PIERPONT FUNDS
N-30D, 1996-02-06
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<PAGE>


LETTER TO THE SHAREHOLDERS OF THE PIERPONT MONEY MARKET FUND

January 15, 1996

Dear Shareholder:

We are pleased to report that The Pierpont Money Market Fund produced a total
return of 5.71% for its fiscal year ended November 30, 1995, outperforming the
5.47% return of its benchmark, IBC/Donoghue's Taxable Money Fund Average. In the
changing interest rate environment, active management of the Portfolio's average
maturity as well as its security and sector allocations were the reasons for the
Fund's relative success during the period. As seen in the accompanying chart,
the Fund has also produced competitive returns over the long term, outperforming
its benchmark for the three- , five- , and ten-year periods ended November 30,
1995.

AVERAGE ANNUAL TOTAL RETURNS (PP)
AS OF NOVEMBER 30, 1995

              The Pierpont Money        IBC/Donoghue's
              Market Fund               Taxable Money Fund Average
1 yr.         5.71                      5.47
3 yr.         4.1                       3.91
5 yr.         4.49                      4.23
10 yr.        5.98                      5.71


INTEREST RATES CHANGE DIRECTION

The Fund's fiscal year was marked by a shift in Federal Reserve monetary policy,
from raising rates to slow economic growth early in the year to easing rates in
an effort to stimulate growth later. After the Fed's final rate increase on
February 4, 1995, it appeared the U.S. economy had reached a "soft landing" --
i.e., moderate growth with low inflation. As a result, Treasury rates began to
move lower, providing a steadily improving environment for money market
investments.

During the period, the yield on the one-year Treasury went from 6.88% on
November 30, 1994 to 5.36% at the end of the period. The accompanying graph on
page 2 illustrates the dramatic decline in money market yields during the Fund's
fiscal year.


ACTIVE MANAGEMENT ADDS VALUE

In the changing interest rate environment, active maturity management was key to
the Fund's outperformance. When rates were rising, The Money Market Portfolio in
which the Fund invests maintained a defensive short

     ----------------------------------------------------------------------
     TABLE OF CONTENTS
     LETTER TO THE SHAREHOLDERS. . . . . 1  SPECIAL FUND-BASED SERVICES. .5
     FUND FACTS AND HIGHLIGHTS . . . . . 3  FINANCIAL STATEMENTS . . . . .7
     FUND PERFORMANCE. . . . . . . . . . 4
     ----------------------------------------------------------------------


                                                                               1

<PAGE>

average maturity relative to the benchmark. As it became clear that economic
growth had slowed to sustainable levels, the Portfolio's average maturity was
gradually extended beyond the benchmark. This position helped the Portfolio to
capture additional yield as rates declined.

The Fund was also able to capture additional yield through sector allocation.
For example, in October 1995, the Portfolio bought short-term paper from high-
quality Japanese banks, which offered attractive yields relative to those of
U.S. banks and U.S. Treasury securities. At the same time, the Portfolio kept
its allocation to U.S. Treasuries and agencies relatively low because these
sectors appeared expensive compared with other types of high quality short-term
instruments.

1-YEAR U.S. TREASURY YIELDS
NOVEMBER 30, 1994 - NOVEMBER 30, 1995

11/94    6.881
12/94    7.178
1/95     6.786
2/95     6.415
3/95     6.476
4/95     6.309
5/95     5.786
6/95     5.629
7/95     5.65
8/95     5.637
9/95     5.68
10/95    5.546
11/95    5.368

THIS GRAPH IS FOR ILLUSTRATIVE PURPOSES ONLY AND DOES NOT REFLECT THE
PERFORMANCE OF ANY SPECIFIC SECURITY HELD IN THE PORTFOLIO.

ATTRACTIVE RETURNS WITH A HIGH QUALITY FOCUS

It is important to note that while the Portfolio sought a yield advantage over
the benchmark average, it was able to do so without compromising its goal of
maintaining a high level of liquidity and preserving capital. The Portfolio
accomplished this by continuing to focus on high-quality money market
instruments.

WHAT LIES AHEAD

Given our expectation of further Fed easing of monetary policy, we plan to
maintain a target life for the Portfolio slightly higher than that of the
benchmark, focusing its maturities within six months. Investments in Japanese
bank securities will be reduced, as the premium they offered has drastically
declined.

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


Sincerely,


/s/ Evelyn E. Guernsey

Evelyn E. Guernsey
J.P. Morgan Funds Services


2

<PAGE>


FUND FACTS


INVESTMENT OBJECTIVE

The Pierpont Money Market Fund seeks to provide current income, maintain a high
level of liquidity, and preserve capital. It is designed for investors who seek
to preserve capital and earn current income from a portfolio of high-quality
money market instruments.
- --------------------------------------------------------------------------------
COMMENCEMENT OF OPERATIONS
10/01/82


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

NET ASSETS AS OF 11/30/95
$2,153,468,718


- --------------------------------------------------------------------------------
DIVIDEND PAYABLE DATES
MONTHLY


- --------------------------------------------------------------------------------
CAPITAL GAIN PAYABLE DATE (IF APPLICABLE)
12/18/95


EXPENSE RATIO

The Fund's annualized expense ratio of 0.41% 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 redemption proceeds from the Fund.

