FEDERAL MONEY MARKET PORTFOLIO
N-30D, 1999-06-28
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<PAGE>
THE FEDERAL MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS (UNAUDITED)
APRIL 30,1999
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
  PRINCIPAL                                                                                   YIELD TO
    AMOUNT                                                                                   MATURITY/
(IN THOUSANDS)                 SECURITY DESCRIPTION                    MATURITY DATES           RATE            VALUE
- --------------   -------------------------------------------------  ---------------------   ------------   ---------------
<C>              <S>                                                <C>                     <C>            <C>
U.S. GOVERNMENT AGENCY OBLIGATIONS (105.2%)
$    173,350     Federal Farm Credit Bank.........................     05/03/99-04/03/00     4.717-5.600%  $   173,275,180
      80,000     Federal Farm Credit Bank (due 08/24/99)..........              05/24/99(a)        4.692        79,982,860
      45,000     Federal Farm Credit Bank (due 09/01/99)..........              06/01/99(a)        4.830        44,994,062
     125,000     Federal Farm Credit Bank (due 12/01/99)..........              06/01/99(a)        4.820       125,000,000
     200,000     Federal Farm Credit Bank (due 02/01/00)..........              05/01/99(a)        4.768       199,970,207
     100,000     Federal Farm Credit Bank (due 05/03/00)..........              06/03/99(a)        4.791        99,960,400
     260,850     Federal Home Loan Bank...........................     05/05/99-02/24/00     4.727-5.705       260,988,073
     120,000     Federal Home Loan Bank (due 01/26/00)............              05/03/99(a)        4.850       120,000,000
      75,000     Federal Home Loan Bank (due 04/14/00)............              05/03/99(a)        4.955        74,964,242
     156,550     Federal Home Loan Bank Discount Note.............     05/03/99-05/19/99     4.670-4.900       156,374,896
      84,015     Student Loan Marketing Association...............     06/02/99-02/08/00     4.930-5.630        84,055,250
     100,000     Student Loan Marketing Association (due
                   10/29/99)......................................              05/03/99(a)        4.920       100,000,000
      94,990     Student Loan Marketing Association Discount
                   Note...........................................     05/03/99-05/04/99     4.630-4.650        94,959,079
     223,367     Tennessee Valley Authority Discount Note.........     05/05/99-05/21/99     4.640-4.700       222,930,516
                                                                                                           ---------------
                 TOTAL INVESTMENTS AT AMORTIZED COST AND VALUE (105.2%).................................     1,837,454,765
                 LIABILITIES IN EXCESS OF OTHER ASSETS (-5.2%)..........................................       (91,333,587)
                                                                                                           ---------------
                 NET ASSETS (100.0%)....................................................................   $ 1,746,121,178
                                                                                                           ---------------
                                                                                                           ---------------
</TABLE>

- ------------------------------
(a)Date listed represents the next interest rate reset date. The actual maturity
   date is indicated in the security description.

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

16
<PAGE>
THE FEDERAL MONEY MARKET PORTFOLIO
STATEMENT OF ASSETS AND LIABILITIES (UNAUDITED)
APRIL 30, 1999
- --------------------------------------------------------------------------------

<TABLE>
<S>                                                <C>
ASSETS
Investments at Amortized Cost and Value            $1,837,454,765
Interest Receivable                                     8,951,175
Receivable for Expense Reimbursement                        2,532
Prepaid Trustees' Fees                                        655
Prepaid Expenses and Other Assets                           6,762
                                                   --------------
    Total Assets                                    1,846,415,889
                                                   --------------
LIABILITIES
Due to Custodian                                            2,318
Payable for Investments Purchased                      99,960,400
Advisory Fee Payable                                      239,584
Administrative Services Fee Payable                        40,494
Administration Fee Payable                                  1,603
Fund Services Fee Payable                                     781
Accrued Expenses                                           49,531
                                                   --------------
    Total Liabilities                                 100,294,711
                                                   --------------
NET ASSETS
Applicable to Investors' Beneficial Interests      $1,746,121,178
                                                   --------------
                                                   --------------
</TABLE>

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

                                                                              17
<PAGE>
THE FEDERAL MONEY MARKET PORTFOLIO
STATEMENT OF OPERATIONS (UNAUDITED)
FOR THE SIX MONTHS ENDED APRIL 30, 1999
- --------------------------------------------------------------------------------

