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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-08885
Hewitt Series Trust
(Exact name of registrant as specified in charter)
| | |
100 Half Day Road Lincolnshire, IL | | 60069 |
(Address of principal executive offices) | | (Zip code) |
Peter Ross 100 Half Day Road Lincolnshire, IL 60069
(Name and address of agent for service)
Registrant’s telephone number, including area code: 847-295-5000
Date of fiscal year end: December 31, 2005
Date of reporting period: January 1, 2005 to December 31, 2005
Item 1. | Reports to Stockholders. |
(Annual Report is filed herewith)
![LOGO](https://capedge.com/proxy/N-CSR/0001193125-06-052133/g53530img_01.jpg)
Hewitt Series Trust
Hewitt Money Market Fund
Hewitt Institutional
Money Market Fund
Annual Report
December 31, 2005
TABLE OF CONTENTS
HEWITT SERIES TRUST
SHAREHOLDER EXPENSES
As a shareholder of a Hewitt Series Trust Fund, you incur ongoing costs, including management fees and other fund expenses. The following Example is intended to help you understand your ongoing costs (in dollars and cents) of investing in a Fund and to compare these costs with the ongoing costs of investing in other funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2005 to December 31, 2005.
Actual Expenses
The first line under each Fund in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line for your Fund under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line under each Fund in the table below provides information about hypothetical account values and hypothetical expenses based on each Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in your Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line under each Fund in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.
| | | | | | | | | | | | |
Fund | | Beginning Account Value (July 1, 2005) | | Ending Account Value (December 31, 2005) | | Annualized Expense Ratio† | | | Expenses Paid During Period* (July 1 to December 31, 2005) |
Hewitt Money Market Fund | | | | | | | | | | | | |
Actual | | $ | 1,000.00 | | $ | 1,014.50 | | 0.95 | % | | $ | 4.82 |
Hypothetical (5% return before expenses) | | | 1,000.00 | | | 1,020.42 | | 0.95 | | | | 4.84 |
Hewitt Institutional Money Market Fund | | | | | | | | | | | | |
Actual | | | 1,000.00 | | | 1,017.40 | | 0.45 | | | | 2.29 |
Hypothetical (5% return before expenses) | | | 1,000.00 | | | 1,022.94 | | 0.45 | | | | 2.29 |
† | This ratio includes the Fund’s share of expenses charged to the corresponding Master Portfolio. |
* | Expenses are calculated using each Fund’s annualized expense ratio (as disclosed in the table), multiplied by the average account value for the period, multiplied by the number of days in the period (184 days) and divided by the number of days in the year (365 days). |
1
HEWITT SERIES TRUST
STATEMENTS OF ASSETS AND LIABILITIES
December 31, 2005
| | | | | | |
| | Hewitt Money Market Fund | | Hewitt Institutional Money Market Fund |
ASSETS | | | | | | |
Investments: | | | | | | |
In Money Market Master Portfolio (“Master Portfolio”), at market value (Note 1) | | $ | 130,011,843 | | $ | 77,229,202 |
Receivables: | | | | | | |
Due from Hewitt Associates LLC (Note 2) | | | — | | | 41,719 |
Due from Hewitt Financial Services LLC (Note 2) | | | 984 | | | 1,222 |
| | | | | | |
Total Assets | | | 130,012,827 | | | 77,272,143 |
| | | | | | |
LIABILITIES | | | | | | |
Payables: | | | | | | |
Distribution to shareholders | | | 359,171 | | | 250,344 |
Due to Trustees | | | 2,025 | | | 2,018 |
Due to Hewitt Associates LLC (Note 2) | | | 71,820 | | | — |
Accrued shareholder servicing fees | | | 77,011 | | | — |
Accrued expenses | | | 37,681 | | | 91,497 |
| | | | | | |
Total Liabilities | | | 547,708 | | | 343,859 |
| | | | | | |
NET ASSETS | | $ | 129,465,119 | | $ | 76,928,284 |
| | | | | | |
Net assets consist of: | | | | | | |
Paid-in capital | | $ | 129,462,033 | | $ | 76,928,063 |
Undistributed net investment income | | | 2,614 | | | 14 |
Undistributed net realized gain | | | 472 | | | 207 |
| | | | | | |
NET ASSETS | | $ | 129,465,119 | | $ | 76,928,284 |
| | | | | | |
Shares outstanding | | | 129,460,329 | | | 764,094 |
| | | | | | |
Net asset value and offering price per share | | $ | 1.00 | | $ | 100.68 |
| | | | | | |
The accompanying notes are an integral part of these financial statements.
