INTERNATIONAL EQUITY PORTFOLIO/NY
N-30B-2, 1995-08-30
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International Equity Portfolio
PORTFOLIO OF INVESTMENTS June 30, 1995 (unaudited)
- -------------------------------------------------------------------------------
COMMON STOCKS -- 90.2%
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AMERICAN DEPOSITARY RECEIPTS (ADR) - 11.0%
ISSUER/INDUSTRY                             SHARES               VALUE
Amway Asia Pacific Ltd.*
 Merchandising.........................      20,000           $    725,000
Belize Holdings Inc.*                                         
 Basic Goods...........................      25,298                404,760
EK Chor China Motorcycle Co. Ltd.                             
 Machinery.............................      35,000                564,375
Fila Holdings S.P.A.*                                         
 Merchandising.........................      30,000                746,250
Iochphe Maxion                                                
 Machinery.............................      33,000                312,517
Luxottica Group S.P.A.                                        
 Health & Personal Care................      15,000                556,875
Petersburg Long Distance*                                     
 Telecommunications....................      76,000                446,500
                                                              ------------
                                                                 3,756,277
                                                              ------------
GLOBAL DEPOSITARY RECEIPTS (GDR) - 3.6%                       
Samsung Electronics Co. Ltd.                                  
 Electronics...........................      10,000                532,500
Samsung Electronics Co. Ltd.                                  
 Electronics--Warrants.................       1,979                105,382
Turkiye Garanti Bankasi A.S.*                                 
 Financial Services....................     258,000                596,457
                                                              ------------
                                                                 1,234,339
                                                              ------------
AUSTRALIA - 3.5%                                              
Amcor Ltd.                                                    
 Paper Goods...........................      71,250                526,367
News Corp.                                                    
 Media-Publishing--Warrants............      20,199                 99,864
News Corp.                                                    
 Media-Publishing......................     100,256                559,769
                                                              ------------
                                                                 1,186,000
                                                              ------------
BELGIUM - 3.1%                                                
Barco NV*                                                     
 Electronics...........................      10,109              1,065,601
                                                              ------------
CANADA - 3.2%                                                 
Future Shop Ltd.*                                             
 Merchandising.........................      30,000                382,248
Royal Plastics Group Ltd.                                     
 Machinery.............................      50,000                696,240
                                                              ------------
                                                                 1,078,488
                                                              ------------
FINLAND - 3.4%                                                
Nokia AB                                                      
 Telecommunications....................      20,000              1,170,138
                                                              ------------
                                                              
FRANCE - 5.6%                                                 
Castorama DuBois                                              
 Merchandising.........................       6,089              1,009,601
Louis Vuitton-Moet Hennesy                                    
 Consumer Products.....................       5,000                900,186
                                                              ------------
                                                                 1,909,787
                                                              ------------
                                                              
GREECE - 1.6%                                                 
Hellenic Bottling Company                                     
 Food Retail-Merchandising ............      18,000                534,471
                                                              ------------
HONG KONG - 1.3%                                              
Swire Pacific Limited "A"                                     
 Diversified Financial Holding                                
  Company..............................      60,000                457,494
                                                              ------------
                                                              
INDONESIA - 3.5%                                              
Pt Hanjaya Mandala Sampoerna                                  
 Tobacco...............................     150,000              1,178,715
                                                              ------------
                                                              
