<PAGE>
- ------------------
ANNUAL
- ------------------
REPORT
- ------------------
MONEY
- ------------------
MARKET
- ------------------
FUNDS
- ------------------
California Tax-Free
Money Market
Mutual Fund
Government
Money Market
Mutual Fund
Money Market
Mutual Fund
National Tax-Free
Money Market
Mutual Fund
Treasury
Money Market
Mutual Fund
MARCH 31, 1998
<PAGE>
TABLE OF CONTENTS
LETTER TO SHAREHOLDERS 1
INVESTMENT ADVISER Q & A
California Tax-Free Money Market Mutual Fund -- Class A 3
National Tax-Free Money Market Mutual Fund -- Class A 3
Government Money Market Mutual Fund -- Class A 6
Money Market Mutual Fund -- Class A 6
Treasury Money Market Mutual Fund -- Class A 6
PORTFOLIOS OF INVESTMENTS
California Tax-Free Money Market Mutual Fund 8
Government Money Market Mutual Fund 23
Money Market Mutual Fund 25
National Tax-Free Money Market Mutual Fund 30
Treasury Money Market Mutual Fund 34
STAGECOACH FUNDS
Statement of Assets and Liabilities 36
Statement of Operations 38
Statements of Changes in Net Assets 40
Financial Highlights 44
Notes to Financial Statements 52
Independent Auditors' Report 67
PROXY VOTING RESULTS 69
LIST OF ABBREVIATIONS 70
STAGECOACH FUNDS:
--------------------------------------------------------------------------
- - ARE NOT FDIC INSURED
- - ARE NOT GUARANTEED BY WELLS FARGO BANK [NO FDIC]
- - ARE NOT DEPOSITS OR OBLIGATIONS OF WELLS FARGO
BANK
- - INVOLVE INVESTMENT RISK, INCLUDING POSSIBLE LOSS
OF PRINCIPAL
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i
<PAGE>
THIS PAGE IS INTENTIONALLY LEFT BLANK --
- ---------------------
ii
<PAGE>
LETTER TO SHAREHOLDERS
- ------------------
TO OUR SHAREHOLDERS:
Thank you for your investment with the Stagecoach Funds.
The Annual and Semi-Annual Reports provide us with an opportunity to speak
directly to you. This year, we are pleased to announce strong returns in the
investment markets and a continued commitment to improving the Stagecoach Funds
to better serve you.
A review of three key indexes shows that returns for the period from April 1,
1997 through March 31, 1998 have been strong. Equities, as measured by the S&P
500 Index, returned 47.96%. Bonds, as measured by the Lehman Brothers Long
Government Bond Index, returned 20.71%. Money market funds, as measured by the
IBC/Donoghue Money Market Average, returned 4.89%.
Among the key drivers of these returns were strong corporate earnings, high
investor confidence and a positive inflation picture. The Federal Open Market
Committee of the Federal Reserve Board raised the federal funds target rate by
0.25% before the beginning of the reporting period. This was interpreted by
investors as a sign that the Fed was going to remain vigilant against inflation,
and long-term interest rates declined as a result, boosting the bond market. The
U.S. economy had been growing at a steady pace and inflationary pressures have
remained in check.
There is no guarantee that this positive environment will continue unabated,
although we remain optimistic about the long-term investment picture. We believe
that an understanding of the historical returns for the various asset classes,
as well as a realistic appraisal of the risks involved in investing, can help
you earn the financial growth you need to meet your goals. We are confident that
a carefully considered long-term plan can help you through short-term
uncertainty.
Our goal is to present a Family of Funds able to meet the increasingly
sophisticated needs of our investors. We are committed to reviewing the
investment options we offer shareholders. Stagecoach Funds has introduced the
Corporate Bond Fund and the Strategic Income Fund. We have also proposed the
consolidation of two Funds with similar investment objectives, the Intermediate
Bond and the Short-Intermediate U.S. Government Income Funds. These changes
follow the consolidation of the Overland Express and Stagecoach Fund families
and the introduction of our new "Plain English" prospectus and represent part of
our ongoing effort to meet your needs.
---------------------
1
<PAGE>
LETTER TO SHAREHOLDERS
The following pages provide commentary from the Portfolio Managers designed to
give you a clearer understanding of the returns earned over the period, the
investment policies pursued and what you can expect from your Funds. Please
discuss any questions you may have with your financial consultant.
We look forward to learning how we can better serve you in the future.
STAGECOACH FUNDS
MAY 1998
THE "S&P 500 INDEX" IS A TRADEMARK OF STANDARD AND POOR'S CORPORATION. THE S&P
500 INDEX IS AN UNMANAGED INDEX OF 500 WIDELY HELD COMMON STOCKS REPRESENTING,
AMONG OTHERS, INDUSTRIAL, FINANCIAL, UTILITY AND TRANSPORTATION COMPANIES LISTED
OR TRADED ON NATIONAL EXCHANGES OR OVER-THE-COUNTER MARKETS. THE LEHMAN BROTHERS
LONG GOVERNMENT BOND INDEX IS AN UNMANAGED INDEX COMPOSED OF U.S. TREASURY BONDS
WITH 20-YEAR OR LONGER MATURITIES. THE IBC/DONOGHUE MONEY MARKET AVERAGE IS AN
AVERAGE OF 700 TAXABLE MONEY MARKET FUNDS.
- ---------------------
2
<PAGE>
STAGECOACH MONEY MARKET MUTUAL FUNDS
- --------------------
INVESTMENT ADVISER Q&A
CALIFORNIA TAX-FREE MONEY MARKET MUTUAL FUND -- CLASS A
NATIONAL TAX-FREE MONEY MARKET MUTUAL FUND -- CLASS A
WHAT WERE THE SEVEN-DAY YIELDS AS OF MARCH 31, 1998?
The seven-day yield for the California Tax-Free Money Market Mutual Fund as of
March 31, 1998 was 2.78%. The seven-day yield for the National Tax-Free Money
Market Mutual Fund as of March 31, 1998 was 2.73%.
THE FEDERAL RESERVE BOARD RAISED THE FEDERAL FUNDS TARGET RATE BEFORE THE
BEGINNING OF THE PERIOD AND HAS KEPT IT STEADY SINCE THEN. HOW DID THIS AFFECT
THE FUNDS?
While changes in the federal funds target rate do have some influence on the
Funds, tax-exempt money markets are not as directly influenced by Fed policy as
taxable money markets instruments. The tax-exempt money market is very seasonal
in nature and is driven by cash flows into and out of money market funds. For
instance, in April there usually is a gathering of cash in money market funds
which is then dispersed over the first two weeks as people pay their taxes. The
demand for extremely short-term instruments creates pressure on the supply,
causing yields to spike. By the second or third week of May, yields usually come
back down. This is a very consistent pattern that is repeated year after year.
There is a similar effect around June 30 when a large number of notes mature in
a two-day period. That brings a great deal of cash into the market. There is a
new phenomenon appearing in September when money market redemptions increase as
parents pay for school tuition. Fed action on interest rates can have an impact,
of course, but it needs to be more extreme to have a pronounced effect. For
example, in the last quarter of 1994 the Fed tightened rates by about 1.50% in a
short period. That extreme action certainly affected tax-free money market
yields. But in March 1997, the Fed tightened the federal funds target rate by
only 0.25%, so the impact on tax-exempt money market yields was much less
significant.
DO GENERAL ECONOMIC TRENDS AFFECT YIELDS?
If you step behind the scenes of the money market and see what drives the cash
flows, you will find that confidence in the economy helps drive yields. There is
also a "wealth effect." As people reach higher tax brackets, they seek out tax-
exempt vehicles.
WHAT DO YOU LOOK FOR WHEN BUYING HOLDINGS FOR THE FUNDS?
We have very rigid investment parameters. Our primary focus is to provide a high
level of liquidity, and since outflows can be unpredictable, we try to maintain
5% to 7% of assets in extremely liquid instruments. We use "daily floaters" for
this purpose, which are the most liquid
---------------------
3
<PAGE>
STAGECOACH MONEY MARKET MUTUAL FUNDS
money market security in the tax-exempt sector. Their coupon resets on a daily
basis based on supply and demand, they sell for face value, they settle for cash
and there is a continuous market for them.
We also seek to maintain a high degree of quality. We buy top-tier credits or
credits enhanced by top-tier banks and insurance companies. "Enhanced" means
backed by an irrevocable letter of credit (LOC) issued by a bank. The bank
handles all the debt service and guarantees payment of the debt to the holder.
If the issuer defaults, that's between the bank and the issuer, not the issuer
and the holder. What we are really buying with an enhanced credit is the LOC
exposure. Until recently, nearly two-thirds of LOC writers for municipal credits
were Japanese banks. Since the Asian crisis, considerable credit deterioration
has taken place and many Japanese banks have been put on credit watch.
Consequently, we have sold many credits backed by Japanese banks. We gave up
yield to avoid risks we believed were too high.
COMPARE CALIFORNIA'S MUNICIPAL MARKET WITH THE REST OF THE COUNTRY'S.
California has the tenth largest economy in the world. It is a high-tax state
with a high number of wealthy people. There is always a fairly strong demand for
California paper. There are times when there is a shortage of California paper
compared to national paper. Usually, California paper is traded up to 0.10%
higher than comparable national paper, but the extra expense is worth it for
California investors seeking double tax-free benefits.
DOES THE NATIONAL TAX-FREE MONEY MARKET MUTUAL FUND EVER BUY CALIFORNIA PAPER?
At times, it will. Recently, it has been difficult to find enough daily paper in
the national markets, so we have purchased California daily resets for the
National Tax-Free Money Market Mutual Fund. The spread has narrowed so that the
California paper is only about 0.05% higher in yield. We believe that the
benefits of being fully invested overnight outweigh paying for the higher yield.
IS THE MUNICIPAL MONEY MARKET EFFICIENT OR DO DISPARITIES IN PRICE OCCUR BETWEEN
SIMILAR SECURITIES?
We believe the market is very effectively priced. All the major wirehouses
process municipal paper and they all monitor the prices at which others are
buying and selling it. As a practical matter, the need to stay invested, remain
liquid and manage cash flows limits a fund manager's ability to pick and choose
investments. You would not want to have uninvested assets simply because you
were holding out for an investment that might provide a single extra basis point
in yield. At times, however, certain types of instruments are a bit out of
favor. For example, at tax time, most fund managers are looking for short-term
investments for liquidity. This might make some longer-term instruments, such as
weekly resets or notes, more attractively priced as sellers try to entice
buyers.
- ---------------------
4
<PAGE>
STAGECOACH MONEY MARKET MUTUAL FUNDS
When this occurs, it may provide an opportunity to expand core holdings to push
up yields as long as there is sufficient liquidity for cash flows. A manager
needs a good gauge on expected outflows to achieve a balance between yield and
liquidity needs.
IS THERE ANYTHING YOU WANT TO SAY TO THE SHAREHOLDERS SO THAT THEY UNDERSTAND
THEIR INVESTMENT BETTER?
Yes. It is easy to compare yields between money market funds, but it is less
easy to compare relative quality. We sell paper that we feel no longer meets our
Fund's high quality standards. However, every time we sell such paper, there is
a buyer willing to add it to his or her portfolio. We work hard to maintain the
liquidity and credit quality shareholders deserve in a money market fund.
---------------------
5
<PAGE>
STAGECOACH MONEY MARKET MUTUAL FUNDS
- --------------------
INVESTMENT ADVISER Q&A
GOVERNMENT MONEY MARKET MUTUAL FUND -- CLASS A
MONEY MARKET MUTUAL FUND -- CLASS A
TREASURY MONEY MARKET MUTUAL FUND -- CLASS A
WHAT WERE THE SEVEN-DAY YIELDS AS OF MARCH 31, 1998?
The seven-day yield for the Government Money Market Mutual Fund was 4.87% as of
March 31, 1998. For the same date, the seven-day yields for the Money Market
Mutual Fund and the Treasury Money Market Mutual Fund were both 4.93%.
WHAT WERE SOME OF THE IMPORTANT FACTORS SHAPING RETURNS?
One key factor was the positive economy -- low inflation, plentiful jobs, and
good wage growth. Prior to the beginning of the period, the Federal Reserve
Board saw signs of inflationary pressure building and raised the federal funds
target rate to relieve this pressure. Taxable money market rates are very
sensitive to Fed policy. Securities which mature in one year or less tend to
react to and anticipate Fed policy. Longer-term securities, on the other hand,
tend to be influenced by inflation expectations. The only really negative news
was the Asian currency crisis, and any long-term effects it may have remain to
be seen.
HOW DID ASIA AFFECT THE MONEY MARKET?
Foreign central banks, mainly in Asia, initially sold their short-term Treasury
holdings in order to create the liquidity they desperately needed. That had an
initial negative impact on our market in terms of rates rising because of excess
supply. Foreign bank selling has settled down, but we are still seeing the
effect in terms of reduced demand for exports by those countries. It is possible
that this could have a slight cooling effect on domestic economic growth and may
keep rates low. In combination these factors could have a big effect on our
market.
We have foreign exposure in U.S. dollar denominated instruments, but no foreign
currency exposure. We have an approved list of foreign issuers that we
constantly monitor. We monitor all the names on the list, including banks,
commercial issuers, finance companies and insurers. Outside ratings are taken
into consideration, but we also assign our own ratings internally. We conduct
our own independent research and arrive at our own assessment. Our credit group
also puts maturity restrictions on certain foreign issuers if they believe it is
warranted.
THE YIELD CURVE, WHICH ILLUSTRATES THE YIELDS FOR VARYING MATURITY LENGTHS, HAS
BEEN RELATIVELY FLAT. DOES THAT OFFER SOME CHALLENGES?
Yes, it does. We buy securities with maturities as long as a year. But during
the period, three, six, nine and
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6
<PAGE>
STAGECOACH MONEY MARKET MUTUAL FUNDS
twelve month securities traded at a very narrow spread. We were not getting
rewarded for extending maturity towards the long end; at least not as much as we
would have with a steeper curve. To get extra yield, we have used repurchase
agreements. They are very liquid and offer good yield on an overnight
investment.
WHAT DO YOU EXPECT THE FEDERAL RESERVE'S NEXT ACTION TO BE?
We believe that the Fed is going to leave rates unchanged for a while. We made a
strategy shift in early January and extended maturities slightly longer than our
benchmarks. The benchmark averages were 50 to 55 days; we extended ours to 60 to
70 days because we felt there was a sentiment change in the market. The market
sentiment shifted so that most people no longer expected the Fed to raise rates
and we wanted to lock in some yields.
WHAT TYPES OF INSTRUMENTS DO YOU BUY FOR THE MONEY MARKET MUTUAL FUND?
Commercial paper is the core investment, ranging from 40 to 50 percent of the
portfolio. It has a liquid market and ample supply is always available. Another
security we bought, particularly in the fourth quarter of 1997, was
floating-rate notes based on three-month Treasury bills. These reset each week
based on the Treasury bill auction. We tend to have about 10% to 20% of the
portfolio in these or similar securities.
EXPLAIN HOW YOU USE REPURCHASE AGREEMENTS IN THE TREASURY AND GOVERNMENT MONEY
MARKET MUTUAL FUNDS.
Repurchase agreements add yield while maintaining high quality. All the
repurchase agreements in our Funds are backed by Treasury Securities by a margin
of 2%, so for every dollar we put into a repurchase agreement, we have
collateral of $1.02.
IS THE CURRENT ENVIRONMENT OF LOW INFLATION, GOOD ECONOMIC GROWTH AND A
FLATTENING YIELD CURVE ATYPICAL?
This is a highly unusual period, one which we likely have not seen since the
early sixties. The one wild card is Asia. It's widely thought that we have not
seen the full effects of the current Asian crisis, but the implications are that
it will not have a lasting negative effect on this environment. If Asia
continues to be weak or even if the problems accelerate, it is likely that our
economy is strong enough to continue to perform well.
IS THERE ANYTHING YOU WOULD LIKE SHAREHOLDERS TO UNDERSTAND ABOUT THE FUNDS?
This environment is a challenge. Often managers are tempted to increase yield by
taking on a little more risk. We resist the temptation because our first
commitment is to quality and risk reduction. We monitor the portfolios each day
and run scenarios to see if changes in rates and cash flow might cause the
portfolio to become overextended. It is an active and ongoing process.
---------------------
7
<PAGE>
CALIFORNIA TAX-FREE MONEY MARKET MUTUAL FUND
- -------------------------------------------------
PORTFOLIO OF INVESTMENTS - MARCH 31, 1998
<TABLE>
<CAPTION>
INTEREST MATURITY
PRINCIPAL SECURITY NAME RATE DATE+ VALUE
<C> <S> <C> <C> <C> <C>
CALIFORNIA MUNICIPAL SECURITIES - 99.10%
$24,520,000 ABAG Finance Authority for Nonprofit Corp CA
Lucile Salter Packard Project V/R AMBAC
Insured 3.25 % 08/01/23 $ 24,520,000
1,700,000 Alhambra CA IDA Sunclipse V/R LOC - Bank of
America 3.30 05/01/07 1,700,000
1,605,000 Anaheim CA COP Police Facilities V/R 3.25 08/01/08 1,605,000
800,000 Anaheim CA GO CP 3.60 05/01/98 800,000
21,000,000 Anaheim CA Housing Revenue V/R LOC - Citibank 3.70 12/15/23 21,000,000
3,000,000 Anaheim CA Multifamily Housing Revenue Project
Series A 3.60 12/01/16 3,000,000
6,600,000 Anaheim CA Public Improvement V/R COP LOC -
Industrial Bank of Japan Ltd 3.25 08/01/19 6,600,000
4,500,000 Barstow CA MFHR Desert Vista Apartments V/R LOC
- Federal Home Loan Bank of San Francisco 3.65 12/01/20 4,500,000
4,200,000 Big Bear Lake CA Industrial Revenue Southwest
Gas Corp V/R AMT Series A LOC - Union Bank of
Switzerland 3.30 12/01/28 4,200,000
9,225,000 California Educational Facility Authority
Revenue Project 5.00 12/01/98 9,320,663
700,000 California HFFA V/R FSA Insured 3.70 07/01/22 700,000
8,500,000 California HFFA V/R Nonprofit Corp Catholic
Healthcare MBIA Insured 3.30 07/01/12 8,500,000
5,300,000 California Pollution Control Finance Authority
Revenue Project 3.75 11/01/26 5,300,000
900,000 California Pollution Control Finance Authority
Revenue V/R 3.50 12/01/12 900,000
1,300,000 California Pollution Control Finance Authority
Revenue V/R 3.70 12/01/18 1,300,000
500,000 California Pollution Control Finance Authority
Revenue V/R 3.75 02/01/19 500,000
10,700,000 California State CDA Revenue Series A 3.45 05/15/25 10,700,000
</TABLE>
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8
<PAGE>
CALIFORNIA TAX-FREE MONEY MARKET MUTUAL FUND
<TABLE>
<CAPTION>
INTEREST MATURITY
PRINCIPAL SECURITY NAME RATE DATE+ VALUE
<C> <S> <C> <C> <C> <C>
CALIFORNIA MUNICIPAL SECURITIES (CONTINUED)
$ 9,055,000 California State DWR Central Valley Project
Revenue V/R 3.75 % 12/01/05 $ 9,055,000
4,700,000 California State Eagle Trust Private Placement
Co V/R 3.62 09/01/03 4,700,000
4,390,000 California State Educational Facility Revenue
Project Series L 3.35 10/01/15 4,390,000
13,900,000 California State GO CP 3.10 04/03/98 13,900,000
26,000,000 California State GO CP 3.20 04/20/98 26,000,000
2,300,000 California State GO CP 3.45 04/03/98 2,300,000
10,000,000 California State GO CP 3.50 04/06/98 10,000,000
2,000,000 California State GO CP 3.55 04/07/98 1,999,997
18,000,000 California State GO CP 3.60 05/07/98 18,000,000
15,385,000 California State GO TOB Multiple LOC's 3.62 11/01/24 15,385,000
5,500,000 California State Health Facility Finance
Authority Project Series B 3.30 07/01/12 5,500,000
8,800,000 California State Health Facility Finance
Authority Project Series B 3.70 09/01/28 8,800,000
5,085,000 California State Health Facility Finance
Authority Revenue - Catholic Healthcare
Series A MBIA Insured 3.30 07/01/06 5,085,000
15,700,000 California State Health Facility Finance
Authority Revenue - Catholic Healthcare
Series A MBIA Insured 3.30 07/01/21 15,700,000
2,500,000 California State Health Facility Finance
Authority Revenue Series D 3.30 07/01/18 2,500,000
2,000,000 California State HFA Home Mortgage Revenue V/R
MBIA Insured 3.60 08/01/10 2,000,000
6,400,000 California State HFA V/R Series A 3.55 08/01/38 6,400,000
2,600,000 California State HFFA Adventist Health System
V/R LOC - Toronto Dominion Bank 3.35 08/01/21 2,600,000
10,450,000 California State HFFA Catholic Healthcare
Series C V/R 3.30 07/01/20 10,450,000
15,500,000 California State HFFA Catholic West Hospital
Series B V/R MBIA Insured 3.30 07/01/05 15,500,000
5,100,000 California State HFFA Childrens Hospital V/R
MBIA Insured 3.30 11/01/21 5,100,000
</TABLE>
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9
<PAGE>
CALIFORNIA TAX-FREE MONEY MARKET MUTUAL FUND
<TABLE>
<CAPTION>
INTEREST MATURITY
PRINCIPAL SECURITY NAME RATE DATE+ VALUE
<C> <S> <C> <C> <C> <C>
CALIFORNIA MUNICIPAL SECURITIES (CONTINUED)
$22,000,000 California State HFFA Kaiser Permanente V/R 3.55 % 05/01/28 $ 22,000,000
17,850,000 California State HFFA Memorial Health Services
V/R 3.35 10/01/24 17,850,000
4,200,000 California State HFFA N. T. Enloe Memorial
Hospital V/R LOC - Bank of America 3.30 01/01/16 4,200,000
300,000 California State HFFA Revenue Catholic
Healthcare West V/R MBIA Insured 3.30 07/01/09 300,000
9,900,000 California State HFFA Revenue Catholic
Healthcare West V/R Series B MBIA Insured 3.30 07/01/16 9,900,000
8,270,000 California State HFFA Revenue Scripps Memorial
Hospital Series B 3.40 12/01/15 8,270,000
1,100,000 California State HFFA Santa Barbara Cottage V/R
LOC - Credit Suisse 3.35 09/01/15 1,100,000
4,600,000 California State HFFA St Joseph Health Center
Series A V/R 3.75 07/01/13 4,600,000
4,730,000 California State Housing Finance Agency Revenue 3.75 08/01/26 4,730,000
11,000,000 California State Metropolitan Water Development
System 3.40 06/01/98 11,000,000
21,600,000 California State Metropolitan Water System
Revenue Project 3.20 05/05/98 21,600,000
2,000,000 California State Metropolitan Water System
Revenue Project 3.25 05/04/98 2,000,000
600,000 California State Metropolitan Water System
Revenue Project 3.40 05/05/98 600,000
1,000,000 California State Metropolitan Water System
Revenue Project 3.50 06/03/98 1,000,000
5,000,000 California State Metropolitan Water System
Revenue Project 3.55 07/09/98 5,000,000
