JP MORGAN FUNDS
N-30D, 1999-06-09
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<PAGE>

              LETTER TO THE SHAREHOLDERS OF THE J.P. MORGAN
                       NEW YORK TAX EXEMPT BOND FUND

May 3, 1999

Dear Shareholder:

We are pleased to report the J.P. Morgan New York Tax Exempt Bond Fund delivered
a strong return of 5.39% for the fiscal year ended March 31, 1999. The fund
handily outperformed its competition, which gained 5.17%, as measured by the
Lipper New York Intermediate Municipal Debt Funds Average. At the same time, the
fund trailed its benchmark, the Lehman Brothers 1-16 year Municipal Bond Index,
which rose 5.97%. Of course, the index return is exclusive of fees and expenses.
The fund's 30-day SEC yield as of March 31 was 3.68%, which is a tax equivalent
yield of 6.09% at a 39.6% federal income tax rate.

The fund's net asset value as of March 31, 1999 was $10.66, up four cents from
$10.62 on March 31, 1998. Dividends of approximately $0.52 per share were paid
over the 12-month period, including $0.42 in tax-exempt income, $0.08 in
long-term capital gains, and $0.02 in short-term capital gains. The fund's net
assets rose to more than $119 million from $85 million, while the net assets of
The New York Tax Exempt Bond Portfolio, in which the fund invests, were
approximately $321 million.

The report that follows includes an interview with Robert Meiselas, who with
Elaine Young, manages the fund. This interview is designed to reflect what
happened during the reporting period, as well as provide an outlook for the
months ahead.

As chairman and president of Asset Management Services, we thank you for
investing with J.P. Morgan. Should you have any comments or questions, please
telephone your Morgan representative or J.P. Morgan Funds Services at
800-521-5411.

Sincerely yours,

/s/ Ramon de Oliveira                     /s/ Keith M. Schappert

Ramon de Oliveira                         Keith M. Schappert
Chairman of Asset Management Services     President of Asset Management Services
J.P. Morgan & Co. Incorporated            J.P. Morgan & Co. Incorporated

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------
TABLE OF CONTENTS
<S>                                <C>    <C>                                <C>
LETTER TO THE SHAREHOLDERS.........1      GLOSSARY OF TERMS .................6

FUND PERFORMANCE...................2      FUND FACTS AND HIGHLIGHTS..........7

PORTFOLIO MANAGER Q&A..............3      FINANCIAL STATEMENTS..............10
- --------------------------------------------------------------------------------
</TABLE>


                                                                              1
<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
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 of a fund's value over various time periods, typically one, five,
or ten 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.

GROWTH OF $10,000 SINCE FUND INCEPTION*


[GRAPH]


[PLOT POINTS TO COME]


<TABLE>
<CAPTION>

PERFORMANCE TOTAL                                 TOTAL RETURNS            AVERAGE ANNUAL TOTAL RETURNS
                                                  ------------------       -------------------------------
                                                  THREE       SIX          ONE          THREE   SINCE
AS OF MARCH 31, 1999                              MONTHS      MONTHS       YEAR         YEARS   INCEPTION*
- --------------------------------------------------------------------       -------------------------------
<S>                                               <C>         <C>          <C>          <C>     <C>
J.P. Morgan New York Tax Exempt Bond Fund         0.57%       1.07%        5.39%        6.01%        6.16%
Lehman Brothers 1-16 year Municipal Bond Index**  0.86%       1.63%        5.97%        6.89%        7.09%
Lipper New York Intermediate  Municipal Debt
  Funds Average                                   0.49%       1.01%        5.17%        5.92%        5.89%
</TABLE>


*  4/11/94 - COMMENCEMENT OF OPERATIONS (AVERAGE ANNUAL TOTAL RETURNS BASED ON
MONTH END FOLLOWING INCEPTION; AVERAGE ANNUAL RETURN SINCE ACTUAL INCEPTION
IS 6.14%).

** PRIOR TO MAY 1, 1997 THE BENCHMARK WAS THE LEHMAN BROTHERS 1-15 YEAR
MUNICIPAL BOND INDEX. COMMENCING MAY 1, 1997 THE BENCHMARK IS THE LEHMAN
BROTHERS 1-16 YEAR MUNICIPAL BOND INDEX. BOTH ARE UNMANAGED INDICES THAT
MEASURE MUNICIPAL BOND MARKET PERFORMANCE. THEY DO NOT INCLUDE FEES OR
EXPENSES AND ARE NOT AVAILABLE FOR ACTUAL INVESTMENT. LIPPER ANALYTICAL
SERVICES, INC. IS A LEADING RESOURCE FOR MUTUAL FUND DATA.

PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. FUND RETURNS ARE NET OF
FEES, ASSUME THE REINVESTMENT OF DISTRIBUTIONS, AND REFLECT REIMBURSEMENT OF
CERTAIN FUND AND PORTFOLIO EXPENSES AS DESCRIBED IN THE PROSPECTUS. HAD EXPENSES
NOT BEEN SUBSIDIZED, RETURNS WOULD HAVE BEEN LOWER.


2

<PAGE>

PORTFOLIO MANAGER Q&A

This interview was conducted with Robert Meiselas, who with Elaine Young,
manages The New York Tax Exempt Bond Portfolio in which the fund invests.

[PHOTO]

ELAINE YOUNG, vice president, is a portfolio manager with the U.S. Fixed
Income Group and is responsible for managing municipal bonds. In Ms. Young's
previous position at Morgan, she traded tax-exempt securities. Elaine joined
Morgan in 1994 after five years of municipal trading experience at Scudder,
Stevens, and Clark. She graduated from New York University with a B.S. degree
and an M.B.A. in Finance. Elaine is also a Chartered Financial Analyst.

[PHOTO]

ROBERT MEISELAS, vice president, is a portfolio manager with the U.S. Fixed
Income Group responsible for managing municipal bonds, including tax-exempt
private placements. Mr. Meiselas is a C.P.A. and joined J.P. Morgan's financial
group in 1982, after having spent 10 years at Coopers & Lybrand. Bob also spent
five years in J.P. Morgan's Private Banking Investment Management Group, and
moved to J.P. Morgan Investment Management in 1997. He is a graduate of St.
John's University and has completed graduate work at Long Island University in
the field of taxation.

This interview was conducted on April 15, 1999 and represents both Bob and
Elaine's views on that date.

THE FUND'S NET ASSET VALUE ROSE AS INTEREST RATES DECLINED OVER THE 12 MONTHS
ENDED MARCH 31. WHAT HAPPENED?

RM: The market has gone through several phases. Last fall, for example, interest
rates fell sharply as investors sought the safety of U.S. Treasuries during the
Asian financial crisis. This spring, bond investors have markedly differing
opinions about the future course of tax-exempt interest rates. The economy
continues to show signs of strength, yet the economic slowdown predicted by many
economists since late last fall has never materialized. Although there have been
some reports of a modest slowing, other data, such as consumer spending and
employment, have not yet weakened noticeably. The economy has tremendous forward
momentum as a result of consumer spending.

WHAT SUPPORTED MUNICIPAL BOND PRICES OVER THE PERIOD?

RM: Favorable yields. On an after-tax basis, their yields typically exceeded
U.S. Treasuries for a taxpayer in the highest federal income tax bracket. For
example, to match a tax-free municipal yield of 4%, an investor paying the
highest federal tax rate would need a taxable yield of 6.6%, more than a full
percentage point higher than the longest Treasury bond available. In addition,
municipal bond prices have been supported by continued inflows into bond mutual
funds and weak supply of the municipal bonds themselves.


                                                                              3
<PAGE>

HOW HAS ALL OF THIS AFFECTED THE NEW YORK MUNICIPAL BOND MARKET?

RM: Profoundly. First, low inflation has reduced interest rates which stimulated
a strong rally in both the stock and bond markets. This added wealth effect
increased economic growth even further because consumer spending increased, as
did demand for investments. New York municipal bonds offer the highest after-tax
return available for fixed income investors.

In addition, economic growth has increased tax revenues for municipalities and
reduced the need for local governments to borrow money in the bond market.
Consequently, the supply of New York municipals has dwindled and investors
perceive that credit risk is lower for those available. Both factors have pushed
New York bond prices higher.

SO HOW DID YOU MANAGE THE FUND IN THIS RELATIVELY FAVORABLE MARKET?

RM: We were bullish on interest rates last year, and remained that way until
this past February. We had anticipated a lower supply, and expected the
continued absence of inflation as well as pent-up demand for tax-exempt bonds.

THEN SOMETHING CHANGED?

RM: By February, the economy remained so strong that investors started to fear
that interest rates would rise. Also, many of the foreign economic problems that
had earlier stimulated a flight to quality had begun to recede.

WHAT DID YOU DO?

RM: We moved from mildly bullish to a more neutral position. We had held an
average maturity that was slightly longer than our 7-year benchmark, so we moved
back to 7 years. As noted before, the U.S. economy is still very strong. In
addition, the tax-exempt municipal bond market is not technically as favorable
as it was months ago. Tax-exempt bonds are still inexpensive when compared to
U.S. Treasuries, but they are not as inexpensive as they were earlier.