FUND HIGHLIGHTS
ALL DATA AS OF NOVEMBER 30, 1995

PORTFOLIO ALLOCATION
(PERCENTAGE OF TOTAL INVESTMENTS)
[pie chart]
     - COMMERCIAL PAPER 35.0%
     - CERTIFICATES OF DEPOSIT 30.2%
     - FLOATING RATE NOTES 11.6%
     - U.S. GOVERNMENT AGENCIES 16.5%
     - CORPORATE BONDS 1.9%
     - OTHER 4.8%

AVERAGE 7-DAY YIELD
5.53%


AVERAGE MATURITY
54 days


                                                                               3

<PAGE>

FUND PERFORMANCE

EXAMINING PERFORMANCE

One way to look at performance is to review a fund's average annual total
return. This figure takes the fund's actual (or cumulative) return and shows you
what would have happened if the fund had achieved that return by performing at a
constant rate each year. Average annual total returns represent the average
yearly change in a fund's value over various time periods, typically 1, 5, or 10
years (or since inception). Total returns for periods of less than one year are
not annualized and provide a picture of how a fund has performed over the short
term.

<TABLE>
<CAPTION>


PERFORMANCE                                  TOTAL RETURNS                 AVERAGE ANNUAL TOTAL RETURNS
                                             --------------------       -----------------------------------------

                                             THREE       SIX               ONE       THREE     FIVE      TEN
AS OF NOVEMBER 30, 1995                      MONTHS      MONTHS            YEAR      YEARS     YEARS     YEARS
- -----------------------------------------------------------------       ------------------------------------------
<S>                                          <C>         <C>            <C>          <C>       <C>       <C>
The Pierpont Money Market Fund               1.38%       2.81%             5.71%     4.10%     4.49%     5.98%
IBC/Donoghue's Taxable Money Fund Avg.       1.31%       2.68%             5.47%     3.91%     4.23%     5.71%

AS OF SEPTEMBER 30, 1995
- -----------------------------------------------------------------       ------------------------------------------
The Pierpont Money Market Fund               1.40%       2.86%             5.58%     3.98%     4.56%     6.01%
IBC/Donoghue's Taxable Money Fund Avg.       1.33%       2.73%             5.34%     3.77%     4.31%     5.74%

</TABLE>


PAST PERFORMANCE IS NOT A GUARANTEE OF FUTURE RESULTS. ALL FUND RETURNS ARE NET
OF FEES AND ASSUME THE REINVESTMENT OF DISTRIBUTIONS. IBC/DONOGHUE'S TAXABLE
MONEY FUND AVERAGE IS AN AVERAGE OF ALL TAXABLE MAJOR MONEY MARKET FUND RETURNS.
THIS COMPARATIVE INFORMATION IS AVAILABLE TO THE PUBLIC FROM THE IBC/DONOGHUE
ORGANIZATION, INC. NO REPRESENTATION IS MADE THAT THE INFORMATION GATHERED FROM
THIS SOURCE IS ACCURATE OR COMPLETE. THE FUND INVESTS ALL OF ITS INVESTABLE
ASSETS IN THE 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>

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 opportunityto achieve one's
investment objectives. PAAS provides investors with a comprehensive management
program for their portfolios. Through this service, investors can:

 -   create and maintain an asset allocation that is specifically targeted at
     meeting their most critical investment objectives;

 -   make ongoing tactical adjustments in the actual asset mix of their
     portfolios to capitalize on shifting market trends;

 -   make investments through The Pierpont Funds, a family of diversified mutual
     funds.

PAAS is available to clients who invest a minimum of $500,000 in The Pierpont
Funds.

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.

KEOGH

In early 1995, Morgan introduced 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 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.


                                                                               5

<PAGE>

SIGNATURE BROKER-DEALER SERVICES, INC. IS THE DISTRIBUTOR OF THE PIERPONT MONEY
MARKET FUND (THE "FUND").

MORGAN GUARANTY TRUST COMPANY OF NEW YORK ("MORGAN")SERVES AS PORTFOLIO
INVESTMENT ADVISOR AND MAKES THE FUND AVAILABLE SOLELY IN ITS CAPACITY AS
SHAREHOLDER SERVICING AGENT FOR CUSTOMERS. INVESTMENTS IN THE FUND ARE NOT
DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED OR ENDORSED BY, MORGAN 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 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.

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 and assume the reinvestment of income.

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 ADDITIONAL COPIES OF THE PROSPECTUS
BY CALLING J.P. MORGAN FUNDS SERVICES AT (800) 521-5411.


6

<PAGE>
THE PIERPONT MONEY MARKET FUND
STATEMENT OF ASSETS AND LIABILITIES
NOVEMBER 30, 1995
- --------------------------------------------------------------------------------

<TABLE>
<S>                                                                           <C>
ASSETS
Investment in The Money Market Portfolio ("Portfolio") at value               $2,163,439,371
Prepaid Expenses                                                                      16,109
                                                                              --------------
    Total Assets                                                               2,163,455,480
                                                                              --------------

LIABILITIES
Dividends Payable                                                                  9,258,574
Shareholder Servicing Fee Payable                                                    537,972
Administration Fee Payable                                                            43,498
Fund Services Fee Payable                                                              8,794
Accrued Expenses                                                                     137,924
                                                                              --------------
    Total Liabilities                                                              9,986,762
                                                                              --------------

NET ASSETS
Applicable to 2,152,017,160 Shares of Beneficial Interest Outstanding         $2,153,468,718
 (unlimited authorized shares, par value $0.001)
                                                                              --------------
                                                                              --------------
Net Asset Value, Offering and Redemption Price Per Share                               $1.00

ANALYSIS OF NET ASSETS
Paid-In Capital                                                               $2,152,367,976
Accumulated Net Realized Gain on Investment                                        1,100,742
                                                                              --------------
    Net Assets                                                                $2,153,468,718
                                                                              --------------
                                                                              --------------
</TABLE>

The Accompanying Notes Are an Integral Part of the Financial Statements.