2
HEWITT SERIES TRUST
STATEMENTS OF OPERATIONS
For the Year Ended December 31, 2005
| | | | | | | | |
| | Hewitt Money Market Fund | | | Hewitt Institutional Money Market Fund | |
NET INVESTMENT INCOME ALLOCATED FROM MASTER PORTFOLIO | | | | | | | | |
Interest | | $ | 3,801,862 | | | $ | 2,366,931 | |
Expenses(a) | | | (61,014 | ) | | | (37,208 | ) |
| | | | | | | | |
Net investment income allocated from Master Portfolio | | | 3,740,848 | | | | 2,329,723 | |
| | | | | | | | |
FUND EXPENSES (Note 2) | | | | | | | | |
Administration fees | | | 622,665 | | | | 168,732 | |
Shareholder servicing fees | | | 283,029 | | | | 44,750 | |
Fund accounting & transfer agent fees | | | 85,544 | | | | 94,432 | |
Legal fees | | | 24,847 | | | | 24,847 | |
Audit fees | | | 15,269 | | | | 15,272 | |
Printing costs | | | 22,431 | | | | 22,431 | |
Registration costs | | | 120,024 | | | | 4,732 | |
Trustee fees | | | 11,533 | | | | 11,533 | |
| | | | | | | | |
Total fund expenses | | | 1,185,342 | | | | 386,729 | |
| | | | | | | | |
Fees reimbursed by Hewitt Associates LLC (Note 2) | | | (170,949 | ) | | | (104,138 | ) |
| | | | | | | | |
Total Net Expenses | | | 1,014,393 | | | | 282,591 | |
| | | | | | | | |
NET INVESTMENT INCOME | | | 2,726,455 | | | | 2,047,132 | |
| | | | | | | | |
REALIZED GAIN (LOSS) ALLOCATED FROM MASTER PORTFOLIO | | | | | | | | |
Net realized gain | | | 499 | | | | 245 | |
| | | | | | | | |
Net gain on investments | | | 499 | | | | 245 | |
| | | | | | | | |
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS | | $ | 2,726,954 | | | $ | 2,047,377 | |
| | | | | | | | |
(a) | Net of investment advisory fee waivers by the Master Portfolio’s investment adviser in the amounts of $52,518 and $34,041, respectively. |
The accompanying notes are an integral part of these financial statements.
3
HEWITT SERIES TRUST
STATEMENTS OF CHANGES IN NET ASSETS
| | | | | | | | | | | | | | | | |
| | Hewitt Money Market Fund | | | Hewitt Institutional Money Market Fund | |
| | For the Year Ended December 31, 2005 | | | For the Year Ended December 31, 2004 | | | For the Year Ended December 31, 2005 | | | For the Year Ended December 31, 2004 | |
INCREASE (DECREASE) IN NET ASSETS | | | | | | | | | | | | | | | | |
Operations: | | | | | | | | | | | | | | | | |
Net investment income | | $ | 2,726,455 | | | $ | 458,611 | | | $ | 2,047,132 | | | $ | 799,439 | |
Net realized gain (loss) | | | 499 | | | | (27 | ) | | | 245 | | | | (38 | ) |
| | | | | | | | | | | | | | | | |
Net increase in net assets resulting from operations | | | 2,726,954 | | | | 458,584 | | | | 2,047,377 | | | | 799,401 | |
| | | | | | | | | | | | | | | | |
Distributions to shareholders: | | | | | | | | | | | | | | | | |
From net investment income | | | (2,726,698 | ) | | | (458,718 | ) | | | (2,046,962 | ) | | | (831,322 | ) |
| | | | | | | | | | | | | | | | |
Total distributions to shareholders | | | (2,726,698 | ) | | | (458,718 | ) | | | (2,046,962 | ) | | | (831,322 | ) |
| | | | | | | | | | | | | | | | |
Capital share transactions: | | | | | | | | | | | | | | | | |
Net capital share transactions (Note 3) | | | 36,091,928 | | | | 3,397,517 | | | | 16,236,796 | | | | (25,524,795 | ) |
| | | | | | | | | | | | | | | | |
Net increase (decrease) in net assets resulting from capital share transactions | | | 36,091,928 | | | | 3,397,517 | | | | 16,236,796 | | | | (25,524,795 | ) |
| | | | | | | | | | | | | | | | |
Increase (decrease) in net assets | | | 36,092,184 | | | | 3,397,383 | | | | 16,237,211 | | | | (25,556,716 | ) |
NET ASSETS: | | | | | | | | | | | | | | | | |
Beginning of year | | | 93,372,935 | | | | 89,975,552 | | | | 60,691,073 | | | | 86,247,789 | |
| | | | | | | | | | | | | | | | |
End of year | | $ | 129,465,119 | | | $ | 93,372,935 | | | $ | 76,928,284 | | | $ | 60,691,073 | |
| | | | | | | | | | | | | | | | |
Undistributed (distributions in excess of) net investment income included in net assets at end of year | | $ | 2,614 | | | $ | 2,857 | | | $ | 14 | | | $ | (157 | ) |
| | | | | | | | | | | | | | | | |
The accompanying notes are an integral part of these financial statements.
4
HEWITT SERIES TRUST
FINANCIAL HIGHLIGHTS
For a share outstanding throughout each period
HEWITT MONEY MARKET FUND
| | | | | | | | | | | | | | | | | | | | |
| | Year ended Dec. 31, 2005 | | | Year ended Dec. 31, 2004 | | | Year ended Dec. 31, 2003 | | | Year ended Dec. 31, 2002 | | | Year ended Dec. 31, 2001 | |
Net asset value, beginning of year | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | |
| | | | | | | | | | | | | | | | | | | | |
Income from investment operations: | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | 0.02 | | | | 0.00 | (b) | | | 0.00 | (b) | | | 0.01 | | | | 0.03 | |
| | | | | | | | | | | | | | | | | | | | |
Total from investment operations | | | 0.02 | | | | 0.00 | | | | 0.00 | | | | 0.01 | | | | 0.03 | |
| | | | | | | | | | | | | | | | | | | | |
Less distributions from: | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | (0.02 | ) | | | (0.00 | )(b) | | | (0.00 | )(b) | | | (0.01 | ) | | | (0.03 | ) |
| | | | | | | | | | | | | | | | | | | | |
Total distributions | | | (0.02 | ) | | | (0.00 | ) | | | (0.00 | ) | | | (0.01 | ) | | | (0.03 | ) |
| | | | | | | | | | | | | | | | | | | | |
Net asset value, end of year | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | | | $ | 1.00 | |
| | | | | | | | | | | | | | | | | | | | |
Total return | | | 2.37 | % | | | 0.49 | % | | | 0.31 | % | | | 0.98 | % | | | 3.36 | % |
| | | | | | | | | | | | | | | | | | | | |
Ratios/Supplemental data: | | | | | | | | | | | | | | | | | | | | |
Net assets, end of year (000s) | | $ | 129,465 | | | $ | 93,373 | | | $ | 89,976 | | | $ | 77,505 | | | $ | 66,254 | |
Ratio of expenses to average net assets(a) | | | 0.95 | % | | | 0.95 | % | | | 0.95 | % | | | 0.95 | % | | | 0.95 | % |
Ratio of expenses to average net assets prior to waived fees and reimbursed expenses(a) | | | 1.15 | % | | | 1.18 | % | | | 1.19 | % | | | 1.34 | % | | | 1.36 | % |
Ratio of net investment income to average net assets(a) | | | 2.41 | % | | | 0.50 | % | | | 0.30 | % | | | 0.98 | % | | | 3.31 | % |
Ratio of net investment income to average net assets prior to waived fees and reimbursed expenses(a) | | | 2.21 | % | | | 0.27 | % | | | 0.06 | % | | | 0.59 | % | | | 2.90 | % |
(a) | These ratios include the Fund’s share of expenses charged to the corresponding Master Portfolio. |
(b) | Rounds to less than $0.01. |
The accompanying notes are an integral part of these financial statements.