HOW WOULD YOU DESCRIBE YOUR STRATEGY?

RM: We're conservative. We try to provide an efficient and attractive after-tax
performance in a stable fund. In today's market, that means that we are biased
toward premium, non-callable bonds, because they help provide a cushion in
volatile markets. We have been buying them when they are reasonably priced and
structured to meet our investment needs.

We are also interested in bonds that carry somewhat lower credit ratings than
our AA average. Prices for some lower investment grade bonds have cheapened, so
we are looking at them opportunistically. We'll look at bonds rated A or lower,
as we find them. Fewer and fewer bonds are lower-rated because most new bonds
sold in today's market are insured.


4

<PAGE>

HAS THIS STRATEGY WORKED?

RM: Yes, we think our performance was good over the 12 months ended March 31. By
extending duration last fall, we benefited from falling interest rates, and when
rates rose suddenly in February, we shortened maturities. Our structure also
helped. We stayed away from lower quality bonds that suffered as spreads
widened. We have a favorable Sharpe ratio - the measure of the risk we are
willing to accept versus that of riskless assets.

WHAT IS YOUR OUTLOOK?

RM: We expect the U.S. economy will remain strong over the next few months, and
municipal bond supply typically increases during the second quarter. However,
there has been continued cash flow into municipal bond funds and there is
pent-up demand for municipal bonds. While a strong economy and added supply
suggest that municipal bond prices may weaken, continued investor interest in
municipals is apt to stabilize the market. These factors can easily shift in the
months ahead. Consequently, we are neutral about the outlook for the municipal
market and have positioned the portfolio accordingly.


                                                                              5
<PAGE>

GLOSSARY OF TERMS

BASIS POINT: A measure used in quoting bond yields. One basis point equals 0.01%
of yield. For example, if a bond's yield changed from 10.25% to 11.00%, it would
have moved 75 basis points.

CREDIT RATING: The rating assigned to a bond by independent rating agencies such
as Standard & Poor's or Moody's. In evaluating creditworthiness, these agencies
assess the issuer's present financial condition and future ability and
willingness to make principal and interest payments when due.

DURATION: Duration is used as a measure of the relative sensitivity of the price
of the security to a change in interest rates. The longer the duration, the more
sensitive the bond is to interest rate moves. For example, a bond with a
five-year duration will experience an approximate 5% increase in price if
interest rates drop 100 basis points (1%), while a bond with a 10-year duration
would see its price rise by approximately 10%.

MATURITY: The date on which the life of a financial instrument ends through cash
or physical settlement, or expiration with no value, or the date a security
comes due and fully payable. Average maturity refers to the average time to
maturity of the entire portfolio.

YIELD CURVE: A graph showing the term structure of interest rates at a point in
time, ranging from the shortest to the longest available. The resulting curve
shows if short-term interest rates are higher or lower than long-term rates.

YIELD SPREAD: The difference in yield between different types of securities. For
example, if a Treasury bond is yielding 6.5% and a municipal is yielding 5.5%,
the spread is 1% or 100 basis points.

ZERO COUPON BOND: A debt instrument sold at a discount to its face value. The
bond makes no payment until maturity, at which time it is redeemed at face
value. Effectively, the interest received is the difference between face value
and the price paid for the security.


6

<PAGE>

FUND FACTS

INVESTMENT OBJECTIVE

J.P. Morgan New York Tax Exempt Bond Fund seeks to provide a high level of
tax-exempt income for New York residents consistent with moderate risk of
capital. It is designed for investors subject to federal and New York State
income taxes who seek a high level of income which is free from federal, state,
and New York City personal income taxes.

- --------------------------------------------------------------------------------
COMMENCEMENT OF OPERATIONS
4/11/94

- --------------------------------------------------------------------------------
FUND NET ASSETS AS OF 3/31/99
$119,151,551

- --------------------------------------------------------------------------------
PORTFOLIO NET ASSETS AS OF 3/31/99
$320,929,932

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

- --------------------------------------------------------------------------------
CAPITAL GAIN PAYABLE DATES (IF APPLICABLE)
12/13/99

EXPENSE RATIO
The fund's current expense ratio of 0.70% 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 MARCH 31, 1999

PORTFOLIO ALLOCATION
(PERCENTAGE OF TOTAL INVESTMENTS)

[CHART]

<TABLE>
<S>                          <C>
REVENUE BONDS                75.4%
GENERAL OBLIGATIONS          16.0%
PRIVATE PLACEMENTS            7.1%
SHORT-TERM & OTHER            1.5%
</TABLE>


30-DAY SEC YIELD
3.73%*

DURATION
5.26 years

QUALITY PROFILE
AAA-A             86.8%
Other             13.2%




*YIELD IS NET OF FEES AND REFLECTS THE REIMBURSEMENT OF CERTAIN EXPENSES AS
DISCUSSED IN THE PROSPECTUS. HAD EXPENSES NOT BEEN SUBSIDIZED, THE 30-DAY SEC
YIELD WOULD HAVE BEEN 3.69%.


                                                                              7
<PAGE>

DISTRIBUTED BY FUNDS DISTRIBUTOR, INC. J.P. MORGAN INVESTMENT MANAGEMENT
INC., A WHOLLY OWNED SUBSIDIARY OF J.P. MORGAN & CO. INC., IS THE PORTFOLIO'S
INVESTMENT ADVISOR. SHARES OF THE FUND ARE NOT BANK DEPOSITS AND ARE NOT
GUARANTEED BY ANY BANK, GOVERNMENT ENTITY, OR THE FDIC. RETURN AND SHARE
PRICE WILL FLUCTUATE AND REDEMPTION VALUE MAY BE MORE OR LESS THAN ORIGINAL
COST.

The fund invests through a master portfolio (another fund with the same
objective). Opinions expressed herein are based on current market conditions
and are subject to change without notice. Income may be subject to state and
local taxes. Some income may be subject to the federal alternative minimum
tax for certain investors. Capital gains are not exempt from taxes.

CALL J.P. MORGAN FUNDS SERVICES AT (800) 521-5411 FOR A PROSPECTUS CONTAINING
MORE COMPLETE INFORMATION ABOUT THE FUND INCLUDING MANAGEMENT FEES AND OTHER
EXPENSES. PLEASE READ THE PROSPECTUS CAREFULLY BEFORE INVESTING.


8

<PAGE>





           THIS PAGE HAS BEEN LEFT BLANK INTENTIONALLY





<PAGE>
J.P. MORGAN NEW YORK TAX EXEMPT BOND FUND
STATEMENT OF ASSETS AND LIABILITIES
MARCH 31, 1999
- --------------------------------------------------------------------------------

<TABLE>
<S>                                                <C>
ASSETS
Investment in The New York Tax Exempt Bond
  Portfolio ("Portfolio"), at value                $119,078,338
Receivable for Shares of Beneficial Interest Sold       459,843
Receivable for Expense Reimbursements                    13,203
Prepaid Trustees' Fees                                      282
Deferred Organization Expenses                               24
Prepaid Expenses and Other Assets                           574
                                                   ------------
    Total Assets                                    119,552,264
                                                   ------------
LIABILITIES
Payable for Shares of Beneficial Interest
  Redeemed                                              251,220
Dividends Payable to Shareholders                        68,607
Shareholder Servicing Fee Payable                        25,047
Administrative Services Fee Payable                       2,585
Administration Fee Payable                                  108
Fund Services Fee Payable                                    89
Accrued Expenses                                         53,057
                                                   ------------
    Total Liabilities                                   400,713
                                                   ------------
NET ASSETS
Applicable to 11,180,812 Shares of Beneficial
  Interest Outstanding
  (par value $0.001, unlimited shares authorized)  $119,151,551
                                                   ------------
                                                   ------------
Net Asset Value, Offering and Redemption Price
  Per Share                                              $10.66
                                                          -----
                                                          -----
ANALYSIS OF NET ASSETS
Paid-in Capital                                    $116,200,102
Undistributed Net Investment Income                      21,047
Accumulated Net Realized Gain on Investment             270,173
Net Unrealized Appreciation of Investment             2,660,229
                                                   ------------
    Net Assets                                     $119,151,551
                                                   ------------
                                                   ------------
</TABLE>

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

10
<PAGE>
J.P. MORGAN NEW YORK TAX EXEMPT BOND FUND
STATEMENT OF OPERATIONS
FOR THE FISCAL YEAR ENDED MARCH 31, 1999
- --------------------------------------------------------------------------------

