JP MORGAN FUNDS
N-30D, 2000-10-11
Previous: JP MORGAN INSTITUTIONAL FUNDS, N-30D, 2000-10-11
Next: MORGAN STANLEY DEAN WITTER & CO, 8-K, 2000-10-11



<PAGE>


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

September 1, 2000

Dear Shareholder:

The J.P. Morgan Tax Exempt Bond Fund returned 3.74% for the 12 months ended July
31, 2000. The fund outperformed its competition, as measured by the Lipper
Intermediate Municipal Debt Funds Average, which advanced 3.16% over the same
period. At the same time, the fund trailed its benchmark, the Lehman Brothers
1-16 year Municipal Bond Index, which gained 4.72%. The fund's 30-day SEC yield
has increased to 4.39% as of July 31, which is a tax equivalent yield of 7.28%
at a 39.6% federal income tax rate.

The fund's net asset value as of July 31 was $11.56, down from $11.77 on July
31, 1999. Dividends of approximately $0.63 per share were paid over the 12-month
period, of which $0.52 was tax-exempt income and $0.11 was long-term capital
gains. The net assets of the fund stood at approximately $336.6 million on July
31, 2000, while the net assets of the portfolio, in which the fund invests, were
approximately $783.9 million.

The report that follows includes an interview with Kingsley Wood, Jr., who with
Benjamin S. Thompson and Robert Meiselas, manages the portfolio. This interview
is designed to reflect what happened during the months past, as well as provide
an outlook for the future.

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 OF CONTENTS
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
--------------------------------------------------------------------------------

                                                                              1

<PAGE>

FUND PERFORMANCE


EXAMINING PERFORMANCE

There are several ways to evaluate a mutual fund's historical performance. One
way is to look at the growth of a hypothetical investment. The chart at right
shows that $10,000 invested on July 31, 1990 would have grown to $17,894 on July
31, 2000. Another way is to review a fund's average annual total return. This
calculation takes the fund's actual 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 over 10 years

July 31, 1990 -- July 31, 2000


<TABLE>
<CAPTION>
                 JP Morgan                      Lipper Intermediate       Lehman Quality Intermed.       Lehman 1-16Yr Muni
              Tax Exempt Bond                       Muni Debt                     Muni Bond                    Bond Index

          Net      Monthly      Plot          Monthly      Plot                   Monthly       Plot                 Monthly  Plot
          Index    Returns      Points        Returns      Points        Index    Returns       Points       Index   Returns  Points
<S>       <C>      <C>          <C>           <C>          <C>           <C>      <C>           <C>            <C>     <C>    <C>
 7/31/90  163,506  161,526.63   161,944       170,745.78   5,000,000     174.76   176,614.40    5,000,000 181,070 182,621.89 186,555
 8/31/90  161,527       (0.01)  159,984            (0.01)  4,956,500     173.26        (0.01)   4,956,850
 9/30/90  161,944        0.00   160,397             0.00   4,972,361     173.63         0.00    4,967,606
10/31/90  165,077        0.02   163,501             0.01   5,034,018     176.88         0.02    5,060,550
11/30/90  167,771        0.02   166,168             0.02   5,114,059     179.91         0.02    5,147,288
12/31/90  168,186        0.00   166,580             0.00   5,135,027     180.48         0.00    5,163,656
 1/31/91  170,746        0.02   169,115             0.01   5,192,539     183.20         0.02    5,241,421
 2/28/91  171,935        0.01   170,293             0.01   5,236,156     184.89         0.01    5,289,799
 3/31/91  171,723       (0.00)  170,083             0.00   5,241,916     184.54        (0.00)   5,279,802
 4/30/91  173,847        0.01   172,187             0.01   5,299,577     187.00         0.01    5,350,182
 5/31/91  175,034        0.01   173,362             0.01   5,338,264     188.20         0.01    5,384,369
 6/30/91  174,802       (0.00)  173,132            (0.00)  5,330,257     187.95        (0.00)   5,377,154
 7/31/91  176,614        0.01   174,928             0.01   5,387,823     189.84         0.01    5,431,410
 8/31/91  178,763        0.01   177,055             0.01   5,442,779     192.43         0.01    5,505,548
 9/30/91  181,070        0.01   179,341             0.01   5,502,650     195.13         0.01    5,582,736
10/31/91  182,249        0.01   180,509             0.01   5,546,121     196.71         0.01    5,627,845
11/30/91  182,622        0.00   180,878             0.00   5,562,204     197.25         0.00    5,643,321
12/31/91  186,555        0.02   184,773             0.02   5,667,330     201.53         0.02    5,765,894
 1/31/92  186,746        0.00   184,962             0.00   5,682,632     201.98         0.00    5,778,579
 2/29/92  186,301       (0.00)  184,521             0.00   5,691,724     201.86        (0.00)   5,775,112
 3/31/92  185,839       (0.00)  184,064            (0.00)  5,683,756     201.31        (0.00)   5,759,519
 4/30/92  187,188        0.01   185,400             0.01   5,729,794     203.14         0.01    5,811,931
 5/31/92  189,372        0.01   187,564             0.01   5,792,249     205.36         0.01    5,875,281
 6/30/92  192,397        0.02   190,559             0.01   5,874,499     208.79         0.02    5,973,398
 7/31/92  197,900        0.03   196,010             0.03   6,041,335     215.03         0.03    6,152,003
 8/31/92  195,687       (0.01)  193,818            (0.01)  5,979,713     212.75        (0.01)   6,086,791
 9/30/92  197,357        0.01   195,472             0.01   6,016,189     214.52         0.01    6,137,312
10/31/92  195,442       (0.01)  193,575            (0.01)  5,965,653     212.82        (0.01)   6,088,827
11/30/92  198,467        0.02   196,572             0.02   6,073,035     216.08         0.02    6,181,986
12/31/92  200,491        0.01   198,577             0.01   6,139,838     218.15         0.01    6,241,333
 1/31/93  203,205        0.01   201,264             0.01   6,211,060     221.38         0.01    6,333,705
 2/28/93  209,215        0.03   207,217             0.03   6,401,740     228.31         0.03    6,531,950
 3/31/93  206,317       (0.01)  204,346            (0.01)  6,333,241     225.20        (0.01)   6,443,115
 4/30/93  207,813        0.01   205,829             0.01   6,386,441     226.87         0.01    6,490,794
 5/31/93  208,420        0.00   206,430             0.00   6,411,986     227.55         0.00    6,510,267
 6/30/93  211,683        0.02   209,661             0.01   6,504,960     231.69         0.02    6,628,754
 7/31/93  211,041       (0.00)  209,025             0.00   6,507,562     231.97         0.00    6,636,708  100.14  (1.00) 103
 8/31/93  215,010        0.02   212,957             0.02   6,626,000     235.84         0.02    6,747,541  101.93   0.02  104
 9/30/93  217,753        0.01   215,673             0.01   6,701,536     238.44         0.01    6,821,764  102.98   0.01  105
10/31/93  217,799        0.00   215,719             0.00   6,715,609     238.92         0.00    6,835,408  103.19   0.00  106
11/30/93  216,383       (0.01)  214,316            (0.01)  6,672,630     237.31        (0.01)   6,789,610  102.47  (0.01) 105
12/31/93  219,697        0.02   217,599             0.02   6,785,397     241.52         0.02    6,909,786  104.36   0.02  107
 1/31/94  221,955        0.01   219,835             0.01   6,855,965     244.05         0.01    6,982,339  105.50   0.01  108
 2/28/94  217,185       (0.02)  215,110            (0.02)  6,709,933     238.85        (0.02)   6,833,615  103.15 (0.02)  106
 3/31/94  212,937       (0.02)  210,903            (0.03)  6,522,055     232.26        (0.03)   6,645,008   99.98 (0.03)  102
 4/30/94  213,546        0.00   211,507             0.00   6,554,013     234.17         0.01    6,699,497  100.86   0.01  103
 5/31/94  214,910        0.01   212,857             0.01   6,603,168     235.52         0.01    6,738,354  101.55   0.01  104
 6/30/94  214,406       (0.00)  212,358            (0.00)  6,586,000     234.98        (0.00)   6,722,856  101.24 (0.00)  104
 7/31/94  217,094        0.01   215,021             0.01   6,670,959     238.20         0.01    6,814,959  102.72   0.01  105
 8/31/94  217,924        0.00   215,843             0.00   6,696,976     239.25         0.00    6,844,944  103.14   0.00  106
 9/30/94  215,752       (0.01)  213,692            (0.01)  6,627,997     237.10        (0.01)   6,783,340  102.06 (0.01)  104
10/31/94  213,568       (0.01)  211,528            (0.01)  6,550,450     234.84        (0.01)   6,718,898  100.90 (0.01)  103
11/30/94  210,409       (0.01)  208,400            (0.02)  6,450,883     231.77        (0.01)   6,630,881   99.49 (0.01)  102
12/31/94  213,771        0.02   211,729             0.02   6,552,162     234.90         0.01    6,720,398  101.01   0.02  103
 1/31/95  217,756        0.02   215,677             0.02   6,685,826     239.34         0.02    6,847,413  103.11   0.02  106
 2/28/95  222,757        0.02   220,629             0.02   6,830,240     244.48         0.02    6,994,632  105.53   0.02  108
 3/31/95  224,644        0.01   222,498             0.01   6,891,712     247.24         0.01    7,073,672  106.72   0.01  109
 4/30/95  225,567        0.00   223,412             0.00   6,903,428     247.86         0.00    7,091,356  106.94   0.00  109
 5/31/95  231,198        0.02   228,990             0.02   7,069,800     254.11         0.03    7,270,058  109.81   0.03  112
<PAGE>

<CAPTION>

                 JP Morgan                       Lipper Intermediate            Lehman Quality Intermed.     Lehman 1-16Yr Muni
              Tax Exempt Bond                        Muni Debt                         Muni Bond                 Bond Index