<TABLE>
<S>                                                <C>          <C>
INVESTMENT INCOME
Interest Income                                                 $44,171,875
EXPENSES
Advisory Fee                                       $1,382,858
Administrative Services Fee                           233,543
Custodian Fees and Expenses                            98,203
Professional Fees and Expenses                         26,486
Fund Services Fee                                      18,626
Trustees' Fees and Expenses                             9,803
Administration Fee                                      8,639
Miscellaneous                                           7,781
                                                   ----------
    Total Expenses                                  1,785,939
Less: Reimbursement of Expenses                       (26,521)
                                                   ----------
NET EXPENSES                                                      1,759,418
                                                                -----------
NET INVESTMENT INCOME                                            42,412,457
NET REALIZED LOSS ON INVESTMENTS                                    (50,274)
                                                                -----------
NET INCREASE IN NET ASSETS RESULTING FROM
  OPERATIONS                                                    $42,362,183
                                                                -----------
                                                                -----------
</TABLE>

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

18
<PAGE>
THE FEDERAL MONEY MARKET PORTFOLIO
STATEMENT OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                     FOR THE SIX
                                                    MONTHS ENDED      FOR THE FISCAL
                                                   APRIL 30, 1999       YEAR ENDED
                                                     (UNAUDITED)     OCTOBER 31, 1998
                                                   ---------------   ----------------
<S>                                                <C>               <C>
INCREASE IN NET ASSETS
FROM OPERATIONS
Net Investment Income                              $    42,412,457   $     48,874,713
Net Realized Gain (Loss) on Investments                    (50,274)               178
                                                   ---------------   ----------------
    Net Increase in Net Assets Resulting from
      Operations                                        42,362,183         48,874,891
                                                   ---------------   ----------------
TRANSACTIONS IN INVESTORS' BENEFICIAL INTERESTS
Contributions                                        5,059,524,611      6,623,456,255
Withdrawals                                         (4,819,341,270)    (5,585,739,299)
                                                   ---------------   ----------------
    Net Increase from Investors' Transactions          240,183,341      1,037,716,956
                                                   ---------------   ----------------
    Total Increase in Net Assets                       282,545,524      1,086,591,847
NET ASSETS
Beginning of Period                                  1,463,575,654        376,983,807
                                                   ---------------   ----------------
End of Period                                      $ 1,746,121,178   $  1,463,575,654
                                                   ---------------   ----------------
                                                   ---------------   ----------------
</TABLE>

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

<TABLE>
<CAPTION>
                                                     FOR THE           FOR THE FISCAL YEAR ENDED
                                                 SIX MONTHS ENDED             OCTOBER 31,
                                                  APRIL 30, 1999    --------------------------------
                                                   (UNAUDITED)      1998   1997   1996   1995   1994
                                                 ----------------   ----   ----   ----   ----   ----
<S>                                              <C>                <C>    <C>    <C>    <C>    <C>
RATIOS TO AVERAGE NET ASSETS
  Net Expenses                                           0.20%(a)   0.20%  0.20%  0.20%  0.20%  0.22%
  Net Investment Income                                  4.78%(a)   5.31%  5.18%  5.08%  5.55%  3.65%
  Expenses without Reimbursement                         0.20%(a)   0.25%  0.28%  0.27%  0.26%  0.27%
</TABLE>

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

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

                                                                              19
<PAGE>
THE FEDERAL MONEY MARKET PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
APRIL 30,1999
- --------------------------------------------------------------------------------

1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

The Federal Money Market Portfolio (the "portfolio") is registered under the
Investment Company Act of 1940, as amended, as a diversified, open-end
management investment company which was organized as a trust under the laws of
the State of New York on November 4, 1992. The portfolio's investment objective
is to provide high current income consistent with the preservation of capital
and same-day liquidity. The portfolio commenced operations on January 4, 1993.
The Declaration of Trust permits the trustees to issue an unlimited number of
beneficial interests in the portfolio.

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

   a) Investments are valued at amortized cost which approximates market value.
      The amortized cost method of valuation values a security at its cost at
      the time of purchase and thereafter assumes a constant amortization to
      maturity of any discount or premium, regardless of the impact of
      fluctuating interest rates on the market value of the instruments.

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

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

   c) The portfolio intends to be treated as a partnership for federal income
      tax purposes. As such, each investor in the portfolio will be taxed on its
      share of the portfolio's ordinary income and capital gains. It is intended
      that the portfolio's assets will be managed in such a way that an investor
      in the portfolio will be able to satisfy the requirements of Subchapter M
      of the Internal Revenue Code. The cost of securities is substantially the
      same for book and tax purposes.

2. TRANSACTIONS WITH AFFILIATES

   a) The portfolio has an Investment Advisory Agreement with J.P. Morgan
      Investment Management, Inc. ("JPMIM"), an affiliate of Morgan Guaranty
      Trust Company of New York ("Morgan"), and a wholly owned subsidiary of
      J.P. Morgan & Co. Incorporated ("J.P. Morgan"). Under the terms of the

20
<PAGE>
THE FEDERAL MONEY MARKET PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED)
APRIL 30,1999
- --------------------------------------------------------------------------------
      agreement, the portfolio pays JPMIM at an annual rate of 0.20% of the
      portfolio's average daily net assets up to $1 billion and 0.10% on any
      excess over $1 billion. For the six months ended April 30, 1999, such fees
      amounted to $1,382,858.

   b) The portfolio has retained Funds Distributor, Inc. ("FDI"), a registered
      broker-dealer, to serve as the co-administrator and exclusive placement
      agent. Under a Co-Administration Agreement between FDI and the portfolio,
      FDI provides administrative services necessary for the operations of the
      portfolio, furnishes office space and facilities required for conducting
      the business of the portfolio and pays the compensation of the officers
      affiliated with FDI. The portfolio has agreed to pay FDI fees equal to its
      allocable share of an annual complex-wide charge of $425,000 plus FDI's
      out-of-pocket expenses. The amount allocable to the portfolio is based on
      the ratio of the portfolio's net assets to the aggregate net assets of the
      portfolio and certain other investment companies subject to similar
      agreements with FDI. For the six months ended April 30,1999, the fee for
      these services amounted to $8,639.

   c) The portfolio has an Administrative Services Agreement (the "Services
      Agreement") with Morgan under which Morgan is responsible for certain
      aspects of the administration and operation of the portfolio. Under the
      Services Agreement, the portfolio has agreed to pay Morgan a fee equal to
      its allocable share of an annual complex-wide charge. This charge is
      calculated based on the aggregate average daily net assets of the
      portfolio and other portfolios for which JPMIM acts as investment advisor
      (the "master portfolios") and J.P. Morgan Series Trust in accordance with
      the following annual schedule: 0.09% on the first $7 billion of their
      aggregate average daily net assets and 0.04% of their aggregate average
      daily net assets in excess of $7 billion less the complex-wide fees
      payable to FDI. The portion of this charge payable by the portfolio is
      determined by the proportionate share that its net assets bear to the net
      assets of the master portfolios, other investors in the master portfolios
      for which Morgan provides similar services, and J.P. Morgan Series Trust.
      For the six months ended April 30, 1999, the fee for these services
      amounted to $233,543.

      In addition, J.P. Morgan has agreed to reimburse the portfolio to the
      extent necessary to maintain the total operating expenses of the portfolio
      at no more than 0.20% of the average daily net assets of the portfolio.
      This reimbursement arrangement can be changed or terminated at any time at
      the option of J.P. Morgan. For the six months ended April 30, 1999, J.P.
      Morgan has agreed to reimburse the portfolio $26,521 for expenses under
      this agreement.

   d) The portfolio has a Fund Services Agreement with Pierpont Group, Inc.
      ("Group") to assist the trustees in exercising their overall supervisory
      responsibilities for the portfolio's affairs. The trustees of the
      portfolio represent all the existing shareholders of Group. The
      portfolio's allocated portion of Group's costs in performing its services
      amounted to $9,803 for the six months ended April 30, 1999.

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

                                                                              21
<PAGE>
THE FEDERAL MONEY MARKET PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED)
APRIL 30,1999
- --------------------------------------------------------------------------------
      as Chairman of Group and receives compensation and employee benefits from
      Group in his role as Group's Chairman. The allocated portion of such
      compensation and benefits included in the Fund Services Fee shown in the
      financial statements was $3,900.

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