<TABLE>
<S>                                                <C>        <C>
INVESTMENT INCOME ALLOCATED FROM PORTFOLIO
Allocated Interest Income                                     $4,721,235
Allocated Portfolio Expenses                                    (390,974)
                                                              ----------
    Net Investment Income Allocated from
      Portfolio                                                4,330,261
FUND EXPENSES
Shareholder Servicing Fee                          $238,894
Administrative Services Fee                          28,071
Registration Fees                                    26,592
Transfer Agent Fees                                  24,182
Professional Fees                                    12,839
Amortization of Organization Expenses                 2,742
Fund Services Fee                                     2,559
Administration Fee                                    1,863
Trustees' Fees and Expenses                           1,137
Miscellaneous                                        22,762
                                                   --------
    Total Fund Expenses                             361,641
Less: Reimbursement of Expenses                     (41,794)
                                                   --------
NET FUND EXPENSES                                                319,847
                                                              ----------
NET INVESTMENT INCOME                                          4,010,414
NET REALIZED GAIN ON INVESTMENT ALLOCATED FROM
  PORTFOLIO                                                    1,133,357
NET CHANGE IN UNREALIZED APPRECIATION OF
  INVESTMENT ALLOCATED FROM PORTFOLIO                           (109,003)
                                                              ----------
NET INCREASE IN NET ASSETS RESULTING FROM
  OPERATIONS                                                  $5,034,768
                                                              ----------
                                                              ----------
</TABLE>

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

                                                                              11
<PAGE>
J.P. MORGAN NEW YORK TAX EXEMPT BOND FUND
STATEMENT OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                   FOR THE FISCAL   FOR THE FISCAL
                                                     YEAR ENDED       YEAR ENDED
                                                   MARCH 31, 1999   MARCH 31, 1998
                                                   --------------   --------------
<S>                                                <C>              <C>
INCREASE IN NET ASSETS
FROM OPERATIONS
Net Investment Income                              $    4,010,414   $   2,974,540
Net Realized Gain on Investment Allocated from
  Portfolio                                             1,133,357         577,329
Net Change in Unrealized Appreciation of
  Investment Allocated from Portfolio                    (109,003)      1,725,945
                                                   --------------   --------------
    Net Increase in Net Assets Resulting from
      Operations                                        5,034,768       5,277,814
                                                   --------------   --------------
DISTRIBUTIONS TO SHAREHOLDERS FROM
Net Investment Income                                  (4,010,414)     (2,974,540)
Net Realized Gain                                      (1,007,351)       (433,162)
                                                   --------------   --------------
    Total Distributions to Shareholders                (5,017,765)     (3,407,702)
                                                   --------------   --------------
TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST
Proceeds from Shares of Beneficial Interest Sold       55,749,920      40,909,669
Reinvestment of Dividends and Distributions             3,927,401       2,580,218
Cost of Shares of Beneficial Interest Redeemed        (25,703,457)    (16,397,235)
                                                   --------------   --------------
    Net Increase from Transactions in Shares of
      Beneficial Interest                              33,973,864      27,092,652
                                                   --------------   --------------
    Total Increase in Net Assets                       33,990,867      28,962,764
NET ASSETS
Beginning of Fiscal Year                               85,160,684      56,197,920
                                                   --------------   --------------
End of Fiscal Year (including undistributed net
  investment income of
  $21,047 and $21,047, respectively)               $  119,151,551   $  85,160,684
                                                   --------------   --------------
                                                   --------------   --------------
</TABLE>

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

12
<PAGE>
J.P. MORGAN NEW YORK TAX EXEMPT BOND FUND
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
Selected data for a share outstanding throughout each period are as follows:

<TABLE>
<CAPTION>
                                                                                              FOR THE PERIOD
                                                                                              APRIL 11, 1994
                                                    FOR THE FISCAL YEAR ENDED MARCH 31,      (COMMENCEMENT OF
                                                   --------------------------------------   OPERATIONS) THROUGH
                                                     1999      1998      1997      1996       MARCH 31, 1995
                                                   --------   -------   -------   -------   -------------------
<S>                                                <C>        <C>       <C>       <C>       <C>
NET ASSET VALUE, BEGINNING OF PERIOD               $  10.62   $ 10.28   $ 10.34   $ 10.11   $            10.00
                                                   --------   -------   -------   -------   -------------------

INCOME FROM INVESTMENT OPERATIONS
Net Investment Income                                  0.42      0.46      0.46      0.46                 0.40
Net Realized and Unrealized Gain (Loss) on
  Investment                                           0.14      0.40     (0.03)     0.26                 0.11
                                                   --------   -------   -------   -------   -------------------
Total from Investment Operations                       0.56      0.86      0.43      0.72                 0.51
                                                   --------   -------   -------   -------   -------------------

LESS DISTRIBUTIONS TO SHAREHOLDERS FROM
Net Investment Income                                 (0.42)    (0.46)    (0.46)    (0.46)               (0.40)
Net Realized Gain                                     (0.10)    (0.06)    (0.03)    (0.03)                  --
                                                   --------   -------   -------   -------   -------------------
Total Distributions to Shareholders                   (0.52)    (0.52)    (0.49)    (0.49)               (0.40)
                                                   --------   -------   -------   -------   -------------------

NET ASSET VALUE, END OF PERIOD                     $  10.66   $ 10.62   $ 10.28   $ 10.34   $            10.11
                                                   --------   -------   -------   -------   -------------------
                                                   --------   -------   -------   -------   -------------------

RATIOS AND SUPPLEMENTAL DATA
Total Return                                           5.39%     8.49%     4.19%     7.16%                5.26%(a)
Net Assets, End of Period (in thousands)           $119,152   $85,161   $56,198   $50,523   $           38,137
Ratios to Average Net Assets
  Net Expenses                                         0.70%     0.71%     0.75%     0.75%                0.75%(b)
  Net Investment Income                                3.95%     4.33%     4.44%     4.43%                4.31%(b)
  Expenses without Reimbursement                       0.74%     0.77%     0.81%     0.79%                0.97%(b)
</TABLE>

- ------------------------
(a) Not annualized.

(b) Annualized.

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

                                                                              13
<PAGE>
J.P. MORGAN NEW YORK TAX EXEMPT BOND FUND
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 1999
- --------------------------------------------------------------------------------

1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

The J.P. Morgan New York Tax Exempt Bond Fund (the "fund") is a separate series
of the J.P. Morgan 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 an open-end management investment company.
The fund commenced operations on April 11, 1994. Prior to November 2, 1998, the
fund's name was the J.P. Morgan New York Total Return Bond Fund.

The fund invests all of its investable assets in The New York Tax Exempt Bond
Portfolio (the "portfolio"), a non-diversified open-end management investment
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 interest in the net assets of the portfolio (37% at March
31, 1999). 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.

The preparation of financial statements in accordance with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts and disclosures. Actual amounts could differ from
those estimates. The following is a summary of the significant accounting
policies of the fund:

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

   b) 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 gains, if any, are declared and paid annually.

   d) The fund incurred organization expenses in the amount of $13,301, which
      were deferred and are being amortized on a straight-line basis over a
      period not to exceed five years beginning with the commencement of
      operations of the fund.

   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 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.

14
<PAGE>
J.P. MORGAN NEW YORK TAX EXEMPT BOND FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
MARCH 31, 1999
- --------------------------------------------------------------------------------

2. TRANSACTIONS WITH AFFILIATES

   a) The trust, on behalf of the fund, has retained Funds Distributor, Inc.
      ("FDI"), a registered broker-dealer, to serve as co-administrator and
      distributor for the fund. Under a Co-Administration Agreement between FDI
      and the the trust on behalf of the fund, FDI 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 FDI. The fund has
      agreed to pay FDI fees equal to its allocable share of an annual
      complex-wide charge of $425,000 plus FDI's out-of-pocket expenses. The
      amount allocable to the fund is based on the ratio of the fund's net
      assets to the aggregate net assets of the trust and certain other
      investment companies subject to similar agreements with FDI. For the
      fiscal year ended March 31, 1999, the fee for these services amounted to
      $1,863.

   b) The trust, on behalf of the fund, has an Administrative Services Agreement
      (the "Services Agreement") with Morgan Guaranty Trust Company of New York
      ("Morgan"), a wholly owned subsidiary of J.P. Morgan & Co. Incorporated
      ("J.P. Morgan"), under which Morgan is responsible for certain aspects of
      the administration and operation of the fund. Under the Services
      Agreement, the fund has agreed to pay Morgan a fee equal to its allocable
      share of an annual complex-wide charge. This charge is calculated based on
      the aggregate average daily net assets of the portfolio and the other
      portfolios in which the trust and the J.P. Morgan Institutional Funds
      invest (the "master portfolios") and J.P. Morgan Series Trust in
      accordance with the following annual schedule: 0.09% on the first $7
      billion of their aggregate average daily net assets and 0.04% of their
      aggregate average daily net assets in excess of $7 billion less the
      complex-wide fees payable to FDI. The portion of this charge payable by
      the fund is determined by the proportionate share that its net assets bear
      to the net assets of the trust, the master portfolios, other investors in
      the master portfolios for which Morgan provides similar services, and J.P.
      Morgan Series Trust. For the fiscal year ended March 31, 1999, the fee for
      these services amounted to $28,071.