          Net      Monthly      Plot           Monthly      Plot                         Monthly   Plot              Monthly  Plot
          Index    Returns      Points         Returns      Points           Index       Returns   Points    Index   Returns  Points
<S>       <C>      <C>          <C>            <C>          <C>             <C>          <C>       <C>        <C>     <C>    <C>
 6/30/95  230,339       (0.00)  228,140             (0.00)  7,037,986        253.75        (0.00)   7,259,880 109.41   (0.00) 112
 7/31/95  232,633        0.01   230,411              0.01   7,104,143        257.03         0.01    7,353,533 110.75    0.01  113
 8/31/95  234,548        0.01   232,308              0.01   7,175,895        259.80         0.01    7,432,951 112.07    0.01  115
 9/30/95  235,485        0.00   233,236              0.00   7,211,057        260.92         0.00    7,464,912 112.66    0.01  115
10/31/95  237,617        0.01   235,347              0.01   7,283,889        263.06         0.01    7,526,125 113.72    0.01  116
11/30/95  240,162        0.01   237,868              0.01   7,366,197        265.87         0.01    7,606,654 115.07    0.01  118
12/31/95  242,409        0.01   240,094              0.01   7,417,760        267.31         0.01    7,647,730 115.80    0.01  119
 1/31/96  244,748        0.01   242,410              0.01   7,477,102        269.93         0.01    7,722,678 116.91    0.01  120
 2/29/96  243,645       (0.00)  241,318             (0.00)  7,454,671        269.15        (0.00)   7,700,282 116.51  (0.00)  119
 3/31/96  240,672       (0.01)  238,373             (0.01)  7,371,178        266.67        (0.01)   7,629,440 115.37  (0.01)  118
 4/30/96  239,962       (0.00)  237,670             (0.00)  7,357,173        266.19        (0.00)   7,615,707 115.13  (0.00)  118
 5/31/96  240,072        0.00   237,779              0.00   7,357,909        265.82        (0.00)   7,605,045 114.99  (0.00)  118
 6/30/96  241,223        0.00   238,919              0.01   7,403,528        267.81         0.01    7,662,082 115.93    0.01  119
 7/31/96  243,834        0.01   241,505              0.01   7,470,160        269.95         0.01    7,723,379 116.92    0.01  120
 8/31/96  243,943        0.00   241,613              0.00   7,473,148        270.11         0.00    7,728,013 116.98    0.00  120
 9/30/96  245,955        0.01   243,606              0.01   7,538,911        272.38         0.01    7,792,928 118.07    0.01  121
10/31/96  248,178        0.01   245,808              0.01   7,612,039        275.22         0.01    7,873,975 119.34    0.01  122
11/30/96  251,905        0.02   249,499              0.01   7,723,936        279.54         0.02    7,997,596 121.30    0.02  124
12/31/96  250,997       (0.00)  248,600             (0.00)  7,701,536        278.73        (0.00)   7,974,403 120.92  (0.00)  124
 1/31/97  251,760        0.00   249,355              0.00   7,718,480        279.81         0.00    8,005,503 121.39    0.00  124
 2/28/97  253,832        0.01   251,407              0.01   7,775,596        281.97         0.01    8,067,146 122.39    0.01  125
 3/31/97  250,733       (0.01)  248,338             (0.01)  7,697,063        278.75        (0.01)   7,975,180 121.01  (0.01)  124
 4/30/97  251,948        0.00   249,542              0.01   7,736,318        280.26         0.01    8,018,246 121.78    0.01  125
 5/31/97  255,108        0.01   252,672              0.01   7,828,380        283.68         0.01    8,116,069 123.33    0.01  126
 6/30/97  257,634        0.01   255,173              0.01   7,899,618        286.17         0.01    8,187,490 124.48    0.01  127
 7/31/97  263,865        0.02   261,345              0.02   8,073,410        292.16         0.02    8,358,609 127.34    0.02  130
 8/31/97  260,907       (0.01)  258,415             (0.01)  8,008,015        290.26        (0.01)   8,304,278 126.42  (0.01)  129
 9/30/97  263,886        0.01   261,366              0.01   8,091,299        293.22         0.01    8,388,981 127.75    0.01  131
10/31/97  265,100        0.00   262,568              0.00   8,130,137        294.68         0.00    8,430,926 128.44    0.01  131
11/30/97  266,098        0.00   263,557              0.00   8,162,658        295.74         0.00    8,461,278 128.98    0.00  132
12/31/97  269,621        0.01   267,046              0.01   8,266,323        299.15         0.01    8,558,582 130.56    0.01  134
 1/31/98  271,956        0.01   269,358              0.01   8,336,587        301.99         0.01    8,639,889 131.85    0.01  135
 2/28/98  271,840       (0.00)  269,244              0.00   8,339,922        302.26         0.00    8,647,665 131.96    0.00  135
 3/31/98  271,709       (0.00)  269,114              0.00   8,341,590        302.32         0.00    8,649,394 132.04    0.00  135
 4/30/98  270,228       (0.01)  267,647             (0.01)  8,298,213        301.02        (0.00)   8,612,202 131.50  (0.00)  135
 5/31/98  274,177        0.01   271,558              0.01   8,416,048        305.08         0.01    8,728,467 133.34    0.01  136
 6/30/98  274,955        0.00   272,329              0.00   8,440,455        306.09         0.00    8,757,271 133.82    0.00  137
 7/31/98  275,505        0.00   272,874              0.00   8,454,803        306.98         0.00    8,782,667 134.18    0.00  137
 8/31/98  279,711        0.02   277,040              0.01   8,579,934        311.21         0.01    8,903,868 136.09    0.01  139
 9/30/98  283,018        0.01   280,315              0.01   8,673,456        314.70         0.01    9,003,591 137.67    0.01  141
10/31/98  283,077        0.00   280,373             (0.00)  8,670,854        315.45         0.00    9,025,199 137.92    0.00  141
11/30/98  283,601        0.00   280,892              0.00   8,687,328        316.24         0.00    9,047,762 138.29    0.00  142
12/31/98  284,369        0.00   281,653              0.00   8,716,865        317.13         0.00    9,073,096 138.72    0.00  142
 1/31/99  288,159        0.01   285,406              0.01   8,816,237        321.06         0.01    9,185,603 140.48    0.01  144
 2/28/99  286,108       (0.01)  283,376             (0.01)  8,766,867        319.84        (0.00)   9,150,697 139.86  (0.00)  143
 3/31/99  285,913       (0.00)  283,182             (0.00)  8,759,853        319.91         0.00    9,152,527 139.92    0.00  143
 4/30/99  286,429        0.00   283,694              0.00   8,783,505        320.80         0.00    9,178,155 140.32    0.00  144
 5/31/99  284,805       (0.01)  282,085             (0.01)  8,730,804        319.39        (0.00)   9,137,771 139.66  (0.00)  143
 6/30/99  280,806       (0.01)  278,124             (0.01)  8,605,953        315.37        (0.01)   9,022,635 137.89  (0.01)  141
 7/31/99  282,030        0.00   279,336              0.00   8,645,541        317.29         0.01    9,077,673 138.63    0.01  142
 8/31/99  281,347       (0.00)  278,660             (0.01)  8,600,584           317        (0.00)   9,065,872 138.29  (0.00)  142
 9/30/99  282,125        0.00   279,430              0.00   8,603,164           318         0.00    9,098,509 138.69    0.00  142
10/31/99  280,732       (0.00)  278,051             (0.01)  8,538,640           317        (0.00)   9,066,664 138.01  (0.00)  141
11/30/99  282,994        0.01   280,291              0.01   8,612,072           319         0.01    9,132,851 139.21    0.01  142
12/31/99  281,874       (0.00)  279,182             (0.00)  8,571,596           318        (0.00)   9,099,973 138.64  (0.00)  142
 1/31/00  281,219       (0.00)  278,534             (0.01)  8,528,738           318        (0.00)   9,087,233 138.40  (0.00)  142
 2/29/00  283,048        0.01   280,345              0.01   8,594,409           319         0.00    9,130,851 139.33    0.01  143
 3/31/00  286,168        0.01   283,434              0.01   8,715,590           323         0.01    9,244,074 141.35    0.01  145
 4/30/00  284,998       (0.00)  282,276             (0.00)  8,679,856           322        (0.00)   9,217,266 141.00  (0.00)  144

<PAGE>

<CAPTION>
                 JP Morgan                       Lipper Intermediate      Lehman Quality Intermed.          Lehman 1-16Yr Muni
              Tax Exempt Bond                        Muni Debt                    Muni Bond                       Bond Index

          Net      Monthly      Plot           Monthly      Plot                    Monthly       Plot              Monthly  Plot
          Index    Returns      Points         Returns      Points         Index    Returns       Points    Index   Returns  Points
<S>       <C>      <C>          <C>            <C>          <C>            <C>      <C>           <C>       <C>     <C>    <C>
 5/31/00  283,842       (0.00)  281,131             (0.00)  8,639,929         321        (0.00)   9,196,988 140.56 (0.00) 144
 6/30/00  289,441        0.02   286,676              0.02   8,819,639         328         0.02    9,386,446 143.57  0.02  147
 7/31/00  292,580        0.01   289,785              0.01   8,918,419      331.82         0.01    9,493,452 145.18  0.01  149
                  ------------------------------------------------------------------------------------------
                                   5.99%                         5.96%                                 6.62%
</TABLE>

<TABLE>
<CAPTION>
PERFORMANCE                                        TOTAL RETURNS             AVERAGE ANNUAL TOTAL RETURNS
                                                   ------------------        --------------------------------------
                                                   THREE       SIX           ONE        THREE       FIVE     TEN
AS OF JULY 31, 2000                                MONTHS      MONTHS        YEAR       YEARS       YEARS    YEARS
-------------------------------------------------------------------------------------------------------------------
<S>                                                <C>         <C>           <C>        <C>         <C>      <C>
J.P. Morgan Tax Exempt Bond Fund                   2.66%       4.04%         3.74%      3.50%       4.69%    5.99%
Lehman 1-16 year Municipal Bond Index*             2.96%       4.89%         4.72%      4.47%       5.56%    6.69%
Lehman Quality Intermediate Municipal
   Bond Index                                      3.00%       4.47%         4.58%      4.34%       5.24%    6.62%
Lipper Intermediate Municipal
   Debt Funds Average**                            2.75%       4.59%         3.16%      3.40%       4.72%    6.00%

AS OF JUNE 30, 2000
-------------------------------------------------------------------------------------------------------------------
J.P. Morgan Tax Exempt Bond Fund                   1.14%       2.68%         3.07%      3.96%       4.67%    6.01%
Lehman 1-16 year Municipal Bond Index*             1.57%       3.56%         4.12%      4.87%       5.58%    6.58%
Lehman Quality Intermediate Municipal
   Bond Index                                      1.54%       3.15%         4.03%      4.66%       5.27%    6.64%
Lipper Intermediate Municipal
   Debt Funds Average**                            1.20%       2.91%         2.50%      3.77%       4.68%    6.01%
</TABLE>

*THE FUND'S CURRENT BENCHMARK IS THE LEHMAN BROTHERS 1-16 YEAR MUNICIPAL BOND
INDEX. SINCE THIS INDEX DID NOT EXIST PRIOR TO JULY 31, 1993, THE TABLE AND
GRAPH ALSO INCLUDE THE PERFORMANCE DATA FOR THE LEHMAN QUALITY INTERMEDIATE
MUNICIPAL BOND INDEX, THE FUND'S BENCHMARK UNTIL MAY 1, 1997. BOTH ARE
UNMANAGED INDICES THAT MEASURE MUNICIPAL BOND MARKET PERFORMANCE. THEY DO NOT
INCLUDE FEES OR EXPENSES AND ARE NOT AVAILABLE FOR ACTUAL INVESTMENT.

**DESCRIBES THE AVERAGE ANNUAL TOTAL RETURN FOR ALL FUNDS IN THE LIPPER
CATEGORY, AS DEFINED BY LIPPER INC., AND DOES NOT TAKE INTO ACCOUNT SALES
CHARGES. LIPPER ANALYTICAL SERVICES, INC. IS A LEADING SOURCE FOR MUTUAL FUND
DATA.

PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. FUND RETURNS ARE NET OF FEES
AND ASSUME THE REINVESTMENT OF FUND DISTRIBUTIONS.


2
<PAGE>

PORTFOLIO MANAGER Q&A
Following is an interview with Kingsley Wood, Jr., who with Benjamin S. Thompson
and Robert Meiselas, manages the master portfolio in which the fund invests.

[PHOTO]

BENJAMIN S. THOMPSON, vice president, is a senior fixed income portfolio manager
and head of J.P. Morgan's municipal bond strategies. His responsibilities
include coordination of strategy and research, portfolio structuring and trade
execution for the Tax Aware Fixed Income Group. Prior to joining Morgan in 1999,
Ben was a senior fixed income portfolio manager at Goldman Sachs Asset
Management. Earlier, he was in the Structured Finance Group of the Chase
Manhattan Bank. He holds a B.A. in Economics from Colorado College.

[PHOTO]

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

[PHOTO]

KINGSLEY (KIT) WOOD, JR., vice president, is a portfolio manager in the Tax
Aware Fixed Income Group. Prior to becoming a J.P. Morgan Investment Management
employee in 2000, he worked at Mercantile Bank & Trust (MSD&T Funds) in
Baltimore, MD as a portfolio manager where he managed all institutional
tax-exempt assets (mutual funds and separate accounts). Prior to that he was a
sell-side institutional trader at ABN-AMRO Bank and Kemper Securities in
Chicago. Kit holds a B.A. from the University of Colorado and has completed
graduate work towards an M.B.A. at the University of Maryland.

This interview was conducted on August 12, 2000, and represents the views of
Kit, Ben, and Bob on that date.

WHAT WERE THE PRIMARY FACTORS THAT DROVE THE TAX-EXEMPT MARKET OVER THE 12-MONTH
PERIOD ENDED JULY 31, 2000?

KW: The Federal Reserve Board's efforts to fight inflation and slow our
overheated economy by raising interest rates was perhaps the defining factor
that drove market performance during the period in question. From June 1999 to
May 2000, the Fed raised interest rates no less than six times, totaling 175
basis points (bps). This was a marked departure from its earlier efforts to
stimulate global growth by keeping rates relatively low in the wake of the 1997
Thai currency crisis and the 1998 Russian debt crisis.


