SERIES PORTFOLIO
N-30D, 2000-10-02
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<PAGE>
THE EMERGING MARKETS DEBT PORTFOLIO
SCHEDULE OF INVESTMENTS
JULY 31, 2000
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                      MOODY'S/S&P
   PRINCIPAL                                                             RATING
   AMOUNT/ /                     SECURITY DESCRIPTION                 (UNAUDITED)      VALUE
----------------   -------------------------------------------------  ------------  ------------
<C>                <S>                                                <C>           <C>
FOREIGN CORPORATE OBLIGATIONS (19.0%)
ARGENTINA (5.2%)
BANKING (3.5%)
$       750,000    Banco Hipotecario SA, Series REGS, 10.000% due
                     04/17/03.......................................     B1/BB-     $   701,250
                                                                                    -----------

TELECOMMUNICATION SERVICES (1.7%)
        400,000    CIA Radiocomunic Moviles, (144A), 9.250% due
                     05/08/08(s)....................................    B1/BBB-         352,000
                                                                                    -----------
                                                                                      1,053,250
                                                                                    -----------

BRAZIL (7.3%)
BANKING (2.3%)
        500,000    Banco Nacional De Desenvolvi, 12.554% due
                     06/16/08(v)....................................     B2/B+          470,000
                                                                                    -----------

CHEMICALS (2.9%)
        750,000    Trikem SA, (144A), 10.625% due 07/24/07..........     B+/BB-         585,000
                                                                                    -----------

TELECOMMUNICATION SERVICES (2.1%)
        500,000    Globo Communicacoes Participacoes, 10.625% due
                     12/05/08.......................................     B2/B+          422,500
                                                                                    -----------
                                                                                      1,477,500
                                                                                    -----------

CHINA (0.8%)
FOREST PRODUCTS & PAPER (0.8%)
        300,000    APP China Group, Ltd., (144A), 14.000% due
                     03/15/10.......................................    B3/CCC+         171,000
                                                                                    -----------

MAURITIUS (0.9%)
FOREST PRODUCTS & PAPER (0.9%)
        340,000    Indah Kiat Finance Mauritius, 10.000% due
                     07/01/07.......................................    B3/CCC+         192,100
                                                                                    -----------

MEXICO (4.2%)
BUILDING MATERIALS (2.0%)
        400,000    Cemex SA de C.V., (144A), 8.625% due 07/18/03....    Ba1/BBB-        400,000
                                                                                    -----------

OIL PRODUCTION (2.2%)
        450,000    Petroleos Mexicanos, 9.250% due 03/30/18.........    Baa3/BB+        436,500
                                                                                    -----------
                                                                                        836,500
                                                                                    -----------

PANAMA (0.6%)
INDUSTRIAL (0.6%)
        150,000    CSN Iron SA, 9.125% due 06/01/07.................     B2/BB-         120,750
                                                                                    -----------
                       TOTAL FOREIGN CORPORATE OBLIGATIONS (COST
                         $3,959,253)................................                  3,851,100
                                                                                    -----------
</TABLE>

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

20
<PAGE>
THE EMERGING MARKETS DEBT PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
JULY 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                      MOODY'S/S&P
   PRINCIPAL                                                            RATING
   AMOUNT/ /                     SECURITY DESCRIPTION                 (UNAUDITED)      VALUE
----------------   -------------------------------------------------  ------------  ------------
<C>                <S>                                                <C>           <C>
FOREIGN GOVERNMENT AGENCY (1.9%)
MEXICO (1.9%)
$       360,000    Bancomext Trust Division, (144A), 11.250% due
                     05/30/06 (cost $377,796).......................    Baa3/BB     $   392,400
                                                                                    -----------

SOVEREIGN BONDS (73.2%)
ARGENTINA (14.3%)
        280,000    Republic of Argentina Global Bonds, 10.250% due
                     07/21/30.......................................     B1/BB          230,720
        318,000    Republic of Argentina Global Bonds, 11.750% due
                     06/15/15.......................................     B1/BB          293,514
    ARS 726,365    Republic of Argentina - Bocon, Series PRO1,
                     2.935% due 04/01/07(v).........................    B1/BBB-         518,257
        250,000    Republic of Argentina Bonos del Tesoro, Series
                     BTO6, 11.250% due 05/24/04(v)..................     NR/NR          245,625
        105,000    Republic of Argentina Discount Bonds, Series
                     L-GL, 7.875% due 03/31/23(v)...................     B1/BB           85,050
        740,000    Republic of Argentina Global Bonds, 9.750% due
                     09/19/27(v)....................................     B1/BB          587,560
        100,000    Republic of Argentina Global Bonds, 11.750% due
                     04/07/09.......................................     B1/BB           94,500
        160,000    Republic of Argentina Global Bonds, 12.125% due
                     02/25/19(v)....................................     B1/BB          153,280
        399,000    Republic of Argentina Global Bonds, Series BGL5,
                     11.375% due 01/30/17(v)(s).....................     B1/BB          363,489
         35,000    Republic of Argentina Par Bonds, Series L-GP,
                     6.000% due 03/31/23(v).........................     B1/BB           23,866
        336,000    Republic of Argentina, Series FRB, 7.375% due
                     03/31/05(v)....................................     B1/BB          310,128
                                                                                    -----------
                                                                                      2,905,989
                                                                                    -----------

BRAZIL (15.5%)
        480,000    Republic of Brazil Global Bonds, 12.250% due
                     03/06/30.......................................     B2/B+          452,160
        150,000    Republic of Brazil Global Bonds, 12.750% due
                     01/15/20.......................................     B2/B+          146,400
        849,673    Republic of Brazil C Bonds, Series 20 Year,
                     8.000% due 04/15/14(v)(s)......................     B2/B+          632,475
        665,000    Republic of Brazil DCB, Series 18 Year, 7.438%
                     due 04/15/12(v)(s).............................     B2/B+          495,009
        200,000    Republic of Brazil DCB, Series RG, 7.438% due
                     04/15/12(v)....................................     B2/B+          148,875
        450,000    Republic of Brazil Discount Bonds, Series 30 Year
                     ZL, 7.375% due 04/15/24(v).....................     B2/B+          354,375
         70,000    Republic of Brazil Global Bonds, 10.125% due
                     05/15/27.......................................     B2/B+           55,300
         50,000    Republic of Brazil Global Bonds, 11.625% due
                     04/15/04(s)....................................     B2/B+           50,825
        159,000    Republic of Brazil Global Bonds, 14.500% due
                     10/15/09(s)....................................     B2/B+          172,753
        145,000    Republic of Brazil NMB, Series 15 Year, 7.438%
                     due 04/15/09(v)................................     B2/B+          122,434
        450,000    Republic of Brazil Par Bonds, Series 30 Year ZL,
                     6.000% due 04/15/24(v).........................     B2/B+          294,750
        232,500    Republic of Brazil, Series EI-L, 7.375% due
                     04/15/06(v)....................................     B2/B+          213,464
                                                                                    -----------
                                                                                      3,138,820
                                                                                    -----------

BULGARIA (3.0%)
        240,000    Republic of Bulgaria Discount Bonds, Series A,
                     7.750% due 07/28/24(v).........................     B2/NR          192,600
        290,000    Republic of Bulgaria Global FLIRB, Series A,
                     2.750% due 07/28/12(v).........................     B2/B+          218,950
        250,000    Republic of Bulgaria IAB, Series PDI, 7.750% due
                     07/28/11(v)(s).................................     B2/B+          201,562
                                                                                    -----------
                                                                                        613,112
                                                                                    -----------
</TABLE>

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

                                                                              21
<PAGE>
THE EMERGING MARKETS DEBT PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
JULY 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                      MOODY'S/S&P
   PRINCIPAL                                                            RATING
   AMOUNT/ /                     SECURITY DESCRIPTION                 (UNAUDITED)      VALUE
----------------   -------------------------------------------------  ------------  ------------
<C>                <S>                                                <C>           <C>
COLOMBIA (4.3%)
$       130,000    Republic of Colombia, 9.750% due 04/23/09........     Ba2/BB     $   104,975
        600,000    Republic of Colombia, 11.750% due 02/25/20.......     Ba2/BB         516,900
        240,000    Republic of Colombia, 8.625% due 04/01/08........     Ba2/BB         189,000
         70,000    Republic of Columbia, 7.625% due 02/15/07........     Ba2/BB          53,025
                                                                                    -----------
                                                                                        863,900
                                                                                    -----------

ECUADOR (0.9%)
        480,000    Republic of Ecuador Par Bonds, 4.000% due
                     02/28/25(v) TRIANGLE +.........................    Caa2/NR         184,800
                                                                                    -----------

MEXICO (4.4%)
         50,000    United Mexican States Discount Bonds, Series C,
                     7.800% due 12/31/19(v).........................    Baa3/BB+         49,688
        160,000    United Mexican States, Series XW, 10.375% due
                     02/17/09.......................................    Baa3/BB+        172,000
        250,000    United Mexican States Discount Bonds, Series D,
                     7.925% due 12/31/19(v).........................    Baa3/BB+        248,438
         85,000    United Mexican States Global Bonds, 11.375% due
                     09/15/16.......................................    Baa3/BB+         98,685
         80,000    United Mexican States Global Bonds, 11.500% due
                     05/15/26.......................................    Baa3/BB+         97,760
        250,000    United Mexican States Par Bonds, Series W-A,
                     6.250% due 12/31/19............................    Baa3/BB+        214,375
                                                                                    -----------
                                                                                        880,946
                                                                                    -----------

MOROCCO (0.3%)
         64,272    Kingdom of Morocco Restructuring & Consolidation
                     Agreement, Series A, 7.750% due 01/01/09(v)....     Ba1/BB          58,487
                                                                                    -----------

NIGERIA (0.7%)
        250,000    Central Bank of Nigeria, Series WW, 6.250% due
                     11/15/20(v)....................................     NR/NR          143,750
                                                                                    -----------

PAKISTAN (2.1%)
        658,000    Republic of Pakistan, (144A), 10.000% due
                     12/13/05.......................................    Caa1/B-         434,280
                                                                                    -----------

PANAMA (1.8%)
        110,000    Republic of Panama, 10.750% due 05/15/20.........    Ba1/BB+         110,000
        115,000    Republic of Panama, 8.875% due 09/30/27(s).......    Ba1/BB+          99,475
         90,000    Republic of Panama IRB, Series 18 Year, 4.500%
                     due 07/17/14(v)................................    Ba1/BB+          73,238
        109,345    Republic of Panama PDI, Series 20 Year, 7.750%
                     due 07/17/16(v)(s).............................    Ba1/BB+          89,936
                                                                                    -----------
                                                                                        372,649
                                                                                    -----------

PERU (1.5%)
        145,000    Republic of Peru FLIRB, Series 20 Year, 3.750%
                     due 03/07/17(v)................................     Ba3/BB          89,900
        295,000    Republic of Peru PDI, Series 20 Year, 4.500% due
                     03/07/17(v)(s).................................     Ba3/BB         202,075
                                                                                    -----------
                                                                                        291,975
                                                                                    -----------
</TABLE>

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

22
<PAGE>
THE EMERGING MARKETS DEBT PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
JULY 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                      MOODY'S/S&P
   PRINCIPAL                                                            RATING
   AMOUNT/ /                     SECURITY DESCRIPTION                 (UNAUDITED)      VALUE
----------------   -------------------------------------------------  ------------  ------------
<C>                <S>                                                <C>           <C>
PHILIPPINES (1.2%)
$       300,000    Republic of Philippines, 10.625% due 03/16/25....    Ba1/BB+     $   250,050
                                                                                    -----------

RUSSIA (14.8%)
        340,000    Russia IAN, Vnesheconombank, Series US, 7.938%
                     due 12/15/15(v) TRIANGLE +.....................     Ca/NR          113,492
      4,848,000    Russia Principal Loan, Vnesheconombank, Series 24
                     Year, 7.938% due 12/15/20(v) TRIANGLE +........     NR/NR        1,599,840
        350,000    Russian Federation, 8.750% due 07/24/05..........     B3/B-          279,125
         90,000    Russian Federation, 9.250% due 11/27/01..........     B3/B-           87,584
        330,000    Russian Federation, 10.000% due 06/26/07.........     B3/B-          259,050
        300,000    Russian Federation, 11.000% due 07/24/18.........     B3/B-          227,250
        130,000    Russian Federation, 11.750% due 06/10/03.........     B3/B-          123,500
        350,000    Russian Federation, 12.750% due 06/24/28.........     B3/B-          309,313
                                                                                    -----------
                                                                                      2,999,154
                                                                                    -----------

TURKEY (3.9%)
        400,000    Republic of Turkey, 11.875% due 01/15/30.........     B1/B+          434,800
        330,000    Republic of Turkey, 12.375% due 06/15/09.........     B1/B+          356,400
                                                                                    -----------
                                                                                        791,200
                                                                                    -----------

VENEZUELA (4.5%)
        357,140    Republic of Venezuela DCB, 7.875% due
                     12/18/07(v)(s).................................      B2/B          296,426
        166,665    Republic of Venezuela FLIRB, Series B, 7.438% due
                     03/31/07(v)....................................      B2/B          138,749
        440,000    Republic of Venezuela Global Bonds, 9.250% due
                     09/15/27(s)....................................      B2/B          295,240
        250,000    Republic of Venezuela Par Bonds, Series W-A,
                     6.750% due 03/31/20(s).........................      B2/B          178,750
                                                                                    -----------
                                                                                        909,165
                                                                                    -----------
                       TOTAL SOVEREIGN BONDS (COST $12,673,063).....                 14,838,277
                                                                                    -----------

U.S. TREASURY OBLIGATIONS (2.8%)
U.S. TREASURY BONDS (0.3%)
         50,000    6.125% due 08/15/29..............................                     51,461
                                                                                    -----------

U.S. TREASURY NOTES (2.5%)
        500,000    6.500% due 02/15/10..............................                    516,485
                                                                                    -----------
                       TOTAL U.S. TREASURY OBLIGATIONS (COST
                         $566,985)..................................                    567,946
                                                                                    -----------

RIGHTS (0.0%)
MEXICO (0.0%)
      2,644,000    United Mexican States Value Recovery, Series Par,
                     Expiring 06/30/03 (cost $0) +..................     NR/NR                0
                                                                                    -----------
</TABLE>

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

                                                                              23
<PAGE>
THE EMERGING MARKETS DEBT PORTFOLIO
SCHEDULE OF INVESTMENTS (CONTINUED)
JULY 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                      MOODY'S/S&P
   PRINCIPAL                                                            RATING
   AMOUNT/ /                     SECURITY DESCRIPTION                 (UNAUDITED)      VALUE
----------------   -------------------------------------------------  ------------  ------------
<C>                <S>                                                <C>           <C>
WARRANTS (0.0%)
NIGERIA (0.0%)
$         1,500    Central Bank of Nigeria, Expiring 11/15/20+......     NR/NR      $         0
                                                                                    -----------

VENEZUELA (0.0%)
          2,500    Republic of Venezuela, Expiring 04/15/20+........     NR/NR                0
                                                                                    -----------
                       TOTAL WARRANTS (COST $0).....................                          0
                                                                                    -----------
</TABLE>

<TABLE>
<CAPTION>

<C>                <S>                                                <C>
SHORT-TERM INVESTMENTS (1.2%)
OTHER INVESTMENT COMPANIES (1.2%)
        239,325    J.P. Morgan Institutional Prime Money Market Fund
                     (cost $239,325)*...............................      239,325
                                                                      -----------
                   TOTAL INVESTMENTS (COST $17,816,422) (98.1%).....   19,889,048
                   OTHER ASSETS IN EXCESS OF LIABILITIES (1.9%).....      375,576
                                                                      -----------
                   NET ASSETS (100.0%)..............................  $20,264,624
                                                                      ===========
</TABLE>

------------------------------
Note: Based on the cost of investments of $17,864,834 for Federal Income Tax
Purposes at July 31, 2000, the aggregate gross unrealized appreciation and
depreciation was $2,310,349 and $286,135, respectively, resulting in net
unrealized appreciation of $2,024,214.

+Non-income producing security.

(s)Security is fully of partially segregated with custodian as collateral for
   futures or with brokers as initial margin for futures contracts. $1,974,275
   of the market value has been segregated.

(v) Rate shown reflects current rate on variable or floating rate instrument or
instrument with step coupon rate.

TRIANGLE Defaulted security.

/ / Denominated in United States Dollar unless otherwise indicated.

ARS - Denominated in Argentina Pesos.

144A - Securities restricted for resale to Qualified Institutional Buyers.

C - Capitalization.

DCB - Debt Conversion Bond.

FLIRB - Front Loaded Interest Reduction Bond.

IAB - Interest in Arrears Bond.

IAN - Interest in Arrears Note.

IRB - Interest Reduction Bond.

NMB - New Money Bond.

PDI - Past Due Interest.

FRB - Floating Rate Bond.

*Money Market Mutual Fund registered under the Investment Company Act of 1940,
 as amended, and advised by J.P. Morgan Investment Management, Inc.

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

24
<PAGE>
THE EMERGING MARKETS DEBT PORTFOLIO
STATEMENT OF ASSETS AND LIABILITIES
JULY 31, 2000
--------------------------------------------------------------------------------

<TABLE>
<S>                                                <C>
ASSETS
Investments at Value (Cost $17,816,422 )           $19,889,048
Cash                                                   399,094
Interest Receivable                                    422,845
Receivable for Investments Sold                        172,025
Deferred Organization Expenses                           1,690
Receivable for Expense Reimbursement                     1,077
Prepaid Trustees' Fees                                     195
Prepaid Expenses and Other Assets                          213
                                                   -----------
    Total Assets                                    20,886,187
                                                   -----------
LIABILITIES
Payable for Investments Purchased                      531,883
Custody Fee Payable                                     18,296
Advisory Fee Payable                                    11,727
Variation Margin Payable                                 1,312
Administrative Services Fee Payable                        405
Fund Services Fee Payable                                   17
Accrued Expenses                                        57,923
                                                   -----------
    Total Liabilities                                  621,563
                                                   -----------
NET ASSETS
Applicable to Investors' Beneficial Interests      $20,264,624
                                                   ===========
</TABLE>

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

                                                                              25
<PAGE>
THE EMERGING MARKETS DEBT PORTFOLIO
STATEMENT OF OPERATIONS
FOR THE FISCAL YEAR ENDED JULY 31, 2000
--------------------------------------------------------------------------------

<TABLE>
<S>                                                <C>         <C>
INVESTMENT INCOME
Interest Income                                                $2,903,636
EXPENSES
Advisory Fee                                       $  166,951
Custodian Fees and Expenses                            68,131
Professional Fees and Expenses                         50,261
Printing Expenses                                       7,325
Administrative Services Fee                             5,919
Amortization of Organization Expense                    3,247
Fund Services Fee                                         399
Trustees' Fees and Expenses                               383
Administration Fee                                        222
Insurance Expense                                          55
                                                   ----------
    Total Expenses                                    302,893
Less: Reimbursement of Expenses                       (13,890)
                                                   ----------
NET EXPENSES                                                      289,003
                                                               ----------
NET INVESTMENT INCOME                                           2,614,633
NET REALIZED GAIN ON
  Investments                                       2,452,953
  Futures Contracts                                    28,247
                                                   ----------
    Net Realized Gain                                           2,481,200
NET CHANGE IN UNREALIZED APPRECIATION OF
  Investments                                       2,053,688
  Futures Contracts                                    46,188
  Foreign Currency Translations                         2,750
                                                   ----------
    Net Change in Unrealized Appreciation                       2,102,626
                                                               ----------
NET INCREASE IN NET ASSETS RESULTING FROM
  OPERATIONS                                                   $7,198,459
                                                               ==========
</TABLE>

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

26
<PAGE>
THE EMERGING MARKETS DEBT PORTFOLIO
STATEMENT OF CHANGES IN NET ASSETS
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                   FOR THE FISCAL         FOR THE PERIOD              FOR THE
                                                     YEAR ENDED               ENDED              FISCAL YEAR ENDED
                                                   JULY 31, 2000         JULY 31, 1999(A)        DECEMBER 31, 1998
                                                   --------------  ----------------------------  -----------------
<S>                                                <C>             <C>                           <C>
INCREASE (DECREASE) IN NET ASSETS
FROM OPERATIONS
Net Investment Income                              $   2,614,633   $                 1,275,824   $      1,544,342
Net Realized Gain (Loss) on Investments, Futures
  and Foreign Currency Contracts and Transactions      2,481,200                      (644,480)        (4,592,666)
Net Change in Unrealized Appreciation of
  Investments, Futures and Foreign Currency
  Contracts and Translations                           2,102,626                        18,215            223,707
                                                   -------------   ---------------------------   ----------------
    Net Increase in Net Assets Resulting from
      Operations                                       7,198,459                       649,559         (2,824,617)
                                                   -------------   ---------------------------   ----------------
TRANSACTIONS IN INVESTORS' BENEFICIAL INTERESTS
Contributions                                         25,094,412                    19,855,226         15,100,514
Withdrawals                                          (38,292,621)                  (13,588,663)        (5,099,187)
                                                   -------------   ---------------------------   ----------------
    Net (Decrease) Increase from Investors'
      Transactions                                   (13,198,209)                    6,266,563         10,001,327
                                                   -------------   ---------------------------   ----------------
    Total (Decrease) Increase in Net Assets           (5,999,750)                    6,916,122          7,176,710
NET ASSETS
Beginning of Period                                   26,264,374                    19,348,252         12,171,542
                                                   -------------   ---------------------------   ----------------
End of Period                                      $  20,264,624   $                26,264,374   $     19,348,252
                                                   =============   ===========================   ================
</TABLE>

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

<TABLE>
<CAPTION>
                                                                                                                FOR THE PERIOD
                                                                                                                MARCH 7, 1997
                                           FOR THE FISCAL          FOR THE                 FOR THE             (COMMENCEMENT OF
                                             YEAR ENDED          PERIOD ENDED         FISCAL YEAR ENDED      OPERATIONS) THROUGH
                                           JULY 31, 2000       JULY 31, 1999(A)       DECEMBER 31, 1998       DECEMBER 31, 1997
                                           --------------    --------------------    --------------------    --------------------
<S>                                        <C>               <C>                     <C>                     <C>
RATIOS TO AVERAGE NET ASSETS
  Net Expenses                                      1.21%            1.25%(b)                1.07%                   0.91%(b)
  Net Investment Income                            10.97%           12.19%(b)               10.16%                   9.57%(b)
  Expenses without Reimbursement                    1.27%            1.70%(b)                1.25%                   0.91%(b)
Portfolio Turnover                                   295%             555%(c)                 791%                    182%(c)
</TABLE>

------------------------
(a)Fiscal year changed to July 31. Prior to this, the fiscal year end was
   December 31. The numbers reflected are for the period January 1, 1999 through
   July 31, 1999.

(b) Annualized.

(c) Not Annualized.

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

                                                                              27
<PAGE>
THE EMERGING MARKETS DEBT PORTFOLIO
NOTES TO FINANCIAL STATEMENTS
JULY 31, 2000
--------------------------------------------------------------------------------

1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

The Emerging Markets Debt Portfolio (the "portfolio") is one of eight subtrusts
(portfolios) comprising The Series Portfolio (the "Series Portfolio"). The
Series Portfolio is registered under the Investment Company Act of 1940, as
amended, as a no-load, open-end management investment company which was
organized as a trust under the laws of the State of New York on June 24, 1994.
The portfolio commenced operations on March 7, 1997. The portfolio's investment
objective is high total return from a portfolio of fixed income securities of
emerging markets issuers. The Declaration of Trust permits the trustees to issue
an unlimited number of beneficial interests in the portfolio.

The portfolio may have elements of risk not typically associated with
investments in the United States due to concentrated investments in a limited
number of countries or regions which may vary throughout the year. Such
concentrations may subject the portfolio to additional risks resulting from
political or economic conditions in such countries or regions and the possible
imposition of adverse governmental laws or currency exchange restrictions
affecting such countries or regions which could cause the securities and their
markets to be less liquid and prices more volatile than those comparable to the
United States. The ability of the issuers of the debt securities held by the
portfolio to meet their obligations may be affected by economic and political
developments in a specific industry or region.

The preparation of financial statements in accordance with accounting principles
generally accepted in the United States 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) The portfolio values securities that are listed on an exchange using
      prices supplied daily by an independent pricing service that are based on
      the last traded price on a national securities exchange or in the absence
      of recorded trades, at the readily available bid price on such exchange,
      if such exchange or market constitutes the broadest and most
      representative market for the security. Securities listed on a foreign
      exchange are valued at the last traded price or, in the absence of
      recorded trades, at the readily available bid price on such exchange
      available before the time when net assets are valued. Independent pricing
      service procedures may also include the use of prices based on yields or
      prices of securities of comparable quality, coupon, maturity and type,
      indications as to values from dealers, operating data, and general market
      conditions. Unlisted securities are valued at the quoted bid price in the
      over-the-counter market provided by a principal market maker or dealer. If
      prices are not supplied by the portfolio's independent pricing service or
      principal market maker or dealer, such securities are priced using fair
      values in accordance with procedures adopted by the portfolio's trustees.
      All short-term securities with a remaining maturity of sixty days or less
      are valued using the amortized cost method.

      Trading in securities on most foreign exchanges and over-the-counter
      markets is normally completed before the close of the domestic market and
      may also take place on days on which the domestic market is closed. If
      events materially affecting the value of foreign securities occur between
      the time when the exchange on which they are traded closes and the time
      when the portfolio's net assets are calculated, such securities will be
      valued at fair value in accordance with procedures established by and
      under the general supervision of the portfolio's trustees.

28
<PAGE>
THE EMERGING MARKETS DEBT PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
JULY 31, 2000
--------------------------------------------------------------------------------

   b) The books and records of the portfolio are maintained in U.S. dollars. The
      market value of investment securities, other assets and liabilities and
      foreign currency contracts are translated at the prevailing exchange rates
      at the end of the period. Purchases, sales, income and expenses are
      translated at the exchange rates prevailing on the respective dates of
      such transactions. Translation gains and losses resulting from changes in
      exchange rates during the reporting period and gains and losses realized
      upon settlement of foreign currency transactions are reported in the
      Statement of Operations. Although the net assets of the portfolio are
      presented at the exchange rates and market values prevailing at the end of
      the period, the portfolio does not isolate the portion of the results of
      operations arising as a result of changes in foreign exchange rates from
      the fluctuations arising from changes in the market prices of securities
      during the period.

   c) 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.

   d) The portfolio incurred organization expenses in the amount of $16,200.
      Morgan Guaranty Trust Company of New York ("Morgan"), a wholly owned
      subsidiary of J.P. Morgan & Co. Incorporated ("J.P. Morgan") has paid the
      organization expenses of the portfolio. The portfolio has reimbursed
      Morgan for these costs which are being deferred and amortized on a
      straight-line basis over a period not to exceed five years beginning with
      the commencement of operations of the fund.

   e) Expenses incurred by the series portfolio with respect to any two or more
      portfolios in the series portfolio are allocated in proportion to the net
      assets of each portfolio in the series portfolio, except where allocations
      of direct expenses to each portfolio can otherwise be made fairly.
      Expenses directly attributable to a portfolio are charged to that
      portfolio.

   f) The portfolio may enter into forward and spot foreign currency contracts
      to protect securities and related receivables and payables against
      fluctuations in future foreign currency rates. A forward contract is an
      agreement to buy or sell currencies of different countries on a specified
      future date at a specified rate. Risks associated with such contracts
      include the movement in the value of the foreign currency relative to the
      U.S. dollar and the ability of the counterparty to perform.

      The market value of the contract will fluctuate with changes in currency
      exchange rates. Contracts are valued daily at the current foreign exchange
      rates, and the change in the market value is recorded by the portfolio as
      unrealized appreciation or depreciation of forward foreign currency
      contract translations.

   g) A futures contract is an agreement to purchase/sell a specified quantity
      of an underlying instrument at a specified future date or to make/receive
      a cash payment based on the value of a securities index. The price at
      which the purchase and sale will take place is fixed when the portfolio
      enters into the contract. Upon entering into such a contract, the
      portfolio is required to pledge to the broker an amount of cash and/or
      liquid securities equal to the minimum "initial margin" requirements of
      the exchange. Pursuant to the contract, the portfolio agrees to receive
      from, or pay to, the broker an amount of cash equal to the daily
      fluctuation in the value of the contract. Such receipts or payments are
      known as "variation margin" and are recorded by the portfolio as
      unrealized gains or losses. When the contract is closed, the portfolio
      records a realized gain or loss equal to the difference between the value
      of the contract at the

                                                                              29
<PAGE>
THE EMERGING MARKETS DEBT PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
JULY 31, 2000
--------------------------------------------------------------------------------
      time it was opened and the value at the time when it was closed. The
      portfolio invests in futures contracts for the purpose of hedging its
      existing portfolio securities, or securities the portfolio intends to
      purchase, against fluctuations in value caused by changes in prevailing
      market interest rates or securities movements and to manage exposure to
      changing interest rates and securities prices. The use of futures
      transactions involves the risk of imperfect correlation in movements in
      the price of futures contracts, interest rates and the underlying hedged
      assets, and the possible inability of counterparties to meet the terms of
      their contracts.

   h) 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 portfolio earns foreign income which may
      be subject to foreign withholding taxes at various rates.

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"), a wholly-owned subsidiary of J.P.
      Morgan & Co. Incorporated ("J.P. Morgan"). Under the terms of the
      agreement, the portfolio paid JPMIM at an annual rate of 0.70% of the
      portfolio's average daily net assets. For the fiscal year ended July 31,
      2000, such fees amounted to $167,122.

      The portfolio may invest in one or more affiliated money market funds:
      J.P. Morgan Institutional Prime Money Market Fund, J.P. Morgan
      Institutional Tax Exempt Money Market Fund, J.P. Morgan Institutional
      Federal Money Market Fund and J.P. Morgan Institutional Treasury Money
      Market Fund. The Advisor has agreed to reimburse its advisory fee from the
      portfolio in an amount to offset any doubling of investment advisory,
      shareholder servicing and administrative service fees. For fiscal year
      ended July 31, 2000, J.P. Morgan has agreed to reimburse the portfolio
      $171 under the agreement. Interest Income included in the Statement of
      Operations for the year ended July 31, 2000 includes $5,293 of interest
      income from investments in affiliated money market funds.

   b) The trust, on behalf of 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 portfolio's 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 fiscal year ended July 31, 2000, the fee for these services
      amounted to $222.

   c) The trust, on behalf of the portfolio, has an Administrative Services
      Agreement (the "Services Agreement") with Morgan, under which Morgan is
      responsible for certain aspects of the

30
<PAGE>
THE EMERGING MARKETS DEBT PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
JULY 31, 2000
--------------------------------------------------------------------------------
      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 certain 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 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 fiscal year ended July 31, 2000, the fee for these
      services amounted to $5,919.

      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 1.25% of the average daily net assets of the
      portfolio until November 28, 2000. For the fiscal year ended July 31,
      2000, J.P. Morgan has agreed to reimburse the portfolio $13,890 for
      expenses under this agreement.

   d) The trust, on behalf of 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 July 31, 2000, the portfolio's allocated
      portion of Group's costs in performing its services amounted to $399.

   e) An aggregate annual fee of $75,000 is paid to each trustee for serving as
      a trustee of 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 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 $40.

3. INVESTMENT TRANSACTIONS

Investment transactions (excluding short-term investments) for the fiscal year
ended July 31, 2000 were as follows:

<TABLE>
<CAPTION>
COST OF             PROCEEDS
PURCHASES          FROM SALES
---------          -----------
<S>                <C>
$66,203,188......  $74,017,216
================   ===========
</TABLE>

                                                                              31
<PAGE>
THE EMERGING MARKETS DEBT PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
JULY 31, 2000
--------------------------------------------------------------------------------

Open futures contracts at July 31, 2000 are summarized as follows:

<TABLE>
<CAPTION>
                                                                   NET UNREALIZED
                                                                   APPRECIATION/   CURRENT MARKET VALUE
                                                   CONTRACTS LONG  (DEPRECIATION)      OF CONTRACTS
                                                   --------------  --------------  --------------------
<S>                                                <C>             <C>             <C>
U.S. Long Bond, expiring
 September 2000..................................             10   $      47,765   $           985,938
                                                   =============   =============   ===================
</TABLE>

<TABLE>
<CAPTION>
                                                   CONTRACTS SHORT
                                                   ---------------
<S>                                                <C>              <C>             <C>
U.S. Ten Year Note, expiring
 September 2000..................................               2   $      (1,089)  $          (197,781)
                                                   ==============   =============   ===================
</TABLE>

4. CREDIT AGREEMENT

The portfolio is party to a revolving line of credit agreement (the "Agreement")
as discussed more fully in Note 4 of the fund's Notes to the Financial
Statements which are included elsewhere in this report.

32
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS

To the Trustees and Investors of
The Emerging Markets Debt 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 supplementary data present fairly, in all material
respects, the financial position of The Emerging Markets Debt Portfolio (the
"portfolio") at July 31, 2000, the results of its operations for the year then
ended, and the changes in its net assets for the year then ended, for the period
January 1, 1999 through July 31, 1999 and for the year ended December 31, 1998
and the supplementary data for the year then ended, for the period from
January 1, 1999 through July 31, 1999, for the year ended December 31, 1998 and
for the period March 7, 1997 (commencement of operations) through December 31,
1997, in conformity with accounting principles generally accepted in the United
States. 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 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 July 31, 2000 by correspondence with the custodian
and brokers, provide a reasonable basis for the opinion expressed above.

PricewaterhouseCoopers LLP
New York, New York
September 15, 2000

                                                                              33


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