      In addition, J.P. Morgan has agreed to reimburse the fund to the extent
      necessary to maintain the total operating expenses of the fund, including
      the expenses allocated to the fund from the portfolio, at no more than
      0.70% of the average daily net assets of the fund. This reimbursement
      arrangement can be changed or terminated at any time at the option of J.P.
      Morgan. For the fiscal year ended March 31, 1999, J.P. Morgan has agreed
      to reimburse the fund $41,794 for expenses under this agreement.

   c) The trust, on behalf of the fund, has a Shareholder Servicing Agreement
      with Morgan to provide account administration and personal account
      maintenance services to fund shareholders. The Agreement provides for the
      fund to pay Morgan a fee for these services which is computed daily and
      paid monthly at an annual rate. This rate was 0.20% of the average daily
      net assets of the fund from April 1, 1998 through July 31, 1998. Effective
      August 1, 1998 the rate was increased to 0.25%. For the fiscal year ended
      March 31, 1999, the fee for these services amounted to $238,894.

      Morgan, Charles Schwab & Co. ("Schwab") and the trust are parties to
      separate services and operating agreements (the "Schwab Agreements")
      whereby Schwab makes fund shares available to customers of investment
      advisors and other financial intermediaries who are Schwab's clients. The
      fund is not

                                                                              15
<PAGE>
J.P. MORGAN NEW YORK TAX EXEMPT BOND FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
MARCH 31, 1999
- --------------------------------------------------------------------------------
      responsible for payments to Schwab under the Schwab Agreements; however,
      in the event the Services Agreement with Schwab is terminated for reasons
      other than a breach by Schwab and the relationship between the trust and
      Morgan is terminated, the fund would be responsible for the ongoing
      payments to Schwab with respect to pre-termination shares.

   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
      $2,559 for the fiscal year ended March 31, 1999.

   e) An aggregate annual fee of $75,000 is paid to each trustee for serving as
      a trustee of the trust, the J.P. Morgan Institutional Funds, the master
      portfolios and J.P. Morgan Series Trust. The Trustees' Fees and Expenses
      shown in the financial statements represent the fund's allocated portion
      of these total fees and expenses. The trust's Chairman and Chief Executive
      Officer also serves as Chairman of Group and receives 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 $500.

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.
Transactions in shares of beneficial interest of the fund were as follows:

<TABLE>
<CAPTION>
                                                   FOR THE FISCAL   FOR THE FISCAL
                                                     YEAR ENDED       YEAR ENDED
                                                   MARCH 31, 1999   MARCH 31, 1998
                                                   --------------   --------------
<S>                                                <C>              <C>
Shares sold......................................      5,203,659        3,864,109
Reinvestment of dividends and distributions......        366,522          243,534
Shares redeemed..................................     (2,405,543)      (1,556,053)
                                                   --------------   --------------
Net Increase.....................................      3,164,638        2,551,590
                                                   --------------   --------------
                                                   --------------   --------------
</TABLE>

4. CREDIT AGREEMENT

The trust, on behalf of the fund, together with other affiliated investment
companies (the "funds"), entered into a revolving line of credit agreement ( the
"Agreement") on May 28, 1997, with unaffiliated lenders. Additionally, since all
of the investable assets of the fund are in the portfolio, the portfolio is
party to certain covenants of the Agreement. The maximum borrowing under the
Agreement was $100,000,000. The Agreement expired on May 27, 1998, however, the
fund as party to the Agreement has extended the Agreement and continues its
participation therein for an additional 364 days until May 26, 1999. The maximum
borrowing under the new Agreement is $150,000,000. The purpose of the Agreement
is to provide another alternative for settling large fund shareholder
redemptions. Interest on any such borrowings outstanding will approximate market
rates. The funds pay a commitment fee at an annual rate of 0.065% on the unused
portion of the committed amount which is allocable to the funds in accordance
with procedures established by their respective trustees or directors. There
were no outstanding borrowings to the Agreement at March 31, 1999.

16
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS

To the Trustees and Shareholders of
J.P. Morgan New York Tax Exempt Bond Fund
(Formerly J.P. Morgan New York Total Return 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
J.P. Morgan New York Tax Exempt Bond Fund (the "fund") at March 31, 1999, 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 financial highlights for
each of the four years in the period then ended and for the period April 11,
1994 (commencement of operations) to March 31, 1995, 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.

PricewaterhouseCoopers LLP
New York, New York
May 13, 1999

                                                                              17
<PAGE>
The New York Tax Exempt Bond Portfolio
Annual Report March 31, 1999
(The following pages should be read in conjunction
with J.P. Morgan New York Tax Exempt Bond Fund
Annual Financial Statements)

18
<PAGE>
THE NEW YORK TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS
MARCH 31, 1999
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                      MOODY'S/
  PRINCIPAL                                                             S&P
    AMOUNT                                                 SECURITY    RATING    MATURITY
(IN THOUSANDS)             SECURITY DESCRIPTION              TYPE     (UNAUDITED)    DATE      RATE      VALUE
- --------------   ----------------------------------------  --------   --------  -----------   ------  -----------
<C>              <S>                                       <C>        <C>       <C>           <C>     <C>
LONG-TERM INVESTMENTS (96.9%)
CALIFORNIA (0.3%)
    $ 1,000      Kaweah Delta Hospital District, Tulare
                   County, (Series F, due 06/01/14)......      PP      NR/NR    06/01/00(a)    5.250% $ 1,018,750
                                                                                                      -----------

ILLINOIS (1.0%)
      3,000      Illinois Development Finance Authority,
                   (IDR, Riverside Health & Fitness
                   Center Project, Series 1998-A, due
                   08/01/28).............................      PP      NR/NR    08/01/01(a)    4.350    3,015,000
                                                                                                      -----------

MICHIGAN (1.3%)
      3,444      City of Detroit Public School...........      PP      NR/NR    10/15/01       5.485    3,520,305
        708      City of Detroit Public School, (Public
                   Power Revenue)........................      PP      NR/NR    10/15/00       4.550      716,065
                                                                                                      -----------
                     TOTAL MICHIGAN......................                                               4,236,370
                                                                                                      -----------

NEW YORK (93.6%)
      4,000      Erie County Water Authority, (Water
                   Revenue, Refunding, Escrowed to
                   Maturity, Series A, due 12/01/04),
                   AMBAC Insured.........................      RB     Aaa/AAA   12/01/03(a)    5.000    4,209,880
      2,195      Erie County, FGIC Insured...............      GO     Aaa/AAA   11/01/02       5.000    2,289,539
      4,025      Hempstead Town, (Callable, Series A, due
                   08/15/07), MBIA Insured...............      GO      Aaa/NR   08/15/06(a)    4.750    4,171,591
      3,000      Long Island Power Authority, (New York
                   Electric Systems Revenue).............      RB     Baa1/A-   04/01/02       5.000    3,087,900
      3,100      Long Island Power Authority, (New York
                   Electric Systems Revenue, Refunding,
                   Series A), AMBAC Insured..............      RB     Aaa/AAA   12/01/09       5.500    3,383,464
      4,950      Long Island Power Authority, (New York
                   Electric Systems Revenue, Refunding,
                   Series A), AMBAC insured..............      RB     Aaa/AAA   12/01/10       5.500    5,402,678
      3,500      Long Island Power Authority, (New York
                   Electric Systems Revenue, Refunding,
                   Series A), AMBAC Insured..............      RB     Aaa/AAA   12/01/11       5.500    3,812,585
      4,000      Metropolitan Transportation Authority,
                   (Commuter Facilities, Refunding,
                   Series D), MBIA Insured...............      RB     Aaa/AAA   07/01/06       6.000    4,453,160
</TABLE>