                                                                              3

<PAGE>

Municipal interest rates rose dramatically over the first six months of this
reporting period, as investors grew concerned about the prospect of future
rate hikes. These concerns eased during the latter six-month period, as
investors felt the Fed was succeeding in its quest and thus would be less
inclined to raise rates much further. In response, municipal interest rates
declined sharply.

DID Y2K HAVE AN EFFECT ON THE MARKETPLACE?

KW: Fortunately, this much dreaded event had little-to-no effect on the
financial markets, largely due to the substantial preparatory efforts that were
made by market participants to ensure this desired result.

THE TREASURY YIELD CURVE INVERTED DRAMATICALLY OVER THIS PERIOD. HOW DID THIS
AFFECT THE MUNICIPAL BOND MARKET?

KW: In sympathy with the Fed's tightening bias, short-term Treasury rates rose
during much of this period, while long-term rates declined, this in response to
the Treasury's buyback of higher coupon, longer-term debt. The result of both
movements was an inverted yield curve that persists to this day. As a
consequence, the municipal yield curve flattened dramatically, with longer-dated
issues outperforming shorter-dated issues and the yield spread between 2-year
and 30-year bonds narrowing by almost 50 bps.

WHAT OTHER FACTORS IMPACTED MARKET PERFORMANCE?

KW: One was the dominance of the muni market by retail investors. Their appetite
for tax-exempt issues was almost insatiable, as they sought to avoid stock
market turbulence and lock in some of the gains they had achieved over the long
running equity bull market. Their influence was perhaps more pronounced than
usual, owing to net redemptions suffered by mutual funds and the movement of
insurance companies away from this market and toward other attractive asset
classes.

At the same time that demand was increasing, supply was declining dramatically.
Flush with excess tax revenues and most refundings becoming "out-of-the-money"
(due to higher rates) municipalities shied away from the marketplace. The result
was a reduction in the supply of new issues, year-on-year through July 31, of
approximately 22%. This supply/demand imbalance caused credit-quality spreads to
tighten substantially, a situation that continues to weigh on today's
marketplace.

HOW WAS THE PORTFOLIO POSITIONED OVER THIS PERIOD?

KW: Portfolio holdings throughout the period were largely composed of premium
bonds. This positioning helped a great deal during the rising interest rate
environment that prevailed over the latter half of 1999. But, the upward price
movement of these securities was impeded during the first half of 2000, when
interest rates declined.

In terms of duration, we were shorter than the Lehman Brothers Municipal 1-16
year Index during the early part of this period, in anticipation of higher
interest rates. We were neutral to the index during the November 1999 through
January 2000 period, as we waited out the Y2K event and the release of key
economic data. For the remainder of the year, we were longer than the index in
response to our expectation, since realized, of lower interest rates.


4

<PAGE>

Overall, the portfolio remains focused on very high credit-quality issues, while
we continue to search opportunistically for higher yielding securities.

HOW DID THE FUND PERFORM OVER THIS PERIOD?

KW: By the close of this reporting period, the fund had returned 3.74%, as
compared to the 4.72% return posted by the Lehman Brothers Municipal 1-16 year
Index. However, we were well ahead of the Lipper Intermediate Muni Debt Funds
Average, which returned only 3.16%.

WHAT HELPED OR HURT PERFORMANCE?

KW: Through the end of 1999, the fund performed very well as compared to the
index and to the Lipper peer group of intermediate municipal funds. This was due
primarily to our shorter duration positioning and to our concentration in
premium issues, along with an underweight position in market discounts. This
strategy helped to temper downward price movements during the rising interest
rate scenario that marked this period.

This investment posture detracted from relative performance to some degree
during the first seven months of 2000. As noted, interest rates declined over
this period, along the way boosting the performance of lower dollar-priced
issues. With our focus on higher dollar-priced issues, we were unable to
participate in much of this price appreciation. Relative performance was also
impacted negatively by our major underweight in securities subject to market
discount tax treatment, which have also performed well thus far in 2000.

On the other hand, the portfolio benefited on a yield and total return
perspective from our credit research in high-yielding sectors, such as
healthcare.

WHAT IS YOUR MARKET OUTLOOK OVER THE NEAR TERM, AND HOW ARE YOU POSITIONING THE
PORTFOLIO TO TAKE ADVANTAGE OF IT?

KW: We expect that the U.S. economy will continue to slow over the course of
this year, and that the soft landing desired by the Fed will, in fact, take
hold. There may be an additional rate hike, on the order of 25 bps, but there
should be little pressure for the Fed to do much more, if anything.

The municipal marketplace will likely continue to be driven by the factors that
have defined it in 2000. Supply will remain quite low, off approximately 25%
nationally from 1999 levels. Demand will come principally from retail investors,
as they strive for diversification and high, after-tax yields.

In this environment, duration will remain longer than the benchmark to try to
capitalize on lower rates. Our position on the yield curve will remain neutral,
and our concentration will remain on high credit-quality issues, as we identify
and selectively purchase higher yielding opportunities. The one change we are
making is to increase our exposure to discounts, as we move towards a more
neutral coupon position relative to the market.


                                                                              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 and 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 5-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 line graph showing interest rates at a point in time, from the
shortest maturity to the longest available. The resulting curve shows if
short-term interest rates are higher or lower than long-term rates.
Typically interest rates rise with increasing time to maturity.

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 1.0% or 100 basis points.

ZERO COUPON BOND: A debt instrument sold at a discount to its face value. The
bond makes no payments 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 Tax Exempt Bond Fund seeks to provide a high level of current income
that is exempt from federal income tax consistent with moderate risk of capital
and maintenance of liquidity. It is designed for investors who seek tax exempt
yields greater than those generally available from a portfolio of short-term
tax-exempt obligations and who are willing to incur the greater price
fluctuation of longer-term instruments.


-------------------------------------------------------------------------------
INCEPTION DATE
10/3/84

-------------------------------------------------------------------------------
FUND NET ASSETS AS OF 7/31/00
$336,599,481

-------------------------------------------------------------------------------
PORTFOLIO NET ASSETS AS OF 7/31/00
$783,923,182

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

-------------------------------------------------------------------------------
CAPITAL GAIN PAYABLE DATES (IF APPLICABLE)
12/13/00

EXPENSE RATIO
The fund's current annual expense ratio of 0.67% covers shareholders' expenses
for custody, tax reporting, investment advisory and shareholder services. The
fund is no-load and does not charge any sales, redemption, or exchange fees.
There are no additional charges for buying, selling, or safekeeping fund shares,
or for wiring dividend or redemption proceeds from the fund.

FUND HIGHLIGHTS
ALL DATA AS OF JULY 31, 2000

PORTFOLIO ALLOCATION
(PERCENTAGE OF TOTAL INVESTMENTS)

[CHART]

REVENUE BONDS 56.2%
GOVERNMENT OBLIGATIONS 36.8%
PRIVATE PLACEMENTS 3.8%
SHORT-TERM 3.2%

30-DAY SEC YIELD
4.39%

DURATION
5.31 YEARS


                                                                              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. Investors should be
prepared for higher share price volatility than from a tax-exempt fund of
shorter duration.

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 TAX EXEMPT BOND FUND
STATEMENT OF ASSETS AND LIABILITIES
JULY 31, 2000
--------------------------------------------------------------------------------

<TABLE>
<S>                                                <C>
ASSETS
Investment in The Tax Exempt Bond Portfolio
  ("Portfolio"), at value                          $335,491,758
Receivable for Shares of Beneficial Interest Sold     1,690,607
Prepaid Trustees' Fees                                    1,285
Prepaid Expenses and Other Assets                         1,358
                                                   ------------
    Total Assets                                    337,185,008
                                                   ------------
LIABILITIES
Dividends Payable to Shareholders                       347,038
Payable for Shares of Beneficial Interest
  Redeemed                                              110,358
Shareholder Servicing Fee Payable                        69,929
Administrative Services Fee Payable                       6,773
Fund Services Fee Payable                                   288
Administration Fee Payable                                  218
Accrued Expenses                                         50,923
                                                   ------------
    Total Liabilities                                   585,527
                                                   ------------
NET ASSETS
Applicable to 29,120,296 Shares of Beneficial
  Interest Outstanding
  (par value $0.001, unlimited shares authorized)  $336,599,481
                                                   ============
Net Asset Value, Offering and Redemption Price
  Per Share                                              $11.56
                                                          -----
                                                          -----
ANALYSIS OF NET ASSETS
Paid-in Capital                                    $329,677,682
Distributions in Excess of Net Investment Income        (41,717)
Accumulated Net Realized Loss on Investment          (1,137,035)
Net Unrealized Appreciation of Investment             8,100,551
                                                   ------------
    Net Assets                                     $336,599,481
                                                   ============
</TABLE>

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

10
<PAGE>
J.P. MORGAN TAX EXEMPT BOND FUND
STATEMENT OF OPERATIONS
FOR THE FISCAL YEAR ENDED JULY 31, 2000
--------------------------------------------------------------------------------

<TABLE>
<S>                                                <C>       <C>
INVESTMENT INCOME ALLOCATED FROM PORTFOLIO
Allocated Interest Income                                    $19,404,776
Allocated Portfolio Expenses                                  (1,357,867)
                                                             -----------
    Net Investment Income Allocated from
      Portfolio                                               18,046,909
FUND EXPENSES
Shareholder Servicing Fee                          $945,553
Administrative Services Fee                          93,624
Transfer Agent Fees                                  43,537
Professional Fees                                    17,462
Registration Fees                                    16,030
Fund Services Fee                                     6,210
Trustees' Fees and Expenses                           5,161
Administration Fee                                    4,660
Miscellaneous                                        38,823
                                                   --------
    Total Fund Expenses                                        1,171,060
                                                             -----------
NET INVESTMENT INCOME                                         16,875,849
NET REALIZED LOSS ON INVESTMENT ALLOCATED FROM
  PORTFOLIO                                                   (1,487,869)
NET CHANGE IN UNREALIZED APPRECIATION OF
  INVESTMENT ALLOCATED FROM PORTFOLIO                         (3,155,746)
                                                             -----------
NET INCREASE IN NET ASSETS RESULTING FROM
  OPERATIONS                                                 $12,232,234
                                                             ===========
</TABLE>

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

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

<TABLE>
<CAPTION>
                                                   FOR THE FISCAL  FOR THE ELEVEN  FOR THE FISCAL
                                                     YEAR ENDED     MONTHS ENDED     YEAR ENDED
                                                   JULY 31, 2000   JULY 31, 1999   AUGUST 31, 1998
                                                   --------------  --------------  ---------------
<S>                                                <C>             <C>             <C>
DECREASE IN NET ASSETS
FROM OPERATIONS
Net Investment Income                              $  16,875,849    $ 17,347,608   $   18,511,696
Net Realized (Loss) Gain on Investment Allocated
  from Portfolio                                      (1,487,869)      4,012,628          531,522
Net Change in Unrealized (Depreciation)
  Appreciation of Investment Allocated from
  Portfolio                                           (3,155,746)    (17,484,081)       9,584,077
                                                   -------------    ------------   --------------
    Net Increase in Net Assets Resulting from
      Operations                                      12,232,234       3,876,155       28,627,295
                                                   -------------    ------------   --------------
DISTRIBUTIONS TO SHAREHOLDERS FROM
Net Investment Income                                (16,875,849)    (17,346,461)     (18,515,231)
Net Realized Gain                                     (4,016,116)       (780,645)        (119,011)
Distributions in Excess of Net Investment Income        (156,332)             --               --
                                                   -------------    ------------   --------------
    Total Distributions to Shareholders              (21,048,297)    (18,127,106)     (18,634,242)
                                                   -------------    ------------   --------------
TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST
Proceeds from Shares of Beneficial Interest Sold     100,708,538     152,936,932      156,589,082
Reinvestment of Dividends and Distributions           15,187,379      13,753,851       14,890,233
Cost of Shares of Beneficial Interest Redeemed      (202,164,974)   (159,980,035)    (143,254,080)
                                                   -------------    ------------   --------------
    Net (Decrease) Increase from Transactions in
      Shares of Beneficial Interest                  (86,269,057)      6,710,748       28,225,235
                                                   -------------    ------------   --------------
    Total (Decrease) Increase in Net Assets          (95,085,120)     (7,540,203)      38,218,288
NET ASSETS
Beginning of Period                                  431,684,601     439,224,804      401,006,516
                                                   -------------    ------------   --------------
End of Period (including undistributed net
  investment income of $0, $117,661 and $116,514,
  respectively)                                    $ 336,599,481    $431,684,601   $  439,224,804
                                                   =============    ============   ==============
</TABLE>

