, has entered into 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, and the fund services fee, exceed the expense limit of 0.043% 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 $98,653 for excess expenses.

    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 0.21% of the average daily net assets of the Fund up to and
      including $1.5 billion and 0.16% on any excess over $1.5 billion, which
      may be paid no more frequently than monthly. For the fiscal year ended
      August 31, 1994, Morgan's fee for these services amounted to $2,121,421.

    d)The Trust, on behalf of the Fund, has 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 $175,737
      for the fiscal year ended August 31, 1994.

                                                                              11
<PAGE>
THE PIERPONT TAX EXEMPT MONEY MARKET FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
- --------------------------------------------------------------------------------

    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.

3.  SHARES OF BENEFICIAL INTEREST:

The Declaration of Trust permits the Trustees to issue an unlimited number of
full and fractional shares of beneficial interest (par value $.001) 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 FISCAL YEAR ENDED  FOR THE FISCAL YEAR ENDED
                                                    AUGUST 31, 1994            AUGUST 31, 1993
                                               -------------------------  -------------------------
<S>                                            <C>                        <C>
Shares sold                                            4,105,491,749              3,616,500,403
Reinvestment of dividends and distributions               19,654,664                 20,092,546
Shares redeemed                                       (4,159,094,789)            (3,551,524,977)
                                               -------------------------  -------------------------
Net Increase/Decrease                                    (33,948,376)                85,067,972
                                               -------------------------  -------------------------
                                               -------------------------  -------------------------
</TABLE>

12

<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS

To the Trustees and Shareholders of
The Pierpont 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 Pierpont 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 years ended August 31, 1994 and
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. The financial highlights for each of the three years in the period ended
August 31, 1992 were audited by other independent accountants whose report dated
October 8, 1992 expressed an unqualified opinion on those statements.

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

                                                                              13
<PAGE>
                     THE TAX EXEMPT MONEY MARKET PORTFOLIO
                         ANNUAL REPORT AUGUST 31, 1994

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

14

<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)
- ----------------   ----------------------------------  --------  -----------  -----   --------------
<C>                <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.

                                                                              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>
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.

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>
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.

                                                                              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>
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.

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>
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.

                                                                              19
<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.

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>
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.

                                                                              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>
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.

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>
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.

                                                                              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>
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.

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>
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.

                                                                              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>
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.

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>
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.

                                                                              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>
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.

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>
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.

                                                                              29
<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.

30
<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.

                                                                              31
<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.

32
<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.

                                                                              33
<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)
</TABLE>

<TABLE>
<S>  <C>
<FN>
- ------------------------
(a)  Annualized
</TABLE>

See Accompanying Notes.

34

<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

                                                                              35
<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 percentage 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.

36

<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

                                                                              37
<PAGE>
THE PIERPONT MONEY MARKET FUND                    The
THE PIERPONT TAX EXEMPT MONEY MARKET FUND         Pierpont
THE PIERPONT TREASURY MONEY MARKET FUND           Tax Exempt
THE PIERPONT SHORT TERM BOND FUND                 Bond Fund
THE PIERPONT BOND FUND
THE PIERPONT TAX EXEMPT BOND FUND
THE PIERPONT NEW YORK TOTAL RETURN BOND FUND
THE PIERPONT DIVERSIFIED FUND
THE PIERPONT EQUITY FUND
THE PIERPONT CAPITAL APPRECIATION FUND
THE PIERPONT INTERNATIONAL EQUITY FUND
THE PIERPONT EMERGING MARKETS EQUITY FUND

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


<PAGE>
LETTER TO THE SHAREHOLDERS OF THE PIERPONT 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 Pierpont Tax
Exempt Bond Fund (the "Fund") was able to provide its shareholders with a
positive overall return of 1.35% for the fiscal year ending August 31, 1994. 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 $12.04
per share to end at $11.45 per share, and for the fiscal year ended August 31,
1994 the Fund paid $0.51 per share in dividends exempt from federal income
taxes, $0.04 per share in short-term and $0.20 per share in long-term capital
gain distributions. The Fund's net assets stood at $392,460,324 at the end of
the reporting period, down from $485,013,335 on August 31, 1993. The net assets
of The Tax Exempt Bond Portfolio (the "Portfolio"), in which the 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 in order to
benefit from an expected flattening of the yield curve.