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

                                                                              19
<PAGE>
THE NEW YORK TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
MARCH 31, 1999
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                      MOODY'S/
  PRINCIPAL                                                             S&P
    AMOUNT                                                 SECURITY    RATING    MATURITY
(IN THOUSANDS)             SECURITY DESCRIPTION              TYPE     (UNAUDITED)    DATE      RATE      VALUE
- --------------   ----------------------------------------  --------   --------  -----------   ------  -----------
<C>              <S>                                       <C>        <C>       <C>           <C>     <C>
NEW YORK (CONTINUED)
    $ 5,500      Metropolitan Transportation Authority,
                   (Dedicated Tax Fund, Series A), MBIA
                   Insured...............................      RB     Aaa/AAA   04/01/11       6.250% $ 6,349,585
      1,370      Metropolitan Transportation Authority,
                   (Service Contract, Commuter
                   Facilities, Refunding, Series N)......      RB     Baa1/BBB+ 07/01/02       6.625    1,483,669
      3,165      Metropolitan Transportation Authority,
                   (Transportation Facilities Revenue,
                   Series 8), MBIA-IBC Insured...........      RB     Aaa/AAA   07/01/07       5.500    3,433,329
      1,065      Monroe County, (Public Improvement,
                   Prerefunded, Escrowed to Maturity,
                   Series 1995), AMBAC Insured...........      GO     Aaa/AAA   06/01/08       5.875    1,196,751
         65      Monroe County, (Public Improvement,
                   Unrefunded Balance, Series 1995),
                   AMBAC Insured.........................      GO     Aaa/AAA   06/01/08       5.875       73,041
      2,150      Municipal Assistance Corp. for the City
                   of New York, (Refunding, Series G)....      RB      Aa2/AA   07/01/05       6.000    2,379,921
      4,000      Municipal Assistance Corp. for the City
                   of New York, (Refunding, Series G)....      RB      Aa2/AA   07/01/07       6.000    4,485,720
      1,500      Municipal Assistance Corp. for the City
                   of New York, (Refunding, Series J)....      RB      Aa2/AA   07/01/04       6.000    1,647,405
      5,000      Municipal Assistance Corp. for the City
                   of New York, (Series O)...............      RB      Aa2/AA   07/01/05       5.000    5,269,800
      5,560      Nassau County, (Series Y), FGIC
                   Insured...............................      GO     Aaa/AAA   03/01/05       5.000    5,812,813
      1,460      New York City Industrial Development
                   Agency, (Civil Facilities Revenue,
                   YMCA Greater New York Project)........      RB     Baa3/NR   08/01/05       6.000    1,582,231
      1,000      New York City Industrial Development
                   Agency, (IDR, Brooklyn Navy Yard,
                   Cogen Partners, Refunding, due
                   10/01/22).............................      RB     Baa3/BBB- 10/01/21(a)    6.200    1,123,200
      3,075      New York City Municipal Water Finance
                   Authority, (Callable, Water & Sewer
                   Systems Revenue, Series C, due
                   06/15/21), AMBAC Insured..............      RB     Aaa/AAA   06/15/02(a)    6.200    3,350,120
      3,000      New York City Transitional Finance
                   Authority, (Future Tax Secured, Series
                   A)....................................      RB      Aa3/AA   08/15/07       5.500    3,250,980
      2,600      New York City Transitional Finance
                   Authority, (Future Tax Secured, Series
                   A)....................................      RB      Aa3/AA   11/15/02       5.000    2,704,182
</TABLE>

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

20
<PAGE>
THE NEW YORK TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
MARCH 31, 1999
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                      MOODY'S/
  PRINCIPAL                                                             S&P
    AMOUNT                                                 SECURITY    RATING    MATURITY
(IN THOUSANDS)             SECURITY DESCRIPTION              TYPE     (UNAUDITED)    DATE      RATE      VALUE
- --------------   ----------------------------------------  --------   --------  -----------   ------  -----------
<C>              <S>                                       <C>        <C>       <C>           <C>     <C>
NEW YORK (CONTINUED)
    $ 3,100      New York City Transitional Finance
                   Authority, (Future Tax Secured, Series
                   C)....................................      RB      Aa3/AA   05/01/05       5.000% $ 3,247,994
      4,000      New York City Transitional Finance
                   Authority, (Future Tax Secured, Series
                   C)....................................      RB      Aa3/AA   05/01/03       5.000    4,166,640
      6,000      New York City, (Callable, Series A, due
                   08/01/03).............................      GO      A3/A-    08/01/02(a)    6.250    6,513,780
      4,330      New York City, (Callable, Unrefunded
                   Balance, Series D, due 02/15/07)......      GO      A3/A-    02/15/05(a)    5.750    4,661,505
        670      New York City, (Prerefunded, Series D,
                   due 02/15/07).........................      GO      A3/A-    02/15/05(a)    5.750      734,869
      4,000      New York City, (Refunding, Series D)....      GO      A3/A-    11/01/09       6.500    4,636,280
      1,000      New York City, (Refunding, Series G),
                   MBIA Insured..........................      GO     Aaa/AAA   02/01/09       6.750    1,179,160
      2,000      New York State Dormitory Authority,
                   (Callable, Cornell University, due
                   07/01/08).............................      RB      Aa2/AA   07/01/06(a)    5.300    2,159,120
      2,000      New York State Dormitory Authority,
                   (City University Systems, Prerefunded,
                   Series F, due 07/01/20), FGIC
                   Insured...............................      RB     Aaa/AAA   07/01/00(a)    7.500    2,136,660
      2,280      New York State Dormitory Authority,
                   (Columbia University).................      RB     Aaa/AAA   07/01/07       5.250    2,453,759
      2,885      New York State Dormitory Authority, (FHA
                   Hospital & Nursing Home, Refunding,
                   Series A), AMBAC Insured..............      RB      NR/AAA   08/15/08       5.000    3,024,144
      2,500      New York State Dormitory Authority, (FHA
                   Hospital New York & Presbyterian,
                   Callable, Refunding, due 08/01/13),
                   AMBAC Insured.........................      RB     Aaa/AAA   02/01/08(a)    4.400    2,522,500
      2,000      New York State Dormitory Authority, (FHA
                   Hospital New York & Presbyterian,
                   Refunding), AMBAC Insured.............      RB     Aaa/AAA   02/01/04       5.000    2,086,060
      2,000      New York State Dormitory Authority,
                   (Lease Revenue, Municipal Health
                   Facilities, Series 1), FSA Insured....      RB     Aaa/AAA   01/15/07       5.000    2,089,060
      5,280      New York State Dormitory Authority,
                   (Long Island Jewish Medical Center,
                   Refunding), MBIA Insured..............      RB     Aaa/AAA   07/01/05       5.000    5,532,226
</TABLE>

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

                                                                              21
<PAGE>
THE NEW YORK TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
MARCH 31, 1999
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                      MOODY'S/
  PRINCIPAL                                                             S&P
    AMOUNT                                                 SECURITY    RATING    MATURITY
(IN THOUSANDS)             SECURITY DESCRIPTION              TYPE     (UNAUDITED)    DATE      RATE      VALUE
- --------------   ----------------------------------------  --------   --------  -----------   ------  -----------
<C>              <S>                                       <C>        <C>       <C>           <C>     <C>
NEW YORK (CONTINUED)
    $ 2,000      New York State Dormitory Authority,
                   (Memorial Sloan Kettering Cancer
                   Center, Series C), MBIA Insured.......      RB     Aaa/AAA   07/01/19       5.750% $ 2,205,820
      3,685      New York State Dormitory Authority,
                   (Mental Health Services Facilities)...      RB     Aaa/AAA   08/15/09       5.250    3,910,154
      5,650      New York State Dormitory Authority,
                   (Mental Health Services Facilities,
                   Refunding, Series B)..................      RB      A3/A-    02/15/06       6.000    6,214,887
      2,000      New York State Dormitory Authority, (New
                   York University, Series A), MBIA
                   Insured...............................      RB     Aaa/AAA   07/01/06       5.000    2,102,700
      2,510      New York State Dormitory Authority,
                   (North Shore University Hospital,
                   Refunding), MBIA Insured..............      RB     Aaa/AAA   11/01/05       5.000    2,635,726
      2,530      New York State Dormitory Authority,
                   (North Shore University Hospital,
                   Refunding), MBIA Insured..............      RB     Aaa/AAA   11/01/10       5.500    2,760,154
      2,000      New York State Dormitory Authority,
                   (Secondary Hospital, North General
                   Hospital, Refunding, Series G)........      RB     Baa1/BBB+ 02/15/05       5.500    2,126,900
      3,000      New York State Dormitory Authority,
                   (State University Educational
                   Facilities, Refunding)................      RB      A3/A-    05/15/01       5.250    3,093,960
      1,500      New York State Dormitory Authority,
                   (State University Educational
                   Facilities, Refunding, Series A)......      RB      A3/A-    05/15/04       6.500    1,668,300
      3,000      New York State Dormitory Authority,
                   (State University Educational
                   Facilities, Refunding, Series A), FGIC
                   Insured...............................      RB     Aaa/AAA   05/15/11       5.875    3,363,030
      2,000      New York State Dormitory Authority,
                   (University of Rochester, Refunding,
                   Series A), MBIA Insured...............      RB     Aaa/AAA   07/01/05       5.000    2,101,160
      1,210      New York State Dormitory Authority,
                   (University of Rochester, Series A)...      RB      A1/A+    07/01/06       6.500    1,386,188
      4,000      New York State Environmental Facilities
                   Corp., (Callable, PCR, State Water,
                   Revolving Fund, Series A, due
                   06/15/01).............................      RB      Aa1/AA   06/15/00(a)    7.300    4,251,880
      5,000      New York State Environmental Facilities
                   Corp., (PCR, State Water, Revolving
                   Fund, New York City Municipal Water,
                   Refunding)............................      RB     Aa1/AA-   06/15/11       5.750    5,574,950
</TABLE>