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

12
<PAGE>
J.P. MORGAN TAX EXEMPT BOND FUND
FINANCIAL HIGHLIGHTS

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

<TABLE>
<CAPTION>
                                            FOR THE             FOR THE
                                          FISCAL YEAR        ELEVEN MONTHS            FOR THE FISCAL YEAR ENDED AUGUST 31,
                                             ENDED               ENDED          -------------------------------------------------
                                         JULY 31, 2000       JULY 31, 1999         1998          1997         1996         1995
                                        ---------------     ---------------     ----------     --------     --------     --------
<S>                                     <C>                 <C>                 <C>            <C>          <C>          <C>
NET ASSET VALUE, BEGINNING OF PERIOD     $      11.77        $      12.15        $  11.85      $  11.63     $  11.73     $  11.45
                                         ------------        ------------        --------      --------     --------     --------

INCOME FROM INVESTMENT OPERATIONS
Net Investment Income                            0.52                0.46            0.54          0.55         0.55         0.55
Net Realized and Unrealized (Loss)
  Gain on Investment                            (0.10)              (0.36)           0.30          0.24        (0.08)        0.29
                                         ------------        ------------        --------      --------     --------     --------
Total from Investment Operations                 0.42                0.10            0.84          0.79         0.47         0.84
                                         ------------        ------------        --------      --------     --------     --------

LESS DISTRIBUTIONS TO SHAREHOLDERS
  FROM
Net Investment Income                           (0.52)              (0.46)          (0.54)        (0.55)       (0.55)       (0.55)
Net Realized Gain                               (0.11)              (0.02)          (0.00)(a)     (0.02)       (0.02)       (0.01)
Distributions in Excess of Net
  Investment Income                             (0.00)(a)              --              --            --           --           --
                                         ------------        ------------        --------      --------     --------     --------
Total Distributions to Shareholders             (0.63)              (0.48)          (0.54)        (0.57)       (0.57)       (0.56)
                                         ------------        ------------        --------      --------     --------     --------

NET ASSET VALUE, END OF PERIOD           $      11.56        $      11.77        $  12.15      $  11.85     $  11.63     $  11.73
                                         ============        ============        ========      ========     ========     ========

RATIOS AND SUPPLEMENTAL DATA
Total Return                                     3.74%               0.83%(b)        7.21%         6.95%        4.01%        7.63%
Net Assets, End of Period
  (in thousands)                         $    336,599        $    431,685        $439,225      $401,007     $369,987     $352,005
Ratios to Average Net Assets
  Net Expenses                                   0.67%               0.68%(c)        0.64%         0.64%        0.64%        0.71%
  Net Investment Income                          4.46%               4.21%(c)        4.44%         4.67%        4.67%        4.87%
</TABLE>

------------------------
(a) Less than $0.001 per share.

(b) Not Annualized.

(c) Annualized.

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

                                                                              13
<PAGE>
J.P. MORGAN TAX EXEMPT BOND FUND
NOTES TO FINANCIAL STATEMENTS
JULY 31, 2000
--------------------------------------------------------------------------------

1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

J.P. Morgan 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, prior
to its tax-free reorganization on July 11, 1993 to a series of the trust,
operated as a stand-alone mutual fund. At a meeting on November 12, 1998, the
trustees elected to change the fund's fiscal year end from August 31 to
July 31.

The fund invests all of its investable assets in The Tax Exempt Bond Portfolio
(the "portfolio"), a no-load 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 (43% at July 31,
2000). 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 accounting principles
generally accepted in the United States 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) 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.

   e) The fund is treated as a separate entity for federal income tax purposes
      and 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.

   f) The fund accounts for and reports distributions to shareholders in
      accordance with Statement of Position 93-2: "Determination, Disclosure,
      and Financial Statement Presentation of Income, Capital Gain, and Return
      of Capital Distributions by Investment Companies." The effect of applying
      this statement as of July 31, 2000 was to increase distributions in excess
      of net investment income by $3,046,

14
<PAGE>
J.P. MORGAN TAX EXEMPT BOND FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
JULY 31, 2000
--------------------------------------------------------------------------------
      decrease accumulated net realized loss on investment by $403,344 and
      decrease paid in-capital by $400,298. Net investment income, net realized
      gains and net assets were not affected by this change. This adjustment is
      primarily attributable to the application of tax allocation rules.

   g) For federal income tax purposes, the fund incurred approximately
      $1,137,035 of capital losses in the period from November 1, 1999 to July
      31, 2000. These losses were deferred for tax purposes until August 1,
      2000.

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 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 July 31, 2000, the fee for these services amounted to
      $4,660.

   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 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 July 31, 2000, the fee for
      these services amounted to $93,624.

   c) The trust, on behalf of the fund, has a Shareholder Servicing Agreement
      with Morgan to provide account administration and personal account
      maintenance service 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 of 0.25% of the average daily net assets of
      the fund. For the fiscal year ended July 31, 2000, the fee for these
      services amounted to $945,553.

      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 TAX EXEMPT BOND FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
JULY 31, 2000
--------------------------------------------------------------------------------
      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
      $6,210 for the fiscal year ended July 31, 2000.

   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 represents the fund's allocated portion
      of the 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 $1,200 for the fiscal
      year ended July 31, 2000.

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 ELEVEN    FOR THE FISCAL
                                           YEAR ENDED       MONTHS ENDED       YEAR ENDED
                                         JULY 31, 2000     JULY 31, 1999     AUGUST 31, 1998
                                         --------------    --------------    ---------------
<S>                                      <C>               <C>               <C>
Shares of Beneficial Interest Sold...       8,752,028        12,616,673         12,999,121
Reinvestment of Dividends and
 Distributions.......................       1,319,619         1,136,791          1,238,798
Shares of Beneficial Interest
 Redeemed............................     (17,621,635)      (13,228,589)       (11,920,060)
                                          -----------       -----------        -----------
Net Increase (Decrease)..............      (7,549,988)          524,875          2,317,859
                                          ===========       ===========        ===========
</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 26, 1999, with unaffiliated lenders. The maximum borrowing
under the Agreement was $150,000,000. The Agreement expired on May 23, 2000,
however, the fund as party to the Agreement has extended the Agreement and
continues its participation therein for an additional 364 days until May 21,
2001. 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. Under the Agreement, the commitment fee is at an
annual rate of 0.085% on the unused portion of the committed amount. The
commitment fee is allocated to the funds in accordance with the procedures
established by their respective trustees or directors. There were no outstanding
borrowings pursuant to the Agreement at July 31, 2000.

16
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS

To the Trustees and Shareholders of
J.P. Morgan Tax Exempt Bond Fund

In our opinion, the accompanying statement of assets and liabilities and the
related statements of operations and of changes in net assets and the financial
highlights present fairly, in all material respects, the financial position of
J.P. Morgan Tax Exempt Bond Fund (one of the series constituting part of the
J.P. Morgan Funds, hereafter referred to as the "fund") at July 31, 2000, the
results of its operations for the year then ended, the changes in its net assets
for the year then ended, for the eleven months ended July 31, 1999 and for the
year ended August 31, 1998 and the financial highlights for the year then ended,
for the eleven months ended July 31, 1999 and for the four years ended
August 31, 1998, in conformity with accounting principles generally accepted in
the United States. 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 auditing standards generally accepted in
the United States, 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
September 15, 2000

                                                                              17
<PAGE>
The Tax Exempt Bond Portfolio

Annual Report July 31, 2000

(The following pages should be read in conjunction
with J.P. Morgan Tax Exempt Bond Fund
Annual Financial Statements)

18
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS
JULY 31, 2000
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
  PRINCIPAL                                                SECURITY     MOODY'S/
    AMOUNT                                                   TYPE      S&P RATING    MATURITY
(IN THOUSANDS)            SECURITY DESCRIPTION            (UNAUDITED)  (UNAUDITED)     DATE       RATE      VALUE
--------------  ----------------------------------------  -----------  -----------  -----------  ------  ------------
<C>             <S>                                       <C>          <C>          <C>          <C>     <C>
LONG-TERM INVESTMENTS (98.1%)
ALABAMA (0.1%)
 $     1,000    Daphne Special Care Facilities Financing
                  Authority, (Presbyterian Retirement,
                  Prerefunded, Series A)................       RB        NR/NR      08/15/18      7.300% $  1,029,680
                                                                                                         ------------

ALASKA (0.3%)
       2,000    Anchorage, (Prerefunded), MBIA
                  Insured...............................       GO       Aaa/AAA     07/01/02      6.600     2,040,040
                                                                                                         ------------

ARIZONA (0.4%)
       3,430    Arizona Healthcare Facilities Authority
                  (Catholic Healthcare Revenue,
                  Series A).............................       RB      Baa1/BBB+    07/01/09      6.125     3,412,850
                                                                                                         ------------

CALIFORNIA (2.6%)
       2,520    California Department of Water
                  Resources, (Central Valley Project,
                  Water Systems Service, Refunding,
                  Series J-1)...........................       RB       Aa2/AA      12/01/12      7.000     3,014,953
      13,070    California Statewide Community
                  Development Authority, (Catholic
                  Healthcare West)......................       RB      Baa1/BBB+    07/01/09      6.000    13,117,052
       1,049    Kaweah Delta Hospital District, Tulare
                  County, (Series E)....................       PP        NR/A+      06/01/14      5.250     1,048,567
         353    Kaweah Delta Hospital District, Tulare
                  County, (Series G)....................       PP        NR/A+      06/01/14      6.400       369,840
       2,500    Los Angeles County Public Works
                  Financing Authority, (Lease Revenue,
                  Refunding, Series A), MBIA Insured....       RB       Aaa/AAA     09/01/06      6.000     2,719,175
                                                                                                         ------------
                    TOTAL CALIFORNIA....................                                                   20,269,587
                                                                                                         ------------

COLORADO (1.1%)
       5,000    Colorado Department of Transportation,
                  (Revenue Anticipation Notes, due
                  06/15/14), AMBAC Insured..............       RB       Aaa/AAA     06/15/10(a)   6.000     5,290,350
       2,850    Weld County School District #6..........       GO       Aa3/AA-     12/01/04      5.750     2,971,267
                                                                                                         ------------
                    TOTAL COLORADO......................                                                    8,261,617
                                                                                                         ------------
</TABLE>

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

                                                                              19
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
JULY 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 PRINCIPAL                                                SECURITY     MOODY'S/
   AMOUNT                                                   TYPE       S&P RATING   MATURITY
(IN THOUSANDS)           SECURITY DESCRIPTION             (UNAUDITED)  (UNAUDITED)    DATE       RATE      VALUE
--------------  ----------------------------------------  -----------  -----------  -----------  ------  ------------
<C>             <S>                                       <C>          <C>          <C>          <C>     <C>
CONNECTICUT (1.6%)
 $     2,000    Connecticut Heatlh & Educational
                  Facilities Authority, (St Mary's
                  Hospital, Series D)...................       RB       Baa1/NR     07/01/01      5.750% $  2,012,220
       7,240    Connecticut, (Series B, due 06/15/17)...       GO       Aa3/AA      06/15/10(a)   5.875     7,518,885
       2,815    Connecticut, (Special Tax Obligation,
                  Transportation Infrastructure,
                  Prerefunded, Series A, due
                  06/01/04),............................       RB       NR/AA-      06/01/03(a)   6.600     2,962,450
                                                                                                         ------------
                    TOTAL CONNECTICUT...................                                                   12,493,555
                                                                                                         ------------