5,000,000 California State Municipal Revenue Project 3.25 05/06/98 5,000,000
2,000,000 California State PCFA Chevron Project V/R 3.90 06/15/05 1,996,300
1,400,000 California State PCFA Financing Authority Solid
Waste Disposal Revenue Shell Oil Co Martinez
Project V/R AMT AMBAC Insured 3.70 12/01/24 1,400,000
</TABLE>
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10
<PAGE>
CALIFORNIA TAX-FREE MONEY MARKET MUTUAL FUND
<TABLE>
<CAPTION>
INTEREST MATURITY
PRINCIPAL SECURITY NAME RATE DATE+ VALUE
<C> <S> <C> <C> <C> <C>
CALIFORNIA MUNICIPAL SECURITIES (CONTINUED)
$10,200,000 California State PCFA Pacific Gas & Electric
V/R Series A 3.40 % 12/01/16 $ 10,200,000
1,800,000 California State PCFA Pacific Gas & Electric
V/R Series F 3.70 11/01/26 1,800,000
1,100,000 California State PCFA Resources Recovery
Revenue V/R LOC - Banque Nationale de Paris 3.75 09/01/18 1,100,000
6,000,000 California State PCFA Sanger Project Series
90-A V/R LOC - Credit Suisse 3.30 09/01/20 6,000,000
3,600,000 California State PCFA Shell Oil Co 3.75 10/01/08 3,600,000
3,900,000 California State PCFA Shell Oil Company Project
V/R Series C 3.75 10/01/00 3,900,000
8,100,000 California State PCFA Solid Waste Disposal
Revenue Colmac Energy Project Series B V/R
AMT LOC - Swiss Bank 3.30 12/01/16 8,100,000
2,000,000 California State PCFA Solid Waste Disposal
Revenue Colmac Energy Project V/R Series A
LOC - Swiss Bank 3.30 12/01/16 2,000,000
5,900,000 California State PCFA Solid Waste Disposal
Revenue Shell Oil Co Martinez Project Series
A V/R AMT 3.70 10/01/24 5,900,000
1,300,000 California State PCFA Southern California
Edison V/R 3.90 02/28/08 1,300,000
3,400,000 California State PCFA Southern California
Edison V/R Series A 3.90 02/28/08 3,400,000
600,000 California State PCFA Southern California
Edison V/R Series C 3.90 02/28/08 600,000
600,000 California State PCFA Southern California
Edison V/R Series D 3.90 02/28/08 600,000
2,000,000 California State PCFA Stanislaus Project V/R
AMT LOC - Swiss Bank 3.85 12/01/17 2,000,000
3,100,000 California State PCFA V/R Shell Oil Co Project
Series B 3.75 10/01/11 3,100,000
6,000,000 California State PCFA Western Waste Industries
Project V/R LOC - Citibank 3.53 12/01/00 6,000,000
1,000,000 California State PCR Atlantic Richfield Co
Project A 3.75 12/01/24 1,000,000
</TABLE>
---------------------
11
<PAGE>
CALIFORNIA TAX-FREE MONEY MARKET MUTUAL FUND
<TABLE>
<CAPTION>
INTEREST MATURITY
PRINCIPAL SECURITY NAME RATE DATE+ VALUE
<C> <S> <C> <C> <C> <C>
CALIFORNIA MUNICIPAL SECURITIES (CONTINUED)
$ 4,500,000 California State PCR CP 3.35 % 04/06/98 $ 4,500,000
9,000,000 California State PCR CP 3.40 04/06/98 9,000,000
2,000,000 California State PCR Project Series A 3.35 07/13/98 2,000,000
13,100,000 California State PCR Project Series A 3.40 07/17/98 13,100,000
1,900,000 California State Pollution Control Finance
Authority Revenue Project Series D 3.60 01/01/10 1,900,000
300,000 California State Power Control Revenue PG&E
Project 3.45 04/03/98 300,000
4,500,000 California State Public Works Finance Revenue
Authority 3.82 09/01/17 4,500,000
9,700,000 California State RAN 3.30 04/06/98 9,700,000
20,000,000 California State RAN 3.35 04/06/98 20,000,000
92,825,000 California State RAN 4.50 06/30/98 93,044,519
94,900,000 California State School Cash Reserve Projects
Authority Series A 4.75 07/02/98 95,113,996
14,000,000 California State School Facility COP Finance
Project Series A 3.50 07/01/22 14,000,000
2,000,000 California State Water System Revenue Project 3.35 08/04/98 2,000,000
7,500,000 California Statewide CDA Apartment Development
Revenue Series A-6 V/R FNMA Collateralized 3.30 05/15/25 7,500,000
12,000,000 California Statewide CDA Apartment Development
Revenue V/R Series A-2 FNMA Collateralized 3.45 05/15/25 12,000,000
4,600,000 California Statewide CDA Apartment Development
Revenue V/R Series A-4 FNMA Collateralized 3.30 05/15/05 4,600,000
500,000 California Statewide CDA Apartment Revenue
Series A-7 V/R AMT FNMA Collateralized 3.40 05/15/25 500,000
2,900,000 California Statewide CDA Barton Hospital V/R
LOC - Banque Nationale de Paris 3.50 12/01/09 2,900,000
5,800,000 California Statewide CDA COP 3.75 06/01/26 5,800,000
5,500,000 California Statewide CDA Revenue COP V/R Kaiser
Foundation Hospitals 3.55 12/01/15 5,500,000
</TABLE>
- ------------------------
12
<PAGE>
CALIFORNIA TAX-FREE MONEY MARKET MUTUAL FUND
<TABLE>
<CAPTION>
INTEREST MATURITY
PRINCIPAL SECURITY NAME RATE DATE+ VALUE
<C> <S> <C> <C> <C> <C>
CALIFORNIA MUNICIPAL SECURITIES (CONTINUED)
$ 1,490,000 California Statewide CDA Solid Waste Facilities
Revenue Chevron USA Inc Project V/R AMT 3.75 % 12/15/24 $ 1,490,000
13,100,000 California Statewide CDA St Joseph Health
System V/R 3.30 07/01/08 13,100,000
12,400,000 California Statewide CDS Apartment Development
Revenue 4.75 10/01/98 12,464,321
1,000,000 California Statewide GO CP 3.20 04/06/98 1,000,000
800,000 California Statewide GO CP 3.25 04/20/98 800,000
235,000 California Statewide GO CP 6.70 04/01/98 235,000
1,755,000 California Statewide CDA Industrial Revenue Tri
H Food Multiple LOC's 3.90 08/01/11 1,755,000
1,000,000 Chula Vista CA CP 3.25 05/04/98 1,000,000
5,000,000 Chula Vista CA CP 3.50 05/05/98 5,000,000
5,000,000 Chula Vista CA CP 3.70 04/07/98 5,000,000
900,000 Chula Vista CA IDA Revenue Daily San Diego Gas
& Electric 3.70 07/01/21 900,000
4,700,000 Chula Vista CA IDR San Diego Gas & Electric V/R 3.50 12/01/27 4,700,000
3,100,000 Chula Vista CA Industrial Development Revenue
San Diego Gas & Electric Series B 3.95 12/01/21 3,100,000
5,100,000 Colton CA RDFA Las Palomas Associates Project
V/R LOC - Bank of America 3.30 11/01/15 5,100,000
600,000 Colton CA RDFA MFHR V/R LOC - Federal Home Loan
Bank of San Francisco 3.10 05/01/10 600,000
1,100,000 Concord CA MFHR Bel Air Apartments V/R AMT LOC
- Bank of America 3.60 12/01/16 1,100,000
745,000 Contra Costa County CA MFHR El Cerrito Royale
V/R LOC - Bank of America 3.60 12/01/17 745,000
10,000,000 Contra Costa County CA TRAN 4.50 07/01/98 10,016,081
1,600,000 Contra Costa County CA School Finance Authority
Revenue Series C 3.40 07/01/25 1,600,000
2,000,000 Duarte CA RDFA COP Johnson Duarte Partners
Project V/R Series B LOC - Bank of America 3.30 12/01/14 2,000,000
26,100,000 Eagle Trust V/R Series 94 MBIA Insured 3.62 09/01/03 26,100,000
</TABLE>
---------------------
13
<PAGE>
CALIFORNIA TAX-FREE MONEY MARKET MUTUAL FUND
<TABLE>
<CAPTION>
INTEREST MATURITY
PRINCIPAL SECURITY NAME RATE DATE+ VALUE
<C> <S> <C> <C> <C> <C>
CALIFORNIA MUNICIPAL SECURITIES (CONTINUED)
$ 400,000 East Bay CA MUD CP 3.25 % 05/14/98 $ 400,000
7,000,000 East Bay CA MUD CP 3.55 04/06/98 7,000,000
2,800,000 Eastern Municipal Water District CA Revenue
Series B V/R FGIC Insured 3.30 07/01/20 2,800,000
4,400,000 Escondido CA CDA V/R AMT LOC - Bank of America 3.60 10/01/16 4,400,000
150,000 Farfield CA IDA Herman G Rowland Project V/R
LOC - Bank of America 3.00 04/01/05 150,000
19,800,000 Foothill / Eastern CA Transportation Corridor
Agency Toll Road Revenue Series B V/R LOC -
Morgan Guaranty Trust 3.30 01/02/35 19,800,000
17,700,000 Foothill / Eastern CA Transportation Corridor
Agency Toll Road Revenue Series C V/R LOC -
Credit Suisse 3.25 01/02/35 17,700,000
7,500,000 Foothill / Eastern CA Transportation Corridor
Agency Toll Road Revenue V/R LOC - Banque
National de Paris 3.30 01/02/35 7,500,000
1,300,000 Fowler CA IDA Bee Sweet Citrus Inc V/R AMT LOC
- Bank of America 3.80 12/01/05 1,300,000
9,500,000 Fremont CA MFHR V/R Creekside Village
Apartments LOC - National Westminster Bank
Plc 3.25 09/01/07 9,500,000
12,000,000 Fresno County CA CP 4.25 07/01/98 12,014,924
6,800,000 Fullerton CA IDA Sunclipse Inc V/R LOC - Bank
of America 3.30 07/01/15 6,800,000
14,000,000 Hayward CA MFHR V/R FGIC Insured 3.30 08/01/14 14,000,000
3,570,000 Huntington Beach CA MFHR Seabridge Villas V/R
LOC - Bank of America 4.00 02/01/10 3,570,000
1,500,000 Irvine CA IDA Irvine East Investment Co V/R LOC
- Bank of America 3.30 12/01/05 1,500,000
2,300,000 Irvine CA Improvement Bond District No 94-13 3.80 09/02/22 2,300,000
5,900,000 Irvine CA Improvement Building Assessment
District 3.80 09/02/22 5,900,000
</TABLE>
- ------------------------
14
<PAGE>
CALIFORNIA TAX-FREE MONEY MARKET MUTUAL FUND
<TABLE>
<CAPTION>
INTEREST MATURITY
PRINCIPAL SECURITY NAME RATE DATE+ VALUE
<C> <S> <C> <C> <C> <C>
CALIFORNIA MUNICIPAL SECURITIES (CONTINUED)
$ 8,600,000 Irvine CA Public Facilities & Infrastructure
Authority Lease Revenue V/R Capital
Improvement Project 3.40 % 11/01/10 $ 8,600,000
500,000 Irvine Ranch CA Water District V/R 3.75 11/15/13 500,000
8,000,000 Irvine Ranch CA Water District V/R 3.80 10/01/05 8,000,000
1,900,000 Irvine Ranch CA Water District V/R LOC -
Sumitomo Bank Ltd 3.80 10/01/00 1,900,000
2,000,000 Irwindale CA IDA Revenue Toys R Us Project 3.78 12/01/19 2,000,000
1,900,000 Kern County CA COP Public Facilities Project
Series D V/R 3.30 08/01/06 1,900,000
7,500,000 Kern County CA CP 4.75 10/01/98 7,533,590
10,000,000 Kern County CA Educational Board Tax Revenue
Project 4.50 07/07/98 10,016,411
200,000 Lancaster CA HFA MFHR Westwood Park Apartments
V/R LOC - Bank of America 3.30 12/01/07 200,000
3,800,000 Livermore CA MFHR V/R 3.25 07/15/18 3,800,000
3,000,000 Long Beach CA CP 3.20 05/04/98 3,000,000
3,000,000 Long Beach CA CP 3.25 05/05/98 3,000,000
12,900,000 Long Beach CA Harbor Department Revenue Project 3.70 04/07/98 12,900,000
29,100,000 Long Beach CA Health Facilities Memorial Health
Services 3.35 10/01/16 29,100,000
6,000,000 Los Angeles CA AMT CP 3.20 05/05/98 6,000,000
7,600,000 Los Angeles CA AMT CP 3.25 04/07/98 7,600,000
13,000,000 Los Angeles CA AMT CP 3.40 08/03/98 13,000,000
24,100,000 Los Angeles CA Community Development
Multifamily Housing Revenue 3.55 04/01/09 24,100,000
15,000,000 Los Angeles CA CP 3.25 05/06/98 15,000,000
10,000,000 Los Angeles CA CP 3.30 07/09/98 10,000,000
15,000,000 Los Angeles CA CP 3.45 07/09/98 15,000,000
10,000,000 Los Angeles CA Development Water Revenue
Project 3.25 05/05/98 10,000,000
2,515,000 Los Angeles CA MFHR Canyon Apartments Series C
V/R LOC - Swiss Bank 3.45 12/01/10 2,515,000
1,800,000 Los Angeles CA MFHR Masselin Manor V/R LOC -
Bank of America 3.35 07/01/15 1,800,000
</TABLE>
---------------------
15
<PAGE>
CALIFORNIA TAX-FREE MONEY MARKET MUTUAL FUND
<TABLE>
<CAPTION>
INTEREST MATURITY
PRINCIPAL SECURITY NAME RATE DATE+ VALUE
<C> <S> <C> <C> <C> <C>
CALIFORNIA MUNICIPAL SECURITIES (CONTINUED)
$ 1,100,000 Los Angeles CA MFHR Series B V/R AMT LOC -
Federal Home Loan Bank of San Francisco 3.75 % 12/01/26 $ 1,100,000
500,000 Los Angeles CA MFHR V/R 3.15 07/01/14 500,000
30,000,000 Los Angeles CA Pension Obligation V/R Series B
AMBAC Insured 3.25 06/30/07 30,000,000
21,600,000 Los Angeles CA Pension Obligation V/R Series C
AMBAC Insured 3.25 06/30/07 21,600,000
10,200,000 Los Angeles CA USD COP Project 3.45 12/01/17 10,200,000
14,800,000 Los Angeles County CA HFA MFHR Park Sierra V/R
AMT LOC - Citibank 3.65 12/01/08 14,800,000
6,900,000 Los Angeles County CA HFA MFHR Sand Canyon
Ranch Project V/R LOC - Citibank 3.60 11/01/06 6,900,000
2,300,000 Los Angeles County CA Metropolitan
Transportation Authority Sales Tax Revenue
V/R Series A 3.30 07/01/20 2,300,000
16,100,000 Los Angeles County CA Pension Obligation V/R
Series A AMBAC Insured 3.25 06/30/07 16,100,000
6,520,000 Los Angeles County CA Public Utility Revenue
Project 3.70 10/01/01 6,520,000
5,000,000 Los Angeles County CA TRAN 3.20 05/01/98 5,000,000
13,400,000 Los Angeles County CA TRAN 3.20 05/04/98 13,400,000
66,200,000 Los Angeles County CA TRAN 4.50 06/30/98 66,322,859
26,750,000 Los Angeles County CA Transportation Commission
Sales Tax Revenue V/R FGIC Insured 3.25 07/01/12 26,750,000
8,600,000 Modesto CA CP 3.50 04/15/98 8,600,000
5,300,000 Modesto CA MFHR Westdale Commons Apartments V/R
LOC - Federal Home Loan Bank of San Francisco 3.10 12/01/15 5,300,000
2,900,000 Montebello CA V/R LOC - Bank of America 3.30 04/01/05 2,900,000
6,400,000 Moorpark CA MFHR Le Club Apartments V/R LOC -
Citibank 3.35 11/01/15 6,400,000
34,800,000 Northern California State Public Power Revenue
Geothermeal Project 3A AMBAC Insured 3.25 07/01/05 34,800,000
</TABLE>
- ------------------------
16
<PAGE>
CALIFORNIA TAX-FREE MONEY MARKET MUTUAL FUND
<TABLE>
<CAPTION>
INTEREST MATURITY
PRINCIPAL SECURITY NAME RATE DATE+ VALUE
<C> <S> <C> <C> <C> <C>
CALIFORNIA MUNICIPAL SECURITIES (CONTINUED)
$ 8,800,000 Ontario CA MFHR Park Centre Apartments V/R LOC
- Bank of New York 3.30 % 08/01/07 $ 8,800,000
900,000 Orange County CA Apartment Development Revenue
Series U 3.70 11/01/09 900,000
1,500,000 Orange County CA CP 3.40 05/19/98 1,500,000
9,500,000 Orange County CA HFA Bear Brand Apartments
Project Series Z LOC - Fuji Bank Ltd 3.25 11/01/07 9,500,000
7,249,000 Orange County CA HFA Harbor Pointe Apartment
V/R Issue D LOC - Citibank 3.40 12/01/06 7,249,000
4,200,000 Orange County CA HFA Monarch Bay Apartments V/R
LOC - Mitsubishi Bank Ltd 3.80 10/01/07 4,200,000
2,700,000 Orange County CA HFA Niguel Summit Apartment
V/R LOC - Bank of America 3.40 11/01/09 2,700,000
11,000,000 Orange County CA HFA Seaside Meadow Apartments
Series C LOC - Bank of America 3.25 08/01/08 11,000,000
22,800,000 Orange County CA HFA The Lakes Apartments V/R
LOC - Citibank 3.65 12/01/06 22,800,000
6,700,000 Orange County CA Housing Authority - Costa
Partners V/R 3.50 12/01/09 6,700,000
13,077,000 Orange County CA Improvement Bond V/R Multiple
LOC's 3.70 09/02/18 13,077,000
40,500,000 Orange County CA Sanitation District Multiple
Credit Enhancments 3.30 08/01/13 40,500,000
11,000,000 Orange County CA Sanitation District V/R FGIC
Insured 3.70 08/01/17 11,000,000
1,100,000 Orange County CA Sanitation District V/R LOC -
National Westminster Bank Plc 3.80 08/01/15 1,100,000
2,000,000 Rancho Mirage CA Redevelopment Agency COP
Project 3.70 10/01/16 2,000,000
2,420,000 Redlands CA Certificates Participation Water
Treatment Facilities Project FGIC Insured 3.30 09/01/15 2,420,000
10,000,000 Riverside CA CP 2.75 04/07/98 10,000,000
1,900,000 Riverside County CA COP Series C 3.45 12/01/15 1,900,000
</TABLE>
---------------------
17
<PAGE>
CALIFORNIA TAX-FREE MONEY MARKET MUTUAL FUND
<TABLE>
<CAPTION>
INTEREST MATURITY
PRINCIPAL SECURITY NAME RATE DATE+ VALUE
<C> <S> <C> <C> <C> <C>
CALIFORNIA MUNICIPAL SECURITIES (CONTINUED)
$ 3,600,000 Riverside County CA COP Series D 3.55 % 12/01/15 $ 3,600,000
2,000,000 Sacramento CA CP 3.30 04/06/98 2,000,000
3,000,000 Sacramento CA CP 3.40 06/19/98 3,000,000
1,000,000 Sacramento CA CP 3.55 04/06/98 1,000,000
6,358,000 Sacramento CA MUD Series A 3.35 06/01/98 6,358,000
6,000,000 Sacramento CA MUD Series A 3.40 05/05/98 6,000,000
1,865,000 Sacramento CA Municipal Revenue Project 3.15 05/04/98 1,865,000
6,700,000 Sacramento County CA Administration Center &
Courthouse Project V/R LOC - Union Bank of
Switzerland 3.35 06/01/20 6,700,000
1,200,000 Sacramento County CA MUD Series Z 5.70 07/01/98 1,205,539
27,225,000 Sacramento County CA TRAN 4.50 09/30/98 27,323,725
5,000,000 San Bernardino CA Alta Loma Apartments V/R LOC
- Federal Home Loan Bank of Atlanta 3.45 02/01/23 5,000,000
1,160,000 San Bernardino County CA IDA Transamerican
Plastics V/R LOC - National Westminster Bank
Plc 3.55 12/01/06 1,160,000
2,185,000 San Bernardino County CA MFHR V/R LOC - Federal
Home Loan Bank of San Francisco 3.45 05/01/17 2,185,000
4,925,000 San Bernardino County CA MFHR V/R Series A LOC
- Federal Home Loan Bank of San Francisco 3.45 05/01/17 4,925,000
400,000 San Bernardino County CA MFHR Western
Properties Project II V/R LOC - Bank of
America 3.30 05/01/05 400,000
700,000 San Bernardino County CA MFHR Western
Properties Project III V/R LOC - Bank of
America 3.30 08/01/05 700,000
100,000 San Bernardino County CA MFHR Western
Properties Project IV V/R LOC - Bank of
America 3.30 08/01/05 100,000
1,900,000 San Bernardino County CA MFHR Woodview
Apartments V/R LOC - Bank of America 3.15 04/01/07 1,900,000
</TABLE>
- ------------------------
18
<PAGE>
CALIFORNIA TAX-FREE MONEY MARKET MUTUAL FUND
<TABLE>
<CAPTION>
INTEREST MATURITY
PRINCIPAL SECURITY NAME RATE DATE+ VALUE
<C> <S> <C> <C> <C> <C>
CALIFORNIA MUNICIPAL SECURITIES (CONTINUED)
$15,000,000 San Bernardino County CA TRAN 4.50 % 06/30/98 $ 15,023,143
2,635,000 San Diego CA MFHR Flora Aparments Series A V/R
AMT LOC - Swiss Bank 3.45 06/01/05 2,635,000
2,920,000 San Diego CA MFHR La Cima Apartments V/R LOC -
Citibank 3.35 12/01/08 2,920,000
5,200,000 San Diego CA MFHR Lusk Mira Mesa Apartments V/R
LOC - Bank of America 3.15 04/01/07 5,200,000
3,500,000 San Diego CA Multi Family Apartments V/R LOC -
Bank of America 3.35 10/01/15 3,500,000
5,500,000 San Diego County CA CP 3.40 05/15/98 5,500,000
7,400,000 San Diego County CA CP 4.50 09/30/98 7,424,225
4,000,000 San Diego County CA Gas & Utility Project 3.40 06/01/98 4,000,000
5,200,000 San Diego County CA Transportation Revenue
Project 3.10 05/04/98 5,200,000
3,900,000 San Diego County CA Water System Revenue
Project 3.10 05/04/98 3,900,000
12,790,000 San Francisco CA Airport Development Project 3.20 05/04/98 12,790,000
12,335,000 San Francisco CA City & County Finance
Authority Revenue 3.50 09/01/06 12,335,000
6,550,000 San Francisco CA CP 3.35 05/04/98 6,550,000
23,195,000 San Francisco CA CP 3.40 05/21/98 23,195,000
1,000,000 San Francisco CA CP 3.55 05/07/98 1,000,000
18,700,000 San Francisco CA MFHR Fillmore Center
Apartments V/R LOC - Bank of Nova Scotia 3.65 12/01/17 18,700,000
3,000,000 San Francisco CA MFHR Fillmore Center
Apartments V/R LOC - Bank of Nova Scotia 3.70 12/01/17 3,000,000
3,200,000 San Francisco CA MFHR Fillmore Center
Apartments V/R LOC - Citibank 3.65 12/01/17 3,200,000
3,000,000 San Francisco CA MFHR Fillmore Center
Apartments V/R LOC - Citibank 3.70 12/01/17 3,000,000
13,750,000 San Francisco CA MFHR Winterland Project V/R
LOC - Citibank 3.60 06/01/06 13,750,000
15,255,000 San Francisco CA RDFA MFHR Rincon Center V/R
LOC - Citibank 3.60 12/01/06 15,255,000
</TABLE>
---------------------
19
<PAGE>
CALIFORNIA TAX-FREE MONEY MARKET MUTUAL FUND
<TABLE>
<CAPTION>
INTEREST MATURITY
PRINCIPAL SECURITY NAME RATE DATE+ VALUE
<C> <S> <C> <C> <C> <C>
CALIFORNIA MUNICIPAL SECURITIES (CONTINUED)
$ 3,240,000 San Jacinto CA USD V/R Series A 3.40 % 09/01/14 $ 3,240,000
5,000,000 San Joaquin County CA CP 3.15 06/02/98 5,000,000
4,000,000 San Joaquin County CA CP 3.40 06/04/98 4,000,000
7,300,000 San Jose - Santa Clara CA Water Financing
Authority Sewer Revenue Series B V/R FGIC
Insured 3.25 11/15/20 7,300,000
1,300,000 San Jose CA MFHR Kimberly Woods Apartments V/R
LOC - Bank of America 3.30 11/01/08 1,300,000
1,500,000 San Jose CA Multifamily Housing Revenue V/R 3.60 03/01/32 1,500,000
6,800,000 San Jose Redevelopment Agency Project B 3.35 07/01/26 6,800,000
2,200,000 San Leandro CA MFHR Haas Avenue Apartments V/R
LOC - Bank of America 3.30 10/01/07 2,200,000
5,100,000 Santa Clara CA Electric Revenue V/R Series 85A
LOC - National Westminster Bank Plc 3.30 07/01/10 5,100,000
1,600,000 Santa Clara CA Electric Revenue V/R Series 85B
LOC - National Westminster Bank Plc 3.30 07/01/10 1,600,000
4,900,000 Santa Clara CA Electric Revenue V/R Series 85C
LOC - National Westminster Bank Plc 3.30 07/01/10 4,900,000
1,000,000 Santa Clara County CA MFHR Foxchase Apartments
V/R Series E FGIC Insured 3.30 11/01/07 1,000,000
4,725,000 Simi Valley CA MFHR Creekside Village
Apartments V/R LOC - Bank of America 3.30 07/01/23 4,725,000
7,520,000 Southern California Public Power Authority
Revenue Palo Verde Project AMBAC Insured 3.25 07/01/17 7,520,000
8,000,000 Southern California State Public Power
Authority Palo Verde Project Series B AMBAC
Insured 3.25 07/01/09 8,000,000
16,700,000 Southern California State Public Power
Authority Southern Transmission Project V/R
LOC - Swiss Bank 3.25 07/01/19 16,700,000
</TABLE>
- ------------------------
20
<PAGE>
CALIFORNIA TAX-FREE MONEY MARKET MUTUAL FUND
<TABLE>
<CAPTION>
INTEREST MATURITY
PRINCIPAL SECURITY NAME RATE DATE+ VALUE
<C> <S> <C> <C> <C> <C>
CALIFORNIA MUNICIPAL SECURITIES (CONTINUED)
$16,385,000 Southern California Waterworks Revenue Series A
AMBAC Insured 3.30 % 06/01/23 $ 16,385,000
1,000,000 Suffolk County NY Industrial Development
Revenue V/R 3.40 02/01/07 1,000,000
2,500,000 Sweetwater County WY Pollution Control Revenue
Series A 3.75 07/01/15 2,500,000
6,300,000 Tracy CA MFHR Sycamore Village Apartments V/R
LOC - Bank of America 3.00 05/01/15 6,300,000
1,000,000 Turlock CA COP Irrigation Project V/R Series A 3.40 01/01/26 1,000,000
4,615,000 Turlock CA Irrigation District Revenue V/R
Series A LOC - Canadian Imperial Bank of
Commerce 3.40 01/01/14 4,615,000
1,911,000 Tustin CA Improvement Bond V/R 3.80 09/02/13 1,911,000
10,000,000 University of California GO CP 3.25 05/05/98 10,000,000
10,300,000 University of California GO CP 3.40 05/07/98 10,300,000
8,000,000 University of California GO CP 3.40 06/01/98 8,000,000
6,175,000 University of California GO CP 3.45 05/01/98 6,175,000
10,000,000 University of California Regents Revenue
Project 3.20 05/04/98 10,000,000
25,000,000 University of California USD Project Series A 3.20 05/06/98 25,000,000
6,100,000 Vacaville CA MFHR Western Properties Sycamores
Project V/R LOC - Bank of America 3.30 04/01/05 6,100,000
7,000,000 Ventura County CA CP 4.50 07/01/98 7,010,905
8,300,000 Walnut Creek CA MFHR Creekside Drive Apartments
V/R LOC - Bank of America 3.30 04/01/07 8,300,000
6,900,000 West Basin CA Municipal Water District Revenue
Project B 3.30 08/01/27 6,900,000
12,000,000 West Covina CA RDA COP V/R Barranca LOC -
Citibank 3.65 09/01/05 12,000,000
1,535,000 West Covina CA Redevelopment Agency Lease
Revenue 3.35 08/01/18 1,535,000
--------------
TOTAL CALIFORNIA MUNICIPAL SECURITIES $2,099,776,198
(Cost $2,099,776,198)
</TABLE>
---------------------
21
<PAGE>
CALIFORNIA TAX-FREE MONEY MARKET MUTUAL FUND
<TABLE>
<CAPTION>
INTEREST MATURITY
PRINCIPAL SECURITY NAME RATE DATE+ VALUE
<C> <S> <C> <C> <C> <C>
PUERTO RICO MUNICIPAL SECURITIES - 0.27%
$ 5,800,000 Puerto Rico Commonwealth Highway Revenue
Project 3.20 % 07/01/28 $ 5,800,000
(Cost $5,800,000)
TOTAL INVESTMENTS IN SECURITIES
</TABLE>
<TABLE>
<C> <S> <C> <C>
(Cost $2,105,576,198)* (Note 1) 99.37% $2,105,576,198
Other Assets and Liabilities, Net 0.63% 13,305,161
------ --------------
TOTAL NET ASSETS 100.00% $2,118,881,359
------ --------------
------ --------------
- ----------------------------------------------------------------------------------------------------------
</TABLE>
* COST FOR FEDERAL INCOME TAX PURPOSES IS THE SAME AS FOR FINANCIAL
STATEMENT PURPOSES.