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

22
<PAGE>
THE NEW YORK TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
MARCH 31, 1999
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                      MOODY'S/
  PRINCIPAL                                                             S&P
    AMOUNT                                                 SECURITY    RATING    MATURITY
(IN THOUSANDS)             SECURITY DESCRIPTION              TYPE     (UNAUDITED)    DATE      RATE      VALUE
- --------------   ----------------------------------------  --------   --------  -----------   ------  -----------
<C>              <S>                                       <C>        <C>       <C>           <C>     <C>
NEW YORK (CONTINUED)
    $ 2,000      New York State Environmental Facilities
                   Corp., (PCR, State Water, Revolving
                   Fund, Prerefunded, due 06/15/14)......      RB     Aaa/AA+   06/15/01(a)    6.500% $ 2,160,260
      5,000      New York State Environmental Facilities
                   Corp., (Special Obligation, Riverbank
                   State Park, Prerefunded, due
                   04/01/22).............................      RB     Aaa/AAA   04/01/02(a)    7.375    5,604,550
      1,605      New York State Environmental Facilities
                   Corp., (State Clean Water & Drinking,
                   Revolving Funds, Second Resolution,
                   Series F).............................      RB     Aa1/AA-   06/15/02       5.000    1,664,738
      1,000      New York State Environmental Facilities
                   Corp., (State Clean Water & Drinking,
                   Revolving Funds, Second Resolution,
                   Series F).............................      RB     Aa1/AA-   06/15/07       5.250    1,070,110
      2,600      New York State Housing Finance Agency,
                   (Service Contract Obligation,
                   Refunding, Series C)..................      RB     Baa1/BBB+ 03/15/05       4.850    2,676,466
      3,260      New York State Local Government
                   Assistance Corp., (Prerefunded, Series
                   C, due 04/01/18)......................      RB      Aaa/A+   04/01/02(a)    6.250    3,556,236
      2,000      New York State Local Government
                   Assistance Corp., (Refunding, Series
                   A)....................................      RB      A3/A+    04/01/06       6.000    2,214,780
      2,525      New York State Local Government
                   Assistance Corp., (Refunding, Series
                   B), MBIA Insured......................      RB     Aaa/AAA   04/01/04       5.250    2,669,077
      3,350      New York State Local Government
                   Assistance Corp., (Refunding, Series
                   E)....................................      RB      A3/A+    04/01/14       6.000    3,732,537
      1,550      New York State Local Government
                   Assistance Corp., (Series A)..........      RB      A3/A+    04/01/05       5.400    1,661,709
      2,850      New York State Medical Care Facilities
                   Finance Agency, (Callable, Hospital &
                   Nursing Home Services, Series D, due
                   02/15/32).............................      RB      Aa2/NR   02/15/03(a)    6.450    3,167,804
      1,500      New York State Medical Care Facilities
                   Finance Agency, (Mental Health
                   Services, Refunding, Series F)........      RB      A3/A-    02/15/03       6.000    1,606,740
</TABLE>

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

                                                                              23
<PAGE>
THE NEW YORK TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
MARCH 31, 1999
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                      MOODY'S/
  PRINCIPAL                                                             S&P
    AMOUNT                                                 SECURITY    RATING    MATURITY
(IN THOUSANDS)             SECURITY DESCRIPTION              TYPE     (UNAUDITED)    DATE      RATE      VALUE
- --------------   ----------------------------------------  --------   --------  -----------   ------  -----------
<C>              <S>                                       <C>        <C>       <C>           <C>     <C>
NEW YORK (CONTINUED)
    $ 2,620      New York State Municipal Bond Bank
                   Agency, (Special Program, Refunding,
                   Series A), AMBAC Insured..............      RB     Aaa/AAA   03/15/06       5.000% $ 2,749,795
      9,667      New York State Office of Temporary and
                   Disability Assistance, (General
                   Obligation)...........................      PP      NR/NR    03/31/05       4.480    9,721,899
      2,000      New York State Power Authority, (Revenue
                   & General Purpose, Refunding, Escrowed
                   to Maturity, Series W)................      RB     Aaa/AAA   01/01/03       6.625    2,191,260
      4,500      New York State Power Authority, (Revenue
                   & General Purpose, Refunding, Series
                   A)....................................      RB     Aa3/AA-   02/15/03       5.000    4,688,595
      3,350      New York State Power Authority, (Revenue
                   & General Purpose, Refunding, Series
                   A)....................................      RB     Aa3/AA-   02/15/05       5.500    3,602,121
      3,000      New York State Thruway Authority,
                   (Refunding, Series E).................      RB     Aa3/AA-   01/01/07       5.500    3,251,370
      2,000      New York State Thruway Authority,
                   (Service Contract, Local Highway &
                   Bridge)...............................      RB     Baa1/BBB+ 04/01/05       6.000    2,187,400
      2,000      New York State Thruway Authority,
                   (Service Contract, Local Highway &
                   Bridge, Refunding)....................      RB     Baa1/BBB+ 04/01/04       5.500    2,121,680
      9,935      New York State Thruway Authority,
                   (Service Contract, Local Highway &
                   Bridge, Series A-2), MBIA Insured.....      RB     Aaa/AAA   04/01/06       5.250   10,579,377
      2,470      New York State Urban Development Corp.,
                   (Center for Industrial Innovation,
                   Refunding)............................      RB     Baa1/BBB+ 01/01/06       6.250    2,744,294
      2,000      New York State Urban Development Corp.,
                   (Correctional Capital Facilities,
                   Series 6).............................      RB     Baa1/BBB+ 01/01/03       6.000    2,135,960
      3,500      New York State Urban Development Corp.,
                   (Correctional Facilities Service
                   Contract, Series B)...................      RB     Baa1/BBB+ 01/01/01       5.000    3,571,505
      2,500      New York State Urban Development Corp.,
                   (Prerefunded, due 04/01/11)...........      RB     Aaa/BBB+  04/01/01(a)    7.500    2,734,375
      2,635      New York State Urban Development Corp.,
                   (Sub Lien, Corporate Purpose,
                   Refunding)............................      RB       A2/A    01/01/06       6.000    2,905,667
      5,250      New York State, (Refunding, Series A)...      GO       A2/A    07/15/06       6.500    6,007,365
</TABLE>

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

24
<PAGE>
THE NEW YORK TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
MARCH 31, 1999
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                      MOODY'S/
  PRINCIPAL                                                             S&P
    AMOUNT                                                 SECURITY    RATING    MATURITY
(IN THOUSANDS)             SECURITY DESCRIPTION              TYPE     (UNAUDITED)    DATE      RATE      VALUE
- --------------   ----------------------------------------  --------   --------  -----------   ------  -----------
<C>              <S>                                       <C>        <C>       <C>           <C>     <C>
NEW YORK (CONTINUED)
    $ 3,100      New York State, (Refunding, Series B)...      GO       A2/A    08/15/05       6.250% $ 3,476,712
      1,350      New York State, (Refunding, Series C)...      GO       A2/A    10/01/04       6.000    1,484,312
      2,415      New York State, (Refunding, Series F)...      GO       A2/A    09/15/03       5.000    2,531,355
      1,000      Orange County, (Refunding)..............      GO      Aa2/NR   11/15/04       5.500    1,082,270
      1,000      Orange County, (Refunding)..............      GO      Aa2/NR   11/15/05       5.500    1,083,850
      7,730      Port Authority of New York & New Jersey,
                   (Special Project, JFK International
                   Air Terminal, Series 6), MBIA
                   Insured...............................      RB     Aaa/AAA   12/01/11       6.250    8,892,747
      2,650      Suffolk County, (Water Authority
                   Waterworks Revenue, Refunding, Senior
                   Lien), MBIA Insured...................      RB     Aaa/AAA   06/01/07       5.100    2,800,388
      1,500      Suffolk County, (Water Authority
                   Waterworks Revenue, Refunding, Senior
                   Lien), MBIA Insured...................      RB     Aaa/AAA   06/01/09       5.100    1,589,580
      2,945      Triborough Bridge & Tunnel Authority,
                   (General Purpose, Refunding, Series
                   SR, due 01/01/07).....................      RB      Aa3/A+   01/01/00(a)    5.000    3,095,372
      1,500      Triborough Bridge & Tunnel Authority,
                   (General Purpose, Refunding, Series
                   Y)....................................      RB      Aa3/A+   01/01/07       5.900    1,664,955
      3,960      Triborough Bridge & Tunnel Authority,
                   (Special Obligation, Refunding, Series
                   A), FGIC Insured......................      RB     Aaa/AAA   01/01/07       5.500    4,278,226
      2,000      Trust for Cultural Resources of the City
                   of New York, (Public Power Revenue,
                   Series 1999, due 08/01/05)............      PP      NR/NR    01/01/08(a)    4.600    2,000,000
      4,000      United Nations Development Corp.,
                   (Senior Lien, Series A, Prerefunded,
                   due 07/01/26).........................      RB      Aaa/NR   07/01/03(a)    6.000    4,417,560
      3,230      Yonkers, (Series C), AMBAC Insured......      GO     Aaa/AAA   08/01/04       5.500    3,459,039
                                                                                                      -----------
                     TOTAL NEW YORK......................                                             300,327,146
                                                                                                      -----------
</TABLE>