DISTRICT OF COLUMBIA (3.0%)
         220    District of Columbia, (Escrowed to
                  Maturity, Prerefunded, Series A),
                  MBIA-IBC Insured......................       GO       Aaa/AAA     06/01/07      6.000       235,330
       2,600    District of Columbia, (Escrowed to
                  Maturity, Prerefunded, Series B),
                  MBIA Insured..........................       GO       Aaa/AAA     06/01/02      6.000     2,667,496
       6,795    District of Columbia, (Escrowed to
                  Maturity, Prerefunded, Series C),
                  FGIC Insured..........................       GO       Aaa/AAA     12/01/03      5.250     6,929,405
      10,645    District of Columbia, (Escrowed to
                  Maturity, Series A)...................       GO       Aaa/BBB     06/01/04      5.800    11,072,716
       2,780    District of Columbia, (Unrefunded
                  Balance, Series A), MBIA-IBC
                  Insured...............................       GO       Aaa/AAA     06/01/07      6.000     2,955,251
                                                                                                         ------------
                    TOTAL DISTRICT OF COLUMBIA..........                                                   23,860,198
                                                                                                         ------------

FLORIDA (0.3%)
         465    Florida Board of Education, (Capital
                  Outlay, Unrefunded Balance, Series C,
                  due 06/01/01),........................       GO       Aa2/AA+     08/24/00(a)   7.000       467,055
       2,000    Volusia County School District,
                  (Refunding, due 08/01/02), FGIC
                  Insured...............................       GO       Aaa/AAA     08/01/01(a)   6.100     2,063,080
                                                                                                         ------------
                    TOTAL FLORIDA.......................                                                    2,530,135
                                                                                                         ------------
</TABLE>

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

20
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
JULY 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 PRINCIPAL                                                SECURITY     MOODY'S/
   AMOUNT                                                   TYPE       S&P RATING   MATURITY
(IN THOUSANDS)           SECURITY DESCRIPTION             (UNAUDITED)  (UNAUDITED)    DATE       RATE      VALUE
--------------  ----------------------------------------  -----------  -----------  -----------  ------  ------------
<C>             <S>                                       <C>          <C>          <C>          <C>     <C>
GEORGIA (5.5%)
 $     3,200    De Kalb County, (Water & Sewer Revenue,
                  Refunding)............................       RB        Aa/AA      10/01/02      6.000% $  3,300,896
       2,630    Fulton County School District,
                  (Refunding)...........................       GO       Aa2/AA      05/01/14      6.375     2,927,243
       1,250    Georgia Municipal Electric Authority,
                  (Power Revenue, Refunding,
                  Series A).............................       RB        A3/A       01/01/12      6.500     1,389,187
       4,000    Georgia Municipal Electric Authority,
                  (Power Revenue, Refunding, Series A),
                  MBIA-IBC Insured......................       RB       Aaa/AAA     01/01/12      6.500     4,467,360
       4,895    Georgia, (Refunding, Series E)..........       GO       Aaa/AAA     07/01/03      5.500     5,024,277
       6,000    Georgia, (Series B).....................       GO       Aaa/AAA     03/01/07      7.200     6,825,240
       3,000    Georgia, (Series B).....................       GO       Aaa/AAA     03/01/10      6.300     3,326,220
       4,470    Georgia, (Series C).....................       GO       Aaa/AAA     07/01/11      5.700     4,744,234
       2,500    Gwinnett County School District,
                  (Refunding, Series B).................       GO       Aa1/AA+     02/01/08      6.400     2,749,475
       5,000    Metropolitan Atlanta Rapid Transit
                  Authority, (Sales Tax Revenue,
                  Refunding, Series P, due 07/01/11),
                  AMBAC Insured.........................       RB       Aaa/AAA     07/01/09(a)   6.250     5,558,750
       3,000    Roswell, (due 02/01/13).................       GO       Aaa/AAA     02/01/09(a)   5.500     3,085,440
                                                                                                         ------------
                    TOTAL GEORGIA.......................                                                   43,398,322
                                                                                                         ------------

ILLINOIS (4.1%)
       8,110    Chicago, (Prerefunded, due 01/01/13),
                  AMBAC Insured.........................       GO       Aaa/AAA     07/01/05(a)   6.250     8,806,649
       5,000    Chicago, (Skyway Toll Bridge Revenue,
                  Prerefunded) due 01/01/17.............       RB       NR/AAA      01/01/04(a)   6.750     5,422,800
       3,000    Illinois Development Bank...............       PP        NR/NR      08/01/28      4.900     2,927,940
       1,665    Illinois Health Facilities Authority,
                  (due 02/15/12)........................       RB        A1/NR      02/15/10(a)   6.625     1,742,506
       4,175    Illinois, (Sales Tax Revenue, Refunding,
                  Series Q).............................       RB       Aa2/AAA     06/15/12      6.000     4,481,654
       3,770    Illinois Health Facilities Authority,
                  (Riverside Health System).............       RB        A3/A       11/15/10      6.750     3,933,543
</TABLE>

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

                                                                              21
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
JULY 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 PRINCIPAL                                                SECURITY     MOODY'S/
   AMOUNT                                                   TYPE       S&P RATING   MATURITY
(IN THOUSANDS)           SECURITY DESCRIPTION             (UNAUDITED)  (UNAUDITED)    DATE       RATE      VALUE
--------------  ----------------------------------------  -----------  -----------  -----------  ------  ------------
<C>             <S>                                       <C>          <C>          <C>          <C>     <C>
ILLINOIS (CONTINUED)
 $     1,380    Metropolitan Pier & Exposition
                  Authority, (Dedicated State Tax
                  Revenue, Unrefunded Balance,
                  Series A).............................       RB       Aa3/AA-     06/15/06      8.500% $  1,636,542
       2,810    Regional Transportation Authority,
                  (Series D), FGIC Insured..............       RB       Aaa/AAA     06/01/07      7.750     3,264,433
                                                                                                         ------------
                    TOTAL ILLINIOS......................                                                   32,216,067
                                                                                                         ------------

INDIANA (1.0%)
       5,400    Indiana Bond Bank, (State Revolving Fund
                  Program, Series A, due 08/01/13)......       RB       NR/AAA      08/01/10(a)   5.875     5,672,430
       2,000    Indiana Municipal Power Agency, (Power
                  Supply System Revenue, Refunding,
                  Series B), MBIA Insured...............       RB       Aaa/AAA     01/01/13      6.000     2,157,600
                                                                                                         ------------
                    TOTAL INDIANA.......................                                                    7,830,030
                                                                                                         ------------

IOWA (0.9%)
       2,095    Iowa Finance Authority, (Hospital
                  Facilities Revenue, due 02/15/15).....       RB        A1/NR      02/15/10(a)   6.750     2,192,732
       2,385    Iowa Finance Authority, (Hospital
                  Facilities Revenue, due 02/15/16).....       RB        A1/NR      02/15/10(a)   6.750     2,483,071
       2,440    Iowa Finance Authority, (Hospital
                  Facilities Revenue, due 02/15/17).....       RB        A1/NR      02/15/10(a)   6.750     2,530,768
                                                                                                         ------------
                    TOTAL IOWA..........................                                                    7,206,571
                                                                                                         ------------

KENTUCKY (0.7%)
       3,905    Kentucky Property & Buildings Commission
                  (Refunding, Project #64, due
                  05/01/10), MBIA Insured...............       RB       Aaa/AAA     11/01/09(a)   5.750     4,123,368
       1,470    Kentucky Turnpike Authority, (Road
                  Recovery Revenue, Escrowed to
                  Maturity, due 07/01/02)...............       RB       Aaa/AAA     08/24/00(a)   7.100     1,496,475
                                                                                                         ------------
                    TOTAL KENTUCKY......................                                                    5,619,843
                                                                                                         ------------
</TABLE>

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

22
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
JULY 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 PRINCIPAL                                                SECURITY     MOODY'S/
   AMOUNT                                                   TYPE       S&P RATING   MATURITY
(IN THOUSANDS)           SECURITY DESCRIPTION             (UNAUDITED)  (UNAUDITED)    DATE       RATE      VALUE
--------------  ----------------------------------------  -----------  -----------  -----------  ------  ------------
<C>             <S>                                       <C>          <C>          <C>          <C>     <C>
MAINE (0.6%)
 $     4,050    Maine Municipal Bond Bank, (Prerefunded,
                  Series E due 11/01/12)................       RB       Aa2/NR      11/01/02(a)   6.250% $  4,277,124
                                                                                                         ------------

MARYLAND (2.4%)
       1,000    Maryland Community Development
                  Administration, (Department of Housing
                  & Community Development, First Series,
                  due 04/01/12).........................       RB       Aa2/NR      10/01/09(a)   5.500     1,003,850
       1,250    Maryland Community Development
                  Administration, (Department of Housing
                  & Community Development, Refunding,
                  Series A, due 09/01/10)...............       RB       Aa2/NR      09/01/09(a)   5.300     1,253,075
       1,425    Maryland Community Development
                  Administration, (Department of Housing
                  & Community Development, Refunding,
                  Series A, due 09/01/11)...............       RB       Aa2/NR      09/01/09(a)   5.400     1,431,541
       1,105    Maryland Community Development
                  Administration, (Department of Housing
                  & Communty Development, First Series,
                  due 04/01/10).........................       RB       Aa2/NR      10/01/09(a)   5.300     1,107,729
       5,435    Maryland Health & Higher Educational
                  Facilities Authority, (John Hopkins
                  University, Refunding)................       RB       Aa2/AA      07/01/03      5.750     5,610,714
       5,000    Maryland State, (State & Local
                  Facilities Loan, First Series)........       GO       Aaa/AAA     08/01/05      5.125     5,116,400
       3,000    Maryland, (Third Series, due
                  07/15/03).............................       GO       Aaa/AAA     07/15/01(a)   6.400     3,066,720
                                                                                                         ------------
                    TOTAL MARYLAND......................                                                   18,590,029
                                                                                                         ------------
</TABLE>

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

                                                                              23
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
JULY 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 PRINCIPAL                                                SECURITY     MOODY'S/
   AMOUNT                                                   TYPE       S&P RATING   MATURITY
(IN THOUSANDS)           SECURITY DESCRIPTION             (UNAUDITED)  (UNAUDITED)    DATE       RATE      VALUE
--------------  ----------------------------------------  -----------  -----------  -----------  ------  ------------
<C>             <S>                                       <C>          <C>          <C>          <C>     <C>
MASSACHUSETTS (5.9%)
 $     5,650    Massachusetts Bay Transportation
                  Authority, (General Transportation
                  System, Refunding, Series A)..........       RB       Aa2/AA-     03/01/08      7.000% $  6,409,134
       1,495    Massachusetts State College Building
                  Authority, (Refunding, Series A)......       RB       Aa2/AA-     05/01/11      7.500     1,799,367
       9,500    Massachusetts State Water Pollution
                  Abatement Trust, (Abatement MWRA
                  Program, Sub-Series A, due
                  08/01/15).............................       RB       Aa1/AA      08/01/09(a)   6.000     9,961,320
       5,000    Massachusetts State, (Consolidation
                  Loan, Series A, due 02/01/14).........       GO       Aa2/AA-     02/01/10(a)   6.000     5,301,650
      14,035    Massachusetts State, (Consolidation
                  Loan, Series B, due 06/01/12).........       GO       Aa2/AA-     06/01/10(a)   5.750    14,692,540
       8,000    Massachusetts State, (Prerefunded,
                  Series B) AMBAC Insured...............       GO       Aaa/AAA     07/01/11      5.500     8,373,360
                                                                                                         ------------
                    TOTAL MASSACHUSETTS.................                                                   46,537,371
                                                                                                         ------------

MICHIGAN (6.3%)
      10,000    Detroit Water Supply System,
                  (Prerefunded due 07/01/22), FGIC
                  Insured...............................       RB       Aaa/AAA     07/01/02(a)   6.375    10,538,000
      10,000    Michigan Hospital Finance Authority,
                  (Ascension Health Credit Corp.,
                  Refunding, Series B)..................       RB       Aa2/AA      11/15/33      5.300    10,032,500
      13,050    Michigan Hospital Finance Authority,
                  (Ascension Health Credit Corp.,
                  Series A, due 11/15/15), MBIA
                  Insured...............................       RB       Aaa/AAA     11/15/09(a)   6.250    13,636,728
      10,500    Michigan Hospital Finance Authority,
                  (Genesys Health System, Prerefunded,
                  Series A due 10/01/21)................       RB      Baa2/AAA     10/01/05(a)   8.125    12,263,685
       2,905    Michigan Hospital Finance Authority,
                  (Mercy Health Services, Refunding,
                  Series T).............................       RB       Aa3/AA-     08/15/04      5.750     2,961,473
                                                                                                         ------------
                    TOTAL MICHIGAN......................                                                   49,432,386
                                                                                                         ------------
</TABLE>