+ SECURITIES WITH MATURITIES IN EXCESS OF 397 DAYS ARE SUBJECT TO A
DEMAND FEATURE WHICH REDUCES THE REMAINING MATURITY.
The accompanying notes are an integral part of these financial statements.
- ------------------------
22
<PAGE>
GOVERNMENT MONEY MARKET MUTUAL FUND
- -------------------------------------------------
PORTFOLIO OF INVESTMENTS - MARCH 31, 1998
<TABLE>
<CAPTION>
INTEREST MATURITY
PRINCIPAL SECURITY NAME RATE DATE VALUE
<C> <S> <C> <C> <C> <C>
FEDERAL AGENCIES - 59.74%
$ 2,000,000 Federal Farm Credit Bank 5.75 % 09/11/98 $ 1,998,314
1,500,000 Federal Farm Credit Bank 5.90 06/02/98 1,500,350
3,000,000 Federal Home Loan Bank 5.35 04/23/98 2,990,192
5,000,000 Federal Home Loan Bank 5.51 09/16/98 4,997,071
3,000,000 Federal Home Loan Bank 5.57 03/09/99 2,999,943
6,000,000 Federal Home Loan Bank 5.76 06/10/98 5,937,233
2,000,000 Federal Home Loan Bank 5.83 12/17/98 2,000,895
1,500,000 Federal Home Loan Bank 5.90 06/19/98 1,500,205
2,000,000 Federal Home Loan Bank 8.22 05/29/98 2,007,607
5,000,000 Federal National Mortgage Association 5.65 10/20/98 4,997,825
2,000,000 Federal National Mortgage Association 5.76 11/04/98 2,000,452
1,000,000 Student Loan Mortgage Association 5.38 06/30/98 986,551
5,000,000 Student Loan Mortgage Association 5.68 11/12/98 5,000,000
5,000,000 Student Loan Mortgage Association 5.68 11/05/98 4,999,702
2,000,000 Student Loan Mortgage Association 5.79 09/16/98 1,999,140
--------------
TOTAL FEDERAL AGENCIES $ 45,915,480
(Cost $45,915,480)
VARIABLE AND FLOATING RATE BONDS - 13.00%
$ 3,000,000 Federal Farm Credit Bank 5.49 % 02/25/99 $ 2,998,530
7,000,000 Federal National Mortgage Association 5.52 07/08/98 6,994,590
--------------
TOTAL VARIABLE AND FLOATING RATE BONDS $ 9,993,120
(Cost $9,993,120)
</TABLE>
---------------------
23
<PAGE>
GOVERNMENT MONEY MARKET MUTUAL FUND
<TABLE>
<CAPTION>
INTEREST MATURITY
PRINCIPAL SECURITY NAME RATE DATE VALUE
<C> <S> <C> <C> <C> <C>
REPURCHASE AGREEMENTS - 27.19%
$ 9,984,000 Goldman Sachs Pooled Repurchase Agreement -
102% Collateralized by U.S. Government
Securities 5.90 % 04/01/98 $ 9,984,000
10,426,000 HSBC Securities Inc Repurchase Agreement - 102%
Collateralized by U.S. Government Securities 5.85 04/01/98 10,426,000
493,000 JP Morgan Securities Inc Repurchase Agreement -
102% Collateralized by U.S. Government
Securities 5.88 04/01/98 493,000
--------------
TOTAL REPURCHASE AGREEMENTS $ 20,903,000
(Cost $20,903,000)
TOTAL INVESTMENTS IN SECURITIES
</TABLE>
<TABLE>
<C> <S> <C> <C>
(Cost $76,811,600)* (Note 1) 99.93% $ 76,811,600
Other Assets and Liabilities, Net 0.07% 55,997
------ --------------
TOTAL NET ASSETS 100.00% $ 76,867,597
------ --------------
------ --------------
- ----------------------------------------------------------------------------------------------------------
</TABLE>
* COST FOR FEDERAL INCOME TAX PURPOSES IS THE SAME AS FOR FINANCIAL
STATEMENT PURPOSES.
The accompanying notes are an integral part of these financial statements.
- ------------------------
24
<PAGE>
MONEY MARKET MUTUAL FUND
- -------------------------------------------------
PORTFOLIO OF INVESTMENTS - MARCH 31, 1998
<TABLE>
<CAPTION>
INTEREST MATURITY
PRINCIPAL SECURITY NAME RATE DATE VALUE
<C> <S> <C> <C> <C> <C>
CERTIFICATES OF DEPOSITS - 14.17%
$19,000,000 Abbey National North America 5.55 % 01/26/99 $ 18,990,886
60,000,000 American Express Co 5.56 04/28/98 60,000,000
22,000,000 Bank of New York 5.85 08/20/98 21,987,373
40,000,000 Bankers Trust 5.70 04/03/98 39,988,296
40,000,000 Bayerische Landesbank 5.78 07/27/98 39,987,639
80,000,000 Caisse Nationale De Credit 5.86 08/11/98 79,977,038
140,000,000 Canandian Imperial Bank 5.52 04/09/98 140,000,000
20,000,000 Canandian Imperial Bank 5.94 10/21/98 19,999,592
50,000,000 CC USA Inc++ 6.26 04/15/98 50,000,000
30,000,000 Harris Bankcorp Inc 5.54 05/26/98 29,999,053
45,000,000 Huntington National Bank 5.88 08/10/98 44,968,371
65,000,000 JP Morgan Corp 5.80 07/28/98 64,975,113
100,000,000 Key National Bank 6.13 04/01/98 100,000,000
33,000,000 National Westminster Bank 5.79 07/27/98 33,001,372
142,000,000 Societe Generale (Yankee) 5.60 01/13/99 141,959,141
50,000,000 Societe Generale (Yankee) 5.91 10/15/98 49,976,097
50,000,000 Societe Generale (Yankee) 5.97 09/15/98 49,976,111
100,000,000 Swiss Bank 5.64 03/12/99 99,937,698
--------------
TOTAL CERTIFICATES OF DEPOSITS $1,085,723,780
(Cost $1,085,723,780)
COMMERCIAL PAPER - 51.92%
$95,300,000 Abbey National North America 5.36 %(F) 08/12/98 $ 93,412,848
100,000,000 American Express Corp 5.57 (F) 07/28/98 98,174,278
54,000,000 Asset Securitization Cooperative Corp++ 5.53 (F) 04/14/98 53,892,165
100,000,000 Associates Corp of North America 5.55 (F) 04/23/98 99,660,833
198,000,000 Bankers Trust New York Corp 5.37 (F) 08/17/98 193,924,170
70,000,000 Bankers Trust New York Corp 5.43 (F) 09/11/98 68,278,992
50,000,000 Bayerische Landesbank 5.53 (F) 03/23/99 49,961,155
33,500,000 Caisee National De Credit Agricole 5.94 (F) 06/23/98 33,480,789
50,000,000 Commercial Credit Co 5.44 (F) 04/17/98 49,879,111
100,000,000 Corporate Asset Funding Corp++ 5.44 (F) 04/17/98 99,758,222
40,000,000 Corporate Asset Funding Corp++ 5.50 (F) 06/16/98 39,535,556
</TABLE>
---------------------
25
<PAGE>
MONEY MARKET MUTUAL FUND
<TABLE>
<CAPTION>
INTEREST MATURITY
PRINCIPAL SECURITY NAME RATE DATE VALUE
<C> <S> <C> <C> <C> <C>
COMMERCIAL PAPER (CONTINUED)
$50,000,000 Corporate Asset Funding Corp++ 5.52 %(F) 05/12/98 $ 49,685,667
40,000,000 Corporate Receivables Corp++ 5.44 (F) 04/16/98 39,909,333
50,000,000 Corporate Receivables Corp++ 5.48 (F) 04/21/98 49,847,778
75,000,000 Corporate Receivables Corp++ 5.50 (F) 06/12/98 74,175,000
75,000,000 Cregem North America 5.49 (F) 06/25/98 74,027,813
50,000,000 CXC Inc++ 5.48 (F) 04/21/98 49,847,778
57,000,000 Eiger Capital Corp++ 5.48 (F) 04/14/98 56,887,203
44,735,000 Falcon Asset Securitization Corp 5.52 (F) 05/11/98 44,460,625
37,270,000 Falcon Asset Securitization Corp++ 5.54 (F) 04/22/98 37,149,556
110,786,000 Fleet Funding Group++ 5.53 (F) 04/30/98 110,292,479
150,000,000 Ford Motor Corp 5.48 (F) 04/17/98 149,634,667
40,000,000 Ford Motor Corp 5.48 (F) 04/08/98 39,957,378
50,000,000 General Electric Capital Corp 5.47 (F) 07/15/98 49,202,292
99,000,000 General Electric Capital Corp 5.47 (F) 07/08/98 97,525,835
25,000,000 General Electric Capital Corp 5.49 (F) 04/07/98 24,977,125
100,000,000 General Electric Capital Corp 5.56 (F) 06/12/98 98,888,000
65,000,000 General Motors Acceptance Corp 5.53 (F) 04/22/98 64,790,321
100,000,000 General Motors Acceptance Corp 5.54 (F) 04/16/98 99,769,167
125,000,000 General Motors Acceptance Corp 5.54 (F) 04/14/98 124,749,931
70,000,000 Goldman Sachs & Co 5.69 (F) 04/17/98 69,822,978
165,000,000 Greenwich Asset Funding Inc++ 5.54 (F) 05/05/98 164,136,683
75,000,000 Merrill Lynch & Co 5.46 (F) 05/13/98 74,522,250
125,000,000 Merrill Lynch & Co 5.55 (F) 04/23/98 124,576,042
150,000,000 Morgan Stanley Group 5.48 (F) 04/22/98 149,520,500
155,000,000 Morgan Stanley Group 5.49 (F) 04/21/98 154,527,250
33,000,000 NationsBank Corp 5.43 (F) 04/23/98 32,890,495
26,950,000 Prefco Corp++ 5.48 (F) 04/16/98 26,888,464
60,350,000 Prefco Corp++ 5.49 (F) 04/06/98 60,303,983
25,000,000 Prudential Funding Corp 5.45 (F) 04/08/98 24,973,507
100,000,000 Prudential Funding Corp 5.55 (F) 04/07/98 99,907,500
51,207,000 Receivables Capital Corp++ 5.49 (F) 04/13/98 51,113,291
132,800,000 Sheffield Receivables Corp++ 5.55 (F) 04/28/98 132,247,220
85,000,000 Sigma Finance Inc++ 5.37 (F) 08/19/98 83,224,917
50,000,000 Sigma Finance Inc++ 5.47 (F) 05/05/98 49,741,694
49,000,000 Toronto Dominion Holdings Inc 5.53 (F) 04/13/98 48,909,677
120,000,000 Transamerica Corp 5.53 (F) 04/20/98 119,649,767
45,636,000 Variable Funding Corp++ 5.50 (F) 06/18/98 45,092,171
</TABLE>
- ------------------------
26
<PAGE>
MONEY MARKET MUTUAL FUND
<TABLE>
<CAPTION>
INTEREST MATURITY
PRINCIPAL SECURITY NAME RATE DATE VALUE
<C> <S> <C> <C> <C> <C>
COMMERCIAL PAPER (CONTINUED)
$25,000,000 WCP Funding Corp++ 5.45 %(F) 04/15/98 $ 24,947,014
50,000,000 WCP Funding Corp++ 5.48 (F) 04/24/98 49,824,944
50,000,000 WCP Funding Corp++ 5.50 (F) 06/11/98 49,457,639
101,185,000 Windmill Funding Corp++ 5.50 (F) 04/03/98 101,154,080
25,141,000 Windmill Funding Corp++ 5.55 (F) 04/16/98 25,082,861
--------------
TOTAL COMMERCIAL PAPER $3,978,250,994
(Cost $3,978,250,994)
CORPORATE BONDS - 10.85%
$60,000,000 Bank of America 5.60 % 01/12/99 $ 60,000,000
100,000,000 Beta Finance Inc++ 5.78 10/02/98 100,000,000
78,000,000 CIT Group Holdings Inc 5.57 01/27/99 77,937,600
19,000,000 Huntington National Bank 5.77 12/09/98 18,997,245
50,000,000 IBM Credit Corp 5.77 11/16/98 50,000,000
105,000,000 Key National Bank 5.90 09/17/98 104,971,267
100,000,000 Morgan Guaranty Trust 5.71 01/08/99 99,962,000
160,000,000 NationsBank Corp 5.83 12/22/98 159,904,000
140,000,000 NationsBank Corp 5.83 12/29/98 139,892,864
20,000,000 Sigma Finance Inc 5.95 11/20/98 20,000,000
--------------
TOTAL CORPORATE BONDS $ 831,664,976
(Cost $831,664,976)
VARIABLE AND FLOATING RATE BONDS - 19.97%
$50,000,000 Abbey National North America 5.65 % 04/15/98 $ 49,975,800
30,000,000 American Express Co 5.79 12/15/98 30,000,000
33,000,000 Bank of America N.A. 5.65 04/16/98 32,984,028
20,000,000 Beta Finance Inc 5.81 11/30/98 20,000,000
100,000,000 CIT Group Holdings Inc 5.57 02/10/99 99,951,340
52,000,000 CIT Group Holdings Inc 5.60 05/22/98 51,964,853
50,000,000 Comerica Bank 5.63 09/17/98 49,977,950
50,000,000 Comerica Inc 5.64 07/13/98 49,982,965
97,000,000 Comerica Inc 5.77 12/14/98 96,981,667
75,000,000 FCC National Bank 5.60 06/11/98 74,988,452
</TABLE>
---------------------
27
<PAGE>
MONEY MARKET MUTUAL FUND
<TABLE>
<CAPTION>
INTEREST MATURITY
PRINCIPAL SECURITY NAME RATE DATE VALUE
<C> <S> <C> <C> <C> <C>
VARIABLE AND FLOATING RATE BONDS (CONTINUED)
$40,000,000 Ford Motor Credit Co 5.79 % 01/07/99 $ 40,000,000
60,000,000 Huntington National Bank 5.64 08/28/98 59,991,259
100,000,000 International Business Machines 5.55 02/22/99 99,936,220
50,000,000 JP Morgan Co 5.99 12/16/98 50,000,000
74,000,000 Key Bank 5.55 02/24/99 73,949,680
50,000,000 Key Bank 5.78 12/15/98 49,995,200
90,000,000 Morgan Guaranty Trust 5.96 06/22/98 89,969,736
100,000,000 Northern Trust Corp 5.60 07/30/98 99,951,200
150,000,000 Royal Bank of Canada 5.54 02/09/99 149,898,000
45,000,000 Sigma Finance Inc 5.84 11/05/98 45,000,000
65,000,000 Sigma Finance Inc 6.00 09/15/98 65,000,000
50,000,000 Societe Generale 5.65 08/03/98 49,980,590
100,000,000 Walt Disney Co 5.61 02/10/99 99,973,750
--------------
TOTAL VARIABLE AND FLOATING RATE BONDS $1,530,452,690
(Cost $1,530,452,690)
REPURCHASE AGREEMENTS - 2.88%
$60,939,000 Goldman Sachs Pooled Repurchase Agreement -
102% Collateralized by U.S. Government
Securities 5.90 04/01/98 $ 60,939,000
159,932,000 JP Morgan Securities Inc Repurchase Agreement -
102% Collateralized by U.S. Government
Securities 5.88 04/01/98 159,932,000
--------------
TOTAL REPURCHASE AGREEMENTS $ 220,871,000
(Cost $220,871,000)
</TABLE>
- ------------------------
28
<PAGE>
MONEY MARKET MUTUAL FUND
<TABLE>
<C> <S> <C> <C> <C> <C>
TOTAL INVESTMENTS IN SECURITIES
</TABLE>
<TABLE>
<C> <S> <C> <C>
(Cost $7,646,963,440)* (Note 1) 99.79% $7,646,963,440
Other Assets and Liabilities, Net 0.21 15,793,396
------ --------------
TOTAL NET ASSETS 100.00% $7,662,756,836
------ --------------
------ --------------
- ----------------------------------------------------------------------------------------------------------
</TABLE>
(F) YIELD TO MATURITY.
++ REPRESENTS COMMERCIAL PAPER SOLD WITHIN TERMS OF PRIVATE PLACEMENT
MEMORANDUM, EXEMPT FROM REGISTRATION UNDER 4(2) OF THE SECURITIES ACT
OF 1933, THAT MAY BE RESOLD TO QUALIFIED INSTITUTIONAL BUYERS. THIS
SECURITY WAS DEEMED LIQUID BY THE INVESTMENT ADVISER IN ACCORDANCE
WITH PROCEDURES APPROVED BY THE FUND'S BOARD OF DIRECTORS.