                                                                               7
<PAGE>
THE PIERPONT MONEY MARKET FUND
STATEMENT OF OPERATIONS
FOR THE FISCAL YEAR ENDED NOVEMBER 30, 1995
- --------------------------------------------------------------------------------

<TABLE>
<S>                                  <C>         <C>
INVESTMENT INCOME ALLOCATED FROM
 PORTFOLIO
                                                 $ 126,644,297
Allocated Interest Income
                                                    (3,987,872)
Allocated Portfolio Expenses
                                                 -------------
                                                   122,656,425
Net Investment Income Allocated
 from Portfolio

FUND EXPENSES
Shareholder Servicing Fee            $3,629,031
Administration Fee                      565,438
Fund Services Fee                       193,838
Transfer Agent Fees                     178,161
Registration Fees                        63,573
Trustees' Fees and Expenses              47,304
Professional Fees and Expenses           34,519
Printing Expenses                        24,000
Miscellaneous                            91,506
                                     ----------
    Total Fund Expenses               4,827,370
Less: Reimbursement of Expenses         (74,259)
                                     ----------

                                                    (4,753,111)
NET FUND EXPENSES
                                                 -------------

                                                   117,903,314
NET INVESTMENT INCOME

                                                     1,151,919
NET REALIZED GAIN ON INVESTMENT
 ALLOCATED
 FROM PORTFOLIO
                                                 -------------

                                                 $ 119,055,233
NET INCREASE IN NET ASSETS
 RESULTING FROM OPERATIONS
                                                 -------------
                                                 -------------
</TABLE>

The Accompanying Notes Are an Integral Part of the Financial Statements.

8
<PAGE>
THE PIERPONT MONEY MARKET FUND
STATEMENT OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                        FOR THE FISCAL YEAR ENDED NOVEMBER 30,
                                                                        --------------------------------------
                                                                               1995                1994
                                                                        ------------------  ------------------
<S>                                                                     <C>                 <C>
INCREASE (DECREASE) IN NET ASSETS

FROM OPERATIONS
Net Investment Income                                                   $      117,903,314  $       78,882,428
Net Realized Gain (Loss) on Investment Allocated from Portfolio                  1,151,919             (51,177)
                                                                        ------------------  ------------------
Net Increase in Net Assets Resulting from Operations                           119,055,233          78,831,251
                                                                        ------------------  ------------------

DISTRIBUTIONS TO SHAREHOLDERS FROM
Net Investment Income                                                         (117,903,314)        (78,882,428)
                                                                        ------------------  ------------------
TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST (AT A CONSTANT $1.00 PER
  SHARE)
Proceeds from Shares of Beneficial Interest Sold                            13,845,812,899      11,776,268,715
Reinvestment of Dividends                                                      109,754,767          73,195,486
Cost of Shares of Beneficial Interest Redeemed                             (13,806,940,589)    (12,408,436,546)
                                                                        ------------------  ------------------
Net Increase (Decrease) from Transactions in Shares of Beneficial
  Interest                                                                     148,627,077        (558,972,345)
                                                                        ------------------  ------------------
Total Increase (Decrease) in Net Assets                                        149,778,996        (559,023,522)
NET ASSETS
Beginning of Fiscal Year                                                     2,003,689,722       2,562,713,244
                                                                        ------------------  ------------------
End of Fiscal Year                                                      $    2,153,468,718  $    2,003,689,722
                                                                        ------------------  ------------------
                                                                        ------------------  ------------------
</TABLE>

The Accompanying Notes Are an Integral Part of the Financial Statements.

                                                                               9
<PAGE>
THE PIERPONT MONEY MARKET FUND
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
Selected data for a share outstanding throughout each year are as follows:

<TABLE>
<CAPTION>
                                              FOR THE FISCAL YEAR ENDED NOVEMBER 30,
                                     ---------------------------------------------------------
                                       1995        1994        1993        1992        1991
                                     ---------   ---------   ---------   ---------   ---------
<S>                                  <C>         <C>         <C>         <C>         <C>
NET ASSET VALUE, BEGINNING OF
 FISCAL YEAR                         $   1.00    $   1.00    $   1.00    $   1.00    $   1.00
                                     ---------   ---------   ---------   ---------   ---------

INCOME FROM INVESTMENT OPERATIONS
Net Investment Income                    0.0557      0.0367      0.0281      0.0371      0.0612
Net Realized Gain (Loss) on
 Investment Allocated from
 Portfolio                               0.0005     (0.0000)(a)     0.0003     0.0006     0.0002
                                     ---------   ---------   ---------   ---------   ---------
Total from Investment Operations         0.0562      0.0367      0.0284      0.0377      0.0614
                                     ---------   ---------   ---------   ---------   ---------