JAPAN - 17.9%                                                 
Amway Japan Ltd.                                              
 Merchandising.........................      20,000                731,002
Autobacs Seven                                                
 Diversified Consumer Products ........       6,000                583,623
DDI Corporation                                               
 Consumer Products.....................         100                801,745
Fanuc Company                                                 
 Capital Goods.........................      13,000                560,985
Ito Yokado Co. Ltd.                                           
 Merchandising.........................      15,000                790,544
Marui Co.                                                     
 Merchandising.........................      50,000                795,850
Rohm Co. Ltd.                                                 
 Electronics...........................       8,000                413,134
Secom Co. Ltd.                                                
 Business Services.....................      10,000                628,427
Shohkoh Fund                                                  
 Diversified Financial Holding                                
  Company..............................       4,500                806,461
                                                              ------------
                                                                 6,111,771
                                                              ------------
MALAYSIA - 3.1%                                               
Leader Universal Holdings Ltd.                                
 Electronics...........................     116,000                413,946
United Engineering                                            
 Basic Industries......................     100,000                635,770
                                                              ------------
                                                                 1,049,716
                                                              ------------
NETHERLANDS - 4.6%                                            
Ahold NV                                                      
 Food Retail-Merchandising ............      20,604                738,041
Elsevier NV                                                   
 Media-Publishing......................      70,000                826,770
                                                              ------------
                                                                 1,564,811
                                                              ------------
SPAIN - 2.6%
Banco de Santander S.A.                          
 Banks & Finance.......................      22,500                887,546
                                                              ------------
                                                              
                                                              
SWEDEN - 5.2%                                                 
Astra AB                                                      
 Health & Personal Care................      33,000                993,148
Securitas AB*                                                 
 Business Services.....................      23,000                796,499
                                                              ------------
                                                                 1,789,647
                                                              ------------
SWITZERLAND - 6.7%                                            
BBC Brown Boveri & CIE                                        
 Health & Personal Care................         600                620,941
Roche Holdings AG                                             
 Health & Personal Care................         150                966,314
Societe Generale de Surveillance                              
 Business Services.....................         400                694,565
                                                              ------------
                                                                 2,281,820
                                                              ------------
THAILAND - 2.0%                                              
Bangkok Bank Ltd.                                             
 Banks & Finance.......................      70,000                612,521
Bangkok Bank Ltd.                                             
 Banks & Finance.......................       6,000                 66,113
                                                              ------------
                                                                   678,634
                                                              ------------
                                                              
UNITED KINGDOM - 8.3%                                        
Medeva PLC                                                    
 Health & Personal Care................     201,526                801,328
Powerscreen International*                                    
 Diversified Consumer Products ........     150,000                763,440
Tompkins PLC                                                  
 Diversified Consumer Products ........     202,198                721,985
Vodafone Group                                                
 Telecommunications....................     143,099                531,441
                                                              ------------
                                                                 2,818,194
                                                              ------------
TOTAL COMMON STOCK                                            
 (Identified Cost, $24,275,605)                                 30,753,449
                                                              ------------
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CORPORATE BONDS--3.9%
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                                           PRINCIPAL
                                            AMOUNT
Industrial Credit & Investment of                             
  India, 2.50%, due 4/03/00                $750,000                571,875
Sampo Corporation, 2.625%,              
  due 11/23/01.........................     700,000                763,000
                                                              ------------
TOTAL CORPORATE BONDS                                            1,334,875
 (Identified Cost, $1,460,000)                                ------------
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SHORT-TERM OBLIGATIONS--0.3%
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Investors Cash Reserve, 5.70%                                 
 due 7/03/95...........................    $122,217                122,217
                                                              ------------
                                                              