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

                                                                              25
<PAGE>
THE NEW YORK TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
MARCH 31, 1999
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                      MOODY'S/
  PRINCIPAL                                                             S&P
    AMOUNT                                                 SECURITY    RATING    MATURITY
(IN THOUSANDS)             SECURITY DESCRIPTION              TYPE     (UNAUDITED)    DATE      RATE      VALUE
- --------------   ----------------------------------------  --------   --------  -----------   ------  -----------
<C>              <S>                                       <C>        <C>       <C>           <C>     <C>
PUERTO RICO (0.7%)
    $ 2,220      Commonwealth of Puerto Rico, (General
                   Obligation)...........................      PP      NR/NR    12/04/03       7.469% $ 2,339,062
                                                                                                      -----------
                     TOTAL LONG TERM INVESTMENTS (COST $304,432,424)................................  310,936,328
                                                                                                      -----------
SHORT-TERM INVESTMENTS (1.5%)
ARIZONA (0.0%)
        100      Maricopa County, (Callable, PCR,
                   Refunding, Series D, due 05/01/29),
                   LOC - Bank of America.................    VRDN     P-1/A-1+  04/01/99(b)    3.300      100,000
                                                                                                      -----------

GEORGIA (1.1%)
        900      Burke County Development Authority,
                   (Callable, PCR, Georgia Power Co.,
                   Vogtle Project 1-st Series, due
                   04/01/32).............................    VRDN     VMIG1/A-1 04/01/99(b)    3.300      900,000
      2,550      Burke County Development Authority,
                   (Callable, PCR, Georgia Power Co.,
                   Vogtle Project-4th Series, Refunding,
                   due 09/01/25).........................    VRDN     VMIG1/A-1 04/01/99(b)    3.300    2,550,000
                                                                                                      -----------
                                                                                                        3,450,000
                                                                                                      -----------

LOUISIANA (0.0%)
         80      Louisiana Public Facilities Authority,
                   (Callable, due 12/01/15), LOC -
                   Deutsche Bank A.G.....................    VRDN      P-1/NR   04/01/99(b)    3.300       80,000
                                                                                                      -----------

NEW YORK (0.0%)
        200      New York City Municipal Water Finance
                   Authority, (Callable, Water & Sewer
                   Systems Revenue, Series C, due
                   06/15/22), FGIC Insured...............    VRDN     VMIG1/A-1+ 04/01/99(b)   3.300      200,000
                                                                                                      -----------
</TABLE>

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

26
<PAGE>
THE NEW YORK TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
MARCH 31, 1999
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                      MOODY'S/
  PRINCIPAL                                                             S&P
    AMOUNT                                                 SECURITY    RATING    MATURITY
(IN THOUSANDS)             SECURITY DESCRIPTION              TYPE     (UNAUDITED)    DATE      RATE      VALUE
- --------------   ----------------------------------------  --------   --------  -----------   ------  -----------
<C>              <S>                                       <C>        <C>       <C>           <C>     <C>
OTHER (0.4%)
    $   895      Puttable Floating Options (Tax Exempt
                   Receipts, Callable, Series SG P-5, due
                   07/02/27), LIQ FAC-Societe Generale...    VRDN     NR/A-1+c  04/01/99(b)    3.360% $   895,000
        275      Puttable Floating Options (Tax Exempt
                   Receipts, Callable, Series SG P-6, due
                   01/01/28), LIQ FAC-Societe Generale...    VRDN     NR/A-1+c  04/01/99(b)    3.360      275,000
                                                                                                      -----------
                                                                                                        1,170,000
                                                                                                      -----------
                     TOTAL SHORT-TERM INVESTMENTS (COST $5,000,000).................................    5,000,000
                                                                                                      -----------
                 TOTAL INVESTMENTS (COST $309,432,424) (98.4%)......................................  315,936,328
                 OTHER ASSETS IN EXCESS OF LIABILITIES (1.6%).......................................    4,993,604
                                                                                                      -----------
                 NET ASSETS (100.0%)................................................................  $320,929,932
                                                                                                      -----------
                                                                                                      -----------
</TABLE>

- ------------------------------
Note: Based on the cost of investments of $309,451,545 for federal income tax
purposes at March 31, 1999, the aggregate gross unrealized appreciation and
depreciation was $7,074,669 and $589,886, respectively, resulting in net
unrealized appreciation of investments of $6,484,783.

(a) The date listed under the heading maturity date represents an optional
tender date. The actual maturity date is indicated in the security description.

(b) Variable Rate Demand Notes tender dates and/or interest rates are reset at
specified intervals which coincide with their tender feature. The actual
maturity date is indicated in the security description.

AMBAC - Ambac Indemnity Corporation.

FGIC - Financial Guaranty Insurance Company.

FHA - Federal Housing Authority.

FSA - Financial Security Assurance.

GO - General Obligation.

IDR - Industrial Development Revenue.

LIQ FAC - Liquidity Facility.

LOC - Letter of Credit.

MBIA - Municipal Bond Investors Assurance Corp.

NR - Not Rated.

PCR - Pollution Control Revenue.

PP - Private Placement.

RB - Revenue Bond.

VRDN - Variable Rate Demand Note.

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

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

                                                                              27
<PAGE>
THE NEW YORK TAX EXEMPT BOND PORTFOLIO
STATEMENT OF ASSETS AND LIABILITIES
MARCH 31, 1999
- --------------------------------------------------------------------------------

<TABLE>
<S>                                                <C>
ASSETS
Investments at Value (Cost $309,432,424 )          $315,936,328
Cash                                                     30,603
Interest Receivable                                   5,097,693
Prepaid Trustees' Fees                                      184
Deferred Organization Expenses                               19
Prepaid Expenses and Other Assets                         1,566
                                                   ------------
    Total Assets                                    321,066,393
                                                   ------------
LIABILITIES
Advisory Fee Payable                                     80,827
Administrative Services Fee Payable                      10,289
Administration Fee Payable                                  374
Fund Services Fee Payable                                   234
Accrued Expenses                                         44,737
                                                   ------------
    Total Liabilities                                   136,461
                                                   ------------
NET ASSETS
Applicable to Investors' Beneficial Interests      $320,929,932
                                                   ------------
                                                   ------------
</TABLE>

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

28
<PAGE>
THE NEW YORK TAX EXEMPT BOND PORTFOLIO
STATEMENT OF OPERATIONS
FOR THE FISCAL YEAR ENDED MARCH 31, 1999
- --------------------------------------------------------------------------------

<TABLE>
<S>                                                <C>          <C>
INVESTMENT INCOME
Interest Income                                                 $12,318,506
EXPENSES
Advisory Fee                                       $  796,521
Custodian Fees and Expenses                            85,723
Administrative Services Fee                            73,366
Professional Fees and Expenses                         44,238
Fund Services Fee                                       6,630
Trustees' Fees and Expenses                             3,306
Administration Fee                                      3,052
Amortization of Organization Expense                    2,304
Miscellaneous                                           5,476
                                                   ----------
    Total Expenses                                                1,020,616
                                                                -----------
NET INVESTMENT INCOME                                            11,297,890
NET REALIZED GAIN ON INVESTMENTS                                  2,712,515
NET CHANGE IN UNREALIZED APPRECIATION OF
  INVESTMENTS                                                       142,962
                                                                -----------
NET INCREASE IN NET ASSETS RESULTING FROM
  OPERATIONS                                                    $14,153,367
                                                                -----------
                                                                -----------
</TABLE>

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

                                                                              29
<PAGE>
THE NEW YORK TAX EXEMPT BOND PORTFOLIO
STATEMENT OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                   FOR THE FISCAL   FOR THE FISCAL
                                                     YEAR ENDED       YEAR ENDED
                                                   MARCH 31, 1999   MARCH 31, 1998
                                                   --------------   --------------
<S>                                                <C>              <C>
INCREASE IN NET ASSETS
FROM OPERATIONS
Net Investment Income                              $   11,297,890   $    7,914,129
Net Realized Gain on Investments                        2,712,515        1,111,960
Net Change in Unrealized Appreciation of
  Investments                                             142,962        4,862,341
                                                   --------------   --------------
    Net Increase in Net Assets Resulting from
      Operations                                       14,153,367       13,888,430
                                                   --------------   --------------
TRANSACTIONS IN INVESTORS' BENEFICIAL INTERESTS
Contributions                                         162,950,459       87,771,218
Withdrawals                                           (53,185,304)     (52,571,222)
                                                   --------------   --------------
    Net Increase from Investors' Transactions         109,765,155       35,199,996
                                                   --------------   --------------
    Total Increase in Net Assets                      123,918,522       49,088,426
NET ASSETS
Beginning of Fiscal Year                              197,011,410      147,922,984
                                                   --------------   --------------
End of Fiscal Year                                 $  320,929,932   $  197,011,410
                                                   --------------   --------------
                                                   --------------   --------------
</TABLE>

- --------------------------------------------------------------------------------
SUPPLEMENTARY DATA
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                 FOR THE PERIOD
                                                   FOR THE FISCAL YEAR ENDED     APRIL 11, 1994
                                                           MARCH 31,            (COMMENCEMENT OF
                                                   -------------------------   OPERATIONS) THROUGH
                                                   1999   1998   1997   1996     MARCH 31, 1995
                                                   ----   ----   ----   ----   -------------------
<S>                                                <C>    <C>    <C>    <C>    <C>
RATIOS TO AVERAGE NET ASSETS
  Net Expenses                                     0.38%  0.40%  0.43%  0.44%                0.48%(a)
  Net Investment Income                            4.26%  4.62%  4.75%  4.72%                4.59%(a)
  Expenses without Reimbursement                   0.38%  0.40%  0.43%  0.44%                0.51%(a)
Portfolio Turnover                                   44%    51%    35%    41%                  63%(b)
</TABLE>

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

(b) Not Annualized.