LESS DISTRIBUTIONS TO SHAREHOLDERS
 FROM
Net Investment Income                   (0.0557)    (0.0367)    (0.0281)    (0.0371)    (0.0612)
Net Realized Gain                           --          --      (0.0003)    (0.0006)    (0.0002)
                                     ---------   ---------   ---------   ---------   ---------
Total Distributions to Shareholders     (0.0557)    (0.0367)    (0.0284)    (0.0377)    (0.0614)
                                     ---------   ---------   ---------   ---------   ---------
NET ASSET VALUE, END OF FISCAL YEAR  $   1.00    $   1.00    $   1.00    $   1.00    $   1.00
                                     ---------   ---------   ---------   ---------   ---------
                                     ---------   ---------   ---------   ---------   ---------
Total Return                             5.71%       3.73%       2.89%       3.83%       6.31%
                                     ---------   ---------   ---------   ---------   ---------
                                     ---------   ---------   ---------   ---------   ---------
RATIOS AND SUPPLEMENTAL DATA
Net Assets at end of Fiscal Year
 (in thousands)                      $2,153,469  $2,003,690  $2,562,713  $2,700,392  $3,058,559
    Expenses                             0.41%       0.43%       0.43%       0.43%       0.43%
    Net Investment Income                5.56%       3.64%       2.82%       3.74%       6.10%
    Decrease reflected in Expense
     ratio due to Expense
     Reimbursements by Morgan            0.00%(b)     0.01%      0.01%       0.01%       0.01%
</TABLE>

- ------------------------
(a) Less than $0.0001

(b) Less than 0.01%

The Accompanying Notes Are an Integral Part of the Financial Statements.

10
<PAGE>
THE PIERPONT MONEY MARKET FUND
NOTES TO FINANCIAL STATEMENTS
NOVEMBER 30, 1995
- --------------------------------------------------------------------------------

1.  ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

The Pierpont Money Market Fund (the "Fund") is a separate series of The Pierpont
Funds (the "Trust"), a Massachusetts business trust. 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").

The Fund invests all of its investable assets in The Money Market Portfolio (the
"Portfolio"), a diversified, open-end management investment company having the
same investment objectives as the Fund. The value of such investment included in
the Statement of Assets and Liabilities reflects the Fund's proportionate
beneficial interest in the net assets of the Portfolio (65% at November 30,
1995). 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.

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.

    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)  For  United  States federal  income tax  purposes,  the Fund  utilized a
        capital loss  carryforward  of  $51,177 during  the  fiscal  year  ended
        November 30, 1995.

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

                                                                              11
<PAGE>
THE PIERPONT MONEY MARKET FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
NOVEMBER 30, 1995
- --------------------------------------------------------------------------------
       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. The agreement provides for a fee to be paid
        to Signature at an annual rate determined by the following schedule:
        0.04% of the first $1 billion of the aggregate average daily net assets
        of the Trust, as well as two other affiliated fund families for which
        Signature acts as administrator, 0.032% of the next $2 billion of such
        net assets, 0.024% of the next $2 billion of such net assets, and 0.016%
        of such net assets in excess of $5 billion. The daily equivalent of the
        fee rate is applied each day to the net assets of the Fund. For the
        fiscal year ended November 30, 1995, Signature's fee for these services
        amounted to $565,438.

        Effective December 29, 1995, the Administration Agreement was amended
        such that the fee charged would be equal to the Fund's proportionate
        share of a complex-wide fee based on the following annual schedule:
        0.03% on the first $7 billion of the aggregate average daily net assets
        of the Portfolio and the other portfolios (the "Master Portfolios") in
        which series of the Trust, The JPM Institutional Funds or The JPM
        Advisor Funds invest and 0.01% on the aggregate average daily net assets
        of the Master Portfolios in excess of $7 billion. The portion of this
        charge payable by the Fund is determined by the proportionate share its
        net assets bear to the total net assets of the Trust, The JPM
        Institutional Funds, The JPM Advisor Funds and the Master Portfolios.

    b)  Until August 31, 1995, the Trust, on behalf of the Fund, had a Financial
        and Fund Accounting Services Agreement with Morgan under which Morgan
        received a fee for overseeing certain aspects of the administration and
        operation of the Fund and which was also designed to provide an expense
        limit for certain expenses of the Fund. This fee was calculated at
        0.043% of the Fund's average daily net assets. For the nine month period
        ended August 31, 1995, Morgan agreed to reimburse the Fund $74,259 for
        expenses that exceeded this limit. From September 1, 1995 until December
        28, 1995, an interim agreement between the Trust, on behalf of the Fund,
        and Morgan provided for the continuation of the oversight functions that
        were outlined under the prior agreement and that Morgan should bear all
        of its expenses incurred in connection with these services.

        Effective December 29, 1995, the Trust, on behalf of the Fund, entered
        into an Administrative Services Agreement with Morgan under which Morgan
        is responsible for certain aspects of the administration and operation
        of the Fund. Under the Agreement, the Fund has agreed to pay Morgan a
        fee equal to its proportionate share of an annual complex-wide charge.
        This charge is calculated daily based on the aggregate net assets of the
        Master Portfolios in accordance with the following annual schedule:
        0.06% on the first $7 billion of the Master Portfolios' aggregate net
        assets and 0.03% of the aggregate net assets in excess of $7 billion.
        The portion of this charge payable by the Fund is determined by the
        proportionate share that the Fund's net assets bear to the net assets of
        the Trust, the Master Portfolios and other investors in the Master
        Portfolios for which Morgan provides similar services.

12
<PAGE>
THE PIERPONT MONEY MARKET FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
NOVEMBER 30, 1995
- --------------------------------------------------------------------------------
    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 Fund's average daily net assets up to and
        including $1.5 billion and 0.15% of any excess over $1.5 billion. For
        the fiscal year ended November 30, 1995, the fee for these services
        amounted to $3,629,031.

        Effective December 29, 1995, the Shareholder Servicing Agreement was
        amended such that the annual rate for providing these services was
        changed to 0.15% on the first $2 billion of average daily net assets and
        0.10% on average daily net assets in excess of $2 billion.

