SCHWAB ANNUITY PORTFOLIOS
N-30D, 2000-03-01
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<PAGE>
SCHWAB ANNUITY PORTFOLIOS
SCHWAB MONEY MARKET PORTFOLIO
DECEMBER 31, 1999

PORTFOLIO MANAGEMENT TEAM
STEPHEN B. WARD -- Senior Vice President and Chief Investment Officer, has
overall responsibility for the management of the Portfolio. Steve joined Charles
Schwab Investment Management (CSIM) as Vice President and Portfolio Manager in
April 1991 and was promoted to his current position in August 1993. Prior to
joining CSIM, Steve was Vice President and Portfolio Manager at Federated
Investors.

KAREN WIGGAN -- Portfolio Manager, has managed the Schwab Money Market Portfolio
since March 1999. Karen joined Schwab in 1986, CSIM in 1991, and was promoted to
her current position in March 1999.

MARKET OVERVIEW

U.S. ECONOMIC GROWTH
The U.S. economy, as measured by the real (inflation adjusted) growth in gross
domestic product (GDP), continued its lengthy expansion with a strong growth
rate of 4.0% -- the third consecutive year at 4% or more -- a rate considered by
many economists to be in excess of what the economy can absorb without
experiencing inflationary pressures. High levels of consumer spending and
business capital investment, as well as rising real wages and strong gains in
stock prices have been the principal factors continuing this lengthy expansion.

In a major revision of the GDP benchmark data going back four decades, the
Commerce Department reported that, during the 1990s, growth was stronger,
personal savings higher, and inflation lower than previously calculated.

Concerns in 1998 over the impact of international economic problems have been
displaced by concerns over imbalances in the domestic economy, namely the
surging current account (trade) deficit, record high stock valuations, and the
low savings rate.

Looking ahead, the availability of increasingly scarce labor resources and the
behavior of domestic consumers in response to continued stock market volatility
may be key determinants of whether the economy continues on its current course
or softens throughout 2000. The consensus of most economists is that the U.S.
economy appears poised for continued growth, but at a more moderate pace than
the last four years.

UNEMPLOYMENT
December's unemployment rate of 4.1% was a 29-year low. Labor markets continue
to be extremely tight in many areas of the country. Growth in the labor force
has slowed, and there continues to be concern that wage and benefits increases
may begin to put more pressure on labor costs.

INFLATION
Price inflation continued to remain well contained. The CPI rose a modest 2.7%
during 1999. Its core rate (which excludes the more volatile food and energy
components) rose just 1.9%. The GDP price deflator, the broadest measure of
inflation, indicated prices rising at an annual rate of 1.5% for 1999. The
Employment Cost Index, which measures inflation in wages, salaries and benefits
was also well contained, increasing 3.4% for the year.

Although there is little evidence of accelerating core inflation, the Federal
Reserve has expressed concern that should labor markets continue to tighten,
increases in wages may outpace productivity growth. In such an environment,
productivity growth becomes particularly critical, as it enables companies to
pay higher wages without raising prices. Non-farm productivity grew 2.8% in 1998
and 2.9% during 1999, continuing a healthy trend that began in 1996.

SHORT-TERM INTEREST RATE ENVIRONMENT
Short-term interest rates increased approximately 1% during 1999.

                                ----------------
                                       1
<PAGE>
SCHWAB ANNUITY PORTFOLIOS
SCHWAB MONEY MARKET PORTFOLIO (CONTINUED)
DECEMBER 31, 1999

EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC

<TABLE>
<CAPTION>
1999 YIELDS ON 90-DAY COMMERCIAL PAPER   THREE-MONTH        90-DAY
AND THREE-MONTH TREASURY BILLS          TREASURY BILL  COMMERCIAL PAPER
<S>                                     <C>            <C>
1/1/99                                           4.46              4.78
1/8/99                                           4.48              4.75
1/15/99                                          4.43              4.76
1/22/99                                          4.34              4.76
1/29/99                                          4.45              4.75
2/5/99                                           4.49              4.76
2/12/99                                          4.52              4.78
2/19/99                                          4.56              4.80
2/26/99                                          4.67              4.81
3/5/99                                           4.60              4.83
3/12/99                                          4.59              4.81
3/19/99                                          4.49              4.81
3/26/99                                          4.49              4.81
4/2/99                                           4.39              4.82
4/9/99                                           4.35              4.80
4/16/99                                          4.31              4.79
4/23/99                                          4.41              4.78
4/30/99                                          4.54              4.77
5/7/99                                           4.60              4.79
5/14/99                                          4.65              4.79
5/21/99                                          4.58              4.83
5/28/99                                          4.64              4.84
6/4/99                                           4.54              4.87
6/11/99                                          4.73              4.90
6/18/99                                          4.65              5.00
6/25/99                                          4.79              5.03
7/2/99                                           4.67              5.13
7/9/99                                           4.68              5.11
7/16/99                                          4.66              5.10
7/23/99                                          4.66              5.11
7/30/99                                          4.75              5.12
8/6/99                                           4.80              5.18
8/13/99                                          4.71              5.24
8/20/99                                          4.83              5.27
8/27/99                                          4.99              5.30
9/3/99                                           4.91              5.31
9/10/99                                          4.73              5.31
9/17/99                                          4.65              5.33
9/24/99                                          4.78              5.33
10/1/99                                          4.86              5.30
10/8/99                                          4.79              5.90
10/15/99                                         5.05              5.87
10/22/99                                         5.05              5.96
10/29/99                                         5.09              5.90
11/5/99                                          5.12              5.88
11/12/99                                         5.22              5.78
11/19/99                                         5.22              5.79
11/26/99                                         5.29              5.78
12/3/99                                          5.25              5.83
12/10/99                                         5.28              5.84
12/17/99                                         5.44              5.89
12/24/99                                         5.45              6.00
12/31/99                                         5.33              5.78
</TABLE>

Source: Bloomberg L.P.

Short-term interest rates remained relatively stable during the first half of
the reporting period as the economy demonstrated continued signs of growth.
However, the April CPI report, which was unexpectedly high, renewed inflation
fears and increased the possibility of potential Federal Reserve action.

In May, the Federal Reserve gave its first indication that they were concerned
about building inflationary pressure by adopting a "tightening" bias, causing
short-term rates to edge upward towards the end of the first half of the
reporting period.

The Federal Reserve maintained its vigilant stance as the economy continued to
grow at a robust pace and the labor markets remained very tight. Concerned that
inflationary imbalances could undermine the favorable performance of the economy
the Federal Reserve took steps to slow growth by raising short-term interest
rates by 0.25% on June 30th. This rate increase was followed by two additional
increases, each 0.25%, in August and November, which left the Federal Funds Rate
at 5.50%.

During much of the year there was a great deal of concern about the potential
effect of Y2K on short-term interest rates. These concerns were largely
controlled by the Federal Reserves' willingness to provide liquidity and the
positive reports about Y2K preparations. As a result there was very little
pressure on short-term rates as the reporting period ended.

PORTFOLIO HIGHLIGHTS

During the first quarter of 1999, based on our expectation that short-term rates
would remain relatively stable, we looked for opportunities to buy securities
with longer-dated maturities when they were available at attractive prices. As
the Federal Reserve took a more restrictive stance starting in May and
throughout the rest of the year we deviated from this strategy somewhat by
concentrating the portfolio in shorter-term securities while still buying higher
yielding securities on a selective basis when opportunities arose.

<TABLE>
<CAPTION>
YIELD SUMMARY AS OF 12/31/99(1)
- -------------------------------
<S>                                <C>
7-Day Yield                        5.01%
7-Day Effective Yield              5.14%
</TABLE>

(1)A portion of the Portfolio's expenses were reduced during the reporting
   period. Without these reductions, as of December 31, 1999 the 7-day yield and
   7-day effective yield would have been 4.88% and 5.00%, respectively.