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.

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

<TABLE>
<S>                                      <C>        <C>                                      <C>
TABLE OF CONTENTS
Letter to the shareholders.............          1  Fund performance.......................          5
Fund facts and highlights..............          3  Financial statements...................          6
Special fund-based services............          4
</TABLE>

                                                                               1
<PAGE>
INVESTMENT OUTLOOK

We believe that interest rates will continue to trend upward as the 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. The main 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 the benchmark is in order, and 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,

                [LOGO]
Evelyn E. Guernsey
J.P. Morgan Fund Services

MORGAN SERVES AS PORTFOLIO INVESTMENT ADVISOR AND MAKES THE PIERPONT TAX EXEMPT
BOND FUND (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 AGENCY. INVESTMENT RETURN
AND PRINCIPAL VALUE OF AN INVESTMENT IN THE FUND CAN FLUCTUATE, SO AN INVESTOR'S
SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST.
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. Had expenses not been subsidized, returns would have been lower. The
Fund invests all of its investable assets in The Tax Exempt Bond Portfolio (the
"Portfolio"), a separately registered investment company which is not available
to the public but only to other collective investment vehicles such as the Fund.
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 AN ADDITIONAL COPY OF THE PROSPECTUS BY CALLING (800)
521-5411.

2
<PAGE>
FUND FACTS

INVESTMENT OBJECTIVE

The Pierpont 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
10/3/84
- -------------------------------------------
NET ASSETS AS OF 8/31/94 ($MILLIONS)
392
- -------------------------------------------
DIVIDEND PAYABLE DATES
MONTHLY
- -------------------------------------------
CAPITAL GAIN PAYABLE DATES (IF ANY)
12/12/94

EXPENSE RATIO

The Fund's current annual expense ratio of 0.71% covers shareholders' expenses
for custody, tax reporting, investment advisory and shareholder services. 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

                  [LOGO]

30-DAY SEC YIELD

  4.86%

DURATION

  5.0 years

QUALITY BREAKDOWN

  AAA 50%
  AA 30%
  A  20%

                                                                               3
<PAGE>
SPECIAL FUND-BASED SERVICES

PIERPONT ASSET ALLOCATION SERVICE (PAAS)

For many investors, a diversified portfolio -- including short-term instruments,
bonds and stocks -- can offer an excellent opportunity to achieve one's
investment objectives. Through the Pierpont Asset Allocation Service (PAAS),
clients can work with Morgan investment professionals who will:

- - Recommend an asset allocation strategy that is specifically targeted at
  meeting the client's investment objectives;

- - Execute the chosen strategy by making strategic investments in one or more
  Pierpont Funds;

- - Make agreed-upon ongoing tactical adjustments in the actual asset mix of the
  client's portfolio in an effort to capitalize on shifting market trends. These
  adjustments are usually made in small increments and within set limits, so
  that the essential characteristics of the portfolio are always preserved.

The Pierpont Asset Allocation Service thus provides the investor with a
comprehensive asset allocation and investment management program for his or her
portfolio. PAAS is available to clients who invest a minimum of $500,000 in The
Pierpont Funds. The fees begin at $5,000 for the first year, followed by $2,500
each subsequent year.

IRA MANAGEMENT SERVICE

As one of the few remaining investments that can help your assets grow
tax-deferred until retirement, the IRA enables more of your dollars to work for
you longer. Morgan offers an IRA Rollover plan that helps you to build well-
balanced long-term investment portfolios, diversified across a wide array of
mutual funds. From money markets to emerging markets, The Pierpont Funds provide
an excellent way to help you accumulate long-term wealth for retirement. The IRA
Rollover plan is available to clients who invest at least $10,000 in any given
Pierpont Fund.

KEOGH

Beginning this fall, Morgan will introduce a Keogh program for its clients.
Keoghs provide another excellent vehicle to help individuals who are
self-employed or are employees of unincorporated businesses to accumulate
retirement savings. A Keogh is a tax-deferred pension plan that can allow for
you to contribute the lesser of $30,000 or 25% of your annual earned gross
compensation. The Pierpont Funds can help you build a comprehensive investment
program designed to maximize the retirement dollars in your Keogh account. The
Keogh plan also requires a minimum investment of $10,000 in any given Pierpont
Fund.

4
<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 $21,560 by August 31, 1994.

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          Lehman        Micropal
<S>              <C>           <C>           <C>

0                $ 10,000      $ 10,000      $ 10,000
1                  11,694        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                 21,560        23,928        20,951

</TABLE>

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.
<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>           <C>
The Pierpont Tax Exempt Bond Fund                       1.40%       (0.81)%       1.35%       7.35%        8.10%
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>           <C>
The Pierpont Tax Exempt Bond Fund                       0.69%       (2.41)%       1.29%       7.11%        8.14%
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%
</TABLE>

*10/3/84

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 PIERPONT 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.

                                                                               5
<PAGE>
THE PIERPONT TAX EXEMPT BOND FUND
STATEMENT OF ASSETS AND LIABILITIES
AUGUST 31, 1994
- --------------------------------------------------------------------------------

<TABLE>
<S>        <C>                                                                      <C>
ASSETS
           Investment in the Tax Exempt Bond Portfolio ("Portfolio") at value      $393,260,730
           Receivable for Fund Shares Sold                                                7,700
           Prepaid Expenses                                                               5,762
                                                                                    -----------
               Total Assets                                                         393,274,192
                                                                                    -----------

LIABILITIES
           Payable for Fund Shares Redeemed                                             303,452
           Dividend Payable (Note 1c)                                                   194,453
           Financial and Fund Accounting Services Fee Payable (Note 2b)                 179,891
           Shareholder Servicing Fee Payable (Note 2c)                                   60,164
           Administration Fee Payable (Note 2a)                                           9,687
           Fund Services Fee Payable (Note 2d)                                            4,133
           Accrued Expenses                                                              62,088
                                                                                    -----------
               Total Liabilities                                                        813,868
                                                                                    -----------

NET ASSETS
           Applicable to 34,286,820 Shares of Beneficial Interest Outstanding
            (par value $0.001)                                                     $392,460,324
                                                                                    -----------
                                                                                    -----------
                                                                                         $11.45
                                                                                    -----------
                                                                                    -----------
           Net Asset Value, Offering and Redemption Price Per Share

ANALYSIS OF NET ASSETS
           Paid-in Capital                                                         $383,391,735
           Accumulated Net Realized Gain on Investments                                 101,551
           Net Unrealized Appreciation of Investments                                 8,967,038
                                                                                    -----------
               Net Assets                                                          $392,460,324
                                                                                    -----------
                                                                                    -----------
</TABLE>

See Accompanying Notes.

6
<PAGE>
THE PIERPONT TAX EXEMPT BOND 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                                               $23,149,078
           Allocated Portfolio Expenses                                             (1,872,354)
                                                                                   -----------
               Net Investment Income Allocated from Portfolio                       21,276,724

EXPENSES
           Shareholder Servicing Fee (Note 2c)                          $ 816,408
           Financial & Fund Accounting Services Fee (Note 2b)             179,891
           Administration Fee (Note 2a)                                   137,890
           Fund Services Fee (Note 2d)                                     80,810
           Transfer Agent Fees                                             55,510
           Printing                                                        44,153
           Trustees' Fees and Expenses (Note 2e)                           12,552
           Registration Fees                                               12,430
           Professional Fees                                               11,620
           Miscellaneous                                                   18,262
                                                                        ---------
               Net Expenses                                                          1,369,526
                                                                                   -----------

NET INVESTMENT INCOME                                                               19,907,198

NET REALIZED GAIN ON INVESTMENTS ALLOCATED FROM PORTFOLIO                            1,282,614

NET CHANGE IN UNREALIZED APPRECIATION OF INVESTMENTS ALLOCATED
 FROM PORTFOLIO                                                                    (16,724,852)
                                                                                   -----------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS                               $ 4,464,960
                                                                                   -----------
                                                                                   -----------
</TABLE>

See Accompanying Notes.

                                                                               7
<PAGE>
THE PIERPONT TAX EXEMPT BOND FUND
STATEMENT OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                               FOR THE FISCAL YEAR ENDED AUGUST 31,
                                                                               ------------------------------------
                                                                                    1994             1993
                                                                               ---------------  ---------------
<S>                                                                            <C>              <C>
INCREASE (DECREASE) IN NET ASSETS

FROM OPERATIONS
       Net Investment Income                                                   $    19,907,198  $    19,101,879
       Net Realized Gain on Investments from Portfolio                               1,282,614        9,842,479
       Net Change in Unrealized Appreciation                                       (16,724,852)       9,820,595
                                                                               ---------------  ---------------
       Net Increase in Net Assets Resulting from Operations                          4,464,960       38,764,953
                                                                               ---------------  ---------------

DISTRIBUTIONS TO SHAREHOLDERS FROM
       Net Investment Income                                                       (19,907,198)     (19,101,879)
       Net Realized Gain on Investments                                             (9,310,621)      (3,881,104)
                                                                               ---------------  ---------------
                                                                                   (29,217,819)     (22,982,983)
                                                                               ---------------  ---------------
TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST (NOTE 3)
       Proceeds from Shares of Beneficial Interest Sold                            227,484,769      343,364,355
       Reinvestment of Dividends and Distributions                                  25,994,109       18,054,073
       Cost of Shares of Beneficial Interest Redeemed                             (321,279,030)    (252,530,215)
                                                                               ---------------  ---------------
         Net Increase (Decrease) from Transactions in Shares of Beneficial
            Interest                                                               (67,800,152)     108,888,213
                                                                               ---------------  ---------------
         Total Increase (Decrease) in Net Assets                                   (92,553,011)     124,670,183
NET ASSETS
       Beginning of Year                                                           485,013,335      360,343,152
                                                                               ---------------  ---------------
       End of Year                                                             $   392,460,324  $   485,013,335
                                                                               ---------------  ---------------
                                                                               ---------------  ---------------
</TABLE>

See Accompanying Notes.

8
<PAGE>
THE PIERPONT TAX EXEMPT BOND FUND
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
Selected data for a share outstanding throughout each year are as follows:

<TABLE>
<CAPTION>
                                                                  FOR THE FISCAL YEAR ENDED AUGUST 31,
                                                       ----------------------------------------------------------
                                                          1994        1993        1992        1991        1990
                                                       ----------  ----------  ----------  ----------  ----------
<S>                                                    <C>         <C>         <C>         <C>         <C>
NET ASSET VALUE, BEGINNING OF YEAR                     $    12.04  $    11.60  $    11.19  $    10.75  $    10.85
                                                       ----------  ----------  ----------  ----------  ----------

INCOME FROM INVESTMENT OPERATIONS
Net Investment Income                                        0.51        0.55        0.62        0.68        0.70
Net Realized and Unrealized Gain (Loss) on
 Investments                                                (0.35)       0.56        0.41        0.44       (0.10)
                                                       ----------  ----------  ----------  ----------  ----------
Total from Investment Operations                             0.16        1.11        1.03        1.12        0.60
                                                       ----------  ----------  ----------  ----------  ----------

LESS DISTRIBUTIONS TO SHAREHOLDERS FROM
Net Investment Income                                       (0.51)      (0.55)      (0.62)      (0.68)      (0.70)
Net Realized Gains                                          (0.24)      (0.12)         --          --          --
                                                       ----------  ----------  ----------  ----------  ----------
Total Distributions                                         (0.75)      (0.67)      (0.62)      (0.68)      (0.70)
                                                       ----------  ----------  ----------  ----------  ----------

NET ASSET VALUE, END OF YEAR                           $    11.45  $    12.04  $    11.60  $    11.19  $    10.75
                                                       ----------  ----------  ----------  ----------  ----------
                                                       ----------  ----------  ----------  ----------  ----------
Total Return                                                 1.35%       9.88%       9.47%      10.67%       5.65%
RATIOS AND SUPPLEMENTAL DATA
Net Assets, End of Year (in thousands)                 $  392,460  $  485,013  $  360,343  $  239,709  $  151,755
Ratios to Average Net Assets:
    Expenses                                                 0.71%       0.74%       0.77%       0.78%       0.79%
    Net Investment Income                                    4.39%       4.64%       5.45%       6.12%       6.43%
    Decrease Reflected in above Expense
     Ratio due to Reimbursements and
     Fee Waivers by Morgan                                     --        0.01%       0.01%       0.02%       0.04%
Portfolio Turnover                                             --       40.80%*     19.94%      16.39%       7.45%

<FN>
* 1993 Portfolio Turnover reflects the period September 1, 1992 to July 11,
1993. After July 11, 1993 all the Fund's investable assets are invested in The
Tax Exempt Bond Portfolio.
</TABLE>

See Accompanying Notes.

                                                                               9
<PAGE>
THE PIERPONT TAX EXEMPT BOND FUND
NOTES TO FINANCIAL STATEMENTS

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

The Pierpont Tax Exempt Bond Fund (the "Fund") is a separate series of The
Pierpont 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, prior to its tax-free reorganization on July 11, 1993, to a series of the
Trust, operated as a stand-alone mutual fund. Costs related to the
reorganization were borne by Morgan Guaranty Trust Company of New York
("Morgan"). This report includes periods which preceded the Fund's
reorganization and reflects the operations of the predecessor entity.

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
(96% 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)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.

    e)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.

    f)The Fund has adopted Statement of Position 93-2 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

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

- --------------------------------------------------------------------------------
      shareholder distributions are reclassified to paid-in capital. The Fund
      reclassified $12,420 from accumulated net realized gain on investments 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 JPM Institutional 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 $137,890.

    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 percentages 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 and
      the fund services fee, exceed the expense limit of 0.12% of the first $100
      million of the Fund's average daily net assets and 0.10% of average daily
      net assets over $100 million, 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, this fee amounted to $179,891.

    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 0.18% of the average daily net assets of the Fund. For the
      fiscal year ended August 31, 1994, the fee for these services amounted to
      $816,408.

    d)The Trust, on behalf of the Fund, has a Fund Services Agreement with
      Pierpont Group, Inc. ("Group") to assist the Trustees in exercising their
      overall supervisory responsibilities for the

                                                                              11
<PAGE>
THE PIERPONT TAX EXEMPT BOND FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

- --------------------------------------------------------------------------------
      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 $80,810 for the fiscal year ended 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 FISCAL YEAR ENDED
                                                                        AUGUST 31,
                                                                --------------------------
                                                                    1994          1993
                                                                ------------  ------------
<S>                                                             <C>           <C>
Shares sold                                                       19,307,047    29,027,689
Reinvestment of dividends and distributions                        2,211,538     1,704,339
Shares redeemed                                                  (27,525,462)  (21,503,635)
                                                                ------------  ------------
Net Increase (Decrease)                                           (6,006,877)    9,228,393
                                                                ------------  ------------
                                                                ------------  ------------
</TABLE>

12

<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS

To the Trustees and Shareholders of
The Pierpont 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 Pierpont 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 years ended August 31, 1994 and 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. The financial highlights for each of the three years in the period ended
August 31, 1992 were audited by other independent accountants whose report dated
October 8, 1992 expressed an unqualified opinion on those statements.

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

                                                                              13
<PAGE>
                         THE TAX EXEMPT BOND PORTFOLIO
                         ANNUAL REPORT AUGUST 31, 1994

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

14
<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
 -----------  ----------------------------------  ------------------  -----------  -----------  -------   ------------
 <C>          <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.

                                                                              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>
 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.

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>
 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.

                                                                              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>
 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.

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>
 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.

                                                                              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>
 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.

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>
 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.

                                                                              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>
 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.

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)
 $ 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.

                                                                              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>
 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.

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>
 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.

                                                                              25
<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.

26

<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.

                                                                              27
<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.

28
<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.

                                                                              29

<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.

30
<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 Portfolio 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 and expenses.

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>

                                                                              31
<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

32


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