    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 represent all the existing shareholders of Group.
        The Fund's allocated portion of Group's costs in performing its services
        amounted to $193,838 for the fiscal year ended November 30, 1995.

    e)  An aggregate annual fee of $65,000 is paid to each Trustee for serving
        as a Trustee of The Pierpont Funds, The JPM Institutional Funds and
        their corresponding Portfolios. The Trustees' Fees and Expenses shown in
        the financial statements represent the Fund's allocated portion of the
        total fees and expenses. Prior to April 1, 1995, the aggregate annual
        Trustee Fee was $55,000. The Trustee who serves as Chairman and Chief
        Executive Officer of these Funds and Portfolios also serves as Chairman
        of Group and received compensation and employee benefits from Group in
        his role as Group's Chairman. The allocated portion of such compensation
        and benefits included in the Fund Services Fee shown in the financial
        statements was $24,900.

                                                                              13
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS

To the Trustees and Shareholders of
The Pierpont 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 Money Market Fund (one of the series constituting part of The
Pierpont Funds, hereafter referred to as the "Fund") at November 30, 1995, the
results of its operations for the year then ended, the changes in its net assets
for each of the two years in the period then ended and the financial highlights
for each of the three years in the period then ended, 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 two years in the period ended November 30, 1992 were
audited by other independent accountants whose report dated December 31, 1992
expressed an unqualified opinion on those statements.

PRICE WATERHOUSE LLP
New York, New York
January 23, 1996

14
<PAGE>
The Money Market Portfolio
Annual Report November 30, 1995

(The following pages should be read in conjunction
with The Pierpont Money Market Fund
Annual Financial Statements)

                                                                              15
<PAGE>
THE MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS
NOVEMBER 30, 1995
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
PRINCIPAL
 AMOUNT
  (IN                                                                 YIELD TO MATURITY/
THOUSANDS)        SECURITY DESCRIPTION            MATURITY DATES             RATE              VALUE
- --------  -----------------------------------  --------------------  --------------------  --------------
<C>       <S>                                  <C>                   <C>                   <C>
ASSET-BACKED SECURITY (0.1%)
$  3,573  Bank One Auto Trust, Series 1995-A,
            Class A-1........................              04/15/96                 6.362% $    3,572,937
                                                                                           --------------
CERTIFICATE OF DEPOSIT -- DOMESTIC (0.7%)
  25,000  Wachovia Bank & Trust Co., N.A.....              02/09/96                 7.070      25,000,906
                                                                                           --------------
CERTIFICATES OF DEPOSIT -- FOREIGN (30.7%)
  39,500  Bank of Montreal (Chicago).........              12/05/95                 5.770      39,500,043
 101,891  Bank of Montreal (New York)........              12/01/95                 5.937     101,891,000
  31,000  Bank of Nova Scotia................              02/06/96                 5.750      31,000,000
 160,000  Banque National de Paris Ltd.......   12/07/95 - 03/25/96         5.740 - 5.790     160,000,000
  29,000  Commerzbank U.S. Finance Inc.......              12/01/95                 5.760      29,000,000
 125,000  Dai-ichi Kangyo Bank Ltd...........   12/05/95 - 02/02/96         5.990 - 6.260     125,016,993
 150,000  Fuji Bank Ltd......................   12/06/95 - 01/12/96         6.000 - 6.180     150,000,935
 112,000  Industrial Bank of Japan Ltd.......   01/16/96 - 02/14/96         6.120 - 6.310     112,005,520
 110,000  Mitsubishi Bank Ltd................              12/27/95                 5.900     110,000,000
  21,000  National Bank, Australia...........              10/02/96                 5.750      20,978,104
   7,000  Sanwa Bank Ltd.....................              01/16/96                 6.080       7,000,000
  86,000  Societe Generale N.Y...............   12/18/95 - 04/12/96         5.750 - 6.600      86,010,561
  50,000  Sumitomo Bank Ltd..................              01/26/96                 6.100      50,000,000
                                                                                           --------------
          Total Certificates of Deposit -
            Foreign                                                                         1,022,403,156
                                                                                           --------------
COMMERCIAL PAPER -- DOMESTIC (19.1%)
  31,000  Ameritech Corp.....................              12/28/95                 5.590      30,870,033
  86,400  AT&T Corp..........................              12/01/95                 5.620      86,400,000
  25,000  Associate Corp. of North America...              12/01/95                 5.910      25,000,000
  32,000  Bankers Trust Corp.................              03/13/96                 5.670      31,480,880
  50,000  C.I.T. Group Holdings Inc..........              03/18/96                 5.620      49,157,000
  21,215  Campbell Soup Co...................              02/01/96                 5.900      20,999,432
  39,775  Chevron Transportation Corp........   12/06/95 - 12/19/95         5.700 - 5.730      39,700,761
  17,200  Dupont (E.I.) de Nemours & Co.,
            Inc..............................              07/24/96                 5.500      16,579,844
  29,200  Exxon Asset Management.............              12/08/95                 5.710      29,167,580
  50,000  First Chicago Corp.................              12/05/95                 5.770      49,967,944
  85,500  Ford Motor Corp....................              12/15/95                 5.620      85,313,135
 153,000  General Electric Capital Corp......   12/04/95 - 12/29/95         5.710 - 5.760     152,698,789
   3,755  Georgia Municipal Electric Co......              12/08/95                 5.710       3,750,831
   4,720  Koch Industries Inc................              12/01/95                 5.900       4,720,000
   7,160  Lilly, Eli & Co....................              12/04/95                 5.620       7,156,647
   5,000  Raytheon Co........................              12/12/95                 5.750       4,991,215
                                                                                           --------------
          Total Commercial Paper - Domestic                                                   637,954,091
                                                                                           --------------
COMMERCIAL PAPER -- FOREIGN (17.5%)
  56,737  ABN - AMRO Bank N.V................              12/05/95                 5.700      56,701,067
  97,000  Abbey National, North America......              12/22/95                 5.610      96,682,568
</TABLE>

The Accompanying Notes Are an Integral Part of the Financial Statements.