* COST FOR FEDERAL INCOME TAX PURPOSES IS THE SAME AS FOR FINANCIAL
STATEMENT PURPOSES.
The accompanying notes are an integral part of these financial statements.
---------------------
29
<PAGE>
NATIONAL TAX-FREE MONEY MARKET MUTUAL FUND
- -------------------------------------------------
PORTFOLIO OF INVESTMENTS - MARCH 31, 1998
<TABLE>
<CAPTION>
INTEREST MATURITY
PRINCIPAL SECURITY NAME RATE DATE+ VALUE
<C> <S> <C> <C> <C> <C>
MUNICIPAL SECURITIES - 99.04%
ARIZONA - 5.26%
$ 975,000 Chandler AZ Industrial Development V/R Project
LOC - Citibank N.A. 3.75 % 12/01/02 $ 975,000
5,000,000 Maricopa AZ PCR Public Service Co 3.25 05/01/98 5,000,000
--------------
$ 5,975,000
CALIFORNIA - 0.53%
$ 500,000 California HFFA V/R FSA Insured 3.70 % 07/01/22 $ 500,000
100,000 California Statewide CDA COP 3.75 06/01/26 100,000
--------------
$ 600,000
COLORADO - 1.85%
$ 1,600,000 Colorado State Student Loan Obligation Bond
Authority Series A 3.75 % 03/01/24 $ 1,600,000
500,000 Douglas County CO Multifamily Revenue Project 3.75 07/01/06 500,000
--------------
$ 2,100,000
FLORIDA - 13.64%
$ 2,000,000 Indian River County FL Hospital Series 1990 3.75 % 04/07/98 $ 2,000,000
1,000,000 Indian River County FL Hospital Service Revenue 3.20 05/04/98 1,000,000
3,000,000 Jacksonville FL Electric Authority GO 3.70 04/07/98 3,000,000
6,500,000 Palm Beach FL Hospital Service Revenue 3.55 06/04/98 6,500,000
3,000,000 Sunshine State FL PCR Series A 3.75 04/07/98 3,000,000
--------------
$ 15,500,000
</TABLE>
- ------------------------
30
<PAGE>
NATIONAL TAX-FREE MONEY MARKET MUTUAL FUND
<TABLE>
<CAPTION>
INTEREST MATURITY
PRINCIPAL SECURITY NAME RATE DATE+ VALUE
<C> <S> <C> <C> <C> <C>
MUNICIPAL SECURITIES (CONTINUED)
GEORGIA - 4.40%
$ 3,195,000 Georgia State Municipal Electric Authority
Series A 3.45 % 08/03/98 $ 3,195,000
1,800,000 Georgia State Power Revenue Project 3.20 05/04/98 1,800,000
--------------
$ 4,995,000
KANSAS - 1.29%
$ 1,470,000 Topeka KS Multifamily Housing Project 3.45 % 01/01/09 $ 1,470,000
KENTUCKY - 2.91%
$ 3,300,000 Kentucky Higher Educational Student Loan Corp
Series A 3.75 % 06/01/26 $ 3,300,000
LOUISIANA - 1.32%
$ 1,500,000 New Orleans Aviation Board Revenue MBIA Insured 3.75 % 08/05/15 $ 1,500,000
MAINE - 0.88%
$ 1,000,000 Maine Educational Loan Marketing Corp Student
Loan Revenue Series A 3.75 % 05/01/32 $ 1,000,000
MARYLAND - 8.36%
$ 6,500,000 Anarundle MD Hospital Services Revenue Series A 3.45 % 04/07/98 $ 6,500,000
3,000,000 Baltimore MD USD Revenue Project 3.40 04/09/98 3,000,000
--------------
$ 9,500,000
MASSACHUSETTS - 4.40%
$ 5,000,000 Massachusetts State Water Revenue Project 3.25 % 05/06/98 $ 5,000,000
MISSISSIPPI - 1.14%
$ 1,300,000 Mississippi Business Finance Corp Solid Waste
Disposal Revenue Project B 3.80 % 07/01/22 $ 1,300,000
</TABLE>
---------------------
31
<PAGE>
NATIONAL TAX-FREE MONEY MARKET MUTUAL FUND
<TABLE>
<CAPTION>
INTEREST MATURITY
PRINCIPAL SECURITY NAME RATE DATE+ VALUE
<C> <S> <C> <C> <C> <C>
MUNICIPAL SECURITIES (CONTINUED)
MISSOURI - 0.88%
$ 1,000,000 Missouri Higher Educational Loan Authority
Student Loan Revenue Series B 3.80 % 06/01/20 $ 1,000,000
NEW HAMPSHIRE - 0.88%
$ 1,000,000 New Hampshire Business Finance Authority
Revenue Project 3.80 % 05/01/21 $ 1,000,000
NEW JERSEY - 5.28%
$ 5,000,000 New Jersey State Turnpike Revenue Series A 3.40 % 05/21/98 $ 5,000,000
1,000,000 New Jersey State Turnpike Revenue Series D 3.15 01/01/18 1,000,000
--------------
$ 6,000,000
NEW YORK - 0.18%
$ 200,000 New York NY Municipal Assistance Corp 3.50 % 07/01/08 $ 200,000
NORTH CAROLINA - 3.35%
$ 3,800,000 North Carolina State Airport Revenue Series A 3.45 % 08/03/98 $ 3,800,000
OHIO - 0.88%
$ 1,000,000 Ohio State Air Quality Development Authority
Revenue 3.20 % 05/04/98 $ 1,000,000
PENNSYLVANIA - 0.88%
$ 1,000,000 Delaware Valley PA Regional Finance Authority 3.65 % 08/01/16 $ 1,000,000
PUERTO RICO - 4.40%
$ 5,000,000 Commonwealth of Puerto Rico Highway &
Transportation Authority Series A 3.20 % 07/01/28 $ 5,000,000
</TABLE>
- ------------------------
32
<PAGE>
NATIONAL TAX-FREE MONEY MARKET MUTUAL FUND
<TABLE>
<CAPTION>
INTEREST MATURITY
PRINCIPAL SECURITY NAME RATE DATE+ VALUE
<C> <S> <C> <C> <C> <C>
MUNICIPAL SECURITIES (CONTINUED)
TEXAS - 16.52%
$ 800,000 Austin TX Tax & Revenue Anticipation 3.70 % 04/09/98 $ 800,064
1,000,000 Gulf Coast TX Health Service Revenue Project 3.25 04/14/98 1,000,000
3,500,000 Gulf Coast TX HFA Revenue Series A 3.50 08/07/98 3,500,000
5,000,000 Houston TX Tax & Revenue Anticipation 3.20 05/06/98 5,000,000
1,000,000 San Antonio TX Tax & RAN Series A 3.70 04/09/98 1,000,080
3,500,000 Texas A&M University Educational Revenue
Project 3.40 05/21/98 3,500,000
3,960,000 Texas State Tendered Optional Certificates 3.78 10/01/06 3,960,000
--------------
$ 18,760,144
UTAH - 12.77%
$ 5,000,000 Intermountain UT Power Agency Series A 3.25 % 05/01/98 $ 5,000,000
5,000,000 Intermountain UT Power Agency Series A 3.35 05/01/98 5,000,000
4,500,000 Utah State Pollution Control Revenue Series A 3.20 05/04/98 4,500,000
--------------
$ 14,500,000
WISCONSIN - 7.04%
$ 8,000,000 Wisconsin State Municipal Electric Authority 3.25 % 05/01/98 $ 8,000,000
--------------
TOTAL MUNICIPAL SECURITIES $ 112,500,144
(Cost $112,500,144)
TOTAL INVESTMENTS IN SECURITIES
</TABLE>
<TABLE>
<C> <S> <C> <C>
(Cost $112,500,144)* (Note 1) 99.04% $ 112,500,144
Other Assets and Liabilities, Net 0.96% 1,094,988
------ --------------
TOTAL NET ASSETS 100.00% $ 113,595,132
------ --------------
------ --------------
- ----------------------------------------------------------------------------------------------------------
</TABLE>
* COST FOR FEDERAL INCOME TAX PURPOSES IS THE SAME AS FOR FINANCIAL
STATEMENT PURPOSES.
+ SECURITIES WITH MATURITIES IN EXCESS OF 397 DAYS ARE SUBJECT TO A
DEMAND FEATURE WHICH REDUCES THE REMAINING MATURITY.
The accompanying notes are an integral part of these financial statements.
---------------------
33
<PAGE>
TREASURY MONEY MARKET MUTUAL FUND
- -------------------------------------------------
PORTFOLIO OF INVESTMENTS - MARCH 31, 1998
<TABLE>
<CAPTION>
INTEREST MATURITY
PRINCIPAL SECURITY NAME RATE DATE VALUE
<C> <S> <C> <C> <C> <C>
U.S. TREASURY SECURITIES - 54.26%
U.S. TREASURY BILLS - 23.13%
$50,000,000 U.S. Treasury Bills 5.16 %(F) 04/30/98 $ 49,786,528
272,000,000 U.S. Treasury Bills 5.32 (F) 04/16/98 271,390,355
175,000,000 U.S. Treasury Bills 5.32 (F) 04/23/98 174,432,507
--------------
$ 495,609,390
U.S. TREASURY NOTES - 31.13%
$27,000,000 U.S. Treasury Notes 4.75 % 08/31/98 $ 26,904,291
81,470,000 U.S. Treasury Notes 5.13 04/30/98 81,409,642
34,750,000 U.S. Treasury Notes 5.13 06/30/98 34,690,136
8,500,000 U.S. Treasury Notes 5.88 04/30/98 8,502,407
75,000,000 U.S. Treasury Notes 6.00 09/30/98 75,193,892
123,800,000 U.S. Treasury Notes 6.13 05/15/98 123,850,564
75,520,000 U.S. Treasury Notes 6.13 08/31/98 75,637,808
44,640,000 U.S. Treasury Notes 6.38 01/15/99 44,987,255
14,340,000 U.S. Treasury Notes 7.13 10/15/98 14,448,818
29,750,000 U.S. Treasury Notes 7.88 04/15/98 29,769,743
100,625,000 U.S. Treasury Notes 8.25 07/15/98 101,404,019
49,775,000 U.S. Treasury Notes 6.25 03/31/99 50,142,657
--------------
$ 666,941,232
TOTAL U.S. TREASURY SECURITIES $1,162,550,622
(Cost $1,162,550,622)
</TABLE>
- ------------------------
34
<PAGE>
TREASURY MONEY MARKET MUTUAL FUND
<TABLE>
<CAPTION>
INTEREST MATURITY
PRINCIPAL SECURITY NAME RATE DATE VALUE
<C> <S> <C> <C> <C> <C>
REPURCHASE AGREEMENTS - 45.73%
$64,665,000 Goldman Sachs Pooled Repurchase Agreement -
102% Collateralized by U.S. Government
Securities 5.90 04/01/98 $ 64,665,000
310,024,000 HSBC Securities Inc Repurchase Agreement - 102%
Collateralized by U.S. Government Securities 5.85 04/01/98 310,024,000
215,434,000 JP Morgan Securities Inc Repurchase Agreement -
102% Collateralized by U.S. Government
Securities 5.88 04/01/98 215,434,000
389,735,000 Morgan Stanley & Co Repurchase Agreement - 102%
Collateralized by U.S. Government Securities 5.90 04/01/98 389,735,000
--------------
TOTAL REPURCHASE AGREEMENTS $ 979,858,000
(Cost $979,858,000)
TOTAL INVESTMENTS IN SECURITIES
</TABLE>
<TABLE>
<C> <S> <C> <C>
(Cost $2,142,408,622)* (Note 1) 99.99% $2,142,408,622
Other Assets and Liabilities, Net 0.01% 286,556
------ --------------
TOTAL NET ASSETS 100.00% $2,142,695,178
------ --------------
------ --------------
- ----------------------------------------------------------------------------------------------------------
</TABLE>
(F) YIELD TO MATURITY.
* COST FOR FEDERAL INCOME TAX PURPOSES IS THE SAME AS FOR FINANCIAL
STATEMENT PURPOSES.
The accompanying notes are an integral part of these financial statements.
---------------------
35
<PAGE>
STATEMENT OF ASSETS AND LIABILITIES - MARCH 31, 1998
<TABLE>
<CAPTION>
CALIFORNIA
TAX-FREE
MONEY MARKET
MUTUAL FUND
<S> <C>
- -----------------------------------------------------------
ASSETS
INVESTMENTS:
In securities, at market value and
cost (includes repurchase agreements
of $20,903,000 for the Government
Money Market Mutual Fund and
$979,858,000 for the Treasury Money
Market Mutual Fund) $2,105,576,198
Cash 1,676,013
Receivables:
Interest 18,450,981
Organization expenses, net of
amortization 0
Prepaid expenses 47,936
TOTAL ASSETS 2,125,751,128
LIABILITIES
Payables:
Distribution to shareholders 4,448,216
Due to sponsor and distributor (Note
2) 1,205,281
Due to adviser (Note 2) 1,039,029
Other 177,243
TOTAL LIABILITIES 6,869,769
TOTAL NET ASSETS
$2,118,881,359
NET ASSETS CONSIST OF:
Paid-in capital $2,119,051,518
Undistributed net realized gain (loss)
on investments (170,159)
TOTAL NET ASSETS $2,118,881,359
COMPUTATION OF NET ASSET VALUE AND
OFFERING PRICE PER SHARE
Net assets - Class A(1) $2,118,881,359
Shares outstanding - Class A(1) 2,119,056,325
Net asset value and offering price per
share - Class A(1) $ 1.00
Net assets - Administrative Class N/A
Shares outstanding - Administrative
Class N/A
Net asset value and offering price per
share - Administrative Class N/A
Net assets - Class E N/A
Shares outstanding - Class E N/A
Net asset value and offering price per
share - Class E N/A
Net assets - Institutional Class N/A
Shares outstanding - Institutional Class N/A
Net asset value and offering price per
share - Institutional Class N/A
Net assets - Class S/Service Class N/A
Shares outstanding - Class S/Service
Class N/A
Net asset value and offering price per
share - Class S/Service Class N/A
- -----------------------------------------------------------
</TABLE>
(1) INCLUDES FUNDS WITH A SINGLE CLASS.
The accompanying notes are an integral part of these financial statements.
- ------------------------
36
<PAGE>
STATEMENT OF ASSETS AND LIABILITIES - MARCH 31, 1998
<TABLE>
<CAPTION>
GOVERNMENT NATIONAL
MONEY MONEY TAX-FREE TREASURY
MARKET MONEY MARKET MONEY MARKET MONEY MARKET
MUTUAL FUND MUTUAL FUND MUTUAL FUND MUTUAL FUND
<S> <C> <C> <C> <C>
- ---------------------------------------------------------------------------------------------------------------
ASSETS
INVESTMENTS:
In securities, at market value and
cost (includes repurchase agreements
of $20,903,000 for the Government
Money Market Mutual Fund and
$979,858,000 for the Treasury Money
Market Mutual Fund) $76,811,600 $7,646,963,440 $112,500,144 $2,142,408,622
Cash 1,713 1,403 1,088,648 2,857
Receivables:
Interest 469,140 52,294,908 533,676 9,868,046
Organization expenses, net of
amortization 0 9,756 22,979 63,038
Prepaid expenses 642 156,171 8,873 84,842
TOTAL ASSETS 77,283,095 7,699,425,678 114,154,320 2,152,427,405
LIABILITIES
Payables:
Distribution to shareholders 306,955 30,656,423 402,697 8,397,184
Due to sponsor and distributor (Note
2) 47,818 1,647,650 24,669 250,453
Due to adviser (Note 2) 33,471 4,330,327 38,664 920,731
Other 27,254 34,442 93,158 163,859
TOTAL LIABILITIES 415,498 36,668,842 559,188 9,732,227
TOTAL NET ASSETS
$76,867,597 $7,662,756,836 $113,595,132 $2,142,695,178
NET ASSETS CONSIST OF:
Paid-in capital $76,867,597 $7,663,269,004 $113,605,821 $2,142,662,386
Undistributed net realized gain (loss)
on investments 0 (512,168) (10,689) 32,792
TOTAL NET ASSETS $76,867,597 $7,662,756,836 $113,595,132 $2,142,695,178
COMPUTATION OF NET ASSET VALUE AND
OFFERING PRICE PER SHARE
Net assets - Class A(1) $76,867,597 $6,711,584,408 $ 59,292,823 $ 381,593,557
Shares outstanding - Class A(1) 76,868,811 6,711,334,214 59,296,795 381,625,486
Net asset value and offering price per
share - Class A(1) $ 1.00 $ 1.00 $ 1.00 $ 1.00
Net assets - Administrative Class N/A N/A N/A $ 176,942,422
Shares outstanding - Administrative
Class N/A N/A N/A 176,927,656
Net asset value and offering price per
share - Administrative Class N/A N/A N/A $ 1.00
Net assets - Class E N/A N/A N/A $ 715,554,329
Shares outstanding - Class E N/A N/A N/A 715,543,643
Net asset value and offering price per
share - Class E N/A N/A N/A $ 1.00
Net assets - Institutional Class N/A N/A $ 54,302,309 $ 501,493,743
Shares outstanding - Institutional Class N/A N/A 54,309,026 501,621,987
Net asset value and offering price per
share - Institutional Class N/A N/A $ 1.00 $ 1.00
Net assets - Class S/Service Class N/A $ 951,172,428 N/A $ 367,111,127
Shares outstanding - Class S/Service
Class N/A 951,143,769 N/A 367,119,468
Net asset value and offering price per
share - Class S/Service Class N/A $ 1.00 N/A $ 1.00
- ---------------------------------------------------------------------------------------------------------------
</TABLE>
(1) INCLUDES FUNDS WITH A SINGLE CLASS.
The accompanying notes are an integral part of these financial statements.
---------------------
37
<PAGE>
STATEMENT OF OPERATIONS - FOR THE YEAR ENDED MARCH 31, 1998
<TABLE>
<CAPTION>
CALIFORNIA
TAX-FREE
MONEY MARKET
MUTUAL FUND
- ----------------------------------------------------------
<S> <C>
INVESTMENT INCOME
Interest $ 56,802,847
TOTAL INVESTMENT INCOME 56,802,847
EXPENSES (NOTE 2)
Advisory fees 8,096,781
Administration fees 1,005,092
Custody fees 285,406
Shareholder servicing fees 4,865,940
Portfolio accounting fees 385,896
Transfer agency fees 1,621,980
Distribution fees 431,642
Organization costs 0
Legal and audit fees 86,154
Registration fees 100,431
Directors' fees 3,585
Shareholder reports 145,275
Other 53,553
TOTAL EXPENSES 17,081,735
Less:
Waived fees and reimbursed expenses (6,538,104)
Net Expenses 10,543,631
NET INVESTMENT INCOME 46,259,216
Net realized gain (loss) on sale of
investments (95,156)
NET INCREASE IN NET ASSETS RESULTING
FROM OPERATIONS $ 46,164,060
- ----------------------------------------------------------
</TABLE>
(1) INCLUDES AMOUNTS ALLOCATED FROM THE MASTER PORTFOLIO PRIOR TO DECEMBER 15,
1997. SEE NOTE 1.
The accompanying notes are an integral part of these financial statements.
- ------------------------
38
<PAGE>
STATEMENT OF OPERATIONS - FOR THE YEAR ENDED MARCH 31, 1998
<TABLE>
<CAPTION>
NATIONAL
GOVERNMENT MONEY TAX-FREE TREASURY
MONEY MARKET MARKET MONEY MARKET MONEY MARKET
MUTUAL FUND MUTUAL FUND MUTUAL FUND (1) MUTUAL FUND
- -----------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
INVESTMENT INCOME
Interest $ 3,781,242 $357,173,870 $ 2,591,806 $ 101,243,245
TOTAL INVESTMENT INCOME 3,781,242 357,173,870 2,591,806 101,243,245
EXPENSES (NOTE 2)
Advisory fees 170,050 24,931,846 222,621 4,584,749
Administration fees 41,964 3,861,514 47,644 1,133,896
Custody fees 11,359 1,049,145 12,409 306,262
Shareholder servicing fees 170,050 18,315,799 93,068 3,397,289
Portfolio accounting fees 67,201 1,314,350 43,882 430,278
Transfer agency fees 68,020 6,246,988 44,716 1,014,143
Distribution fees 34,010 7,438,602 18,612 961,527
Organization costs 36,908 56,578 14,777 134,532
Legal and audit fees 24,725 241,368 31,022 68,980
Registration fees 14,908 294,439 42,944 285,055
Directors' fees 4,788 4,880 4,562 4,689
Shareholder reports 15,550 249,999 37,281 37,494
Other 15,941 120,689 5,431 32,393
TOTAL EXPENSES 675,474 64,126,197 618,969 12,391,287
Less:
Waived fees and reimbursed expenses (165,972) (11,417,518) (245,072) (3,403,022)
Net Expenses 509,502 52,708,679 373,897 8,988,265
NET INVESTMENT INCOME 3,271,740 304,465,191 2,217,909 92,254,980
Net realized gain (loss) on sale of
investments 892 495,081 (10,252) 104,070
NET INCREASE IN NET ASSETS RESULTING
FROM OPERATIONS $ 3,272,632 $304,960,272 $ 2,207,657 $ 92,359,050
- -----------------------------------------------------------------------------------------------------
</TABLE>
(1) INCLUDES AMOUNTS ALLOCATED FROM THE MASTER PORTFOLIO PRIOR TO DECEMBER 15,
1997. SEE NOTE 1.
The accompanying notes are an integral part of these financial statements.