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

24
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
JULY 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 PRINCIPAL                                                SECURITY     MOODY'S/
   AMOUNT                                                   TYPE       S&P RATING   MATURITY
(IN THOUSANDS)           SECURITY DESCRIPTION             (UNAUDITED)  (UNAUDITED)    DATE       RATE      VALUE
--------------  ----------------------------------------  -----------  -----------  -----------  ------  ------------
<C>             <S>                                       <C>          <C>          <C>          <C>     <C>
MINNESOTA (2.6%)
 $     9,330    Minnesota...............................       GO       Aaa/AAA     06/01/10      5.500% $  9,794,727
       5,000    University of Minnesota, (Refunding,
                  Series A).............................       RB       Aa2/AA      07/01/10      5.750     5,332,150
       5,000    University of Minnesota, (Refunding,
                  Series A).............................       RB       Aa2/AA      07/01/15      5.750     5,260,400
                                                                                                         ------------
                    TOTAL MINNESOTA.....................                                                   20,387,277
                                                                                                         ------------

MISSISSIPPI (2.4%)
       4,080    Jackson Redevelopment Authority, (Urban
                  Renewal Revenue, Jackson Medical Mall
                  Foundation Project, Series A), LOC
                  Bank One Louisiana....................       RB        NR/A+      11/01/12      4.600     4,057,438
       2,505    Mississippi Higher Education,
                  (Refunding, Series B, due 09/01/04)...       RB       Aaa/NR      09/01/02(a)   5.600     2,537,765
      10,875    Mississippi, (Escrowed to Maturity,
                  Refunding)............................       GO       Aaa/AAA     02/01/08      6.200    11,788,935
                                                                                                         ------------
                    TOTAL MISSISSIPPI...................                                                   18,384,138
                                                                                                         ------------

MISSOURI (1.2%)
       5,000    Missouri Regional Convention & Sports
                  Complex Authority, (Prerefunded,
                  Series A, due 08/15/21)...............       RB       Aaa/AAA     08/15/03(a)   6.900     5,329,300
       4,000    St. Louis County Regional Convention &
                  Sports Complex Authority,
                  (Prerefunded, Series B, due
                  08/15/21).............................       RB       Aaa/AAA     08/15/03(a)   7.000     4,274,680
                                                                                                         ------------
                    TOTAL MISSOURI......................                                                    9,603,980
                                                                                                         ------------

NEBRASKA (0.7%)
       5,245    Nebhelp Inc. (Sub-Series A-5B), MBIA
                  Insured...............................       RB       Aaa/NR      06/01/13      6.200     5,497,022
                                                                                                         ------------

NEVADA (3.7%)
       8,200    Clark County School District,
                  (Series A), MBIA Insured..............       GO       Aaa/AAA     06/01/11      7.000     9,487,810
       1,200    Las Vegas, (Clark County Library
                  District, Prerefunded, Series A
                  due 06/01/04), FGIC Insured...........       GO       Aaa/AAA     06/01/01(a)   6.700     1,234,368
</TABLE>

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

                                                                              25
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
JULY 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 PRINCIPAL                                                SECURITY     MOODY'S/
   AMOUNT                                                   TYPE       S&P RATING   MATURITY
(IN THOUSANDS)           SECURITY DESCRIPTION             (UNAUDITED)  (UNAUDITED)    DATE       RATE      VALUE
--------------  ----------------------------------------  -----------  -----------  -----------  ------  ------------
<C>             <S>                                       <C>          <C>          <C>          <C>     <C>
NEVADA (CONTINUED)
 $       280    Las Vegas, (Clark County Library
                  District, Refunding, Series B, due
                  08/01/04), FGIC Insured...............       GO       Aaa/AAA     08/01/01(a)   6.700% $    288,053
      15,500    Nevada, (Colorado River Commission,
                  Prerefunded due 07/01/24).............       GO       Aaa/AA      07/01/04(a)   6.500    16,677,845
       1,330    Nevada, (Prison Facilities, Prerefunded,
                  due 08/01/04).........................       GO       Aa2/AAA     08/01/00(a)   7.000     1,356,600
                                                                                                         ------------
                    TOTAL NEVADA........................                                                   29,044,676
                                                                                                         ------------

NEW HAMPSHIRE (0.9%)
       4,900    New Hampshire Higher Educational &
                  Health Facilities Authority,
                  (Dartmouth College, Refunding)........       RB       Aaa/NR      06/01/07      6.750     5,450,172
       1,720    New Hampshire, (Prerefunded,
                  Series A).............................       GO       Aa2/AA+     06/15/03      6.600     1,785,136
                                                                                                         ------------
                    TOTAL NEW HAMPSHIRE.................                                                    7,235,308
                                                                                                         ------------

NEW JERSEY (5.3%)
       4,180    Jersey City, (School Board Reserve Fund,
                  Refunding, Series A)..................       GO       Aa2/AA      10/01/11      6.250     4,590,894
      10,000    New Jersey..............................       GO       Aa1/AA+     05/01/07      5.500    10,450,400
       7,000    New Jersey Economic Development
                  Authority, (Market Transition
                  Facilities Revenue, Sr. Lien,
                  Series A), MBIA Insured...............       RB       Aaa/AAA     07/01/02      5.400     7,120,260
       4,100    New Jersey Economic Development
                  Authority, (Transition Project
                  Sublease, Series A), FSA Insured......       RB       Aaa/AAA     05/01/11      5.750     4,351,248
       6,000    New Jersey Transportation Trust Fund
                  Authority, (Transportation System,
                  Series B), MBIA Insured...............       RB       Aaa/AAA     06/15/05      6.000     6,349,320
       8,000    New Jersey Turnpike Authority,
                  (Series A), MBIA Insured..............       RB       Aaa/AAA     01/01/11      6.000     8,666,560
                                                                                                         ------------
                    TOTAL NEW JERSEY....................                                                   41,528,682
                                                                                                         ------------
</TABLE>

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

26
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
JULY 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 PRINCIPAL                                                SECURITY     MOODY'S/
   AMOUNT                                                   TYPE       S&P RATING   MATURITY
(IN THOUSANDS)           SECURITY DESCRIPTION             (UNAUDITED)  (UNAUDITED)    DATE       RATE      VALUE
--------------  ----------------------------------------  -----------  -----------  -----------  ------  ------------
<C>             <S>                                       <C>          <C>          <C>          <C>     <C>
NEW YORK (5.2%)
 $        75    Monroe County, (Public Improvement,
                  Unrefunded Balance, Series 1995, due
                  06/01/10), AMBAC Insured..............       GO       Aaa/AAA     06/01/08(a)   6.000% $     81,788
          50    New York City, (Escrowed to Maturity,
                  Prerefunded, Series A)................       GO        A3/A-      08/01/02      5.750        51,256
       1,465    New York City, (Escrowed to Maturity,
                  Series B).............................       GO       Aaa/AAA     06/01/01      8.000     1,508,481
       2,595    New York City, (Unrefunded Balance,
                  Series A).............................       GO        A3/A-      08/01/02      5.750     2,653,725
      10,000    New York Convention Center Operating
                  Corp., (Yale Building Acquisition
                  Project)..............................       PP        NR/NR      12/01/04      6.500    10,147,700
       2,850    New York State Dormitory Authority,
                  (Secured Hospital, Interfaith Medical
                  Center, Series D).....................       RB       Baa1/A      02/15/04      5.500     2,901,100
      13,010    New York State Thruway Authority,
                  (Highway & Bridge Trust Fund,
                  Series B-1), FGIC Insured.............       RB       NR/AAA      04/01/09      5.500    13,575,675
       8,700    Triborough Bridge & Tunnel Authority,
                  (General Purpose, Refunding,
                  Series X).............................       RB       Aa3/A+      01/01/12      6.625     9,874,239
                                                                                                         ------------
                    TOTAL NEW YORK......................                                                   40,793,964
                                                                                                         ------------

NORTH CAROLINA (2.0%)
       8,900    North Carolina Municipal Power Agency,
                  (No. 1 Catawba Electric Revenue,
                  Refunding, Series B)..................       RB      Baa1/BBB+    01/01/06      6.125     9,179,193
       6,275    North Carolina Municipal Power Agency,
                  (No. 1 Catawba Electric Revenue,
                  Refunding, Series B)..................       RB      Baa1/BBB+    01/01/07      6.250     6,531,898
                                                                                                         ------------
                    TOTAL NORTH CAROLINA................                                                   15,711,091
                                                                                                         ------------

NORTH DAKOTA (1.4%)
      11,280    North Dakota Housing Finance Agency,
                  (Mortgage Revenue, Refunding,
                  Series C, due 01/01/31)...............       RB       Aa3/NR      07/01/10(a)   5.550    11,280,113
                                                                                                         ------------
</TABLE>

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

                                                                              27
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
JULY 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 PRINCIPAL                                                SECURITY     MOODY'S/
   AMOUNT                                                   TYPE       S&P RATING   MATURITY
(IN THOUSANDS)           SECURITY DESCRIPTION             (UNAUDITED)  (UNAUDITED)    DATE       RATE      VALUE
--------------  ----------------------------------------  -----------  -----------  -----------  ------  ------------
<C>             <S>                                       <C>          <C>          <C>          <C>     <C>
OHIO (2.8%)
 $    10,000    Ohio State, (Highway Capital
                  Improvements, Series E)...............       GO       Aa1/AAA     05/01/04      5.250% $ 10,234,300
       8,000    Ohio Turnpike Commission, (Prerefunded,
                  Series A), MBIA Insured...............       RB       Aaa/AAA     02/15/26      5.500     8,436,240
       2,795    Ohio Water Development Authority,
                  (Escrowed to Maturity, Refunding, due
                  12/01/10).............................       RB       Aaa/AAA     12/01/00(a)   9.375     3,347,012
                                                                                                         ------------
                    TOTAL OHIO..........................                                                   22,017,552
                                                                                                         ------------

PENNSYLVANIA (1.4%)
         970    Pennsylvania Higher Education Assistance
                  Agency, (Student Loan Revenue,
                  Refunding, Series A), FGIC Insured....       RB       Aaa/AAA     12/01/00      6.800       977,517
       1,310    Pennsylvania Higher Education Facilities
                  Authority, (College & University
                  Revenue, University of Pennsylvania,
                  Refunding, Series A)..................       RB        A1/AA      09/01/02      6.500     1,362,151
       2,800    Pennsylvania Higher Education Facilities
                  Authority, (Health Services Revenue,
                  University of Pennsylvania Health
                  Services, Refunding, Series A)........       RB        A3/A       01/01/06      6.000     2,763,600
       1,500    Pennsylvania, (2nd Series A,
                  Prerefunded), MBIA Insured............       GO       Aaa/AAA     11/01/04      6.500     1,558,365
       4,250    Philadelphia Authority for Industrial
                  Development, (Academy of Natural
                  Sciences).............................       PP        NR/NR      01/01/18      4.750     4,246,047
                                                                                                         ------------
                    TOTAL PENNSYLVANIA..................                                                   10,907,680
                                                                                                         ------------

PUERTO RICO (0.7%)
       5,000    Puerto Rico Municipal Finance Agency,
                  (Refunding, Series B).................       GO       Baa1/A-     08/01/02      5.500     5,097,200
                                                                                                         ------------
</TABLE>