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

30
<PAGE>
THE NEW YORK TAX EXEMPT BOND PORTFOLIO
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 1999
- --------------------------------------------------------------------------------

1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

The New York Tax Exempt Bond Portfolio (the "portfolio") is registered under the
Investment Company Act of 1940, as amended, as a no-load, non-diversified,
open-end management investment company which was organized as a trust under the
laws of the State of New York on June 16, 1993. The portfolio commenced
operations on April 11, 1994. Prior to November 2, 1998, the portfolio's name
was The New York Total Return Bond Portfolio. The portfolio's investment
objective is to provide a high level of current income that is exempt from
federal income tax for New York residents, consistent with moderate risk of
capital. The portfolio invests a significant amount of its assets in debt
obligations issued by political subdivisions and authorities in the State of New
York. The issuers' ability to meet their obligations may be affected by economic
and political developments within the State of New York. The Declaration of
Trust permits the trustees to issue an unlimited number of beneficial interests
in the portfolio.

The preparation of financial statements in accordance with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts and disclosures. Actual amounts could differ from
those estimates. The following is a summary of the significant accounting
policies of the portfolio:

   a) The value of each security for which readily available market quotations
      exist is based on a decision as to the broadest and most representative
      market for such security. The value of such security will be based either
      on the last sale price on a national securities exchange or, in the
      absence of recorded sales, at the average of readily available closing bid
      and asked prices on such exchanges. Unlisted securities are valued at the
      average of the quoted bid and asked prices in the over-the-counter market.
      Securities or other assets for which market quotations are not readily
      available are valued at fair value in accordance with procedures
      established by portfolio's trustees. Such procedures include the use of
      independent pricing services, which use prices based upon yields or prices
      of securities of comparable quality, coupon, maturity and type;
      indications as to values from dealers; and general market conditions. All
      short-term portfolio securities with a remaining maturity of less than 60
      days are valued by the amortized cost method.

   b) The portfolio incurred organization expenses in the amount of $11,473.
      These costs were deferred and are being amortized on a straight-line basis
      over a period not to exceed five years beginning with the commencement of
      operations.

   c) 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.

   d) The portfolio intends to 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.

                                                                              31
<PAGE>
THE NEW YORK TAX EXEMPT BOND PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
MARCH 31, 1999
- --------------------------------------------------------------------------------

2. TRANSACTIONS WITH AFFILIATES

   a) Prior to October 28, 1998, the portfolio had an Investment Advisory
      Agreement with Morgan Guaranty Trust Company of New York ("Morgan"), a
      wholly owned subsidiary of J.P. Morgan & Co. Incorporated ("J.P. Morgan").
      Under the terms of the Agreement, the portfolio paid Morgan at an annual
      rate of 0.30% of the portfolio's average daily net assets. Effective
      October 28, 1998, the portfolio's Investment Advisor is J.P. Morgan
      Investment Management Inc. ("JPMIM"), an affiliate of Morgan and a wholly
      owned subsidiary of J.P. Morgan, and the terms of the Agreement remain the
      same. For the fiscal year ended March 31, 1999, such fees amounted to
      $796,521.

   b) The portfolio has retained Funds Distributor, Inc. ("FDI"), a registered
      broker-dealer, to serve as the co-administrator and exclusive placement
      agent. Under a Co-Administration Agreement between FDI and the portfolio,
      FDI 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 officers
      affiliated with FDI. The portfolio has agreed to pay FDI fees equal to its
      allocable share of an annual complex-wide charge of $425,000 plus FDI's
      out-of-pocket expenses. The amount allocable to the portfolio is based on
      the ratio of the portfolio's net assets to the aggregate net assets of the
      portfolio and certain other investment companies subject to similar
      agreements with FDI. For the fiscal year ended March 31, 1999, the fee for
      these services amounted to $3,052.

   c) The portfolio has an Administrative Services Agreement (the "Services
      Agreement") with Morgan under which Morgan is responsible for certain
      aspects of the administration and operation of the portfolio. Under the
      Services Agreement, the portfolio has agreed to pay Morgan a fee equal to
      its allocable share of an annual complex-wide charge. This charge is
      calculated based on the aggregate average daily net assets of the
      portfolio and certain other portfolios for which JPMIM acts as investment
      advisor (the "master portfolios") and J.P. Morgan Series Trust in
      accordance with the following annual schedule: 0.09% on the first $7
      billion of their aggregate average daily net assets and 0.04% of their
      aggregate average daily net assets in excess of $7 billion less the
      complex-wide fees payable to FDI. The portion of this charge payable by
      the portfolio is determined by the proportionate share that its net assets
      bear to the net assets of the master portfolios, other investors in the
      master portfolios for which Morgan provides similar services, and J.P.
      Morgan Series Trust. For the fiscal year ended March 31, 1999, the fee for
      these services amounted to $73,366.

   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 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 $6,630 for the fiscal year ended March 31, 1999.

   e) An aggregate annual fee of $75,000 is paid to each trustee for serving as
      a trustee of the trust, the J.P. Morgan Funds, the J.P. Morgan
      Institutional Funds, the master portfolios and J.P. Morgan Series Trust.
      The Trustees' Fees and Expenses shown in the financial statements
      represents the portfolio's allocated portion of the total fees and
      expenses. The portfolio's Chairman and Chief Executive Officer also serves

32
<PAGE>
THE NEW YORK TAX EXEMPT BOND PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
MARCH 31, 1999
- --------------------------------------------------------------------------------
      as Chairman of Group and receives 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 $1,400.

3. INVESTMENT TRANSACTIONS

Investment transactions (excluding short-term investments) for the fiscal year
ended March 31, 1999 were as follows:

<TABLE>
<CAPTION>
COST OF             PURCHASES
   PROCEEDS         FROM SALES
- ----------------   ------------
<S>                <C>
$230,648,580.....  $113,320,935
</TABLE>

4. CREDIT AGREEMENT

The portfolio is party to a revolving line of credit agreement as discussed more
fully in Note 4 of the fund's Notes to the Financial Statements which are
included elsewhere in this report.

                                                                              33
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS

To the Trustees and Investors of
The New York Tax Exempt Bond Portfolio
(Formerly The New York Total Return 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 New York Tax Exempt Bond Portfolio (the
"portfolio") at March 31, 1999, 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 four years in the period
then ended and for the period April 11, 1994 (commencement of operations) to
March 31, 1995, 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 March
31, 1999 by correspondence with the custodian and brokers, provide a reasonable
basis for the opinion expressed above.

PricewaterhouseCoopers LLP
New York, New York
May 13, 1999

34
<PAGE>

J.P. MORGAN FUNDS

     PRIME MONEY MARKET FUND

     FEDERAL MONEY MARKET FUND

     TAX EXEMPT MONEY MARKET FUND

     TAX AWARE ENHANCED INCOME FUND: SELECT SHARES

     SHORT TERM BOND FUND

     BOND FUND

     GLOBAL STRATEGIC INCOME FUND

     EMERGING MARKETS DEBT FUND

     TAX EXEMPT BOND FUND

     NEW YORK TAX EXEMPT BOND FUND

     CALIFORNIA BOND FUND: SELECT SHARES

     DIVERSIFIED FUND

     DISCIPLINED EQUITY FUND

     U.S. EQUITY FUND

     U.S. SMALL COMPANY FUND

     U.S. SMALL COMPANY OPPORTUNITIES FUND

     TAX AWARE U.S. EQUITY FUND: SELECT SHARES

     INTERNATIONAL EQUITY FUND

     EUROPEAN EQUITY FUND

     INTERNATIONAL OPPORTUNITIES FUND

     EMERGING MARKETS EQUITY FUND

     GLOBAL 50 FUND: SELECT SHARES



FOR MORE INFORMATION ON THE J.P. MORGAN FUNDS CALL
J.P. MORGAN FUNDS SERVICES AT (800) 521-5411.


J.P. MORGAN
NEW YORK
TAX EXEMPT
BOND FUND










ANNUAL REPORT
MARCH 31, 1999


rnybfr-993


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