16
<PAGE>
THE MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
NOVEMBER 30, 1995
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
PRINCIPAL
 AMOUNT
  (IN                                                                 YIELD TO MATURITY/
THOUSANDS)        SECURITY DESCRIPTION            MATURITY DATES             RATE              VALUE
- --------  -----------------------------------  --------------------  --------------------  --------------
<C>       <S>                                  <C>                   <C>                   <C>
COMMERCIAL PAPER -- FOREIGN (CONTINUED)
$ 70,985  Bayerische Vereinsbank.............              12/01/95                 5.930% $   70,985,000
   4,500  BFCE U.S. Finance Corp.............              02/20/96                 5.690       4,442,389
  82,000  Commonwealth Bank of Australia.....              12/20/95                 5.600      81,757,644
 127,500  Deutsche Bank Financial, Inc.......   12/05/95 - 02/02/96         5.665 - 5.750     127,163,964
  20,000  Electricite De France..............              04/04/96                 5.610      19,610,417
  23,000  Ontario Hydro......................              04/09/96                 5.620      22,533,228
  40,000  Royal Bank of Canada...............              03/28/96                 5.654      39,258,698
  62,828  UBS Finance (Delaware), Inc........              12/05/95                 5.750      62,787,860
                                                                                           --------------
          Total Commercial Paper - Foreign                                                    581,922,835
                                                                                           --------------
CORPORATE BONDS (2.0%)
  15,000  Abbey National Treasury Services
            PLC..............................              12/20/95                 7.350      14,998,777
  52,000  Ford Motor Credit Co...............   12/11/95 - 03/25/96         5.000 - 6.125      51,931,711
                                                                                           --------------
          Total Corporate Bonds                                                                66,930,488
                                                                                           --------------
EURO DOLLAR CERTIFICATES OF DEPOSIT (0.1%)
   4,000  Mitsubishi Trust & Banking Corp....              01/16/96                 6.140       4,000,051
                                                                                           --------------
FLOATING RATE NOTES (12.1%) (A)
  25,000  Boatmens First National Bank,
            (resets monthly to one month
            LIBOR Rate -1 basis point).......              06/12/96                 5.802      25,000,000
  15,000  Colorado National Bank, (resets
            monthly to one month LIBOR Rate
            -2 basis points).................              04/17/96                 5.792      14,998,859
 175,000  Federal National Mortgage
            Association, (resets daily to one
            month LIBOR Rate -19 basis
            points)..........................              10/11/96                 5.622     174,835,927
  50,000  First Bank N.A., (resets monthly to
            one month LIBOR Rate -3 basis
            points)..........................              03/08/96                 5.782      49,998,736
 140,000  Student Loan Marketing Association,
            (resets monthly to one month
            LIBOR Rate -17 basis points).....              07/01/96                 5.662     139,941,677
                                                                                           --------------
          Total Floating Rate Notes                                                           404,775,199
                                                                                           --------------
TIME DEPOSITS -- FOREIGN (3.0%)
 100,000  Dresdner Bank, Grand Cayman........              12/01/95                 5.937     100,000,000
                                                                                           --------------
U.S. TREASURY OBLIGATIONS (1.7%)
   6,772  United States Treasury Bills.......   12/14/95 - 03/21/96         5.160 - 5.590       6,708,660
  50,000  United States Treasury Notes.......   04/15/96 - 05/15/96         7.375 - 9.375      50,513,279
                                                                                           --------------
          Total U.S. Treasury Obligations                                                      57,221,939
                                                                                           --------------
</TABLE>

The Accompanying Notes Are an Integral Part of the Financial Statements.

                                                                              17
<PAGE>
THE MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
NOVEMBER 30, 1995
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
PRINCIPAL
 AMOUNT
  (IN                                                                 YIELD TO MATURITY/
THOUSANDS)        SECURITY DESCRIPTION            MATURITY DATES             RATE              VALUE
- --------  -----------------------------------  --------------------  --------------------  --------------
<C>       <S>                                  <C>                   <C>                   <C>
U.S. GOVERNMENT AGENCY OBLIGATIONS (17.3%)
$ 36,941  Federal Farm Credit Bank...........              12/02/96                 5.400% $   36,940,800
   5,000  Federal Home Loan Bank.............              04/24/96                 6.420       5,007,303
 139,923  Federal Home Loan Mortgage Corp....   12/01/95 - 12/20/95         5.690 - 5.800     139,820,551
 394,970  Federal National Mortgage
            Association......................   12/05/95 - 12/06/96         5.390 - 6.460     393,432,114
                                                                                           --------------
          Total U.S. Government Agency
            Obligations                                                                       575,200,768
                                                                                           --------------
REPURCHASE AGREEMENT (0.1%)
   2,470  Goldman Sachs Repurchase Agreement
            dated 11/30/95 due 12/01/95,
            proceeds $2,470,401
            (collateralized by $2,263,000
            U.S. Treasury Notes 9.125%, due
            05/15/99 valued at $2,519,872)
            (cost $2,470,000)................              12/01/95                 5.850       2,470,000
                                                                                           --------------
          TOTAL INVESTMENTS (104.4%)
                                                                                            3,481,452,370
          LIABILITIES IN EXCESS OF OTHER ASSETS (-4.4%)
                                                                                             (146,496,954)
                                                                                           --------------
          NET ASSETS (100.0%)                                                              $3,334,955,416
                                                                                           --------------
                                                                                           --------------
</TABLE>

(a) The coupon rate shown on floating or adjustable rate securities represents
    the rate at the end of the reporting period. The due date on these types of
    securities reflects the final maturity date.