---------------------
39
<PAGE>
STATEMENTS OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
CALIFORNIA TAX-FREE MONEY MARKET MUTUAL FUND
----------------------------------------------------
FOR THE
YEAR ENDED FOR THE SIX FOR THE NINE
MARCH 31, MONTHS ENDED MONTHS ENDED
1998 (2) MARCH 31, 1997 SEPT. 30, 1996
- -------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
INCREASE (DECREASE) IN NET ASSETS
OPERATIONS:
Net investment income $ 46,259,216 $ 17,334,760 $ 22,129,891
Net realized gain (loss) on sale of
investments (95,156) (20,256) 39,647
NET INCREASE IN NET ASSETS RESULTING
FROM OPERATIONS 46,164,060 17,314,504 22,169,538
DISTRIBUTIONS TO SHAREHOLDERS:
From net investment income
CLASS A (46,259,216) (17,334,760) (22,129,891)
ADMINISTRATIVE CLASS N/A N/A N/A
CLASS E N/A N/A N/A
INSTITUTIONAL CLASS N/A N/A N/A
CLASS S/SERVICE CLASS N/A N/A N/A
In excess of net investment income
CLASS A 0 0 0
ADMINISTRATIVE CLASS N/A N/A N/A
CLASS E N/A N/A N/A
INSTITUTIONAL CLASS N/A N/A N/A
CLASS S/SERVICE CLASS N/A N/A N/A
From net realized gain on sale of
investments
CLASS A 0 0 0
ADMINISTRATIVE CLASS N/A N/A N/A
CLASS E N/A N/A N/A
INSTITUTIONAL CLASS N/A N/A N/A
CLASS S/SERVICE CLASS N/A N/A N/A
CAPITAL SHARE TRANSACTIONS:
Proceeds from shares sold - Class
A (1) 2,490,901,512 991,867,267 856,726,858
Reinvestment of dividends - Class
A (1) 43,220,033 16,764,042 22,241,153
Cost of shares redeemed - Class A (1) (1,799,455,338) (785,731,636) (748,580,464)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CAPITAL SHARE
TRANSACTIONS - CLASS A (1) 734,666,207 222,899,673 130,387,547
Proceeds from shares sold -
Administrative Class N/A N/A N/A
Reinvestment of dividends -
Administrative Class N/A N/A N/A
Cost of shares redeemed -
Administrative Class N/A N/A N/A
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CAPITAL SHARE
TRANSACTIONS - ADMINISTRATIVE CLASS N/A N/A N/A
Proceeds from shares sold - Class E N/A N/A N/A
Reinvestment of dividends - Class E N/A N/A N/A
Cost of shares redeemed - Class E N/A N/A N/A
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CAPITAL SHARE
TRANSACTIONS - CLASS E N/A N/A N/A
Proceeds from shares sold -
Institutional Class N/A N/A N/A
Reinvestment of dividends -
Institutional Class N/A N/A N/A
Cost of shares redeemed -
Institutional Class N/A N/A N/A
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CAPITAL SHARE
TRANSACTIONS - INSTITUTIONAL CLASS N/A N/A N/A
Proceeds from shares sold - Class
S/Service Class N/A N/A N/A
Reinvestment of dividends - Class
S/Service Class N/A N/A N/A
Cost of shares redeemed - Class
S/Service Class N/A N/A N/A
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CAPITAL SHARE
TRANSACTIONS - CLASS S/SERVICE CLASS N/A N/A N/A
INCREASE (DECREASE) IN NET ASSETS 734,571,051 222,879,417 130,427,194
NET ASSETS:
Beginning net assets 1,384,310,308 1,161,430,891 1,031,003,697
ENDING NET ASSETS $2,118,881,359 $1,384,310,308 $1,161,430,891
- -------------------------------------------------------------------------------------------------
</TABLE>
(1) INCLUDES FUNDS WITH A SINGLE CLASS.
(2) INCLUDES AMOUNTS RELATED TO THE CONSOLIDATION OF THE OVERLAND EXPRESS
CALIFORNIA TAX-FREE MONEY MARKET FUND. SEE NOTE 1.
(3) PROCEEDS FROM SHARES SOLD INCLUDES $194,880,059 FOR CLASS A AND $19,474,700
FOR THE INSTITUTIONAL CLASS, AS A RESULT OF THE PACIFICA MONEY MARKET FUND
AND PACIFICA ASSET PRESERVATION FUND MERGERS. SEE NOTE 1.
(4) THE INSTITUTIONAL CLASS CEASED OPERATIONS ON SEPTEMBER 29, 1997.
The accompanying notes are an integral part of these financial statements.
- ---------------------
40
<PAGE>
STATEMENTS OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
MONEY MARKET
GOVERNMENT MONEY MARKET MUTUAL FUND MUTUAL FUND
--------------------------------------------------- ---------------
FOR THE FOR THE SIX
YEAR ENDED MONTHS ENDED FOR THE FOR THE
MARCH 31, MARCH 31, YEAR ENDED YEAR ENDED
1998 1997 SEPT. 30, 1996 MARCH 31, 1998
- --------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
INCREASE (DECREASE) IN NET ASSETS
OPERATIONS:
Net investment income $ 3,271,740 $ 1,354,153 $ 4,369,090 $ 304,465,191
Net realized gain (loss) on sale of
investments 892 (794) 69 495,081
NET INCREASE IN NET ASSETS RESULTING
FROM OPERATIONS 3,272,632 1,353,359 4,369,159 304,960,272
DISTRIBUTIONS TO SHAREHOLDERS:
From net investment income
CLASS A (3,271,740) (1,354,153) (4,369,090) (267,569,450)
ADMINISTRATIVE CLASS N/A N/A N/A N/A
CLASS E N/A N/A N/A N/A
INSTITUTIONAL CLASS N/A N/A N/A (188,647)(4)
CLASS S/SERVICE CLASS N/A N/A N/A (36,707,094)
In excess of net investment income
CLASS A 0 0 (1,214) 0
ADMINISTRATIVE CLASS N/A N/A N/A N/A
CLASS E N/A N/A N/A N/A
INSTITUTIONAL CLASS N/A N/A N/A 0(4)
CLASS S/SERVICE CLASS N/A N/A N/A 0
From net realized gain on sale of
investments
CLASS A (167) 0 0 0
ADMINISTRATIVE CLASS N/A N/A N/A N/A
CLASS E N/A N/A N/A N/A
INSTITUTIONAL CLASS N/A N/A N/A 0(4)
CLASS S/SERVICE CLASS N/A N/A N/A 0
CAPITAL SHARE TRANSACTIONS:
Proceeds from shares sold - Class
A (1) 199,262,173 133,575,235 1,617,283,570 4,063,160,668
Reinvestment of dividends - Class
A (1) 1,543,518 636,690 1,166,154 255,837,441
Cost of shares redeemed - Class A (1) (184,162,738) (139,023,174) (1,662,781,053) (2,247,997,951)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CAPITAL SHARE
TRANSACTIONS - CLASS A (1) 16,642,953 (4,811,249) (44,331,329) 2,071,000,158
Proceeds from shares sold -
Administrative Class N/A N/A N/A N/A
Reinvestment of dividends -
Administrative Class N/A N/A N/A N/A
Cost of shares redeemed -
Administrative Class N/A N/A N/A N/A
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CAPITAL SHARE
TRANSACTIONS - ADMINISTRATIVE CLASS N/A N/A N/A N/A
Proceeds from shares sold - Class E N/A N/A N/A N/A
Reinvestment of dividends - Class E N/A N/A N/A N/A
Cost of shares redeemed - Class E N/A N/A N/A N/A
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CAPITAL SHARE
TRANSACTIONS - CLASS E N/A N/A N/A N/A
Proceeds from shares sold -
Institutional Class N/A N/A N/A 2,301,111(4)
Reinvestment of dividends -
Institutional Class N/A N/A N/A 215,236(4)
Cost of shares redeemed -
Institutional Class N/A N/A N/A (11,839,183)(4)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CAPITAL SHARE
TRANSACTIONS - INSTITUTIONAL CLASS N/A N/A N/A (9,322,836)(4)
Proceeds from shares sold - Class
S/Service Class N/A N/A N/A 1,708,294,353
Reinvestment of dividends - Class
S/Service Class N/A N/A N/A 35,725,155
Cost of shares redeemed - Class
S/Service Class N/A N/A N/A (1,500,695,653)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CAPITAL SHARE
TRANSACTIONS - CLASS S/SERVICE CLASS N/A N/A N/A 243,323,855
INCREASE (DECREASE) IN NET ASSETS 16,643,678 (4,812,043) (44,332,474) 2,305,496,258
NET ASSETS:
Beginning net assets 60,223,919 65,035,962 109,368,436 5,357,260,578
ENDING NET ASSETS $ 76,867,597 $ 60,223,919 $ 65,035,962 $ 7,662,756,836
- --------------------------------------------------------------------------------------------------------------------
<CAPTION>
FOR THE NINE
FOR THE SIX MONTHS ENDED
MONTHS ENDED SEPT. 30,
MARCH 31, 1997 1996 (3)
- ---------------------------------------------------------------------------------------------
<S> <C> <C>
INCREASE (DECREASE) IN NET ASSETS
OPERATIONS:
Net investment income $ 113,510,355 $ 132,402,988
Net realized gain (loss) on sale of
investments 215,989 740,929
NET INCREASE IN NET ASSETS RESULTING
FROM OPERATIONS 113,726,344 133,143,917
DISTRIBUTIONS TO SHAREHOLDERS:
From net investment income
CLASS A (98,818,921) (113,221,991)
ADMINISTRATIVE CLASS N/A N/A
CLASS E N/A N/A
INSTITUTIONAL CLASS (276,412) (62,154)
CLASS S/SERVICE CLASS (14,415,022) (19,122,485)
In excess of net investment income
CLASS A 0 0
ADMINISTRATIVE CLASS N/A N/A
CLASS E N/A N/A
INSTITUTIONAL CLASS 0 0
CLASS S/SERVICE CLASS 0 0
From net realized gain on sale of
investments
CLASS A 0 0
ADMINISTRATIVE CLASS N/A N/A
CLASS E N/A N/A
INSTITUTIONAL CLASS 0 0
CLASS S/SERVICE CLASS 0 0
CAPITAL SHARE TRANSACTIONS:
Proceeds from shares sold - Class
A (1) 1,566,360,081 2,061,107,506
Reinvestment of dividends - Class
A (1) 93,188,135 111,610,934
Cost of shares redeemed - Class A (1) (819,490,109) (1,266,041,632)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CAPITAL SHARE
TRANSACTIONS - CLASS A (1) 840,058,107 906,676,808
Proceeds from shares sold -
Administrative Class N/A N/A
Reinvestment of dividends -
Administrative Class N/A N/A
Cost of shares redeemed -
Administrative Class N/A N/A
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CAPITAL SHARE
TRANSACTIONS - ADMINISTRATIVE CLASS N/A N/A
Proceeds from shares sold - Class E N/A N/A
Reinvestment of dividends - Class E N/A N/A
Cost of shares redeemed - Class E N/A N/A
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CAPITAL SHARE
TRANSACTIONS - CLASS E N/A N/A
Proceeds from shares sold -
Institutional Class 2,187,477 19,474,700
Reinvestment of dividends -
Institutional Class 279,884 0
Cost of shares redeemed -
Institutional Class (11,728,408) (882,494)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CAPITAL SHARE
TRANSACTIONS - INSTITUTIONAL CLASS (9,261,047) 18,592,206
Proceeds from shares sold - Class
S/Service Class 813,386,639 1,063,771,625
Reinvestment of dividends - Class
S/Service Class 14,334,388 19,240,628
Cost of shares redeemed - Class
S/Service Class (819,204,427) (1,002,807,161)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CAPITAL SHARE
TRANSACTIONS - CLASS S/SERVICE CLASS 8,516,600 80,205,092
INCREASE (DECREASE) IN NET ASSETS 839,529,649 1,006,211,393
NET ASSETS:
Beginning net assets 4,517,730,929 3,511,519,536
ENDING NET ASSETS $ 5,357,260,578 $ 4,517,730,929
- --------------------------------------------------------------------------------------------------------------
</TABLE>
The accompanying notes are an integral part of these financial statements.
---------------------
41
<PAGE>
STATEMENTS OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
NATIONAL TAX-FREE MONEY MARKET MUTUAL FUND
----------------------------------------------
FROM APRIL
2, 1996
(COMMENCEMENT
FOR THE FOR THE SIX OF
YEAR ENDED MONTHS ENDED OPERATIONS)
MARCH 31, MARCH 31, TO SEPT.
1998 (2) 1997 30, 1996
- -------------------------------------------------------------------------------------------
<S> <C> <C> <C>
INCREASE (DECREASE) IN NET ASSETS
OPERATIONS:
Net investment income $ 2,217,909 $ 181,596 $ 40,567
Net realized gain (loss) on sale of
investments (10,252) 0 (437)
NET INCREASE IN NET ASSETS RESULTING
FROM OPERATIONS 2,207,657 181,596 40,130
DISTRIBUTIONS TO SHAREHOLDERS:
From net investment income
CLASS A (1,076,631) (181,596) (40,567)
ADMINISTRATIVE CLASS N/A N/A N/A
CLASS E N/A N/A N/A
INSTITUTIONAL CLASS (1,141,278)(4) N/A N/A
CLASS S/SERVICE CLASS N/A N/A N/A
In excess of net investment income
CLASS A 0 0 0
ADMINISTRATIVE CLASS N/A N/A N/A
CLASS E N/A N/A N/A
INSTITUTIONAL CLASS 0(4) N/A N/A
CLASS S/SERVICE CLASS N/A N/A N/A
From net realized gain on sale of
investments
CLASS A 0 0 0
ADMINISTRATIVE CLASS N/A N/A N/A
CLASS E N/A N/A N/A
INSTITUTIONAL CLASS 0(4) N/A N/A
CLASS S/SERVICE CLASS N/A N/A N/A
CAPITAL SHARE TRANSACTIONS:
Proceeds from shares sold - Class
A (1) 243,931,011 54,084,381 14,242,313
Reinvestment of dividends - Class
A (1) 999,129 141,020 30,552
Cost of shares redeemed - Class A (1) (220,887,156) (23,947,189) (9,297,266)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CAPITAL SHARE
TRANSACTIONS - CLASS A (1) 24,042,984 30,278,212 4,975,599
Proceeds from shares sold -
Administrative Class N/A N/A N/A
Reinvestment of dividends -
Administrative Class N/A N/A N/A
Cost of shares redeemed -
Administrative Class N/A N/A N/A
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CAPITAL SHARE
TRANSACTIONS - ADMINISTRATIVE CLASS N/A N/A N/A
Proceeds from shares sold - Class E N/A N/A N/A
Reinvestment of dividends - Class E N/A N/A N/A
Cost of shares redeemed - Class E N/A N/A N/A
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CAPITAL SHARE
TRANSACTIONS - CLASS E N/A N/A N/A
Proceeds from shares sold -
Institutional Class 436,296,534(4) N/A N/A
Reinvestment of dividends -
Institutional Class 226,125(4) N/A N/A
Cost of shares redeemed -
Institutional Class (382,213,633)(4) N/A N/A
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CAPITAL SHARE
TRANSACTIONS - INSTITUTIONAL CLASS 54,309,026(4) N/A N/A
Proceeds from shares sold - Class
S/Service Class N/A N/A N/A
Reinvestment of dividends - Class
S/Service Class N/A N/A N/A
Cost of shares redeemed - Class
S/Service Class N/A N/A N/A
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CAPITAL SHARE
TRANSACTIONS - CLASS S/SERVICE CLASS N/A N/A N/A
INCREASE (DECREASE) IN NET ASSETS 78,341,758 30,278,212 4,975,162
NET ASSETS:
Beginning net assets 35,253,374 4,975,162 0
ENDING NET ASSETS $ 113,595,132 $ 35,253,374 $ 4,975,162
- -------------------------------------------------------------------------------------------
</TABLE>
(1) INCLUDES FUNDS WITH A SINGLE CLASS.
(2) INCLUDES AMOUNTS RELATED TO THE CONSOLIDATION OF THE OVERLAND EXPRESS
NATIONAL TAX-FREE INSTITUTIONAL MONEY MARKET FUND. SEE NOTE 1.
(3) INCLUDES AMOUNTS RELATED TO THE CONSOLIDATION OF THE OVERLAND EXPRESS U.S.
TREASURY MONEY MARKET FUND. SEE NOTE 1.
(4) THIS CLASS COMMENCED OPERATIONS ON DECEMBER 15, 1997.
The accompanying notes are an integral part of these financial statements.
- ---------------------
42
<PAGE>
STATEMENTS OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
TREASURY MONEY MARKET MUTUAL FUND
-------------------------------------------------------
FOR THE
YEAR ENDED FOR THE SIX FOR THE
MARCH 31, MONTHS ENDED YEAR ENDED
1998 (3) MARCH 31, 1997 SEPT. 30, 1996
- ----------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
INCREASE (DECREASE) IN NET ASSETS
OPERATIONS:
Net investment income $ 92,254,980 $ 45,105,801 $ 97,930,686
Net realized gain (loss) on sale of
investments 104,070 1,017 39,272
NET INCREASE IN NET ASSETS RESULTING
FROM OPERATIONS 92,359,050 45,106,818 97,969,958
DISTRIBUTIONS TO SHAREHOLDERS:
From net investment income
CLASS A (7,909,738) (1,327,300) (2,763,079)
ADMINISTRATIVE CLASS (2,844,289)(4) N/A N/A
CLASS E (35,555,799) (905,615) N/A
INSTITUTIONAL CLASS (25,427,944) (12,730,969) (62,003,165)
CLASS S/SERVICE CLASS (20,517,210) (30,141,918) (33,164,442)
In excess of net investment income
CLASS A 0 0 (293)
ADMINISTRATIVE CLASS 0(4) N/A N/A
CLASS E 0 0 N/A
INSTITUTIONAL CLASS 0 0 (14,701)
CLASS S/SERVICE CLASS 0 0 (4,695)
From net realized gain on sale of
investments
CLASS A (1,806) (1,075) 0
ADMINISTRATIVE CLASS 0(4) N/A N/A
CLASS E (30,443) 0 N/A
INSTITUTIONAL CLASS (24,671) (12,378) 0
CLASS S/SERVICE CLASS (15,375) (25,819) 0
CAPITAL SHARE TRANSACTIONS:
Proceeds from shares sold - Class
A (1) 1,005,876,144 101,803,141 265,329,368
Reinvestment of dividends - Class
A (1) 1,522,843 117,496 303,969
Cost of shares redeemed - Class A (1) (692,285,990) (89,139,342) (211,928,115)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CAPITAL SHARE
TRANSACTIONS - CLASS A (1) 315,112,997 12,781,295 53,705,222
Proceeds from shares sold -
Administrative Class 267,085,382(4) N/A N/A
Reinvestment of dividends -
Administrative Class 2,351,192(4) N/A N/A
Cost of shares redeemed -
Administrative Class (92,509,640)(4) N/A N/A
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CAPITAL SHARE
TRANSACTIONS - ADMINISTRATIVE CLASS 176,926,934(4) N/A N/A
Proceeds from shares sold - Class E 1,732,685,997 892,833,080 N/A
Reinvestment of dividends - Class E 0 0 N/A
Cost of shares redeemed - Class E (1,837,801,845) (72,176,053) N/A
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CAPITAL SHARE
TRANSACTIONS - CLASS E (105,115,848) 820,657,027 N/A
Proceeds from shares sold -
Institutional Class 1,810,109,209 998,327,768 4,920,884,222
Reinvestment of dividends -
Institutional Class 3,525,822 978,929 1,018,863
Cost of shares redeemed -
Institutional Class (1,761,790,304) (1,090,336,130) (4,417,665,197)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CAPITAL SHARE
TRANSACTIONS - INSTITUTIONAL CLASS 51,844,727 (91,029,433) 504,237,888
Proceeds from shares sold - Class
S/Service Class 2,944,938,309 2,043,006,993 3,893,787,080
Reinvestment of dividends - Class
S/Service Class 1,738,759 348,407 227,942
Cost of shares redeemed - Class
S/Service Class (3,062,973,983) (2,900,254,375) (3,555,407,931)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CAPITAL SHARE
TRANSACTIONS - CLASS S/SERVICE CLASS (116,296,915) (856,898,975) 338,607,091
INCREASE (DECREASE) IN NET ASSETS 322,503,670 (114,528,342) 896,569,784
NET ASSETS:
Beginning net assets 1,820,191,508 1,934,719,850 1,038,150,066
ENDING NET ASSETS $ 2,142,695,178 $ 1,820,191,508 $ 1,934,719,850
- ----------------------------------------------------------------------------------------------------
</TABLE>
The accompanying notes are an integral part of these financial statements.
---------------------
43
<PAGE>
FINANCIAL HIGHLIGHTS
FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:
<TABLE>
<CAPTION>
CALIFORNIA TAX-FREE MONEY MARKET MUTUAL FUND
----------------------------------------------
NINE
SIX MONTHS MONTHS
YEAR ENDED ENDED ENDED YEAR ENDED
MARCH 31, MARCH 31, SEPT. 30, DEC. 31,
1998 1997 (2) 1996 (3) 1995
<S> <C> <C> <C> <C>
- ----------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD $1.00 $1.00 $1.00 $1.00
---------- ---------- ---------- ----------
INCOME FROM INVESTMENT OPERATIONS:
Net investment income 0.03 0.01 0.02 0.03
Net realized gain (loss) on investments 0.00 0.00 0.00 0.00
---------- ---------- ---------- ----------
TOTAL FROM INVESTMENT OPERATIONS 0.03 0.01 0.02 0.03
LESS DISTRIBUTIONS:
Dividends from net investment income (0.03) (0.01) (0.02) (0.03)
Distributions from net realized gain 0.00 0.00 0.00 0.00
---------- ---------- ---------- ----------
TOTAL FROM DISTRIBUTIONS (0.03) (0.01) (0.02) (0.03)
---------- ---------- ---------- ----------
NET ASSET VALUE, END OF PERIOD $1.00 $1.00 $1.00 $1.00
---------- ---------- ---------- ----------
---------- ---------- ---------- ----------
TOTAL RETURN (NOT ANNUALIZED) 2.91% 1.36% 2.04% 3.23%
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000s) $2,118,881 $1,384,310 $1,161,431 $1,031,004
RATIOS TO AVERAGE NET ASSETS (ANNUALIZED):
Ratio of expenses to average net assets 0.65% 0.65% 0.65% 0.65%
Ratio of net investment income to average
net assets 2.85% 2.72% 2.69% 3.18%
- ----------------------------------------------------------------------------------------------
Ratio of expenses to average net assets prior
to waived fees and reimbursed expenses 1.05% 1.03% 1.02% 1.01%
Ratio of net investment income (loss) to
average net assets prior to waived fees and
reimbursed expenses 2.45% 2.34% 2.32% 2.82%
- ----------------------------------------------------------------------------------------------
</TABLE>
(1) THE FUND OPERATED AS A SERIES OF PACIFICA FUNDS TRUST FROM ITS
COMMENCEMENT OF OPERATIONS UNTIL IT WAS REORGANIZED AS A SERIES OF
STAGECOACH FUNDS, INC. ON SEPTEMBER 6, 1996. IN CONJUNCTION WITH THE
SEPTEMBER 6, 1996 REORGANIZATION, WFB ASSUMED INVESTMENT ADVISORY
RESPONSIBILITIES. PRIOR TO APRIL 1, 1996, FIRST INTERSTATE CAPITAL
MANAGEMENT, INC. ("FICM") SERVED AS THE FUND'S ADVISER. IN CONNECTION
WITH THE MERGER OF FIRST INTERSTATE BANCORP INTO WELLS FARGO & CO. ON
APRIL 1, 1996, FICM WAS RENAMED WELLS FARGO INVESTMENT MANAGEMENT,
INC.
(2) THE FUND CHANGED ITS FISCAL YEAR-END FROM SEPTEMBER 30 TO MARCH 31.
(3) THE FUND CHANGED ITS FISCAL YEAR-END FROM DECEMBER 31 TO SEPTEMBER 30.
The accompanying notes are an integral part of these financial statements.
- ---------------------
44
<PAGE>
FINANCIAL HIGHLIGHTS
FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:
<TABLE>
<CAPTION>
GOVERNMENT MONEY MARKET MUTUAL FUND (1)
CALIFORNIA TAX-FREE ----------------------------------------------------------------------
MONEY MARKET MUTUAL CLASS A
FUND (CONT.) ----------------------------------------------------------------------
---------------------- SIX MONTHS
YEAR ENDED YEAR ENDED YEAR ENDED ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED
DEC. 31, DEC. 31, MARCH 31, MARCH 31, SEPT. 30, SEPT. 30, SEPT. 30, SEPT. 30,
1994 1993 1998 1997 (2) 1996 1995 1994 1993
<S> <C> <C> <C> <C> <C> <C> <C> <C>
- ----------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING
OF PERIOD $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
---------- ---------- ---------- ---------- ---------- ---------- ---------- ----------
INCOME FROM INVESTMENT
OPERATIONS:
Net investment income 0.02 0.02 0.05 0.02 0.05 0.05 0.03 0.03
Net realized gain (loss)
on investments 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
---------- ---------- ---------- ---------- ---------- ---------- ---------- ----------
TOTAL FROM INVESTMENT
OPERATIONS 0.02 0.02 0.05 0.02 0.05 0.05 0.03 0.03
LESS DISTRIBUTIONS:
Dividends from net
investment income (0.02) (0.02) (0.05) (0.02) (0.05) (0.05) (0.03) (0.03)
Distributions from net
realized gain 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
---------- ---------- ---------- ---------- ---------- ---------- ---------- ----------
TOTAL FROM DISTRIBUTIONS (0.02) (0.02) (0.05) (0.02) (0.05) (0.05) (0.03) (0.03)
---------- ---------- ---------- ---------- ---------- ---------- ---------- ----------
NET ASSET VALUE, END OF
PERIOD $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
---------- ---------- ---------- ---------- ---------- ---------- ---------- ----------
---------- ---------- ---------- ---------- ---------- ---------- ---------- ----------
TOTAL RETURN (NOT
ANNUALIZED) 2.28% 1.89% 4.93% 2.32% 4.75% 5.22% 3.16% 2.77%
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period
(000s) $869,745 $793,420 $76,868 $60,224 $65,036 $109,368 $194,276 $188,934
RATIOS TO AVERAGE NET ASSETS
(ANNUALIZED):
Ratio of expenses to
average net assets 0.62% 0.55% 0.75% 0.75% 0.77% 0.79% 0.77% 0.83%
Ratio of net investment
income to average net
assets 2.26% 1.88% 4.83% 4.62% 4.74% 5.08% 3.07% 2.73%
- ----------------------------------------------------------------------------------------------------------------------------
Ratio of expenses to average
net assets prior to waived
fees and reimbursed
expenses 1.08% 1.06% 1.00% 1.00% 0.80% 0.81% 0.79% 0.84%
Ratio of net investment
income (loss) to average
net assets prior to waived
fees and reimbursed
expenses 1.80% 1.37% 4.58% 4.37% 4.71% 5.06% 3.05% 2.72%
- ----------------------------------------------------------------------------------------------------------------------------
</TABLE>
(1) THE FUND OPERATED AS A SERIES OF PACIFICA FUNDS TRUST FROM ITS
COMMENCEMENT OF OPERATIONS UNTIL IT WAS REORGANIZED AS A SERIES OF
STAGECOACH FUNDS, INC. ON SEPTEMBER 6, 1996. IN CONJUNCTION WITH THE
SEPTEMBER 6, 1996 REORGANIZATION, WFB ASSUMED INVESTMENT ADVISORY
RESPONSIBILITIES. PRIOR TO APRIL 1, 1996, FIRST INTERSTATE CAPITAL
MANAGEMENT, INC. ("FICM") SERVED AS THE FUND'S ADVISER. IN CONNECTION
WITH THE MERGER OF FIRST INTERSTATE BANCORP INTO WELLS FARGO & CO. ON
APRIL 1, 1996, FICM WAS RENAMED WELLS FARGO INVESTMENT MANAGEMENT,
INC.
(2) THE FUND CHANGED ITS FISCAL YEAR-END FROM SEPTEMBER 30 TO MARCH 31.
(3) THE FUND CHANGED ITS FISCAL YEAR-END FROM DECEMBER 31 TO SEPTEMBER 30.
The accompanying notes are an integral part of these financial statements.
---------------------
45
<PAGE>
FINANCIAL HIGHLIGHTS
FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:
<TABLE>
<CAPTION>
MONEY MARKET MUTUAL FUND
----------------------------------
CLASS A
----------------------------------
NINE
SIX MONTHS MONTHS
YEAR ENDED ENDED ENDED
MARCH 31, MARCH 31, SEPT. 30,
1998 1997 (1) 1996 (2)
<S> <C> <C> <C>
- --------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD $1.00 $1.00 $1.00
---------- ---------- ----------
INCOME FROM INVESTMENT OPERATIONS:
Net investment income 0.05 0.02 0.03
Net realized gain (loss) on investments 0.00 0.00 0.00
---------- ---------- ----------
TOTAL FROM INVESTMENT OPERATIONS 0.05 0.02 0.03
LESS DISTRIBUTIONS:
Dividends from net investment income (0.05) (0.02) (0.03)
Distributions from net realized gain 0.00 0.00 0.00
---------- ---------- ----------
TOTAL FROM DISTRIBUTIONS (0.05) (0.02) (0.03)
---------- ---------- ----------
NET ASSET VALUE, END OF PERIOD $1.00 $1.00 $1.00
---------- ---------- ----------
---------- ---------- ----------
TOTAL RETURN (NOT ANNUALIZED) 5.07% 2.36% 3.55%
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000s) $6,711,584 $4,640,148 $3,799,908
RATIOS TO AVERAGE NET ASSETS (ANNUALIZED):
Ratio of expenses to average net assets 0.75% 0.75% 0.75%
Ratio of net investment income to average net assets 4.95% 4.71% 4.66%
- --------------------------------------------------------------------------------------------
Ratio of expenses to average net assets prior to waived
fees and reimbursed expenses 0.93% 0.90% 0.88%
Ratio of net investment income (loss) to average net
assets prior to waived fees and reimbursed expenses 4.77% 4.56% 4.53%
- --------------------------------------------------------------------------------------------
</TABLE>
(1) THE FUND CHANGED ITS FISCAL YEAR-END FROM SEPTEMBER 30 TO MARCH 31.
(2) THE FUND CHANGED ITS FISCAL YEAR-END FROM DECEMBER 31 TO SEPTEMBER 30.
(3) THE INSTITUTIONAL CLASS SHARES CEASED OPERATIONS ON SEPTEMBER 29,
1997.
(4) THE INSTITUTIONAL CLASS SHARES COMMENCED OPERATIONS ON SEPTEMBER 6,
1996.
The accompanying notes are an integral part of these financial statements.
- ---------------------
46
<PAGE>
FINANCIAL HIGHLIGHTS
FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:
<TABLE>
<CAPTION>
MONEY MARKET MUTUAL FUND (CONT.)
----------------------------------------------------------------------------------
INSTITUTIONAL CLASS
CLASS A (CONT.) ---------------------------------- CLASS S
---------------------------------- PERIOD SIX MONTHS PERIOD ----------
YEAR ENDED YEAR ENDED YEAR ENDED ENDED ENDED ENDED YEAR ENDED
DEC. 31, DEC. 31, DEC. 31, SEPT. 29, MARCH 31, SEPT. 30, MARCH 31,
1995 1994 1993 1997 (3) 1997 (1) 1996 (4) 1998
<S> <C> <C> <C> <C> <C> <C> <C>
- ----------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING
OF PERIOD $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
---------- ---------- ---------- ---------- ---------- ---------- ----------
INCOME FROM INVESTMENT
OPERATIONS:
Net investment income 0.05 0.04 0.03 0.02 0.02 0.00 0.04
Net realized gain (loss)
on investments 0.00 0.00 0.00 0.00 0.00 0.00 0.00
---------- ---------- ---------- ---------- ---------- ---------- ----------
TOTAL FROM INVESTMENT
OPERATIONS 0.05 0.04 0.03 0.02 0.02 0.00 0.04
LESS DISTRIBUTIONS:
Dividends from net
investment income (0.05) (0.04) (0.03) (0.02) (0.02) 0.00 (0.04)
Distributions from net
realized gain 0.00 0.00 0.00 0.00 0.00 0.00 0.00
---------- ---------- ---------- ---------- ---------- ---------- ----------
TOTAL FROM DISTRIBUTIONS (0.05) (0.04) (0.03) (0.02) (0.02) (0.00) (0.04)
---------- ---------- ---------- ---------- ---------- ---------- ----------
NET ASSET VALUE, END OF
PERIOD $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
---------- ---------- ---------- ---------- ---------- ---------- ----------
---------- ---------- ---------- ---------- ---------- ---------- ----------
TOTAL RETURN (NOT
ANNUALIZED) 5.34% 3.74% 2.70% 2.48% 2.38% 0.29% 4.37%
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period
(000s) $2,892,621 $2,343,942 $317,474 $0 $9,332 $18,592 $951,172
RATIOS TO AVERAGE NET ASSETS
(ANNUALIZED):
Ratio of expenses to
average net assets 0.75% 0.69% 0.58% 0.73% 0.73% 0.74% 1.42%
Ratio of net investment
income to average net
assets 5.13% 4.12% 2.67% 4.94% 4.71% 5.03% 4.28%
- ----------------------------------------------------------------------------------------------------------------
Ratio of expenses to average
net assets prior to waived
fees and reimbursed
expenses 0.83% 0.89% 1.00% 1.14% 0.82% 0.77% 1.62%
Ratio of net investment
income (loss) to average
net assets prior to waived
fees and reimbursed
expenses 5.05% 3.92% 2.25% 4.53% 4.62% 5.00% 4.08%
- ----------------------------------------------------------------------------------------------------------------
</TABLE>
(1) THE FUND CHANGED ITS FISCAL YEAR-END FROM SEPTEMBER 30 TO MARCH 31.
(2) THE FUND CHANGED ITS FISCAL YEAR-END FROM DECEMBER 31 TO SEPTEMBER 30.
(3) THE INSTITUTIONAL CLASS SHARES CEASED OPERATIONS ON SEPTEMBER 29,
1997.
(4) THE INSTITUTIONAL CLASS SHARES COMMENCED OPERATIONS ON SEPTEMBER 6,
1996.
The accompanying notes are an integral part of these financial statements.
---------------------
47
<PAGE>
FINANCIAL HIGHLIGHTS
FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:
<TABLE>
<CAPTION>
MONEY MARKET MUTUAL FUND (CONT.)
----------------------------------
CLASS S (CONT.)
----------------------------------
NINE
SIX MONTHS MONTHS PERIOD
ENDED ENDED ENDED
MARCH 31, SEPT. 30, DEC. 31,
1997 (2) 1996 (3) 1995 (4)
<S> <C> <C> <C>
- --------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD $1.00 $1.00 $1.00
---------- ---------- ----------
INCOME FROM INVESTMENT OPERATIONS:
Net investment income 0.02 0.03 0.03
Net realized gain (loss) on investments 0.00 0.00 0.00
---------- ---------- ----------
TOTAL FROM INVESTMENT OPERATIONS 0.02 0.03 0.03
LESS DISTRIBUTIONS:
Dividends from net investment income (0.02) (0.03) (0.03)
Distributions from net realized gain 0.00 0.00 0.00
---------- ---------- ----------
TOTAL FROM DISTRIBUTIONS (0.02) (0.03) (0.03)
---------- ---------- ----------
NET ASSET VALUE, END OF PERIOD $1.00 $1.00 $1.00
---------- ---------- ----------
---------- ---------- ----------
TOTAL RETURN (NOT ANNUALIZED) 2.02% 3.03% 2.73%
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000s) $707,781 $699,231 $618,899
RATIOS TO AVERAGE NET ASSETS (ANNUALIZED):
Ratio of expenses to average net assets 1.43% 1.42% 1.43%
Ratio of net investment income to average net assets 4.02% 3.98% 4.40%
- --------------------------------------------------------------------------------------------
Ratio of expenses to average net assets prior to waived
fees and reimbursed expenses 1.56% 1.55% 1.53%
Ratio of net investment income (loss) to average net
assets prior to waived fees and reimbursed expenses 3.89% 3.85% 4.30%
- --------------------------------------------------------------------------------------------
</TABLE>
(1) THE FUND OPERATED AS A PORTFOLIO OF PACIFIC AMERICAN FUNDS THROUGH
OCTOBER 1, 1994, WHEN IT WAS REORGANIZED AS THE PACIFIC AMERICAN U.S.
TREASURY PORTFOLIO, A PORTFOLIO OF PACIFICA FUNDS TRUST. IN JULY 1995,
THE FUND WAS RENAMED THE PACIFICA TREASURY MONEY MARKET FUND, AND ON
SEPTEMBER 6, 1996, THE FUND WAS REORGANIZED AS A SERIES OF STAGECOACH
FUNDS, INC. IN CONJUNCTION WITH THE SEPTEMBER 6, 1996 REORGANIZATION,
WFB ASSUMED INVESTMENT ADVISORY RESPONSIBILITES. PRIOR TO APRIL 1,
1996, FIRST INTERSTATE CAPITAL MANAGEMENT, INC. ("FICM") SERVED AS THE
FUND'S ADVISER. IN CONNECTION WITH THE MERGER OF FIRST INTERSTATE
BANCORP INTO WELLS FARGO & CO. ON APRIL 1, 1996, FICM WAS RENAMED
WELLS FARGO INVESTMENT MANAGEMENT, INC.
(2) THE FUND CHANGED ITS FISCAL YEAR-END FROM SEPTEMBER 30 TO MARCH 31.
(3) THE FUND CHANGED ITS FISCAL YEAR-END FROM DECEMBER 31 TO SEPTEMBER 30.
(4) THE CLASS S SHARES COMMENCED OPERATIONS ON MAY 25, 1995.
(5) THE FUND COMMENCED OPERATIONS ON APRIL 2, 1996.
(6) THE INSTITUTIONAL CLASS SHARES COMMENCED OPERATIONS ON DECEMBER 15,
1997.
(7) THE CLASS A SHARES COMMENCED OPERATIONS ON OCTOBER 1, 1995.
(8) THE ADMINISTRATIVE CLASS SHARES COMMENCED OPERATIONS ON DECEMBER 15,
1997.
(9) THIS RATIO INCLUDES INCOME AND EXPENSES CHARGED TO THE MASTER
PORTFOLIO PRIOR TO DECEMBER 15, 1997.
The accompanying notes are an integral part of these financial statements.
- ---------------------
48
<PAGE>
FINANCIAL HIGHLIGHTS
FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:
<TABLE>
<CAPTION>
NATIONAL TAX-FREE MONEY MARKET MUTUAL FUND TREASURY MONEY MARKET MUTUAL FUND (1)
--------------------------------------------- ---------------------------------------------
CLASS A INSTITUTIONAL CLASS A ADMIN.
--------------------------------- CLASS --------------------------------- CLASS
SIX --------- SIX ---------
YEAR MONTHS PERIOD PERIOD YEAR MONTHS YEAR PERIOD
ENDED ENDED ENDED ENDED ENDED ENDED ENDED ENDED
MARCH 31, MARCH 31, SEPT. 30, MARCH 31, MARCH 31, MARCH 31, SEPT. 30, MARCH 31,
1998 1997 (2) 1996 (5) 1998 (6) 1998 1997 (2) 1996 (7) 1998 (8)
<S> <C> <C> <C> <C> <C> <C> <C> <C>
- ----------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING
OF PERIOD $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
--------- --------- --------- --------- --------- --------- --------- ---------
INCOME FROM INVESTMENT
OPERATIONS:
Net investment income 0.03 0.01 0.01 0.01 0.05 0.02 0.05 0.02
Net realized gain (loss)
on investments 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
--------- --------- --------- --------- --------- --------- --------- ---------
TOTAL FROM INVESTMENT
OPERATIONS 0.03 0.01 0.01 0.01 0.05 0.02 0.05 0.02
LESS DISTRIBUTIONS:
Dividends from net
investment income (0.03) (0.01) (0.01) (0.01) (0.05) (0.02) (0.05) (0.02)
Distributions from net
realized gain 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
--------- --------- --------- --------- --------- --------- --------- ---------
TOTAL FROM DISTRIBUTIONS (0.03) (0.01) (0.01) (0.01) (0.05) (0.02) (0.05) (0.02)
--------- --------- --------- --------- --------- --------- --------- ---------
NET ASSET VALUE, END OF
PERIOD $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
--------- --------- --------- --------- --------- --------- --------- ---------
--------- --------- --------- --------- --------- --------- --------- ---------
TOTAL RETURN (NOT
ANNUALIZED) 2.93% 1.36% 1.51% 0.91% 5.06% 2.42% 4.95% 1.52%
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period
(000s) $59,293 $35,253 $4,975 $54,302 $381,594 $66,486 $53,706 $176,942
RATIOS TO AVERAGE NET ASSETS
(ANNUALIZED):
Ratio of expenses to
average net assets 0.70%(9) 0.64%(9) 0.62%(9) 0.30% 0.62% 0.55% 0.55% 0.40%
Ratio of net investment
income to average net
assets 2.87%(9) 2.68%(9) 2.71%(9) 3.05% 4.93% 4.81% 4.96% 5.17%
- ----------------------------------------------------------------------------------------------------------------------------
Ratio of expenses to average
net assets prior to waived
fees and reimbursed
expenses 1.13%(9) 1.58%(9) 3.56%(9) 0.52% 0.85% 0.75% 0.67% 0.56%
Ratio of net investment
income (loss) to average
net assets prior to waived
fees and reimbursed
expenses 2.44%(9) 1.74%(9) (0.23 %(9) 2.83% 4.70% 4.61% 4.84% 5.01%
- ----------------------------------------------------------------------------------------------------------------------------
</TABLE>
(1) THE FUND OPERATED AS A PORTFOLIO OF PACIFIC AMERICAN FUNDS THROUGH
OCTOBER 1, 1994, WHEN IT WAS REORGANIZED AS THE PACIFIC AMERICAN U.S.
TREASURY PORTFOLIO, A PORTFOLIO OF PACIFICA FUNDS TRUST. IN JULY 1995,
THE FUND WAS RENAMED THE PACIFICA TREASURY MONEY MARKET FUND, AND ON
SEPTEMBER 6, 1996, THE FUND WAS REORGANIZED AS A SERIES OF STAGECOACH
FUNDS, INC. IN CONJUNCTION WITH THE SEPTEMBER 6, 1996 REORGANIZATION,
WFB ASSUMED INVESTMENT ADVISORY RESPONSIBILITES. PRIOR TO APRIL 1,
1996, FIRST INTERSTATE CAPITAL MANAGEMENT, INC. ("FICM") SERVED AS THE
FUND'S ADVISER. IN CONNECTION WITH THE MERGER OF FIRST INTERSTATE
BANCORP INTO WELLS FARGO & CO. ON APRIL 1, 1996, FICM WAS RENAMED
WELLS FARGO INVESTMENT MANAGEMENT, INC.
(2) THE FUND CHANGED ITS FISCAL YEAR-END FROM SEPTEMBER 30 TO MARCH 31.
(3) THE FUND CHANGED ITS FISCAL YEAR-END FROM DECEMBER 31 TO SEPTEMBER 30.
(4) THE CLASS S SHARES COMMENCED OPERATIONS ON MAY 25, 1995.
(5) THE FUND COMMENCED OPERATIONS ON APRIL 2, 1996.
(6) THE INSTITUTIONAL CLASS SHARES COMMENCED OPERATIONS ON DECEMBER 15,
1997.
(7) THE CLASS A SHARES COMMENCED OPERATIONS ON OCTOBER 1, 1995.
(8) THE ADMINISTRATIVE CLASS SHARES COMMENCED OPERATIONS ON DECEMBER 15,
1997.
(9) THIS RATIO INCLUDES INCOME AND EXPENSES CHARGED TO THE MASTER
PORTFOLIO PRIOR TO DECEMBER 15, 1997.
The accompanying notes are an integral part of these financial statements.
---------------------
49
<PAGE>
FINANCIAL HIGHLIGHTS
FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:
<TABLE>
<CAPTION>
TREASURY MONEY MARKET MUTUAL FUND (1) (CONT.)
----------------------------------------------
CLASS E INSTITUTIONAL CLASS
---------------------- ----------------------
YEAR PERIOD SIX MONTHS
ENDED ENDED YEAR ENDED ENDED
MARCH 31, MARCH 31, MARCH 31, MARCH 31,
1998 1997 (2) 1998 1997 (3)
<S> <C> <C> <C> <C>
- ---------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD $1.00 $1.00 $1.00 $1.00
--------- ---------- ---------- ----------
INCOME FROM INVESTMENT OPERATIONS:
Net investment income 0.05 0.00 0.05 0.03
Net realized gain (loss) on investments 0.00 0.00 0.00 0.00
--------- ---------- ---------- ----------
TOTAL FROM INVESTMENT OPERATIONS 0.05 0.00 0.05 0.03
LESS DISTRIBUTIONS:
Dividends from net investment income (0.05) 0.00 (0.05) (0.03)
Distributions from net realized gain 0.00 0.00 0.00 0.00
--------- ---------- ---------- ----------
TOTAL FROM DISTRIBUTIONS (0.05) 0.00 (0.05) (0.03)
--------- ---------- ---------- ----------
NET ASSET VALUE, END OF PERIOD $1.00 $1.00 $1.00 $1.00
--------- ---------- ---------- ----------
--------- ---------- ---------- ----------
TOTAL RETURN (NOT ANNUALIZED) 4.99% 0.11% 5.41% 2.58%
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000s) $715,554 $820,657 $501,494 $449,647
RATIOS TO AVERAGE NET ASSETS (ANNUALIZED):
Ratio of expenses to average net assets 0.65% 0.65% 0.25% 0.25%
Ratio of net investment income to average
net assets 4.87% 4.86% 5.28% 5.11%
- ---------------------------------------------------------------------------------------------
Ratio of expenses to average net assets prior
to waived fees and reimbursed expenses 0.84% 0.88% 0.40% 0.39%
Ratio of net investment income (loss) to
average net assets prior to waived fees and
reimbursed expenses 4.68% 4.63% 5.13% 4.97%
- ---------------------------------------------------------------------------------------------
</TABLE>
** ANNUALIZED
(1) THE FUND OPERATED AS A PORTFOLIO OF PACIFIC AMERICAN FUNDS THROUGH
OCTOBER 1, 1994, WHEN IT WAS REORGANIZED AS THE PACIFIC AMERICAN U.S.
TREASURY PORTFOLIO, A PORTFOLIO OF PACIFICA FUNDS TRUST. IN JULY 1995,
THE FUND WAS RENAMED THE PACIFICA TREASURY MONEY MARKET FUND, AND ON
SEPTEMBER 6, 1996, THE FUND WAS REORGANIZED AS A SERIES OF STAGECOACH
FUNDS, INC. IN CONJUNCTION WITH THE SEPTEMBER 6, 1996 REORGANIZATION,
WFB ASSUMED INVESTMENT ADVISORY RESPONSIBILITES. PRIOR TO APRIL 1,
1996, FIRST INTERSTATE CAPITAL MANAGEMENT, INC. ("FICM") SERVED AS THE
FUND'S ADVISER. IN CONNECTION WITH THE MERGER OF FIRST INTERSTATE
BANCORP INTO WELLS FARGO & CO. ON APRIL 1, 1996, FICM WAS RENAMED
WELLS FARGO INVESTMENT MANAGEMENT, INC.
(2) THE CLASS E SHARES COMMENCED OPERATIONS ON MARCH 24, 1997.
(3) THE FUND CHANGED ITS FISCAL YEAR-END FROM SEPTEMBER 30 TO MARCH 31.
(4) THE INSTITUTIONAL CLASS SHARES COMMENCED OPERATIONS ON AUGUST 11,
1995.
(5) THE FUND CHANGED ITS FISCAL YEAR-END FROM MARCH 31 TO SEPTEMBER 30.
The accompanying notes are an integral part of these financial statements.
- ---------------------
50
<PAGE>
FINANCIAL HIGHLIGHTS
FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:
<TABLE>
<CAPTION>
TREASURY MONEY MARKET MUTUAL FUND (1) (CONT.)
----------------------------------------------------------------------------------------------
INSTITUTIONAL CLASS
(CONT.) SERVICE CLASS
---------------------- ----------------------------------------------------------------------
PERIOD SIX MONTHS SIX MONTHS
YEAR ENDED ENDED YEAR ENDED ENDED YEAR ENDED YEAR ENDED ENDED YEAR ENDED
SEPT. 30, SEPT. 30, MARCH 31, MARCH 31, SEPT. 30, SEPT. 30, SEPT. 30, MARCH 31,
1996 1995 (4) 1998 1997 (3) 1996 1995 1994 (5) 1994
<S> <C> <C> <C> <C> <C> <C> <C> <C>
- ----------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING
OF PERIOD $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
---------- ---------- ---------- ---------- ---------- ---------- ---------- ----------
INCOME FROM INVESTMENT
OPERATIONS:
Net investment income 0.05 0.01 0.05 0.02 0.05 0.05 0.02 0.03
Net realized gain (loss)
on investments 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
---------- ---------- ---------- ---------- ---------- ---------- ---------- ----------
TOTAL FROM INVESTMENT
OPERATIONS 0.05 0.01 0.05 0.02 0.05 0.05 0.02 0.03
LESS DISTRIBUTIONS:
Dividends from net
investment income (0.05) (0.01) (0.05) (0.02) (0.05) (0.05) (0.02) (0.03)
Distributions from net
realized gain 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
---------- ---------- ---------- ---------- ---------- ---------- ---------- ----------
TOTAL FROM DISTRIBUTIONS (0.05) (0.01) (0.05) (0.02) (0.05) (0.05) (0.02) (0.03)
---------- ---------- ---------- ---------- ---------- ---------- ---------- ----------
NET ASSET VALUE, END OF
PERIOD $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
---------- ---------- ---------- ---------- ---------- ---------- ---------- ----------
---------- ---------- ---------- ---------- ---------- ---------- ---------- ----------
TOTAL RETURN (NOT
ANNUALIZED) 5.26% 5.51%** 5.20% 2.47% 5.03% 5.42% 3.75%** 2.81%
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period
(000s) $540,689 $36,443 $367,111 $483,401 $1,340,325 $1,001,707 $690,630 $654,950
RATIOS TO AVERAGE NET ASSETS
(ANNUALIZED):
Ratio of expenses to
average net assets 0.25% 0.26% 0.45% 0.45% 0.45% 0.42% 0.43% 0.43%
Ratio of net investment
income to average net
assets 5.21% 5.42% 5.07% 4.91% 4.98% 5.32% 3.72% 2.77%
- ----------------------------------------------------------------------------------------------------------------------------
Ratio of expenses to average
net assets prior to waived
fees and reimbursed
expenses 0.59% 0.69% 0.65% 0.61% 0.60% 0.66% 0.90% 0.90%
Ratio of net investment
income (loss) to average
net assets prior to waived
fees and reimbursed
expenses 4.87% 4.99% 4.87% 4.75% 4.83% 5.08% 3.25% 2.30%
- ----------------------------------------------------------------------------------------------------------------------------
</TABLE>
** ANNUALIZED
(1) THE FUND OPERATED AS A PORTFOLIO OF PACIFIC AMERICAN FUNDS THROUGH
OCTOBER 1, 1994, WHEN IT WAS REORGANIZED AS THE PACIFIC AMERICAN U.S.
TREASURY PORTFOLIO, A PORTFOLIO OF PACIFICA FUNDS TRUST. IN JULY 1995,
THE FUND WAS RENAMED THE PACIFICA TREASURY MONEY MARKET FUND, AND ON
SEPTEMBER 6, 1996, THE FUND WAS REORGANIZED AS A SERIES OF STAGECOACH
FUNDS, INC. IN CONJUNCTION WITH THE SEPTEMBER 6, 1996 REORGANIZATION,
WFB ASSUMED INVESTMENT ADVISORY RESPONSIBILITES. PRIOR TO APRIL 1,
1996, FIRST INTERSTATE CAPITAL MANAGEMENT, INC. ("FICM") SERVED AS THE
FUND'S ADVISER. IN CONNECTION WITH THE MERGER OF FIRST INTERSTATE
BANCORP INTO WELLS FARGO & CO. ON APRIL 1, 1996, FICM WAS RENAMED
WELLS FARGO INVESTMENT MANAGEMENT, INC.
(2) THE CLASS E SHARES COMMENCED OPERATIONS ON MARCH 24, 1997.
(3) THE FUND CHANGED ITS FISCAL YEAR-END FROM SEPTEMBER 30 TO MARCH 31.
(4) THE INSTITUTIONAL CLASS SHARES COMMENCED OPERATIONS ON AUGUST 11,
1995.
(5) THE FUND CHANGED ITS FISCAL YEAR-END FROM MARCH 31 TO SEPTEMBER 30.
The accompanying notes are an integral part of these financial statements.
---------------------
51
<PAGE>
NOTES TO FINANCIAL STATEMENTS
- -------------------------------------------
NOTES TO FINANCIAL STATEMENTS
1. SIGNIFICANT ACCOUNTING POLICIES
ORGANIZATION
Stagecoach Funds, Inc. (the "Company") is registered under the Investment
Company Act of 1940, as amended (the "1940 Act"), as an open-end series
management investment company. The Company commenced operations on January 1,
1992, and currently offers thirty-three separate series. These financial
statements represent the California Tax-Free Money Market Mutual, Government
Money Market Mutual, Money Market Mutual, National Tax-Free Money Market Mutual,
and Treasury Money Market Mutual Funds (each, a "Fund", collectively, the
"Funds"), each, with the exception of the California Tax-Free Money Market
Mutual Fund, a diversified series of the Company. The California Tax-Free Money
Market Mutual Fund is a non-diversified series of the Company.
At a meeting held on July 23, 1997, the Boards of Directors of Overland Express
Funds, Inc. ("Overland") and the Company approved a consolidation agreement
providing for the transfer of the assets and liabilities of each Overland fund
to a corresponding fund of the Company in exchange for shares of designated
classes of the corresponding Stagecoach fund (the "Consolidation"). The
Consolidation was subsequently approved by Overland shareholders. As a result of
this Consolidation, effective at the close of business on December 12, 1997, the
Stagecoach California Tax-Free Money Market Mutual, Stagecoach National Tax-Free
Money Market Mutual and Stagecoach Treasury Money Market Mutual Funds acquired
all of the assets and assumed all of the liabilities of the Overland California
Tax-Free Money Market, Overland National Tax-Free Institutional Money Market,
and Overland U.S. Treasury Money Market Funds, respectively. Shares issued by
the Stagecoach California Tax-Free Money Market Mutual Fund, Stagecoach National
Tax-Free Money Market Mutual Fund and Stagecoach Treasury Money Market Mutual
Fund in exchange for shares of the Overland California Tax-Free Money Market
Fund, Overland National Tax-Free Institutional Money Market Fund and Overland
U.S. Treasury Money Market Fund were 364,044,218 (valued at $363,975,409),
65,805,624 (valued at
- ---------------------
52
<PAGE>
NOTES TO FINANCIAL STATEMENTS
$65,798,792) and 560,525,071 (valued at $560,521,708), respectively. At the date
of the Consolidation, the components of net assets for each Overland and
Stagecoach fund were as follows:
<TABLE>
<CAPTION>
OVERLAND CALIFORNIA OVERLAND NATIONAL OVERLAND U.S.
TAX-FREE MONEY TAX-FREE INSTITUTIONAL TREASURY MONEY
DECEMBER 12, 1997 MARKET FUND MONEY MARKET FUND MARKET FUND
<S> <C> <C> <C>
- -----------------------------------------------------------------------------------------------------------------------------------
Paid-in Capital $ 364,044,910 $ 65,805,143 $ 560,521,708
Undistributed Net Realized Gain (Loss) (69,501) (6,351) 0
------------------- ---------- --------------
Total Net Assets $ 363,975,409 $ 65,798,792 $ 560,521,708
------------------- ---------- --------------
------------------- ---------- --------------
</TABLE>
<TABLE>
<CAPTION>
STAGECOACH STAGECOACH
CALIFORNIA NATIONAL STAGECOACH
TAX-FREE TAX-FREE TREASURY
MONEY MARKET MONEY MARKET MONEY MARKET
DECEMBER 12, 1997 MUTUAL FUND MUTUAL FUND MUTUAL FUND
<S> <C> <C> <C>
- ----------------------------------------------------------------------------------------------------
Paid-in Capital $ 1,630,118,049 $ 43,950,770 $ 1,654,279,032
Undistributed Net Realized Gain (Loss) (199,625) (437) 0
---------------- --------------- ---------------
Total Net Assets $ 1,629,918,424 $ 43,950,333 $ 1,654,279,032
---------------- --------------- ---------------
---------------- --------------- ---------------
</TABLE>
The combined net assets immediately after the Consolidation were $1,993,893,833
for the Stagecoach California Tax-Free Money Market Mutual Fund, $109,749,125
for the Stagecoach National Tax-Free Money Market Mutual Fund and $2,214,800,740
for the Stagecoach Treasury Money Market Mutual Fund. All acquisitions were
accomplished in separate tax-free exchanges for shares of the respective Fund.
At the time of the Consolidation, the National Tax-Free Money Market Mutual
Fund, structured as a "feeder" Fund in a "master-feeder" structure, was
restructured to invest directly in a portfolio of securities, rather than to
invest in portfolio securities through a "master" portfolio (the "Master
Portfolio"). The Master Portfolio distributed all of its assets and liabilities
in-kind to its interestholders and wound up its affairs (the "Dissolution"). The
Dissolution occurred at the close of business on December 12, 1997. For the
period from April 1, 1997 to December 12, 1997, the Master Portfolio allocated
$827,118 of interest income and $43,474 of net expenses to the Fund.
At a special shareholders meeting on July 16, 1996, the Shareholders of Pacifica
Funds Trust ("Pacifica") approved a plan of reorganization providing for the
transfer of the assets and liabilities of each Pacifica portfolio to a
corresponding fund of the Company in exchange for shares of designated classes
of the corresponding Stagecoach fund. As a result of this reorganization,
effective September 6, 1996, the Stagecoach Treasury Money Market Mutual and
Government Money Market Mutual Funds were established to acquire all of the
assets and assume all of the liabilities of the Pacifica Treasury Money Market
and Government Money Market Funds,
---------------------
53
<PAGE>
NOTES TO FINANCIAL STATEMENTS
respectively (collectively, the "Predecessor Funds"). Additionally, the
Stagecoach Money Market Mutual Fund acquired all of the assets and assumed all
of the liabilities of the Pacifica Money Market and Asset Preservation Funds.
These acquisitions were accomplished in separate exchanges for shares of the
respective Fund. All performance and financial data for the Government Money
Market Mutual and Treasury Money Market Mutual Funds for periods prior to
September 6, 1996 refers to the Predecessor Funds.
The Money Market Mutual Fund offers Class A and Class S shares. The Money Market
Mutual Fund's Institutional Class shareholders redeemed all of their shares and
the Class ceased operations on September 29, 1997. The Treasury Money Market
Mutual Fund offers Class A, Administrative Class, Class E, Institutional Class,
and Service Class shares. The National Tax-Free Money Market Mutual Fund offers
Class A and Institutional Class shares. The California Tax-Free Money Market
Mutual and Government Money Market Mutual Funds offer a single class of shares.
The separate classes of shares differ principally in the applicable sales
charges (if any), distribution fees, shareholder servicing fees and transfer
agency fees. Shareholders of each class also bear certain expenses that pertain
to that particular class. All shareholders bear the common expenses of the Fund
and earn income from the portfolio pro rata based on the average daily net
assets of each class, without distinction between share classes. Dividends are
determined separately for each class based on income and expenses allocable to
each class. Realized gains are allocated to each class pro rata based on the net
assets of each class on the date of distribution. No class has preferential
dividend rights. Differences in per share dividend rates generally result from
the relative weightings of pro rata income and realized gain and loss
allocations and from differences in separate class expenses, including
distribution, shareholder servicing and transfer agency fees.
The California Tax-Free Money Market Mutual Fund concentrates its investments in
a single state and therefore may have more credit risk related to the economic
conditions of the respective state than Funds that have a broader geographical
diversification.
The following significant accounting policies are consistently followed by the
Company in the preparation of its financial statements, and such policies are in
conformity with generally accepted accounting principles ("GAAP") for investment
companies.
The preparation of financial statements in conformity with GAAP requires
management to make estimates and assumptions that affect the reported amounts of
assets and liabilities, disclosure of contingent assets and liabilities at the
date of the financial statements and the reported amounts of revenues and
expenses during the reporting period. Actual results could differ from those
estimates.
- ---------------------
54
<PAGE>
NOTES TO FINANCIAL STATEMENTS
SECURITY VALUATION
The Funds invest only in securities with remaining maturities not exceeding 397
days (thirteen months). Certain floating-and variable-rate instruments in the
portfolios may have maturities in excess of 397 days, but carry a demand feature
that permits the holder to tender the instruments back to the issuer at par
value prior to maturity.
The Funds use the amortized cost method to value their portfolio securities. The
amortized cost method involves valuing a security at its cost, plus accretion of
discount or minus amortization of premium over the period until maturity, which
approximates market value. The Funds seek to maintain a constant net asset value
of $1.00 per share, although there is no assurance that they will be able to do
so.
SECURITY TRANSACTIONS AND INCOME RECOGNITION
Securities transactions are recorded on a trade date basis. Interest income is
accrued daily. Realized gains or losses are reported on the basis of identified
cost of securities delivered. Bond discounts are accreted and premiums are
amortized under provisions of the Internal Revenue Code of 1986, as amended (the
"Code").
REPURCHASE AGREEMENTS
Transactions involving purchases of securities under agreements to resell such
securities ("repurchase agreements") are treated as collateralized financing
transactions and are recorded at their contracted resale amounts. These
repurchase agreements, if any, are detailed in each Fund's Portfolio of
Investments. The Funds may participate in pooled repurchase agreement
transactions with other funds advised by Wells Fargo Bank, N.A. ("WFB"). The
repurchase agreements must be fully collateralized based on values that are
marked to market daily. The collateral may be held by an agent bank under a
tri-party agreement. It is the custodian's responsibility to value collateral
daily and to take action to obtain additional collateral as necessary to
maintain market value equal to or greater than the resale price. The repurchase
agreements held by the Funds are collateralized by instruments such as U.S.
Treasury or federal agency obligations.
DISTRIBUTIONS TO SHAREHOLDERS
Dividends to shareholders from net investment income, if any, are declared daily
and distributed monthly. Any distributions to shareholders from net realized
capital gains are declared and distributed annually.
---------------------
55
<PAGE>
NOTES TO FINANCIAL STATEMENTS
FEDERAL INCOME TAXES
Each Fund is treated as a separate entity for federal income tax purposes. It is
the policy of each Fund of the Company to continue to qualify as a regulated
investment company by complying with the provisions applicable to regulated
investment companies, as defined in the Code, and to make distributions of
substantially all of its investment company taxable income and any net realized
capital gains (after reduction for capital loss carryforwards) sufficient to
relieve it from all, or substantially all, federal income taxes. Accordingly, no
provision for federal income taxes was required at March 31, 1998. The following
Funds had net capital loss carryforwards at March 31, 1998:
<TABLE>
<CAPTION>
CAPITAL LOSS
FUND YEAR EXPIRES CARRYFORWARDS
<S> <C> <C>
- -------------------------------------------------------------------------------------------------------------
California Tax-Free Money Market Mutual Fund 2003 $ 25,282
2005 144,877
Money Market Mutual Fund 2003 512,168
National Tax-Free Money Market Mutual Fund 2003 6,351
2004 437
2006 3,901
</TABLE>
Any loss carryforwards from Pacifica and Overland are included in the Funds'
carryforwards as shown above. The Company's Board of Directors intends to offset
net capital gains with each capital loss carryforward, and no capital gain
distribution shall be made until each such carryforward has been fully utilized
or expires.
Due to the timing of dividend distributions and the differences in accounting
for income and realized gains (losses) for financial statement and federal
income tax purposes, the fiscal year in which amounts are distributed may differ
from the year in which the income and realized gains (losses) were recorded by a
Fund. The differences between the income or gains distributed on a book versus
tax basis are shown as excess distributions of net investment income and net
realized gain on sales of investments in the accompanying Statements of Changes
in Net Assets. The amount of distributions from net investment income and net
realized capital gains are determined in accordance with federal income tax
regulations, which may differ from GAAP. These "book/tax" differences are either
considered temporary or permanent in nature. To the extent that these
differences are permanent in nature, such amounts are reclassified within the
capital accounts based on their federal tax-basis treatment; temporary
differences do not require reclassifications.
- ---------------------
56
<PAGE>
NOTES TO FINANCIAL STATEMENTS
ORGANIZATION COSTS
Certain costs incurred in connection with the organization of the Funds and
their initial registration with the Securities and Exchange Commission and with
the various states are amortized on a straight-line basis over 60 months from
the date each Fund commenced operations.
2. AGREEMENTS AND OTHER TRANSACTIONS WITH AFFILIATES
The Company has entered into separate advisory contracts on behalf of the Funds
with WFB. Pursuant to the contracts, WFB has agreed to provide the Funds with
daily portfolio management. Under the contracts with the Funds, WFB is entitled
to be paid a monthly advisory fee at the following annual rates:
<TABLE>
<CAPTION>
% OF AVERAGE
DAILY NET
FUND ASSETS
<S> <C>
- --------------------------------------------------------------------------------------------------
California Tax-Free Money Market Mutual Fund 0.50
Government Money Market Mutual Fund 0.25
Money Market Mutual Fund 0.40
National Tax-Free Money Market Mutual Fund 0.30
Treasury Money Market Mutual Fund 0.25
</TABLE>
Prior to December 15, 1997, the National Tax-Free Money Market Mutual Fund did
not directly retain an investment adviser because the Fund invested all of its
assets in a separate Master Portfolio which, in turn, retained WFB as investment
adviser. Advisory fees were charged to the Master Portfolio at the same rate as
listed above.
The Company has entered into contracts on behalf of each Fund with WFB, whereby
WFB is responsible for providing custody and portfolio accounting services for
the Funds. Pursuant to the contracts, WFB is entitled to certain transaction
charges plus a monthly fee for custody services at an annual rate of 0.0167% of
the average daily net assets of each Fund. For portfolio accounting services,
WFB is entitled to a monthly base fee from each Fund of $2,000 plus an annual
fee of 0.07% of the first $50 million of each Fund's average daily net assets,
0.045% of the next $50 million, and 0.02% of each Fund's average daily net
assets in excess of $100 million. Prior to December 15, 1997, WFB was entitled
to compensation for its custodial and portfolio accounting services to the
Master Portfolio at the same rates as listed above.
---------------------
57
<PAGE>
NOTES TO FINANCIAL STATEMENTS
The Company has entered into a contract on behalf of the Funds with WFB, whereby
WFB provides transfer agency services for the Funds. Under the transfer agency
contract, WFB is entitled to receive transfer agency fees at the following
annual rates:
<TABLE>
<CAPTION>
% OF AVERAGE DAILY NET ASSETS
---------------------------------------------------------------
ADMINISTRATIVE INSTITUTIONAL CLASS S/
FUND CLASS A* CLASS CLASS E CLASS SERVICE CLASS
<S> <C> <C> <C> <C> <C>
- ----------------------------------------------------------------------------------------------------------------------------------
California Tax-Free Money Market Mutual Fund 0.10 N/A N/A N/A N/A
Government Money Market Mutual Fund 0.10 N/A N/A N/A N/A
Money Market Mutual Fund 0.10 N/A N/A 0.02 0.10
National Tax-Free Money Market Mutual Fund 0.10 N/A N/A 0.02 N/A
Treasury Money Market Mutual Fund 0.10 0.02 0.10 0.02 0.10
</TABLE>
* INCLUDES FUNDS WITH A SINGLE CLASS.
Prior to September 1, 1997, WFB was entitled to receive transfer agency fees at
an annual rate of 0.02% of the average daily net assets of the Class E and
Service Class shares of the Treasury Money Market Mutual Fund.
The transfer agency fees paid on behalf of the Funds for the year ended March
31, 1998 were as follows:
<TABLE>
<CAPTION>
ADMINISTRATIVE INSTITUTIONAL CLASS S/
FUND CLASS A CLASS** CLASS E CLASS SERVICE CLASS
<S> <C> <C> <C> <C> <C>
- ---------------------------------------------------------------------------------------------------------------------------------
Money Market Mutual Fund $5,389,338 N/A N/A $ 769* $ 856,881
National Tax-Free Money Market Mutual Fund 37,227 N/A N/A 7,489** N/A
Treasury Money Market Mutual Fund 159,995 $ 11,006 $480,215 96,351 266,576
</TABLE>
* REPRESENTS THE PERIOD FROM APRIL 1, 1997 TO SEPTEMBER 29, 1997.
** REPRESENTS THE PERIOD FROM DECEMBER 15, 1997 TO MARCH 31, 1998.
Transfer agency fees for the California Tax-Free Money Market Mutual and
Government Money Market Mutual Funds for the year ended March 31, 1998, are
disclosed in the Statement of Operations.
- ---------------------
58
<PAGE>
NOTES TO FINANCIAL STATEMENTS
The Company has entered into contracts on behalf of the Funds with WFB, whereby
WFB has agreed to provide shareholder services for the Funds. Pursuant to the
contracts, WFB is entitled to receive shareholder servicing fees at the
following annual rates:
<TABLE>
<CAPTION>
% OF AVERAGE DAILY NET ASSETS
---------------------------------------------------------------
ADMINISTRATIVE INSTITUTIONAL CLASS S/
FUND CLASS A* CLASS CLASS E CLASS SERVICE CLASS
<S> <C> <C> <C> <C> <C>
- ----------------------------------------------------------------------------------------------------------------------------------
California Tax-Free Money Market Mutual Fund 0.30 N/A N/A N/A N/A
Government Money Market Mutual Fund 0.25 N/A N/A N/A N/A
Money Market Mutual Fund 0.30 N/A N/A 0.25 0.25
National Tax-Free Money Market Mutual Fund 0.25 N/A N/A N/A N/A
Treasury Money Market Mutual Fund 0.30 0.15 0.30 N/A 0.20
</TABLE>
* INCLUDES FUNDS WITH A SINGLE CLASS.
Prior to September 1, 1997, WFB was entitled to receive shareholder servicing
fees at an annual rate of 0.25% of the average daily net assets of the Class A
and Class E shares of the Treasury Money Market Mutual Fund.
The shareholder servicing fees paid on behalf of the Funds for the year ended
March 31, 1998 were as follows:
<TABLE>
<CAPTION>
ADMINISTRATIVE INSTITUTIONAL CLASS S/
FUND CLASS A CLASS** CLASS E CLASS SERVICE CLASS
<S> <C> <C> <C> <C> <C>
- -----------------------------------------------------------------------------------------------------------------------------------
Money Market Mutual Fund $16,168,012 N/A N/A $ 9,612* $ 2,138,175
Treasury Money Market Mutual Fund 466,221 $ 82,533 $2,037,737 0 810,798
</TABLE>
* REPRESENTS THE PERIOD FROM APRIL 1, 1997 TO SEPTEMBER 29, 1997.
** REPRESENTS THE PERIOD FROM DECEMBER 15, 1997 TO MARCH 31, 1998.
Shareholder servicing fees for the California Tax-Free Money Market Mutual,
Government Money Market Mutual and National Tax-Free Money Market Mutual Funds
for the year ended March 31, 1998 are disclosed in the Statement of Operations.
The Company has entered into administration agreements on behalf of the Funds
whereby WFB as administrator and Stephens Inc. ('Stephens') as co-administrator
provide each Fund with administration services. For these services, WFB and
Stephens are entitled to receive monthly fees at the annual rates of 0.03% and
0.04%, respectively, of each Fund's average daily net assets. Prior to February
1, 1998, WFB and Stephens were entitled to receive monthly fees at the annual
rates of 0.04% and 0.02%, respectively, of each Fund's average daily net assets.
---------------------
59
<PAGE>
NOTES TO FINANCIAL STATEMENTS
The Company has adopted separate Distribution Plans for Class A shares of the
Funds, Class E shares of the Treasury Money Market Mutual Fund and Class S
shares of the Money Market Mutual Fund pursuant to Rule 12b-1 under the 1940 Act
(each, a 'Plan'). The Plans for the California Tax-Free Money Market Mutual Fund
and the Class A shares of the Money Market Mutual Fund provide that such Funds
may defray all or part of the cost of preparing, printing and distributing
prospectuses and other promotional materials by paying for costs incurred on an
annual basis of up to 0.05% of the average daily net assets attributable to such
shares. These Plans for the Class A shares provide only for reimbursement of
actual expenses. The Plans for the Class A shares of the Government Money Market
Mutual, National Tax-Free Money Market Mutual and Treasury Money Market Mutual
Funds provide that such Funds may pay to Stephens, as compensation for
distribution-related services or as reimbursement for distribution-related
expenses, up to 0.05% of the average daily net assets attributable to such
shares.
Under the Plan for Class S shares of the Money Market Mutual Fund, the Fund may
pay to Stephens, as compensation for distribution-related services or as
reimbursement for distribution-related expenses, a monthly fee at an annual rate
of up to 0.75% of the average daily net assets attributable to its Class S
shares.
Under the Plan for Class E shares of the Treasury Money Market Mutual Fund, the
Fund may pay to Stephens, as compensation for distribution-related services or
as reimbursement for distribution-related expenses, a monthly fee at an annual
rate of up to 0.10% of the average daily net assets attributable to its Class E
shares. Prior to September 1, 1997, the Fund paid, for distribution-related
services, a monthly fee at an annual rate of up to 0.25% of the average daily
net assets attributable to its Class E shares.
Each Fund may participate in joint distribution activities with other Funds, in
which event, expenses reimbursed out of the assets of one of the Funds may be
attributable, in part, to the distribution-related activities of another Fund.
Generally, the expenses of joint distribution activities are allocated among the
Funds in proportion to their relative net asset sizes.
- ---------------------
60
<PAGE>
NOTES TO FINANCIAL STATEMENTS
Distribution fees paid on behalf of the Funds for the year ended March 31, 1998
were as follows:
<TABLE>
<CAPTION>
FUND CLASS A CLASS E CLASS S
<S> <C> <C> <C>
- -----------------------------------------------------------------------------------------------
Money Market Mutual Fund $ 1,024,078 N/A $ 6,414,524
National Tax-Free Money Market Mutual Fund 18,612 N/A N/A
Treasury Money Market Mutual Fund 79,998 $ 881,529 N/A
</TABLE>
Distribution fees for the California Tax-Free Money Market Mutual and Government
Money Market Mutual Funds for the year ended March 31, 1998 are disclosed in the
Statement of Operations.
The registration fees paid on behalf of the Funds for the year ended March 31,
1998 were as follows:
<TABLE>
<CAPTION>
ADMINISTRATIVE INSTITUTIONAL CLASS S/
FUND CLASS A CLASS** CLASS E CLASS SERVICE CLASS
<S> <C> <C> <C> <C> <C>
- --------------------------------------------------------------------------------------------------------------------------------
Money Market Mutual Fund $210,548 N/A N/A $13,891* $70,000
National Tax-Free Money Market Mutual Fund 35,322 N/A N/A 7,622** N/A
Treasury Money Market Mutual Fund 44,590 $16,000 $68,794 66,740 88,931
</TABLE>
* REPRESENTS THE PERIOD FROM APRIL 1, 1997 TO SEPTEMBER 29, 1997.
** REPRESENTS THE PERIOD FROM DECEMBER 15, 1997 TO MARCH 31, 1998.
Registration fees for the California Tax-Free Money Market Mutual and Government
Money Market Mutual Funds for the year ended March 31, 1998 are disclosed in the
Statement of Operations.
WAIVED FEES AND REIMBURSED EXPENSES
With the exception of the Government Money Market Mutual and National Tax-Free
Money Market Mutual Funds, the amounts shown as waived fees and reimbursed
expenses on the Statement of Operations for the year ended March 31, 1998, were
waived by WFB. For the Government Money Market Mutual and National Tax-Free
Money Market Mutual Funds, the following amounts of fees and expenses were
waived or reimbursed for the year ended March 31, 1998:
<TABLE>
<CAPTION>
EXPENSES
REIMBURSED FEES WAIVED
FUND BY STEPHENS BY WFB
<S> <C> <C>
- -----------------------------------------------------------------------------------------------
Government Money Market Mutual Fund $5,781 $160,191
National Tax-Free Money Market Mutual Fund 2,382 242,690
</TABLE>
---------------------
61
<PAGE>
NOTES TO FINANCIAL STATEMENTS
Waived fees and reimbursed expenses continue at the discretion of WFB and
Stephens. WFB and Stephens agreed to waive or reimburse all or a portion of
their respective fees charged to, or expenses paid by, certain Funds to ensure
that the total Fund operating expenses did not exceed, on an annual basis, 0.75%
of the average daily net assets of the Government Money Market Mutual Fund,
0.73% of the average daily net assets of the Institutional Class shares of the
Money Market Mutual Fund, and 0.55%, 0.25%, and 0.45% of the average daily net
assets of the Class A, Institutional Class, and Service Class shares,
respectively, of the Treasury Money Market Mutual Fund, through August 31, 1997.
Certain officers and one director of the Company are also officers of Stephens.
As of March 31, 1998, Stephens owned 108,146 shares of the California Tax-Free
Money Market Mutual Fund, 26 shares of the Government Money Market Mutual Fund,
13,820 shares of the Money Market Mutual Fund, 209 shares of the National
Tax-Free Money Market Mutual Fund, and 138,913 shares of the Treasury Money
Market Mutual Fund.
- ---------------------
62
<PAGE>
NOTES TO FINANCIAL STATEMENTS
3. CAPITAL SHARE TRANSACTIONS
As of March 31, 1998, there were over 108 billion shares of $0.001 par value
capital stock authorized by the Company. As of March 31, 1998, the California
Tax-Free Money Market Mutual Fund was authorized to issue 10 billion shares, the
Government Money Market Mutual Fund was authorized to issue 5 billion shares,
and the National Tax-Free Money Market Mutual Fund was authorized to issue 5
billion Class A shares and 3 billion Institutional Class shares of $0.001 par
value capital stock. The Money Market Mutual Fund was authorized to issue 10
billion Class A shares and 5 billion Class S shares. The Money Market Mutual
Fund stopped issuing Institutional Class shares as of September 29, 1997. The
Treasury Money Market Mutual Fund was authorized to issue 5 billion shares of
$0.001 par value capital stock for each class of shares, with the exception of
the Administrative Class shares. The Treasury Money Market Mutual Fund was
authorized to issue 1 billion shares of $0.001 par value capital stock for
Administrative Class shares.
Capital share transactions for the Funds were as follows:
<TABLE>
<CAPTION>
CALIFORNIA TAX-FREE MONEY MARKET MUTUAL FUND
-------------------------------------------------
FOR THE YEAR FOR THE SIX FOR THE NINE
ENDED MARCH 31, MONTHS ENDED MONTHS ENDED
1998 (1) MARCH 31, 1997 SEPT. 30, 1996
<S> <C> <C> <C>
- -------------------------------------------------------------------------------------------
SHARES ISSUED AND REDEEMED:
Shares sold -- Class A 2,490,900,820 991,867,267 856,726,858
Shares issued in reinvestment of
dividends 43,220,033 16,764,042 22,241,153
Shares redeemed -- Class A (1,799,455,338) (785,731,636) (748,580,464)
NET INCREASE (DECREASE) IN SHARES
OUTSTANDING -- CLASS A 734,665,515 222,899,673 130,387,547
</TABLE>
(1) "SHARES SOLD" INCLUDES AMOUNTS RELATED TO THE CONSOLIDATION OF THE
STAGECOACH AND OVERLAND CALIFORNIA TAX-FREE MONEY MARKET FUNDS. SEE NOTE 1.
<TABLE>
<CAPTION>
GOVERNMENT MONEY MARKET MUTUAL FUND
-----------------------------------------------
FOR THE YEAR FOR THE SIX FOR THE YEAR
ENDED MARCH MONTHS ENDED ENDED SEPT. 30,
31, 1998 MARCH 31, 1997 1996
<S> <C> <C> <C>
- -----------------------------------------------------------------------------------------
SHARES ISSUED AND REDEEMED:
Shares sold -- Class A 199,262,173 133,575,235 1,617,283,570
Shares issued in reinvestment of
dividends 1,543,518 636,690 1,166,154
Shares redeemed -- Class A (184,162,738) (139,023,174) (1,662,781,053)
NET INCREASE (DECREASE) IN SHARES
OUTSTANDING -- CLASS A 16,642,953 (4,811,249) (44,331,329)
</TABLE>
---------------------
63
<PAGE>
NOTES TO FINANCIAL STATEMENTS
<TABLE>
<CAPTION>
MONEY MARKET MUTUAL FUND
-------------------------------------------------------------
FOR THE NINE
FOR THE SIX MONTHS ENDED
FOR THE YEAR ENDED MONTHS ENDED SEPT. 30,
MARCH 31, 1998 MARCH 31, 1997 1996 (2)
<S> <C> <C> <C>
- ---------------------------------------------------------------------------------------------------------------------------
SHARES ISSUED AND REDEEMED:
Shares sold -- Class A 4,063,073,840 1,566,357,293 2,061,102,906
Shares issued in reinvestment of dividends -- Class A 255,837,441 93,188,134 111,610,934
Shares redeemed -- Class A (2,247,997,951) (819,490,109) (1,266,036,895)
NET INCREASE (DECREASE) IN SHARES OUTSTANDING -- CLASS A 2,070,913,330 840,055,318 906,676,945
Shares sold -- Institutional Class 2,301,110(3) 2,187,477 19,474,700
Shares issued in reinvestment of dividends --
Institutional Class 215,236(3) 279,884 0
Shares redeemed -- Institutional Class (11,839,183)(3) (11,728,407) (890,817)
NET INCREASE (DECREASE) IN SHARES OUTSTANDING --
INSTITUTIONAL CLASS (9,322,837)(3) (9,261,046) 18,583,883
Shares sold -- Class S 1,708,294,353 813,386,639 1,063,771,625
Shares issued in reinvestment of dividends -- Class S 35,725,154 14,334,388 19,240,628
Shares redeemed -- Class S (1,500,695,653) (819,204,427) (1,002,807,161)
NET INCREASE (DECREASE) IN SHARES OUTSTANDING -- CLASS S 243,323,854 8,516,600 80,205,092
</TABLE>
(2) "SHARES SOLD" INCLUDES 194,882,553 FOR CLASS A AND 19,474,700 FOR THE
INSTITUTIONAL CLASS, AS A RESULT OF THE PACIFICA MONEY MARKET FUND AND
PACIFICA ASSET PRESERVATION FUND MERGERS. SEE NOTE 1.
(3) REPRESENTS THE PERIOD FROM APRIL 1, 1997 TO SEPTEMBER 29, 1997.
<TABLE>
<CAPTION>
NATIONAL TAX-FREE MONEY MARKET MUTUAL FUND
----------------------------------------------
FROM
APRIL 2, 1996
FOR THE YEAR FOR THE SIX (COMMENCEMENT
ENDED MONTHS ENDED OF OPERATIONS)
MARCH 31, MARCH 31, TO SEPT. 30,
1998 (5) 1997 1996
<S> <C> <C> <C>
- ----------------------------------------------------------------------------------------------
SHARES ISSUED AND REDEEMED:
Shares sold -- Class A 243,931,477 54,084,381 14,242,847
Shares issued in reinvestment of dividends
-- Class A 999,129 141,020 30,552
Shares redeemed -- Class A (220,887,156) (23,947,189) (9,298,266)
NET INCREASE (DECREASE) IN SHARES OUTSTANDING
-- CLASS A 24,043,450 30,278,212 4,975,133
Shares sold -- Institutional Class (4) 436,296,534 N/A N/A
Shares issued in reinvestment of dividends
-- Institutional Class (4) 226,125 N/A N/A
Shares redeemed -- Institutional Class (4) (382,213,633) N/A N/A
NET INCREASE (DECREASE) IN SHARES OUTSTANDING
-- INSTITUTIONAL CLASS (4) 54,309,026 N/A N/A
</TABLE>
(4) THIS CLASS OF SHARES COMMENCED OPERATIONS ON DECEMBER 15, 1997.
(5) "SHARES SOLD" INCLUDES AMOUNTS RELATED TO THE CONSOLIDATION OF THE
STAGECOACH NATIONAL TAX-FREE MONEY MARKET MUTUAL AND OVERLAND NATIONAL
TAX-FREE INSTITUTIONAL MONEY MARKET FUNDS. SEE NOTE 1.
- ---------------------
64
<PAGE>
NOTES TO FINANCIAL STATEMENTS
<TABLE>
<CAPTION>
TREASURY MONEY MARKET MUTUAL FUND
-------------------------------------------------
FOR THE YEAR FOR THE SIX FOR THE YEAR
ENDED MARCH 31, MONTHS ENDED ENDED SEPT. 30,
1998 (6) MARCH 31, 1997 1996
<S> <C> <C> <C>
- ---------------------------------------------------------------------------------------------
SHARES ISSUED AND REDEEMED:
Shares sold -- Class A 1,005,879,507 101,803,385 265,329,368
Shares issued in reinvestment of
dividends -- Class A 1,522,843 117,496 303,969
Shares redeemed -- Class A (692,284,609) (89,139,342) (211,928,115)
NET INCREASE (DECREASE) IN SHARES
OUTSTANDING -- CLASS A 315,117,741 12,781,539 53,705,222
Shares sold -- Administrative Class (4) 267,085,382 N/A N/A
Shares issued in reinvestment of
dividends -- Administrative Class (4) 2,351,192 N/A N/A
Shares redeemed -- Administrative
Class (4) (92,508,918) N/A N/A
NET INCREASE (DECREASE) IN SHARES
OUTSTANDING -- ADMINISTRATIVE CLASS (4) 176,927,656 N/A N/A
Shares sold -- Class E 1,732,685,998 892,833,080 N/A
Shares issued in reinvestment of
dividends -- Class E 0 0 N/A
Shares redeemed -- Class E (1,837,799,382) (72,176,053) N/A
NET INCREASE (DECREASE) IN SHARES
OUTSTANDING -- CLASS E (105,113,384) 820,657,027 N/A
Shares sold -- Institutional Class 1,810,109,209 998,327,613 4,920,884,222
Shares issued in reinvestment of
dividends -- Institutional Class 3,525,822 978,929 1,018,863
Shares redeemed -- Institutional Class (1,761,788,362) (1,090,336,130) (4,417,665,197)
NET INCREASE (DECREASE) IN SHARES
OUTSTANDING -- INSTITUTIONAL CLASS 51,846,669 (91,029,588) 504,237,888
Shares sold -- Service Class 2,944,938,308 2,043,006,904 3,893,787,080
Shares issued in reinvestment of
dividends -- Service Class 1,738,759 348,407 227,942
Shares redeemed -- Service Class (3,062,972,733) (2,900,254,375) (3,555,407,931)
NET INCREASE (DECREASE) IN SHARES
OUTSTANDING -- SERVICE CLASS (116,295,666) (856,899,064) 338,607,091
</TABLE>
(4) THIS CLASS OF SHARES COMMENCED OPERATIONS ON DECEMBER 15, 1997.
(6) "SHARES SOLD" INCLUDES AMOUNTS RELATED TO THE CONSOLIDATION OF THE
STAGECOACH TREASURY MONEY MARKET MUTUAL AND OVERLAND U.S. TREASURY MONEY
MARKET FUNDS. SEE NOTE 1.
---------------------
65
<PAGE>
THIS PAGE IS INTENTIONALLY LEFT BLANK --
- ---------------------
66
<PAGE>
INDEPENDENT AUDITORS' REPORT
TO THE SHAREHOLDERS AND BOARD OF DIRECTORS
STAGECOACH FUNDS, INC.:
We have audited the accompanying statement of assets and liabilities, including
the portfolio of investments, of the California Tax-Free Money Market Mutual
Fund, Government Money Market Mutual Fund, Money Market Mutual Fund, National
Tax-Free Money Market Mutual Fund and Treasury Money Market Mutual Fund (five of
the funds comprising Stagecoach Funds, Inc.) as of March 31, 1998, and the
related statement of operations for the year then ended, the statements of
changes in net assets of the California Tax-Free Money Market Mutual Fund and
Money Market Mutual Fund for the year ended March 31, 1998, the six months ended
March 31, 1997, and the nine months ended September 30, 1996, the Government
Money Market Mutual Fund and Treasury Money Market Mutual Fund for the year
ended March 31, 1998, the six months ended March 31, 1997, and the year ended
September 30, 1996, and the National Tax-Free Money Market Mutual Fund for the
year ended March 31, 1998, the six months ended March 31, 1997, and the period
from April 2, 1996 (commencement of operations) to September 30, 1996, and
financial highlights for the periods indicated herein. These financial
statements and financial highlights are the responsibility of the Company's
management. Our responsibility is to express an opinion on these financial
statements and financial highlights based on our audits. For the Government
Money Market Mutual Fund and Treasury Money Market Mutual Fund, all years or
periods indicated in the accompanying financial highlights ending prior to
October 1, 1995, were audited by other auditors whose reports dated November 15,
1995, November 22, 1994, and May 4, 1994, expressed unqualified opinions on this
information.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and financial
highlights are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. Our procedures included confirmation of securities owned as of March
31, 1998, by correspondence with the custodian and other appropriate audit
procedures. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of each
of the aforementioned funds of Stagecoach Funds, Inc. as of March 31, 1998, the
results of their operations, the changes in their net assets and their financial
highlights for the periods indicated herein, except as noted above, in
conformity with generally accepted accounting principles.
[KPMG Peat Marwick LLP]
SAN FRANCISCO, CALIFORNIA
MAY 1, 1998
---------------------
67
<PAGE>
THIS PAGE IS INTENTIONALLY LEFT BLANK --
- ---------------------
68
<PAGE>
STAGECOACH FUNDS
- -----------------------------------------
SHAREHOLDERS' MEETING AND PROXY VOTING RESULTS
The following proposal was passed by the required majority of shareholders of
the indicated Predecessor Funds at Special Shareholders' meetings held on
November 20, (as adjourned to) November 26, 1997, for the purpose of voting on
the proposal.
To approve a proposed Agreement and Plan of Consolidation providing for the
transfer of the assets and stated liabilities of specific Overland portfolios to
corresponding investment portfolios of Stagecoach Funds, Inc., in exchange for
shares of equal value of designated classes of the Stagecoach Funds.
CALIFORNIA TAX-FREE
MONEY MARKET FUND
<TABLE>
<CAPTION>
FOR AGAINST ABSTAIN
<S> <C> <C>
- -----------------------------------
228,800,269 10,690,617 5,223,108
</TABLE>
NATIONAL TAX-FREE INSTITUTIONAL MONEY MARKET FUND
<TABLE>
<CAPTION>
FOR AGAINST ABSTAIN
<S> <C> <C>
- -----------------------------------
46,078,038 0 2,504,754
</TABLE>
U.S. TREASURY MONEY MARKET FUND
<TABLE>
<CAPTION>
FOR AGAINST ABSTAIN
<S> <C> <C>
- -----------------------------------
263,531,114 19,173,338 11,758,105
</TABLE>
---------------------
69
<PAGE>
LIST OF ABBREVIATIONS
The following is a list of common abbreviations for terms and entities which may
have appeared in this report.
<TABLE>
<S> <C> <C>
ABAG -- Association of Bay Area Governments
ADR -- American Depository Receipts
AMBAC -- American Municipal Bond Assurance Corporation
AMT -- Alternative Minimum Tax
ARM -- Adjustable Rate Mortgages
BART -- Bay Area Rapid Transit
CDA -- Community Development Authority
CDSC -- Contingent Deferred Sales Charge
CGIC -- Capital Guaranty Insurance Company
CGY -- Capital Guaranty Corporation
CMT -- Constant Maturity Treasury
COFI -- Cost of Funds Index
CONNIE LEE -- Connie Lee Insurance Company
COP -- Certificate of Participation
CP -- Commercial Paper
DW&P -- Department of Water & Power
DWR -- Department of Water Resources
EDFA -- Education Finance Authority
FGIC -- Financial Guaranty Insurance Corporation
FHA -- Federal Housing Authority
FHLMC -- Federal Home Loan Mortgage Corporation
FNMA -- Federal National Mortgage Association
FSA -- Financial Security Assurance, Inc
GNMA -- Government National Mortgage Association
GO -- General Obligation
HFA -- Housing Finance Authority
HFFA -- Health Facilities Financing Authority
IDA -- Industrial Development Authority
LIBOR -- London Interbank Offered Rate
LOC -- Letter of Credit
MBIA -- Municipal Bond Insurance Association
MFHR -- Multi-Family Housing Revenue
MUD -- Municipal Utility District
PCFA -- Pollution Control Finance Authority
PCR -- Pollution Control Revenue
PFA -- Public Finance Authority
PSFG -- Public School Fund Guaranty
RAN -- Revenue Anticipation Notes
RAW -- Revenue Anticipation Warrants
RDA -- Redevelopment Authority
RDFA -- Redevelopment Finance Authority
R&D -- Research & Development
SFMR -- Single Family Mortgage Revenue
TBA -- To Be Announced
TRAN -- Tax Revenue Anticipation Notes
USD -- Unified School District
V/R -- Variable Rate
</TABLE>
- ---------------------
70
<PAGE>
Wells Fargo provides investment advisory services, shareholder services, and
certain other services for the Stagecoach Funds. The Funds are sponsored and
distributed by STEPHENS INC., Member NYSE/SIPC. Wells Fargo is not affiliated
with Stephens Inc.
This report and the financial statements contained herein are submitted for the
general information of the shareholders of the Stagecoach Funds. If this report
is used for promotional purposes, distribution of the report must be accompanied
or preceded by a current prospectus. For a prospectus containing more complete
information, including charges and expenses, call 1-800-222-8222. Read the
prospectus carefully before you invest or send money.
SC MMR ANR (5/98)
<TABLE>
<S> <C>
STAGECOACH
FUNDS-REGISTERED TRADEMARK-
P.O. Box 7066
San Francisco, CA 94120-7066
DATED MATERIAL
PLEASE EXPEDITE
</TABLE>
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-C- 1998 Stagecoach Funds