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

28
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
JULY 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 PRINCIPAL                                                SECURITY     MOODY'S/
   AMOUNT                                                   TYPE       S&P RATING   MATURITY
(IN THOUSANDS)           SECURITY DESCRIPTION             (UNAUDITED)  (UNAUDITED)    DATE       RATE      VALUE
--------------  ----------------------------------------  -----------  -----------  -----------  ------  ------------
<C>             <S>                                       <C>          <C>          <C>          <C>     <C>
SOUTH CAROLINA (5.9%)
 $     1,000    Piedmont Municipal Power Agency,
                  (Electric Revenue, Escrowed to
                  Maturity, Refunding), MBIA Insured....       RB       Aaa/AAA     01/01/08      6.200% $  1,088,990
      15,000    Piedmont Municipal Power Agency,
                  (Electric Revenue, Refunding), FGIC
                  Insured...............................       RB       Aaa/AAA     01/01/20      6.750    17,141,700
       5,500    South Carolina Economic Development
                  Authority, (Hospital Facilities
                  Revenue, Palmetto Health Alliance,
                  Series A).............................       RB      Baa1/BBB     12/15/10      7.000     5,628,205
       3,000    South Carolina Economic Development
                  Authority, (Hospital Facilities
                  Revenue, Palmetto Health Alliance,
                  Series A, due 12/15/15)...............       RB      Baa1/BBB     12/15/10(a)   7.125     3,057,720
       7,000    South Carolina Public Service Authority,
                  (Santee Cooper, Prerefunded Series D
                  due 07/01/31).........................       RB       Aaa/AAA     07/01/02(a)   6.625     7,408,310
       5,385    South Carolina, (Capital Improvement,
                  Series A).............................       GO       Aaa/AAA     10/01/09      5.500     5,654,681
       5,655    South Carolina, (Capital Improvement,
                  Series A, due 10/01/10)...............       GO       Aaa/AAA     10/01/09(a)   5.500     5,944,310
                                                                                                         ------------
                    TOTAL SOUTH CAROLINA................                                                   45,923,916
                                                                                                         ------------

TENNESSEE (1.2%)
       3,320    Knox County, (Public Improvement, due
                  05/01/12).............................       GO       Aa2/AA      05/01/08(a)   6.000     3,520,661
       3,500    Knox County, (Public Improvement, due
                  05/01/13).............................       GO       Aa2/AA      05/01/08(a)   6.000     3,695,440
       2,310    Shelby County, (School Board,
                  Prerefunded)..........................       GO       Aa3/AA+     03/01/14      5.900     2,381,956
                                                                                                         ------------
                    TOTAL TENNESSEE.....................                                                    9,598,057
                                                                                                         ------------

TEXAS (9.8%)
       1,500    Austin Utilities System, (Escrowed to
                  Maturity, due 10/01/01)...............       RB       Aaa/AAA     10/01/00(a)   6.500     1,534,650
       6,920    Austin Utilities System, (Refunding,
                  Series A), FSA Insured................       RB       Aaa/AAA     11/15/03      5.750     7,152,996
</TABLE>

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

                                                                              29
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
JULY 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 PRINCIPAL                                                SECURITY     MOODY'S/
   AMOUNT                                                   TYPE       S&P RATING   MATURITY
(IN THOUSANDS)           SECURITY DESCRIPTION             (UNAUDITED)  (UNAUDITED)    DATE       RATE      VALUE
--------------  ----------------------------------------  -----------  -----------  -----------  ------  ------------
<C>             <S>                                       <C>          <C>          <C>          <C>     <C>
TEXAS (CONTINUED)
 $     4,040    Austin, (Public Improvement, due
                  09/01/12).............................       GO       Aa2/AA      09/01/09(a)   5.750% $  4,205,802
       4,500    Austin, (Public Improvement, due
                  09/01/14).............................       GO       Aa2/AA      09/01/09(a)   5.750     4,625,505
      10,000    Brazos River Authority, (Pollution
                  Control Revenue, Refunding, Texas
                  Utilities Electric Co., Series A, due
                  04/01/33).............................       RB       A3/BBB+     04/01/01(a)   5.000    10,028,700
       2,260    Corpus Christi Independent School
                  District, (Refunding), PSFG Insured...       GO       Aaa/AAA     08/15/05      6.000     2,388,504
       1,305    Dallas County Flood Control District #1,
                  (Prerefunded).........................       GO       Aaa/NR      04/01/10      9.250     1,562,085
       1,650    El Paso Independent School District,
                  (Prerefunded), PSFG Insured...........       GO       Aaa/AAA     07/01/03      6.550     1,682,290
       5,000    Humble Independent School District, Zero
                  Coupon, (Compensation Interest,
                  Refunding), PSFG Insured..............       GO       Aaa/AAA     02/15/16      0.000     2,082,200
       5,880    Humble Independent School District, Zero
                  Coupon, (Compensation Interest,
                  Refunding), PSFG Insured..............       GO       Aaa/AAA     02/15/17      0.000     2,292,142
       3,805    Lewisville Independent School District,
                  (Refunding), PSFG Insured.............       GO       Aaa/NR      08/15/03      6.000     3,949,780
      10,000    Lower Colorado River Authority,
                  (Refunding, Series B, due 05/15/10),
                  FSA Insured...........................       RB       Aaa/AAA     05/15/09(a)   6.000    10,784,900
       7,000    Texas Water Development Board,
                  (Revolving Fund, Sr. Lien, Series B,
                  due 07/15/12).........................       RB       Aa1/AAA     01/15/10(a)   5.750     7,312,830
      10,000    Texas, (Prerefunded, Series C)..........       GO        NR/AA      04/01/20      5.500    10,351,600
       4,000    Texas, (Public Finance Authority,
                  Refunding, Series B)..................       GO       Aa1/AA      10/01/03      6.000     4,168,680
       2,500    University of Texas, (Permanent
                  University Fund, Refunding)...........       RB       Aaa/AAA     07/01/01      6.300     2,544,100
                                                                                                         ------------
                    TOTAL TEXAS.........................                                                   76,666,764
                                                                                                         ------------
</TABLE>

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

30
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
JULY 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 PRINCIPAL                                                SECURITY     MOODY'S/
   AMOUNT                                                   TYPE       S&P RATING   MATURITY
(IN THOUSANDS)           SECURITY DESCRIPTION             (UNAUDITED)  (UNAUDITED)    DATE       RATE      VALUE
--------------  ----------------------------------------  -----------  -----------  -----------  ------  ------------
<C>             <S>                                       <C>          <C>          <C>          <C>     <C>
UTAH (2.0%)
 $     4,155    Intermountain Power Agency, (Power
                  Supply Revenue, Refunding, Series C),
                  MBIA Insured..........................       RB       Aaa/AAA     07/01/01      6.000% $  4,213,544
       6,645    Intermountain Power Agency, (Power
                  Supply Revenue, Refunding, Series C),
                  MBIA Insured..........................       RB       Aaa/AAA     07/01/02      6.000     6,816,707
       4,180    Jordan School District, (Refunding, due
                  06/15/06).............................       GO       Aa3/NR      06/15/03(a)   6.050     4,336,207
                                                                                                         ------------
                    TOTAL UTAH..........................                                                   15,366,458
                                                                                                         ------------

VIRGINIA (5.6%)
      13,390    Fairfax County, (Economic Development
                  Authority Resource Recovery Revenue,
                  Refunding, Series A), AMBAC Insured...       RB       NR/AAA      02/01/04      5.700    13,816,873
       2,730    Fairfax County, (Water Authority
                  Revenue, Prerefunded due 04/01/22)....       RB       Aaa/AAA     04/01/07(a)   6.000     2,972,479
       3,650    Loudoun County, (Public Improvement,
                  Series B).............................       GO       Aa1/AA      01/01/04      5.125     3,712,013
       3,650    Loudoun County, (Public Improvement,
                  Series B).............................       GO       Aa1/AA      01/01/05      5.125     3,719,533
       3,650    Loudoun County, (Public Improvement,
                  Series B).............................       GO       Aa1/AA      01/01/06      5.250     3,747,236
       3,665    Metropolitan Airport Washington D.C.
                  Authority, (General Airport Revenue,
                  Series A, due 10/01/10), FGIC
                  Insured...............................       RB       Aaa/AAA     10/01/00(a)   7.250     3,751,347
       5,000    Virginia College Building Authority,
                  (Educational Facilities Revenue, 21st
                  Century College Program)..............       RB       Aa1/AA+     02/01/03      5.750     5,138,800
       2,000    Virginia Public School Authority,
                  (Prerefunded, Series A)...............       RB       Aa1/AA      08/01/04      6.500     2,081,120
       5,000    Virginia Public School Authority,
                  (Refunding)...........................       RB       Aa1/AA      01/01/02      6.000     5,106,000
                                                                                                         ------------
                    TOTAL VIRGINIA......................                                                   44,045,401
                                                                                                         ------------
</TABLE>

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

                                                                              31
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
JULY 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 PRINCIPAL                                                SECURITY     MOODY'S/
   AMOUNT                                                   TYPE       S&P RATING   MATURITY
(IN THOUSANDS)           SECURITY DESCRIPTION             (UNAUDITED)  (UNAUDITED)    DATE       RATE      VALUE
--------------  ----------------------------------------  -----------  -----------  -----------  ------  ------------
<C>             <S>                                       <C>          <C>          <C>          <C>     <C>
WASHINGTON (5.0%)
 $     7,215    Clark County, (Industrial Revenue Bond,
                  Camas Power Boiler Ltd. Solid Waste
                  Disposal Project, Series A, due
                  08/01/07), LOC Landesbank Hessen......       RB       Aaa/NR      08/01/02(a)   4.650% $  7,159,661
       2,995    Grant County Public Utility
                  District #2, (Priest Rapids
                  Hydroelectric Revenue, Refunding, 2nd
                  Series C, due 01/01/13), AMBAC
                  Insured...............................       RB       Aaa/AAA     01/01/07(a)   6.000     3,136,843
       1,315    Grant County Public Utility
                  District #2, (Wanapum Hydroelectric
                  Revenue, Refunding, 2nd Series C, due
                  01/01/13), AMBAC Insured..............       RB       Aaa/AAA     01/01/07(a)   6.000     1,373,623
       1,555    King & Snohomish Counties School
                  District # 417, (due 12/01/02), FGIC
                  Insured...............................       GO       Aaa/AAA     12/01/00      6.600     1,564,890
         605    King County, (Escrowed to Maturity,
                  Prerefunded, Series B)................       GO       Aa1/AA+     01/01/01      6.700       610,602
       5,750    King County, (Unrefunded Balance,
                  Series B).............................       GO       Aa1/AA+     01/01/01      6.700     5,805,143
       1,000    Pierce County School District #320,
                  (Prerefunded due 12/01/02), MBIA-IBC
                  Insured...............................       GO       Aaa/AAA     12/01/01(a)   6.600     1,027,600
       1,250    Snohomish County School District #2,
                  (Refunding, Series A, due 12/01/02),
                  MBIA-IBC Insured......................       GO       Aaa/AAA     06/01/01(a)   6.700     1,271,175
       2,000    Washington Public Power Supply System,
                  (Nuclear Project #2, Refunding,
                  Series A).............................       RB       Aa1/AA-     07/01/06      7.250     2,227,380
       5,265    Washington Public Power Supply System,
                  (Nuclear Project #2, Refunding,
                  Series A).............................       RB       Aa1/AA-     07/01/01      6.300     5,348,398
       2,000    Washington Public Power Supply System,
                  (Nuclear Project #2, Refunding,
                  Series C, due 07/01/01), FGIC
                  Insured...............................       RB       Aaa/AAA     01/01/01(a)   7.000     2,043,140
       1,500    Washington Public Power Supply System,
                  (Nuclear Project #2, Refunding,
                  Series C, due 07/01/02)...............       RB       Aa1/AA-     01/01/01(a)   7.500     1,546,500
</TABLE>

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

32
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
JULY 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 PRINCIPAL                                                SECURITY     MOODY'S/
   AMOUNT                                                   TYPE       S&P RATING   MATURITY
(IN THOUSANDS)           SECURITY DESCRIPTION             (UNAUDITED)  (UNAUDITED)    DATE       RATE      VALUE
--------------  ----------------------------------------  -----------  -----------  -----------  ------  ------------
<C>             <S>                                       <C>          <C>          <C>          <C>     <C>
WASHINGTON (CONTINUED)
 $     1,750    Washington, (Refunding, Series R-92-A,
                  due 09/01/02).........................       GO       Aa1/AA+     09/01/01(a)   6.300% $  1,799,193
       4,000    Washington, (Series B & AT-7)...........       GO       Aa1/AA+     06/01/17      6.400     4,413,960
                                                                                                         ------------
                    TOTAL WASHINGTON....................                                                   39,328,108
                                                                                                         ------------