                                ----------------
                                       2
<PAGE>


                                   ----------


SCHWAB MONEY MARKET PORTFOLIO
PORTFOLIO SUMMARY (000's)




                                  ASSET GROWTH

                                                       PERCENTAGE
         TOTAL                    TOTAL               GROWTH OVER
      NET ASSETS               NET ASSETS               REPORTING
    AS OF 12/31/99           AS OF 12/31/98              PERIOD
    ---------------------------------------------------------------------------
        $119,612                 $78,266                   53%
    ---------------------------------------------------------------------------


              AVERAGE YIELDS FOR THE PERIODS ENDED
                       DECEMBER 31, 1999*



         LAST                     LAST                   LAST
      SEVEN DAYS              THREE MONTHS           TWELVE MONTHS
    ---------------------------------------------------------------------------
          5.01%                   5.02%                   4.60%
    ---------------------------------------------------------------------------



                                MATURITY SCHEDULE
                          PERCENT OF TOTAL INVESTMENTS

     MATURITY RANGE         3/31/99       6/30/99        9/30/99     12/31/99
    ----------------------------------------------------------------------------
           0-- 15 Days       28.7%         28.3%          32.2%         15.0%
          16-- 30 Days        5.2          16.4            7.6          32.5
          31-- 60 Days       43.9          35.0           30.9          36.3
          61-- 90 Days       12.4           8.2            4.2           3.0
          91--120 Days        6.7           8.4            9.4           7.2
         Over 120 Days        3.1           3.7           15.7           6.0
       Weighted Average      43 Days       41 Days        51 Days       43 Days
    ----------------------------------------------------------------------------




                                PORTFOLIO QUALITY

                                          PERCENT OF
                        SEC TIER        TOTAL INVESTMENTS
                        RATING             12/31/99
                      -----------------------------------
                       Tier 1                 100.0%


- ------------
* A portion of the Fund's  expenses were reduced  during the periods.  Had these
  expenses not been reduced, yields would have been lower.

                                   ----------
                                        3

<PAGE>
                                   ----------

SCHWAB MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS
DECEMBER 31, 1999


       U.S. GOVERNMENT SECURITIES--90.9%         PAR (000s)         VALUE (000s)
       -------------------------------------------------------------------------
       DISCOUNT NOTES--90.9%
       Federal Farm Credit Bank
          5.57%, 01/19/00 .......................  $2,000              $  1,994
          5.61%, 01/19/00 .......................   3,000                 2,992
          5.63%, 01/26/00 .......................   1,000                   996
          5.66%, 01/27/00 .......................   2,000                 1,992
          5.58%, 02/07/00 .......................   3,000                 2,983
          5.61%, 02/16/00 .......................   2,000                 1,986
          5.70%, 03/13/00 .......................   1,617                 1,599
          5.66%, 04/05/00 .......................   2,000                 1,971
          5.73%, 04/05/00 .......................   1,000                   985
          5.72%, 04/17/00 .......................   2,000                 1,967
       Federal Home Loan Bank
          5.62%, 01/06/00 .......................   1,000                   999
          5.67%, 01/20/00 .......................   1,000                   997
          5.30%, 01/21/00 .......................   2,000                 1,994
          5.61%, 01/31/00 .......................   2,000                 1,991
          5.60%, 02/01/00 .......................   1,292                 1,286
          5.62%, 02/01/00 .......................   1,563                 1,556
          5.53%, 02/02/00 .......................   3,000                 2,986
          5.70%, 02/11/00 .......................   2,800                 2,782
          5.62%, 02/22/00 .......................   2,000                 1,984
          5.65%, 02/23/00 .......................   1,000                   992
          5.61%, 02/25/00 .......................   3,000                 2,975
          5.77%, 04/28/00 .......................   2,000                 1,963
       Federal Home Loan Mortgage Corporation
          5.66%, 01/10/00 .......................   2,500                 2,496
          5.65%, 01/12/00 .......................   1,000                   998
          5.64%, 01/14/00 .......................   1,000                   998
          5.31%, 01/19/00 .......................   2,000                 1,995
          5.66%, 01/19/00 .......................   3,000                 2,992
          5.55%, 01/20/00 .......................   3,000                 2,991
          5.56%, 02/03/00 .......................   3,000                 2,985
          5.64%, 02/04/00 .......................   2,000                 1,990
          5.65%, 02/09/00 .......................   2,137                 2,124
          5.73%, 03/23/00 .......................   1,000                   987
          5.96%, 06/02/00 .......................   1,500                 1,463
          5.92%, 06/27/00 .......................   1,000                   972
          5.70%, 07/28/00 .......................   1,000                   969
       Federal National Mortgage Association
          5.62%, 01/18/00 .......................   2,000                 1,995
          5.67%, 01/18/00 .......................   1,235                 1,232
          5.69%, 01/20/00 .......................   2,434                 2,427
          5.68%, 01/21/00 .......................   1,000                   997
          5.63%, 02/02/00 .......................   3,000                 2,985
          5.62%, 02/09/00 .......................   1,598                 1,589
          5.67%, 02/14/00 .......................   2,000                 1,986
          5.66%, 02/25/00 .......................   2,000                 1,983
          5.71%, 02/25/00 .......................   1,000                   991

                                   ----------
                                        4

<PAGE>
                                   ----------

SCHWAB MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
DECEMBER 31, 1999

       U.S. GOVERNMENT SECURITIES (CONTINUED)    PAR (000s)         VALUE (000s)
       -------------------------------------------------------------------------
       Federal National Mortgage Association (continued)
          5.87%, 03/16/00 .......................  $1,000              $    988
          5.76%, 04/25/00 .......................   1,881                 1,847
          5.93%, 05/18/00 .......................   1,000                   978
          5.91%, 06/29/00 .......................   1,000                   971
          5.92%, 06/29/00 .......................   2,000                 1,942
       Tennessee Valley Authority
          5.48%, 01/24/00 .......................   3,000                 2,990
          5.51%, 01/25/00 .......................   3,000                 2,989
          5.48%, 01/26/00 .......................   2,000                 1,992
          5.51%, 01/26/00 .......................   3,000                 2,989
          5.51%, 01/27/00 .......................   3,000                 2,988
          5.48%, 01/31/00 .......................   2,000                 1,991
          5.53%, 02/11/00 .......................   1,000                   994
          5.58%, 02/11/00 .......................   1,000                   994
          5.60%, 02/17/00 .......................   1,000                   993
          5.64%, 02/29/00 .......................   1,000                   991
                                                                         ------
       TOTAL U.S. GOVERNMENT SECURITIES
          (Cost $108,752)                                               108,752
                                                                       --------
       REPURCHASE AGREEMENTS--10.7% (a)   MATURITY VALUE (000s)
       -------------------------------------------------------------------------
       Morgan Stanley & Co., Inc. Tri Party Repurchase Agreement
          Collateralized by U.S. Treasury Securities
             2.50%    Issue  12/31/99
                      Due    01/03/00 ...........  12,751                12,748
                                                                       --------
       TOTAL REPURCHASE AGREEMENTS
          (Cost $12,748) ........................                        12,748
                                                                       --------
       TOTAL INVESTMENTS--101.6%
          (Cost $121,500) .......................                       121,500
                                                                       --------
       OTHER ASSETS AND LIABILITIES--(1.6%)
          Other assets ..........................                             4
          Liabilities ...........................                        (1,892)
                                                                       --------
                                                                         (1,888)
                                                                       --------
       NET ASSETS--100.0% .......................                      $119,612
                                                                       ========

       -----------
       NOTES TO SCHEDULE OF INVESTMENTS

       Yields shown are  effective  yields at the time of  purchase.  Yields for
       each  security  are stated  according to the market  convention  for that
       security  type.  For each  security,  cost (for  financial  reporting and
       federal income tax purposes) and carrying value are the same.

       (a) Repurchases  agreements  due dates are  considered the maturity date.
           Repurchase  agreement with due dates later than seven days from issue
           dates  may be  subject  to seven  day  putable  demand  features  for
           liquidity purposes.

See accompanying Notes to Financial Statements.

                                   ----------
                                        5

<PAGE>
                                   ----------

SCHWAB MONEY MARKET PORTFOLIO
STATEMENT OF ASSETS AND LIABILITIES (IN THOUSANDS)
DECEMBER 31, 1999

ASSETS:
   Investments, at value (Cost: $121,500) .......................     $121,500
   Interest receivable ..........................................            1
   Prepaid expenses .............................................            3
                                                                      --------
      Total assets ..............................................      121,504
                                                                      --------
LIABILITIES:
   Payables:
      Fund shares redeemed ......................................        1,829
      Investment advisory and administration fees ...............            5
   Accrued expenses .............................................           58
                                                                      --------
      Total liabilities .........................................        1,892
                                                                      --------
Net assets applicable to outstanding shares .....................     $119,612
                                                                      ========
NET ASSETS consist of
   Paid-in capital ..............................................     $119,627
   Accumulated net realized loss on investments sold ............          (15)
                                                                      --------
                                                                      $119,612
                                                                      ========
PRICING OF SHARES
   Outstanding shares, $0.00001 par value
     (unlimited shares authorized) ..............................      119,659

NET ASSET VALUE, offering and redemption price per share ........        $1.00






See accompanying Notes to Financial Statements.

                                   ----------
                                        6

<PAGE>
                                   ----------

SCHWAB MONEY MARKET PORTFOLIO
STATEMENT OF OPERATIONS (IN THOUSANDS)
FOR THE YEAR ENDED DECEMBER 31, 1999
- -------------------------------------------------------------------------
- -------
INTEREST INCOME ................................................        $5,542
                                                                        ------
EXPENSES:
   Investment advisory and administration fees .................           435
   Custodian fees ..............................................            32
   Portfolio accounting fees ...................................            43
   Professional fees ...........................................            43
   Registration fees ...........................................            31
   Shareholder reports .........................................            46
   Trustees' fees ..............................................            10
   Other expenses ..............................................            10
                                                                        ------
                                                                           650
Less: expenses reduced .........................................          (109)
                                                                        ------
      Net expenses incurred by fund ............................           541
                                                                        ------
NET INVESTMENT INCOME ..........................................         5,001
NET REALIZED LOSS ON INVESTMENTS ...............................            (3)
                                                                        ------
INCREASE IN NET ASSETS RESULTING FROM OPERATIONS ...............        $4,998
                                                                        ======





See accompanying Notes to Financial Statements.

                                   ----------
                                        7

<PAGE>
                                   ----------

SCHWAB MONEY MARKET PORTFOLIO
STATEMENTS OF CHANGES IN NET ASSETS (IN THOUSANDS)
FOR THE YEARS ENDED DECEMBER 31,
<TABLE>
<CAPTION>

                                                                     1999         1998
                                                                  ----------    ---------
<S>                                                                <C>          <C>
OPERATIONS:
   Net investment income .......................................   $   5,001    $   3,425
   Net realized loss on investments sold .......................          (3)          (9)
                                                                   ---------    ---------
   Increase in net assets resulting from operations ............       4,998        3,416
                                                                   ---------    ---------
DIVIDENDS AND DISTRIBUTIONS
   Dividends to shareholders from net investment income ........      (5,001)      (3,447)
                                                                   ---------    ---------

CAPITAL SHARE TRANSACTIONS: (at $1.00 per share):
   Proceeds from shares sold ...................................     369,371      219,491
   Net asset value of shares issued in reinvestment of dividends       5,378        3,327
   Payments for shares redeemed ................................    (333,400)    (192,489)
                                                                   ---------    ---------
   Increase in net assets from capital share transactions ......      41,349       30,329
                                                                   ---------    ---------
Total increase in net assets ...................................      41,346       30,298

NET ASSETS:
   Beginning of year ...........................................      78,266       47,968
                                                                   ---------    ---------
   End of year .................................................   $ 119,612    $  78,266
                                                                   =========    =========
</TABLE>



See accompanying Notes to Financial Statements.

                                   ----------
                                        8

<PAGE>
                                   ----------

SCHWAB MONEY MARKET PORTFOLIO
FINANCIAL HIGHLIGHTS
FOR THE YEARS ENDED DECEMBER 31,

<TABLE>
<CAPTION>

                                          1999         1998         1997         1996         1995
                                         -------      ------       ------       ------       ------
<S>                                      <C>          <C>          <C>          <C>          <C>
PER SHARE DATA ($)
Net asset value at beginning
   of period                                1.00        1.00         1.00         1.00         1.00
                                         -------      ------       ------       ------       ------
From investment operations:
   Net investment income                    0.05        0.05         0.05         0.05         0.05
                                         -------      ------       ------       ------       ------
   Total income from investment
     operations                             0.05        0.05         0.05         0.05         0.05
Less distributions:
   Dividends from net investment
     income                                (0.05)      (0.05)       (0.05)       (0.05)       (0.05)
                                         -------      ------       ------       ------       ------
   Total distributions                     (0.05)      (0.05)       (0.05)       (0.05)       (0.05)
                                         -------      ------       ------       ------       ------
NET ASSET VALUE AT END
   OF PERIOD                                1.00        1.00         1.00         1.00         1.00
                                         =======      ======       ======       ======       ======
Total return (%)                            4.69        5.07         5.12         4.98         5.26
RATIOS/SUPPLEMENTAL DATA (%)
- ----------------------------------
Ratio of net operating expenses to
   average net assets                       0.50        0.50         0.50         0.50         0.50
Expense reductions reflected in
   above ratio                              0.10        0.11         0.21         0.45         0.52
Ratio of net investment income
   to average net assets                    4.62        4.91         5.01         4.87         5.17
Net assets, end of period ($x1,000)      119,612      78,266       47,968       27,431       16,912
</TABLE>






See accompanying Notes to Financial Statements.

                                   ----------
                                        9

<PAGE>
                                   ----------

SCHWAB MONEY MARKET PORTFOLIO
NOTES TO FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 1999
(ALL DOLLAR AMOUNTS ARE IN THOUSANDS UNLESS OTHERWISE NOTED)

1. DESCRIPTION OF THE FUND

The Schwab Money  Market  Portfolio  (the "fund") is a series of Schwab  Annuity
Portfolios  (the  "trust"),  a  diversified,   no-load,   open-end,   investment
management  company  organized as a Massachusetts  business trust on January 21,
1994 and registered  under the Investment  Company Act of 1940 (the "1940 Act"),
as amended.

The fund is intended as an investment vehicle for variable annuity contracts and
variable  life  insurance  policies  to  be  offered  by  separate  accounts  of
participating  life  insurance  companies and for pension and  retirement  plans
qualified under the Internal Revenue Code of 1986, as amended.

2. SIGNIFICANT ACCOUNTING POLICIES

The following  significant  accounting policies are in conformity with generally
accepted  accounting  principles.  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
in the financial statements. Actual results could differ from those estimates.

SECURITY   VALUATION  --  Investments  are  stated  at  amortized  cost,   which
approximates market value.

SECURITY TRANSACTIONS AND INTEREST INCOME -- Security transactions are accounted
for on a trade date basis (date the order to buy or sell is executed).  Interest
income is recorded on the accrual basis and includes amortization of premium and
accretion of discount on  investments.  Realized  gains and losses from security
transactions are determined on an identified cost basis.

REPURCHASE  AGREEMENTS -- Repurchase agreements are fully collateralized by U.S.
government securities. All collateral is held by the fund's custodian, except in
the case of a tri-party  repurchase  agreements,  under which the  collateral is
held by an agent bank.  The  collateral  is  monitored  daily to ensure that its
market value at least equals the repurchase price under the agreements.

DIVIDENDS  AND  DISTRIBUTIONS  TO  SHAREHOLDERS  -- The  fund  declares  a daily
dividend,  equal to its net investment income for that day, payable monthly. Net
realized capital gains, if any, are normally distributed annually.

EXPENSES -- Expenses arising in connection with the fund are charged directly to
the fund.  Expenses common to all series of the trust are generally allocated to
each series in proportion to their relative net assets.

FEDERAL INCOME TAXES -- It is the fund's policy to meet the  requirements of the
Internal  Revenue Code  applicable  to  regulated  investment  companies  and to
distribute all net investment  income and realized net capital gains, if any, to
shareholders.  Therefore,  no federal income tax provision is required. The fund
is considered a separate entity for tax purposes.

As of December  31, 1999,  the unused  capital  loss  carryforwards  for federal
income tax purposes with expiration dates, were as follows:

           EXPIRING IN:
           ------------
           12/31/05                 $ 1
           12/31/06                 $ 3
           12/31/07                 $10
                                    ---
           Total capital
             loss carryforward      $14
                                    ===

                                   ----------
                                       10

<PAGE>
                                   ----------

SCHWAB MONEY MARKET PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (CONTINUED)


3. TRANSACTIONS WITH AFFILIATES

INVESTMENT ADVISORY AND ADMINISTRATION  AGREEMENT -- The trust has an investment
advisory and administration agreement with Charles Schwab Investment Management,
Inc. (the "investment adviser"). For advisory services and facilities furnished,
the fund pays an annual fee, payable  monthly,  of 0.38% on the first $1 billion
of average  daily net assets,  0.35% on the next $9  billion,  0.32% on such net
assets in excess of $10  billion,  and 0.30% on such net assets in excess of $20
billion.  Prior to April 30, 1999 the fund paid an annual fee,  payable monthly,
of 0.46% on the first $1 billion of average daily net assets,  0.45% on the next
$2 billion of average daily net assets,  0.40% on the next $7 billion,  0.37% on
the next $10 billion of average  daily net assets,  and 0.34% on such net assets
in excess of $20 billion.  The  investment  adviser has reduced a portion of its
fee for the year ended December 31, 1999 (see Note 4).

OFFICERS  AND  TRUSTEES -- Certain  officers  and trustees of the trust are also
officers or directors of the investment adviser.  During the year ended December
31, 1999, the trust made no direct  payments to its officers or trustees who are
"interested  persons"  within the meaning of the 1940 Act, as amended.  The fund
incurred fees of $10 related to the trusts unaffiliated trustees.

4. EXPENSES REDUCED AND ABSORBED BY THE INVESTMENT ADVISER AND SCHWAB

The investment  adviser  guarantees  that,  through at least April 30, 2000, the
fund's net operating  expenses will not exceed 0.50% of the fund's average daily
net assets,  after waivers and  reimbursements.  For purpose of this  guarantee,
operating expenses do not include interest expenses,  extraordinary expenses and
taxes. For the year ended December 31, 1999, the total of such fees and expenses
reduced by the investment adviser was $109.

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<PAGE>

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SCHWAB MONEY MARKET PORTFOLIO
DECEMBER 31, 1999 ANNUAL REPORT
REPORT OF INDEPENDENT ACCOUNTANTS

To the Board of Trustees and Shareholders of
Schwab Money Market Portfolio

In our opinion, the accompanying statement of assets and liabilities,  including
the schedule of  investments,  and the related  statements of operations  and of
changes  in net assets  and the  financial  highlights  present  fairly,  in all
material respects,  the financial position of Schwab Money Market Portfolio (one
of the portfolios constituting Schwab Annuity Portfolios,  hereafter referred to
as the "Fund") at December 31, 1999,  the results of its operations for the year
then  ended,  the  changes  in its net  assets  for each of the two years in the
period then ended and the financial highlights for each of the five years in the
period then ended, in conformity with accounting  principles  generally accepted
in the United  States.  These  financial  statements  and  financial  highlights
(hereafter referred to as "financial  statements") are the responsibility of the
Fund's  management;  our  responsibility  is to  express  an  opinion  on  these
financial  statements  based on our  audits.  We  conducted  our audits of these
financial statements in accordance with auditing standards generally accepted in
the United  States,  which  require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the  amounts  and  disclosures  in  the  financial  statements,   assessing  the
accounting  principles  used and significant  estimates made by management,  and
evaluating the overall  financial  statement  presentation.  We believe that our
audits,  which  included  confirmation  of  securities  at December  31, 1999 by
correspondence  with the custodian,  provide a reasonable  basis for the opinion
expressed above.

PricewaterhouseCoopers LLP
San Francisco, California
February 4, 2000

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