TOTAL INVESTMENTS                                             
 (Identified Cost, $25,857,822)              94.4%              32,210,541
OTHER ASSETS,                                                 
 LESS LIABILITIES......................       5.6                1,908,262
                                                              ------------
NET ASSETS.............................     100.0%            $ 34,118,803
                                            =====             ============
* Non-income producing security                               
See notes to financial statements                             
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International Equity Portfolio
STATEMENT OF ASSETS AND LIABILITIES June 30, 1995 (unaudited)
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ASSETS:
Investments at value (Note 1A) (Identified Cost, $25,857,822)...     $32,210,541
Foreign currency, at value (Cost, $2,061,865)...................       1,879,636
Dividends and interest receivable...............................          62,108
                                                                     -----------
    Total assets................................................      34,152,285
                                                                     -----------
LIABILITIES:
Payable to affiliates--Investment advisory fee (Note 2).........          27,902
Accrued expenses and other liabilities..........................           5,580
                                                                     -----------
    Total liabilities...........................................          33,482
                                                                     -----------
NET ASSETS .....................................................     $34,118,803
                                                                     ===========
REPRESENTED BY:
Paid-in capital for beneficial interests........................     $34,118,803
                                                                     ===========
See notes to financial statements
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International Equity Portfolio
STATEMENT OF OPERATIONS
For the Six Months Ended June 30, 1995 (unaudited)
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INVESTMENT INCOME:
Dividends (net of foreign withholding tax of $57,258)..  $  302,021
Interest...............................................      27,664
                                                         ----------
  Total investment income..............................              $  329,685
EXPENSES:
Investment advisory fees (Note 2)......................     158,800
Administrative fees (Note 3)...........................       7,940
Expense fees (Note 6)..................................      23,822
                                                         ----------
  Total expenses.......................................                 190,562
                                                                     ----------
  Net investment income................................                 139,123
                                                                     ----------
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain (loss) from investment transactions..  (1,464,241)
Net realized loss on foreign exchange transactions.....     (20,768)
                                                         ----------
  Net realized loss....................................              (1,485,009)
                                                                     ----------
Unrealized appreciation (depreciation) of investments--
   Beginning of period.................................   1,928,747
   End of period.......................................   6,352,719   4,423,972
                                                         ----------
Translation of other assets and liabilities denominated
   in foreign currencies--net..........................                 189,966
                                                                     ----------
   Net change in unrealized appreciation (depreciation)               4,613,938
                                                                     ----------
   Net realized and unrealized gain on investments.....               3,128,929
                                                                     ----------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS...              $3,268,052
                                                                     ==========

See notes to financial statements
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International Equity Portfolio
STATEMENT OF CHANGES IN NET ASSETS
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                                            SIX MONTH             MAY 1, 1994
                                           PERIOD ENDED         (COMMENCEMENT
                                          JUNE 30, 1995        OF OPERATIONS) TO
                                           (UNAUDITED)         DECEMBER 31, 1994
                                         ---------------        ---------------

INCREASE (DECREASE) IN NET ASSETS FROM:
OPERATIONS:
Net investment income..................   $    139,123           $   130,501
Net realized loss on investments and 
  foreign exchange transactions             (1,485,009)             (535,968)
Net change in unrealized appreciation
  (depreciation) of investments              4,613,938            (1,277,393)
                                          ------------           -----------
    Net increase (decrease) in net
      assets resulting from operations       3,268,052            (1,682,860)
                                          ------------           -----------

CAPITAL TRANSACTIONS:
Proceeds from contributions...........       6,556,155            40,565,403
Value of withdrawals..................      (7,858,228)           (6,729,719)
                                          ------------           -----------
    Net increase (decrease) in net
      assets from capital transactions      (1,302,073)           33,835,684
                                          ------------           -----------

NET INCREASE IN NET ASSETS: ...........      1,965,979            32,152,824
NET ASSETS:
Beginning of period....................     32,152,824                --
                                          ------------           -----------
End of period..........................   $ 34,118,803           $32,152,824
                                          ============           ===========
See notes to financial statements

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International Equity Portfolio
FINANCIAL HIGHLIGHTS
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                                            SIX MONTH             MAY 1, 1994
                                           PERIOD ENDED          (COMMENCEMENT
                                          JUNE 30, 1995        OF OPERATIONS) TO
                                           (UNAUDITED)         DECEMBER 31, 1994
                                         ---------------       ----------------
RATIOS/SUPPLEMENTAL DATA:
Net Assets, end of period (000 omitted)..    $34,119                 $32,153
Ratio of expenses to average net assets..      1.20%*                  1.22%*
Ratio of net investment income to average
  net assets ............................      0.88%*                  0.60%*
Portfolio turnover.......................        10%                     25%

*Annualized

See notes to financial statements
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International Equity Portfolio
NOTES TO FINANCIAL STATEMENTS (unaudited)
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(1) SIGNIFICANT ACCOUNTING POLICIES
International Equity Portfolio (the "Portfolio"), a separate series of The
Premium Portfolios (the "Portfolio Trust"), 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. The Declaration of Trust permits the Trustees to issue beneficial
interests in the Portfolio. The Investment Adviser of the Portfolio is Citibank
N.A. ("Citibank"). Signature Financial Group (Grand Cayman), Ltd. ("SFG") acts
as the Fund's Administrator.

The following significant accounting policies consistently followed by the
Portfolio are in conformity with generally accepted accounting principles and
are as follows:

A. INVESTMENT SECURITY VALUATIONS -- Equity securities in the portfolio are
valued at the last sale price on the exchange on which they are primarily
traded, or at the quoted bid price for securities in which there were no sales
during the day, or for unlisted securities not reported on the NASDAQ system.
Securities listed on a foreign exchange are valued at the last quoted sale price
available. Bonds and other fixed income securities (other than short-term
obligations maturing in sixty days or less) in the portfolio are valued on the
basis of valuations furnished by a pricing service, the use of which has been
approved by the Trustees. In making such valuations, the pricing service
utilizes both dealer-supplied valuations and electronic data processing
techniques which take into account appropriate factors such as institutional-
size trading in similar groups of securities, yield, quality, coupon rate,
maturity, type of issue, trading characteristics and other market data, without
exclusive reliance upon quoted prices or exchanges or over-the-counter prices,
since such valuations and techniques are believed to reflect more accurately the
fair value of such securities. Short-term obligations maturing in sixty days or
less, are valued at amortized cost, which constitutes fair value as determined
by the Trustees. Portfolio securities for which there are no such quotations or
valuations are valued at fair value as determined in good faith by or at the
direction of the Trustees. Trading in securities on most foreign exchanges and
over-the-counter markets is normally completed before the close of the New York
Stock Exchange and may also take place on days which the New York Stock Exchange
is closed. If events materially affecting the value of foreign securities occur
between the time when the exchange on which they are traded closes, such
securities will be valued at fair value in accordance with procedures
established by and under the general supervision of the Trustees.

B. FOREIGN CURRENCY TRANSLATION -- The accounting records of the Portfolio are
maintained in U.S. dollars. Foreign currency amounts are translated into U.S.
dollars at the current rate of exchange to determine the value of investments,
assets and liabilities. Purchases and sales of securities, and income and
expenses are translated at the prevailing rate of exchange on the respective
dates of such transactions. The Fund does not isolate that portion of the
results of operations resulting from changes in foreign exchange rates on
investments from the fluctuations arising from changes in market prices of
securities held. Such fluctuations are included with the net realized and
unrealized gain or loss from investments. Translation of foreign currency
includes net exchange gains and losses, disposition of foreign currency and the
difference between the amount of investment income and foreign taxes withheld
recorded and the actual amount received or paid.

C. FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS -- The Portfolio may enter into
forward foreign currency exchange contracts ("contracts") in connection with
planned purchases or sales of securities, to hedge the U.S. dollar value of
portfolio securities denominated in a particular currency. The Portfolio could
be exposed to risks if the counter-parties to the contracts are unable to meet
the terms of their contracts and from unanticipated movements in the value of a
foreign currency relative to the U.S. Dollar. The forward foreign currency
exchange contracts are adjusted by the daily exchange rate of the underlying
currency and any gains or losses are recorded for financial statement purposes
as unrealized gains or losses until the contract settlement date.

D. ACCOUNTING FOR INVESTMENTS -- Securities transactions are accounted for on
the trade date. Realized gains and losses on security transactions are
determined on the identified cost method. Dividend income and other
distributions from portfolio securities are recorded on the ex-dividend date,
except, if the ex-dividend date has passed, certain dividends from foreign
securities are recorded as soon as the Portfolio is informed of the ex-dividend
date. Dividend income is recorded net of foreign taxes withheld where recovery
of such taxes is not assured. Interest income is accrued daily.

E. U.S. FEDERAL INCOME TAXES -- The Portfolio is considered a partnership under
the U.S. Internal Revenue Code. Accordingly, no provision for federal income
taxes is necessary.

F. EXPENSES -- The Portfolio bears all costs of its operations other than
expenses specifically assumed by Citibank and SFG. Expenses incurred by the
Portfolio Trust with respect to any two or more portfolios or series are
allocated in proportion to the average net assets of each portfolio, except when
allocations of direct expenses to each portfolio can otherwise be made fairly.
Expenses directly attributable to a portfolio are charged to that portfolio.

(2) INVESTMENT ADVISORY FEES
The investment advisory fee paid to Citibank, as compensation for overall
investment management services, amounted to $158,800 for the six months ended
June 30, 1995. The investment advisory fee is computed at the annual rate of
1.00% of the Portfolio's average daily net assets.

(3) ADMINISTRATIVE FEE
Under the terms of an Administrative Services Agreement, the administrative
services fees paid to the Administrator, as compensation for overall
administrative services including general office facilities, is computed at an
annual rate of 0.05% of the Portfolio's average daily net assets. The Portfolio
accrued fees aggregating $7,940 for these services for the six months ended June
30, 1995. The Portfolio pays no compensation directly to any Trustee or any
officer who is affiliated with the Administrator, all of whom receive
remuneration for their services to the Portfolio from the Administrator or its
affiliates. Certain officers and a Trustee of the Portfolio are officers and
directors of the Administrator or its affiliates.

(4) PURCHASES AND SALES OF INVESTMENTS
For the six months ended June 30, 1995, purchases and sales of investment
securities, other than short-term investments, aggregated $2,967,064 and
$8,628,257, respectively.

(5) FEDERAL INCOME TAX BASIS OF INVESTMENTS
The cost and unrealized appreciation/(depreciation) in value of the investment
securities owned at June 30, 1995, as computed on a federal income tax basis,
are as follows:

Aggregate cost......................    $25,857,822
                                        ===========
Gross unrealized appreciation.......    $ 7,495,652
Gross unrealized depreciation.......     (1,142,933)
                                        -----------
Net unrealized appreciation.........    $ 6,352,719
                                        ===========

(6) EXPENSE FEE
SFG has entered into an expense agreement with the Portfolio. SFG has agreed to
pay all of the ordinary operating expenses (excluding interest, taxes, brokerage
commissions, litigation costs or other extraordinary costs or expenses) of the
Portfolio, other than fees paid under the Advisory Agreement, and Administrative
Services Agreement. The Agreement may be terminated by either party upon not
less than 30 days nor more than 60 days written notice. The Portfolio has agreed
to pay SFG an expense fee, on an annual basis, accrued daily and paid monthly;
provided, however, that such fee shall not exceed the amount such that
immediately after any such payment the aggregate expenses of the Portfolio would
on an annual basis exceed an agreed upon rate, currently 1.20% of average daily
net assets.

(7) FINANCIAL INSTRUMENTS
The Portfolio may trade financial instruments with off-balance sheet risk in the
normal course of its investing activities and to assist in managing exposure to
market risks such as interest rates and foreign currency exchange rates. These
financial instruments include forward foreign currency exchange contracts.

The notional or contractual amounts of these instruments represent the
investment the Portfolio has in particular classes of financial instruments and
does not necessarily represent the amounts potentially subject to risk. The
measurement of the risks associated with these instruments is meaningful only
when related and offsetting transactions are considered. No such instruments
were held at June 30, 1995.

(8) LINE OF CREDIT
The Portfolio, along with the other Landmark Funds, entered into an ongoing
agreement with a bank which allows the Landmark Funds collectively to borrow up
to $40 million for temporary or emergency purposes. Interest on the borrowings,
if any, is charged to the specific fund executing the borrowing at the base rate
of the bank. In addition, the $15 million committed portion of the line of
credit requires a quarterly payment of a commitment fee based on the average
daily unused portion of the line of credit. For the six month period ended June
30, 1995, the commitment fee allocated to the Portfolio was $129. Since the line
of credit was established, there have been no borrowings.


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