WISCONSIN (1.5%)
       6,250    Wisconsin Health & Educational
                  Facilities............................       PP        NR/NR      05/01/19      5.950     5,889,063
       6,250    Wisconsin Health & Educational
                  Facilities............................       PP        NR/NR      05/01/14      5.700     6,006,125
                                                                                                         ------------
                    TOTAL WISCONSIN.....................                                                   11,895,188
                                                                                                         ------------
                    TOTAL LONG TERM INVESTMENTS (COST $754,481,750)....................................   769,317,980
                                                                                                         ------------
SHORT-TERM INVESTMENTS (3.2%)
OTHER INVESTMENT COMPANIES (3.2%)
<CAPTION>
   SHARES
--------------
<C>             <S>                                       <C>          <C>          <C>          <C>     <C>
  25,177,479    J.P. Morgan Institutional Tax Exempt Money Market Fund* (cost $25,177,479).............    25,177,479
                                                                                                         ------------
                TOTAL INVESTMENTS (COST $779,659,229) (101.3%).........................................   794,495,459
                LIABILITIES IN EXCESS OF OTHER ASSETS (-1.3%)..........................................   (10,572,277)
                                                                                                         ------------
                NET ASSETS (100.0%)....................................................................  $783,923,182
                                                                                                         ============
</TABLE>

------------------------------
Note: Based on the cost of investments of $779,659,229 for federal income tax
purposes at July 31, 2000 the aggregate gross unrealized appreciation and
depreciation was $15,705,322 and $869,092 respectively, resulting in net
unrealized appreciation of investments of $14,836,230.

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

AMBAC - Ambac Indemnity Corp., FGIC - Financial Guaranty Insurance Co., FSA -
Financial Securities Assurance, GO - General Obligation, IBC - IBC Financial
Data, Inc., LOC - Letter of Credit, MBIA - Municipal Bond Assurance Corp., NR -
Not Rated, PP - Private Placement, PSFG - Permanent School Fund Guarantee, RB -
Revenue Bond

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

* Money market mutual fund registered under the Investment Company Act of 1940,
as amended, and advised by J.P. Morgan Investment Management, Inc.

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

                                                                              33
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
STATEMENT OF ASSETS AND LIABILITIES
JULY 31, 2000
--------------------------------------------------------------------------------

<TABLE>
<S>                                                <C>
ASSETS
Investments at Value (Cost $779,659,229 )          $794,495,459
Interest Receivable                                   9,548,091
Prepaid Trustees' Fees                                    3,273
Prepaid Expenses and Other Assets                        93,876
                                                   ------------
    Total Assets                                    804,140,699
                                                   ------------
LIABILITIES
Payable to Custodian                                     10,726
Payable for Investments Purchased                    19,883,269
Advisory Fee Payable                                    196,848
Administrative Services Fee Payable                      15,888
Administration Fee Payable                                  343
Fund Services Fee Payable                                   676
Accrued Expenses                                        109,767
                                                   ------------
    Total Liabilities                                20,217,517
                                                   ------------
NET ASSETS
Applicable to Investors' Beneficial Interests      $783,923,182
                                                   ============
</TABLE>

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

34
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
STATEMENT OF OPERATIONS
FOR THE FISCAL YEAR ENDED JULY 31, 2000
--------------------------------------------------------------------------------

<TABLE>
<S>                                                <C>         <C>
INVESTMENT INCOME
Interest Income                                                $ 40,506,238
EXPENSES
Advisory Fee                                       $2,344,217
Custodian Fees and Expenses                           195,879
Administrative Services Fee                           194,913
Professional Fees and Expenses                         47,183
Fund Services Fee                                      12,760
Trustees' Fees and Expenses                             9,104
Administration Fee                                      5,677
Miscellaneous                                          11,522
                                                   ----------
    Total Expenses                                                2,821,255
                                                               ------------
NET INVESTMENT INCOME                                            37,684,983
NET REALIZED LOSS ON INVESTMENTS                                (13,494,852)
NET CHANGE IN UNREALIZED APPRECIATION OF
  INVESTMENTS                                                     6,100,102
                                                               ------------
NET INCREASE IN NET ASSETS RESULTING FROM
  OPERATIONS                                                   $ 30,290,233
                                                               ============
</TABLE>

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

                                                                              35
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
STATEMENT OF CHANGES IN NET ASSETS
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                   FOR THE FISCAL  FOR THE ELEVEN  FOR THE FISCAL
                                                     YEAR ENDED     MONTHS ENDED     YEAR ENDED
                                                   JULY 31, 2000   JULY 31, 1999   AUGUST 31, 1998
                                                   --------------  --------------  ---------------
<S>                                                <C>             <C>             <C>
INCREASE (DECREASE) IN NET ASSETS
FROM OPERATIONS
Net Investment Income                              $  37,684,983   $  34,387,277   $   31,583,373
Net Realized (Loss) Gain on Investments              (13,494,852)      4,500,130          680,094
Net Change in Unrealized Appreciation
  (Depreciation) of Investments                        6,100,102     (30,158,895)      15,917,500
                                                   -------------   -------------   --------------
    Net Increase in Net Assets Resulting from
      Operations                                      30,290,233       8,728,512       48,180,967
                                                   -------------   -------------   --------------
TRANSACTIONS IN INVESTORS' BENEFICIAL INTERESTS
Contributions                                        318,241,114     417,545,311      337,310,680
Withdrawals                                         (386,477,921)   (361,383,038)    (232,110,590)
                                                   -------------   -------------   --------------
    Net (Decrease) Increase from Investors'
      Transactions                                   (68,236,807)     56,162,273      105,200,090
                                                   -------------   -------------   --------------
    Total (Decrease) Increase in Net Assets          (37,946,574)     64,890,785      153,381,057
NET ASSETS
Beginning of Period                                  821,869,756     756,978,971      603,597,914
                                                   -------------   -------------   --------------
End of Period                                      $ 783,923,182   $ 821,869,756   $  756,978,971
                                                   =============   =============   ==============
</TABLE>

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

<TABLE>
<CAPTION>
                                                                     FOR THE FISCAL YEAR ENDED
                                FOR THE FISCAL    FOR THE ELEVEN             AUGUST 31,
                                  YEAR ENDED       MONTHS ENDED     ----------------------------
                                JULY 31, 2000     JULY 31, 1999     1998    1997    1996    1995
                                --------------    --------------    ----    ----    ----    ----
<S>                             <C>               <C>               <C>     <C>     <C>     <C>
RATIOS TO AVERAGE NET ASSETS
  Net Expenses                           0.36%            0.37%(a)  0.37%   0.38%   0.38%   0.42%
  Net Investment Income                  4.78%            4.49%(a)  4.70%   4.93%   4.92%   5.15%
Portfolio Turnover                         84%              29%(b)    16%     25%     25%     47%
</TABLE>

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

(b) Not Annualized.

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

36
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
NOTES TO FINANCIAL STATEMENTS
JULY 31, 2000
--------------------------------------------------------------------------------

1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

The Tax Exempt Bond Portfolio (the "portfolio") is registered under the
Investment Company Act of 1940, as amended, as a diversified, open-end
management investment company which was organized as a trust under the laws of
the State of New York on January 29, 1993. The portfolio commenced operations on
July 12, 1993. The portfolio's investment objective is to provide a high level
of current income that is exempt from federal income tax consistent with
moderate risk of capital. The Declaration of Trust permits the trustees to issue
an unlimited number of beneficial interests in the portfolio. At a meeting on
November 12, 1998, the trustees elected to change the portfolio's fiscal year
from August 31 to July 31.

The preparation of financial statements in accordance with accounting principles
generally accepted in the United States 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 portfolio values securities that are listed on an exchange using
      prices supplied daily by an independent pricing service that are based on
      the last traded price on a national securities exchange or in the absence
      of recorded trades, at the readily available bid price on such exchange,
      if such exchange or market constitutes the broadest and most
      representative market for the security. Independent pricing service
      procedures may also include the use of prices based on yields or prices of
      securities of comparable quality, coupon, maturity and type, indications
      as to values from dealers, operating data, and general market conditions.
      Unlisted securities are valued at the quoted bid price in the over-the-
      counter market provided by a principal market maker or dealer. If prices
      are not supplied by the portfolio's independent pricing service or
      principal market maker or dealer, such securities are priced using fair
      values in accordance with procedures adopted by the portfolio's trustees.
      All short-term securities with a remaining maturity of sixty days or less
      are valued using the amortized cost method.

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

   c) The portfolio 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. The cost of securities is substantially the
      same for book and tax purposes.

2. TRANSACTIONS WITH AFFILIATES

   a) The portfolio has an Investment Advisory Agreement with J.P. Morgan
      Investment Management Inc. ("JPMIM"), an affiliate of 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 JPMIM at an annual rate of 0.30% of the
      portfolio's average daily net assets. For the fiscal year ended July 31,
      2000, such fees amounted to $2,365,565.

                                                                              37
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
JULY 31, 2000
--------------------------------------------------------------------------------

      The portfolio may invest in one or more affiliated money market funds:
      J.P. Morgan Institutional Prime Money Market Fund, J.P. Morgan
      Institutional Tax Exempt Money Market Fund, J.P. Morgan Institutional
      Federal Money Market Fund and J.P. Morgan Institutional Treasury Money
      Market Fund. The Advisor has agreed to reimburse its advisory fee from the
      portfolio in an amount to offset any doubling of investment advisory,
      shareholder servicing, and administrative services fees. For the fiscal
      year ended July 31 ,2000, J.P. Morgan has agreed to reimburse the
      portfolio $21,348 under this agreement. Interest income included in the
      Statement of Operations for the year ended July 31, 2000 includes $269,024
      of interest income from investment in affiliated Money Market Funds.

   b) The trust on behalf of 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 portfolio's 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 July 31, 2000, the fee for these services
      amounted to $5,677.

   c) The trust on behalf of 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 July 31, 2000, the fee
      for these services amounted to $194,913.

   d) The trust on behalf of 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. For the fiscal year ended July 31, 2000, the portfolio's allocated
      portion of Group's costs in performing its services amounted to $12,760.

   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

38
<PAGE>
THE TAX EXEMPT BOND PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
JULY 31, 2000
--------------------------------------------------------------------------------
      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 $2,400 for the fiscal year ended July 31,
      2000.

3. INVESTMENT TRANSACTIONS

Investments transactions (excluding short-term investments) for the fiscal year
ended July 31, 2000 were as follows:

<TABLE>
<CAPTION>
COST OF              PROCEEDS
PURCHASES           FROM SALES
---------          ------------
<S>                <C>
    $644,817,931   $656,683,081
</TABLE>

4. CREDIT AGREEMENT

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

                                                                              39
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS

To the Trustees and Investors of
The Tax Exempt Bond Portfolio

In our opinion, the accompanying statement of assets and liabilities, including
the schedule of investments, and the related statements of operations and of
changes in net assets and the supplementary data present fairly, in all material
respects, the financial position of The Tax Exempt Bond Portfolio (the
"portfolio") at July 31, 2000, the results of its operations for the year then
ended, and the changes in its net assets for the year then ended, for the eleven
months ended July 31, 1999 and for the year ended August 31, 1998 and the
supplementary data for the year then ended, for the eleven months ended July 31,
1999 and for the four years ended August 31, 1998, in conformity with accounting
principles generally accepted in the United States. 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 auditing standards
generally accepted in the United States, 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 July 31,
2000 by correspondence with the custodian and brokers, provide a reasonable
basis for the opinion expressed above.

PricewaterhouseCoopers LLP
New York, New York
September 15, 2000

40
<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.
IMAR 206

J.P. MORGAN TAX EXEMPT BOND FUND

ANNUAL REPORT
JULY 31, 2000




© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission