<PAGE>
THE U.S. STOCK PORTFOLIO (IN LIQUIDATION)
ANNUAL REPORT MAY 31, 1995
<PAGE>
THE U.S. STOCK PORTFOLIO (IN LIQUIDATION)
SCHEDULE OF INVESTMENTS
MAY 31, 1995
_______________________________________________________________________________
<TABLE>
<CAPTION>
PRINCIPAL VALUE
SHORT-TERM INVESTMENT (97.5%) AMOUNT (NOTE 1a)
______________________________________________ _________ _________
<S> <C> <C>
U.S. GOVERNMENT TREASURY OBLIGATION (97.5%)
United States Treasury Bill
5.485% due 06/29/95 (amortized cost $115,505) $116,000 $115,505
_________
TOTAL INVESTMENTS (97.5%) 115,505
OTHER ASSETS NET OF LIABILITIES (2.5%) 2,958
_________
NET ASSETS (100.0%) $118,463
_________
_________
</TABLE>
See Accompanying Notes.
<PAGE>
THE U.S. STOCK PORTFOLIO (IN LIQUIDATION)
STATEMENT OF ASSETS AND LIABILITIES
MAY 31, 1995
_______________________________________________________________________________
<TABLE>
<S> <C>
ASSETS
Investment at Value (Amortized Cost $115,505) (Note 1a) $115,505
Cash 778
Receivable for Expense Reimbursement (Note 2c) 5,604
_________
Total Assets 121,887
_________
LIABILITIES
Advisory Fee Payable (Note 2a) 372
Accrued Expenses 3,052
_________
Total Liabilities 3,424
_________
NET ASSETS
Applicable to Investors' Beneficial Interests $118,463
_________
_________
</TABLE>
See Accompanying Notes.
<PAGE>
THE U.S. STOCK PORTFOLIO (IN LIQUIDATION)
STATEMENT OF OPERATIONS
FOR THE FISCAL YEAR ENDED MAY 31, 1995
______________________________________________________________________________
<TABLE>
<S> <C> <C>
INVESTMENT INCOME
Interest Income $5,073
EXPENSES
Amortization of Organization Expenses (Note 4) $4,402
Professional Fees 2,500
Advisory Fee (Note 2a) 208
Custodian Fees and Expenses 62
Miscellaneous 402
___________
Total Expenses 7,574
Less: Reimbursement of Expenses (Note 2c) (7,200)
___________
Net Expenses 374
___________
NET INVESTMENT INCOME 4,699
NET REALIZED GAIN ON INVESTMENTS 4
___________
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS $4,703
___________
___________
</TABLE>
See Accompanying Notes.
<PAGE>
THE U.S. STOCK PORTFOLIO (IN LIQUIDATION)
STATEMENT OF CHANGES IN NET ASSETS
______________________________________________________________________________
<TABLE>
<CAPTION>
FOR THE PERIOD
JULY 8, 1993
FOR THE FISCAL (COMMENCEMENT OF
YEAR ENDED OPERATIONS) TO
MAY 31, 1995 MAY 31, 1994
______________ ___________________
<S> <C> <C>
INCREASE (DECREASE) IN NET ASSETS
FROM OPERATIONS
Net Investment Income $4,699 $2,487
Net Realized Gain (Loss) on Investments 4 (1)
______________ ___________________
Net Increase in Net Assets Resulting from Operations 4,703 2,486
______________ ___________________
TRANSACTION IN INVESTOR'S BENEFICIAL INTERESTS
Contributions 16,770 -
Withdrawals (3,515) (2,081)
______________ ___________________
Net Increase (Decrease) from Investors' Transactions 13,255 (2,081)
______________ ___________________
Total Increase in Net Assets 17,958 405
NET ASSETS
Beginning of Period 100,505 100,100
______________ ___________________
End of Period $118,463 $100,505
______________ ___________________
______________ ___________________
</TABLE>
______________________________________________________________________________
SUPPLEMENTARY DATA
______________________________________________________________________________
<TABLE>
<CAPTION>
FOR THE PERIOD
JULY 8, 1993
FOR THE FISCAL (COMMENCEMENT OF
YEAR ENDED OPERATIONS) TO
MAY 31, 1995 MAY 31, 1994
______________ ___________________
<S> <C> <C>
Ratios to Average Net Assets
Expenses 0.36% 0.36%*
Net Investment Income 4.52% 2.75%*
Decrease reflected in above Expense
Ratio due to Expense Reimbursements 6.93% 13.43%*
Portfolio Turnover 0% 0%
<FN>
*Annualized
</TABLE>
See Accompanying Notes.
<PAGE>
THE U.S. STOCK PORTFOLIO (IN LIQUIDATION)
NOTES TO FINANCIAL STATEMENTS
MAY 31, 1995
_______________________________________________________________________________
1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
The U.S. Stock Portfolio (the "Portfolio") is registered under the
Investment Company Act of 1940, as amended, (the "Act") as a no-load,
diversified, open-end management investment company organized as a
trust under the laws of the State of New York. The Portfolio commenced
operations on July 8, 1993. The Declaration of Trust permits the Trustees
to issue an unlimited number of beneficial interests in the Portfolio.
SEE NOTE 4 FOR TERMINATION OF OPERATIONS OF THE PORTFOLIO.
The following is a summary of the significant accounting policies of the
Portfolio:
a) The value of each security for which readily available market
quotations exists is based on a decision as to the broadest and most
representative market for such security. The value of such security will
be based either on the last sale price on a national securities
exchange, or, in the absence of recorded sales, at the average of the
readily available closing bid and ask prices on such exchanges. Unlisted
securities are valued at the average of the quoted bid and asked prices
in the over-the-counter market. Securities or other assets for which
market quotations are not readily available are valued at fair value
in accordance with procedures established by the Portfolio's Trustees.
Such procedures include the use of independent pricing services, which
use prices based upon yields or prices of securities of comparable
quality, coupon, maturity and type; indications as to values from
dealers; and general market conditions. All portfolio securities with
a remaining maturity of less than 60 days are valued by the amortized
cost method.
b) Securities transactions are recorded on a trade date basis. Dividend
income is recorded on the ex-dividend date. 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.
2. TRANSACTIONS WITH AFFILIATES
a) The Portfolio has an investment advisory agreement with Morgan
Guaranty Trust Company of New York ("Morgan"). Under the terms of the
investment advisory agreement, the Portfolio pays Morgan at an annual
rate of 0.20% of the Portfolio's average daily net assets. For the
fiscal year ended May 31, 1995 such fees amounted to $208.
<PAGE>
THE U.S. STOCK PORTFOLIO (IN LIQUIDATION)
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
MAY 31, 1995
_______________________________________________________________________________
b) The Portfolio retains Signature Broker-Dealer Services, Inc.
("Signature") to serve as Administrator and exclusive placement
agent. Signature provides administrative services necessary for the
operations of the Portfolio, furnishes office space and facilities
required for conducting the business of the Portfolio and pays the
compensation of the Portfolio's officers affiliated with Signature.
The agreement provides for a fee to be paid to Signature at an
annual rate determined by the following schedule: 0.01% of the
first $1 billion of the aggregate average daily net assets of the
Portfolio and the other portfolios subject to the Administrative
Services Agreement, 0.008% of the next $2 billion of such net
assets, 0.006% of the next $2 billion of such net assets, and
0.004% of such net assets in excess of $5 billion. The daily
equivalent of the fee rate is applied daily to the net assets of
the Portfolio. For the fiscal year ended May 31, 1995 no
administration fees were allocated to the Portfolio.
c) The Portfolio has a Financial and Fund Accounting Services Agreement
("Services Agreement") with Morgan under which Morgan receives a
fee, based on the percentages described below, for overseeing
certain aspects of the administration and operation of the
Portfolio. The Services Agreement is also designed to provide an
expense limit for certain expenses of the Portfolio. If total
expenses for the Portfolio, excluding the advisory fee, custody
expenses, fund services fee, amortization of organization expenses,
and brokerage costs, exceed the expense limit of 0.10% of the
Portfolio's average daily net assets up to $200 million, 0.05% on
the next $200 million of average daily net assets, and 0.03% of net
assets thereafter, Morgan will reimburse the Portfolio for the
excess expense amount and receive no fee. Should such expenses be
less than the expense limit, Morgan's fee would be limited to the
difference between such expenses and the fee calculated under the
Services Agreement. For the fiscal year ended May 31, 1995, Morgan
agreed to reimburse the Portfolio $2,798 for excess expenses. In
addition to the expenses that Morgan assumes under Services
Agreement, Morgan has agreed to reimburse the Portfolio to the
extent necessary to maintain the total operating expenses of the
Portfolio, at no more than 0.36% of the average daily net assets of
the Portfolio through May 31, 1995. For the fiscal year ended May 31,
1995, Morgan has agreed to reimburse the Portfolio $4,402 for expenses
which exceeded this limit.
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. For the
fiscal year ended May 31, 1995, no Group costs were allocated to the
Portfolio.
e) An aggregate annual fee of $65,000 is paid to each Trustee for serving
as a Trustee of The Pierpont Funds, The JPM Institutional Funds, their
corresponding Portfolios, and The Series Portfolio. Prior to April 1,
1995, the aggregate annual Trustee Fee was $55,000. The Trustee who
serves as Chairman and Chief Executive Officer of these Funds and
Portfolios also serves as Chairman of Group and received compensation
and employee benefits from Group in his role as Group's Chairman. For
the fiscal year ended May 31, 1995, no Trustees fees were allocated to
the Portfolio.
3. INVESTMENT TRANSACTIONS
There were no investment transactions (excluding short-term investments)
for the fiscal year ended May 31, 1995.
4. TERMINATION OF PORTFOLIO
The Trustees, at a meeting on October 12-13, 1994, approved a resolution
to terminate the Portfolio as an investment company under the Investment
Company Act of 1940. Morgan has agreed to reimburse the balance of
unamortized organizational expenses at May 31, 1995 of $3,329 (included in
reimbursement in Note 2.c above), whose amortization was accelerated due to
the decision to terminate the Portfolio.
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
To the Trustees and Investors of
The U.S. Stock Portfolio (In Liquidation)
In our opinion, the accompanying statement of assets and liabilities,
including the schedule of investments, and the related statements of
operations and of changes in net assets and the supplementary data present
fairly, in all material respects, the financial position of The U.S. Stock
Portfolio (In Liquidation) (the "Portfolio") at May 31, 1995, the results of
its operations for the year then ended, and the changes in its net assets and
its supplementary data for the year then ended and for the period July 8,
1993 (commencement of operations) through May 31, 1994, in conformity with
generally accepted accounting principles. These financial statements and
supplementary data (hereafter referred to as "financial statements") are the
responsibility of the Portfolio's management; our responsibility is to
express an opinion on these financial statements based on our audits. We
conducted our audits of these financial statements in accordance with
generally accepted auditing standards which require that we plan and perform
the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on
a test basis, evidence supporting the amounts and disclosures in the
financial statements, assessing the accounting principles used and
significant estimates made by management, and evaluating the overall
financial statement presentation. We believe that our audits, which included
confirmation of securities at May 31, 1995 by correspondence with the
custodian, provide a reasonable basis for the opinion expressed above.
As more fully explained in Note 4, the Trustees have resolved and it is the
intention of management to liquidate the Portfolio.
/s/ Price Waterhouse LLP
PRICE WATERHOUSE LLP
New York, New York
July 28, 1995