The Accompanying Notes Are an Integral Part of the Financial Statements.

18
<PAGE>
THE MONEY MARKET PORTFOLIO
STATEMENT OF ASSETS AND LIABILITIES
NOVEMBER 30, 1995
- --------------------------------------------------------------------------------

<TABLE>
<S>                                  <C>
ASSETS
Investments at Amortized Cost and    $3,481,452,370
 Value
Cash                                          1,788
Receivable for Investments Sold          29,211,142
Interest Receivable                      11,598,272
Prepaid Expenses                             24,736
                                     --------------
    Total Assets                      3,522,288,308
                                     --------------

LIABILITIES
Payable for Investments Purchased       186,732,650
Advisory Fee Payable                        420,879
Custody Fee Payable                          83,329
Administration Fee Payable                   15,676
Fund Services Fee Payable                    12,892
Accrued Expenses                             67,466
                                     --------------
    Total Liabilities                   187,332,892
                                     --------------

NET ASSETS
Applicable to Investors' Beneficial  $3,334,955,416
 Interests
                                     --------------
                                     --------------
</TABLE>

The Accompanying Notes Are an Integral Part of the Financial Statements.

                                                                              19
<PAGE>
THE MONEY MARKET PORTFOLIO
STATEMENT OF OPERATIONS
FOR THE FISCAL YEAR ENDED NOVEMBER 30, 1995
- --------------------------------------------------------------------------------

<TABLE>
<S>                                  <C>         <C>
INVESTMENT INCOME
                                                 $ 173,636,796
Interest

EXPENSES
Advisory Fee                         $3,913,479
Custodian Fees and Expenses             545,910
Financial and Fund Accounting           373,077
 Services Fee
Fund Services Fee                       261,045
Administration Fee                      176,717
Professional Fees and Expenses           71,200
Trustees' Fees and Expenses              66,978
Miscellaneous                            47,677
                                     ----------
                                                    (5,456,083)
    Total Expenses
                                                 -------------

                                                   168,180,713
NET INVESTMENT INCOME

                                                     1,573,477
NET REALIZED GAIN ON INVESTMENTS
                                                 -------------

                                                 $ 169,754,190
NET INCREASE IN NET ASSETS
 RESULTING FROM OPERATIONS
                                                 -------------
                                                 -------------
</TABLE>

The Accompanying Notes Are an Integral Part of the Financial Statements.

20
<PAGE>
THE MONEY MARKET PORTFOLIO
STATEMENT OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                     FOR THE FISCAL YEAR ENDED NOVEMBER
                                                     30,
                                     -----------------------------------
                                           1995               1994
                                     ----------------   ----------------
<S>                                  <C>                <C>
INCREASE (DECREASE) IN NET ASSETS

FROM OPERATIONS
Net Investment Income                $   168,180,713    $    94,288,128
Net Realized Gain (Loss) on
 Investments                               1,573,477            (57,650)
                                     ----------------   ----------------
Net Increase in Net Assets
 Resulting from Operations               169,754,190         94,230,478
                                     ----------------   ----------------

TRANSACTIONS IN INVESTORS'
 BENEFICIAL INTERESTS
Contributions                         17,654,676,133     13,334,979,866
Withdrawals                          (17,137,148,786)   (13,481,612,327)
                                     ----------------   ----------------
Net Increase (Decrease) from
 Investors' Transactions                 517,527,347       (146,632,461)
                                     ----------------   ----------------
Total Increase (Decrease) in Net
 Assets                                  687,281,537        (52,401,983)

NET ASSETS
Beginning of Fiscal Year               2,647,673,879      2,700,075,862
                                     ----------------   ----------------
End of Fiscal Year                   $ 3,334,955,416    $ 2,647,673,879
                                     ----------------   ----------------
                                     ----------------   ----------------
- ------------------------------------------------------------------------
SUPPLEMENTARY DATA
- ------------------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>
                                                                               FOR THE PERIOD
                                     FOR THE FISCAL YEAR ENDED NOVEMBER        JULY 12, 1993
                                                     30,                       (COMMENCEMENT
                                     -----------------------------------   OF OPERATIONS) THROUGH
                                           1995               1994           NOVEMBER 30, 1993
                                     ----------------   ----------------   ----------------------
<S>                                  <C>                <C>                <C>
RATIOS TO AVERAGE NET ASSETS
Expenses                                    0.19%              0.20%                  0.19%(a)
Net Investment Income                       5.77%              3.90%                  2.98%(a)
Decrease Reflected in Expense Ratio
 due to Expense Reimbursements by
 Morgan                                        -               0.00%(b)                  -
</TABLE>

- ------------------------
(a) Annualized

(b) Less than 0.01%

The Accompanying Notes Are an Integral Part of the Financial Statements.

                                                                              21
<PAGE>
THE MONEY MARKET PORTFOLIO
NOTES TO FINANCIAL STATEMENTS
NOVEMBER 30, 1995
- --------------------------------------------------------------------------------

1.  ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

The 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. The Portfolio commenced operations on July 12, 1993. 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:

    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.

      The Portfolio's custodian or designated subcustodians, as the case may be
      under triparty repurchase agreements, takes possession of the collateral
      pledged for investments in repurchase agreements on behalf of the
      Portfolio. It is the policy of the Portfolio to value the underlying
      collateral daily on a mark-to-market basis to determine that the value,
      including accrued interest, is at least equal to the repurchase price plus
      accrued interest. In the event of default of the obligation to repurchase,
      the Portfolio has the right to liquidate the collateral and apply the
      proceeds in satisfaction of the obligation. Under certain circumstances,
      in the event of default or bankruptcy by the other party to the agreement,
      realization and/or retention of the collateral or proceeds may be subject
      to legal proceedings.

    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 intends to 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 the same for book and tax purposes.

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 November 30, 1995,
      this fee amounted to $3,913,479.

22
<PAGE>
THE MONEY MARKET PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
NOVEMBER 30, 1995
- --------------------------------------------------------------------------------

    b)The Portfolio has retained Signature Broker - Dealer Services, Inc.
      ("Signature") to serve as Administrator and exclusive placement agent.
      Signature provides 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. The agreement provides for
      a fee to be paid to Signature at an annual fee rate determined by the
      following schedule: 0.01% of the first $1 billion of the aggregate average
      daily net assets of the Portfolio and the other portfolios subject to the
      Administration Agreement, 0.008% of the next $2 billion of such net
      assets, 0.006% of the next $2 billion of such net assets, and 0.004% of
      such net assets in excess of $5 billion. The daily equivalent of the fee
      rate is applied each day to the net assets of the Portfolio. For the
      fiscal year ended November 30, 1995, Signature's fee for these services
      amounted to $176,717.

      Effective December 29, 1995, the Administration Agreement was amended such
      that the fee charged would be equal to the Portfolio's proportionate share
      of a complex-wide fee based on the following annual schedule: 0.03% on the
      first $7 billion of the aggregate average daily net assets of the
      Portfolio and the other portfolios subject to this agreement (the "Master
      Portfolios") and 0.01% on the aggregate average daily net assets of the
      Master Portfolios in excess of $7 billion. The portion of this charge
      payable by the Portfolio is determined by the proportionate share its net
      assets bear to the total net assets of The Pierpont Funds, The JPM
      Institutional Funds, The JPM Advisor Funds and the Master Portfolios.

    c)Until August 31, 1995, the Portfolio had a Financial and Fund Accounting
      Services Agreement with Morgan under which Morgan received a fee for
      overseeing certain aspects of the administration and operation of the
      Portfolio and which was also designed to provide an expense limit for
      certain expenses of the Portfolio. This fee was calculated at 0.03% of the
      Portfolio's average daily net assets. For the nine month period ended
      August 31, 1995, the fee for these services amounted to $373,077. From
      September 1, 1995 until December 28, 1995, an interim agreement between
      the Portfolio and Morgan provided for the continuation of the oversight
      functions that were outlined under the prior agreement and that Morgan
      should bear all of its expenses incurred in connection with these
      services.

      Effective December 29, 1995, the Portfolio entered into an Administrative
      Services Agreement with Morgan under which Morgan is responsible for
      overseeing certain aspects of the administration and operation of the
      Portfolio. Under the Agreement, the Portfolio has agreed to pay Morgan a
      fee equal to its proportionate share of an annual complex-wide charge.
      This charge is calculated daily based on the aggregate net assets of the
      Master Portfolios in accordance with the following annual schedule: 0.06%
      on the first $7 billion of the Master Portfolios' aggregate net assets and
      0.03% of the aggregate net assets in excess of $7 billion. The portion of
      this charge payable by the Portfolio is determined by the proportionate
      share that the Portfolio's net assets bear to the net assets of the Master
      Portfolios and other investors in the Master Portfolios for which Morgan
      provides similar services.

    d)The Portfolio has 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

                                                                              23
<PAGE>
THE MONEY MARKET PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
NOVEMBER 30, 1995
- --------------------------------------------------------------------------------
      Trustees of the Portfolio represent all the existing shareholders of
      Group. The Portfolio's allocated portion of Group's costs in performing
      its services amounted to $261,045 for the fiscal year ended November 30,
      1995.

    e)An aggregate annual fee of $65,000 is paid to each Trustee for serving as
      a Trustee of The Pierpont Funds, The JPM Institutional Funds and their
      corresponding Portfolios. The Trustees' Fees and Expenses shown in the
      financial statements represent the Portfolio's allocated portion of the
      total fees and expenses. Prior to April 1, 1995, the aggregate annual
      Trustee Fee was $55,000. The Trustee who serves as Chairman and Chief
      Executive Officer of these Funds and Portfolios also serves as Chairman of
      Group and received compensation and employee benefits from Group in his
      role as Group's Chairman. The allocated portion of such compensation and
      benefits included in the Fund Services Fee shown in the financial
      statements was $33,500.

24
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS

To the Trustees and Investors of
The 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 Money Market Portfolio (the "Portfolio")
at November 30, 1995, the results of its operations for the year then ended, the
changes in its net assets for each of the two years in the period then ended and
the supplementary data for each of the two years in the period then ended and
for the period July 12, 1993 (commencement of operations) through November 30,
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
November 30, 1995 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
January 23, 1996

                                                                              25
<PAGE>



THE PIERPONT MONEY MARKET FUND
THE PIERPONT TAX EXEMPT MONEY MARKET FUND              THE
THE PIERPONT TREASURY MONEY MARKET FUND                PIERPONT
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 DIVERSIFED 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 OF FUNDS
CAN HELP YOU PLAN FOR YOUR FUTURE, CALL J.P. MORGAN FUNDS      ANNUAL REPORT
SERVICES AT (800) 521-5411.                                    NOVEMBER 30, 1995



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