5
HEWITT SERIES TRUST
FINANCIAL HIGHLIGHTS
For a share outstanding throughout each period
HEWITT INSTITUTIONAL MONEY MARKET FUND
| | | | | | | | | | | | | | | | | | | | |
| | Year ended Dec. 31, 2005 | | | Year ended Dec. 31, 2004 | | | Year ended Dec. 31, 2003 | | | Year ended Dec. 31, 2002 | | | Year ended Dec. 31, 2001 | |
Net asset value, beginning of year | | $ | 100.63 | | | $ | 100.70 | | | $ | 100.69 | | | $ | 100.70 | | | $ | 100.68 | |
| | | | | | | | | | | | | | | | | | | | |
Income from investment operations: | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | 2.82 | | | | 1.03 | | | | 0.82 | | | | 1.49 | | | | 3.86 | |
Net realized and unrealized gain (loss) on investments | | | 0.05 | | | | (0.03 | ) | | | 0.00 | (b) | | | 0.00 | (b) | | | 0.02 | |
| | | | | | | | | | | | | | | | | | | | |
Total from investment operations | | | 2.87 | | | | 1.00 | | | | 0.82 | | | | 1.49 | | | | 3.88 | |
| | | | | | | | | | | | | | | | | | | | |
Less distributions from: | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | (2.82 | ) | | | (1.07 | ) | | | (0.81 | ) | | | (1.50 | ) | | | (3.86 | ) |
| | | | | | | | | | | | | | | | | | | | |
Total distributions | | | (2.82 | ) | | | (1.07 | ) | | | (0.81 | ) | | | (1.50 | ) | | | (3.86 | ) |
| | | | | | | | | | | | | | | | | | | | |
Net asset value, end of year | | $ | 100.68 | | | $ | 100.63 | | | $ | 100.70 | | | $ | 100.69 | | | $ | 100.70 | |
| | | | | | | | | | | | | | | | | | | | |
Total return | | | 2.90 | % | | | 0.99 | % | | | 0.82 | % | | | 1.51 | % | | | 3.93 | % |
| | | | | | | | | | | | | | | | | | | | |
Ratios/Supplemental data: | | | | | | | | | | | | | | | | | | | | |
Net assets, end of year (000s) | | $ | 76,928 | | | $ | 60,691 | | | $ | 86,248 | | | $ | 114,192 | | | $ | 109,285 | |
Ratio of expenses to average net assets(a) | | | 0.45 | % | | | 0.45 | % | | | 0.45 | % | | | 0.45 | % | | | 0.45 | % |
Ratio of expenses to average net assets prior to waived fees and reimbursed expenses(a) | | | 0.64 | % | | | 0.59 | % | | | 0.55 | % | | | 0.59 | % | | | 0.60 | % |
Ratio of net investment income to average net assets(a) | | | 2.88 | % | | | 0.96 | % | | | 0.82 | % | | | 1.48 | % | | | 3.82 | % |
Ratio of net investment income to average net assets prior to waived fees and reimbursed expenses(a) | | | 2.69 | % | | | 0.82 | % | | | 0.72 | % | | | 1.34 | % | | | 3.67 | % |
(a) | These ratios include the Fund’s share of expenses charged to the corresponding Master Portfolio. |
(b) | Rounds to less than $0.01. |
The accompanying notes are an integral part of these financial statements.
6
HEWITT SERIES TRUST
NOTES TO FINANCIAL STATEMENTS
1. | Summary of Significant Accounting Policies |
Hewitt Money Market Fund (the “Money Market Fund”) and Hewitt Institutional Money Market Fund, (the “Institutional Money Market Fund”), (each a “Fund,” collectively, the “Funds”) are diversified series of Hewitt Series Trust (the “Trust”), an open-end management investment company registered under the Investment Company Act of 1940, as amended. The Trust was established as a Delaware statutory trust organized pursuant to a Declaration of Trust on July 7, 1998.
Under the Funds’ organizational documents, the officers and trustees are indemnified against certain liabilities that may arise out of the performance of their duties to the Funds. Additionally, in the normal course of business, the Funds enter into contracts with service providers that contain general indemnification clauses. The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds that have not yet occurred. However, based on experience, the Funds expect the risk of loss to be remote.
The following significant accounting policies are consistently followed by the Trust in the preparation of its financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for investment companies. The preparation of the financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.
Investment Policy and Security Valuation
Each Fund invests substantially all of its assets in the Money Market Master Portfolio (the “Master Portfolio”), a series of Master Investment Portfolio (“MIP”). The Master Portfolio has the same investment objective as the Funds. The value of each Fund’s investment in the Master Portfolio reflects each Fund’s interest in the net assets of the Master Portfolio (2.06% and 1.23% for the Money Market Fund and the Institutional Money Market Fund, respectively as of December 31, 2005).
The method by which the Master Portfolio values its securities is discussed in Note 1 of the Master Portfolio’s Notes to Financial Statements, which are included elsewhere in this report.
Security Transactions and Income Recognition
Each Fund records daily its proportionate interest in the net investment income and realized and unrealized gains and losses of the Master Portfolio.
The performance of each Fund is directly affected by the performance of the Master Portfolio. The financial statements of the Master Portfolio, including the Schedule of Investments, are included elsewhere in this report and should be read in conjunction with the corresponding Fund’s financial statements.
Federal Income Taxes
Each Fund is treated as a separate entity for federal income tax purposes. It is the policy of the Trust that each Fund continue to qualify as a regulated investment company by complying with the provisions under Subchapter M of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies, and to distribute substantially all of its investment company taxable income and any net realized gains (after taking into account any
7
HEWITT SERIES TRUST
NOTES TO FINANCIAL STATEMENTS—Continued
capital loss carryforwards) sufficient to relieve it from all, or substantially all, federal income and excise taxes. Accordingly, no provision for federal taxes was required at December 31, 2005.
As of December 31, 2005, the components of Distributable Earnings on a tax basis were as follows:
| | | | | | | | | | |
Fund | | Undistributed Ordinary Income | | Capital and Other Losses | | | Net Distributable Earnings |
Hewitt Money Market Fund | | $ | 3,145 | | $ | (59 | ) | | $ | 3,086 |
Hewitt Institutional Money Market Fund | | | 261 | | | (40 | ) | | | 221 |
The tax character of distributions paid during 2005 and 2004 for the Funds were as follows: ordinary income of $2,726,698 and $458,718 for the Money Market Fund, respectively, and ordinary income of $2,046,962 and $831,322 for the Institutional Money Market Fund, respectively.
From November 1, 2005 to December 31, 2005, the funds incurred net realized capital losses. As permitted by tax regulations, the Money Market Fund and the Institutional Money Market Fund have elected to defer these losses of $59 and $40, respectively, and treat them as arising in the year ending December 31, 2006.
Dividends and Distributions to Shareholders
Dividends to shareholders from net investment income of each Fund are declared daily and distributed monthly. Distributions to shareholders from capital gains, if any, are declared and distributed annually, generally in December.
2. | Agreements and Other Transactions with Affiliates |
Hewitt Associates LLC (“Hewitt Associates”) provides administrative services to the Money Market Fund. The Money Market Fund pays Hewitt Associates a monthly fee calculated at an annual rate of 0.55% of the Money Market Fund’s average daily net assets for these services. Hewitt Associates has agreed to waive its fees or absorb expenses of the Money Market Fund to the extent necessary to assure that total ordinary operating expenses (excluding interest, brokerage commissions and extraordinary expenses) of the Money Market Fund, on an annual basis, does not exceed 0.95% of the average daily net assets of the Money Market Fund. Hewitt Associates may not modify or terminate this waiver agreement without approval of the Board of Trustees of the Trust. For the year ended December 31, 2005, Hewitt Associates reimbursed the Money Market Fund $170,949 for expenses related to this agreement.
Effective May 1, 2005, Hewitt Associates provides administrative services to the Institutional Money Market Fund at an annual rate of 0.30% of average daily net assets (previously 0.10% prior to May 1, 2005), but has agreed to absorb such expenses of the Institutional Money Market Fund to the extent necessary to ensure that total ordinary operating expenses (excluding interest, brokerage commissions and extraordinary expenses) of the Institutional Money Market Fund, on an annual basis, does not exceed 0.45% of the average daily net assets of the Institutional Money Market Fund. For the year ended December 31, 2005, Hewitt Associates reimbursed the Institutional Money Market Fund $104,138 for expenses related to this agreement.
Hewitt Financial Services LLC (“Hewitt Services”) serves as the Distributor of the Money Market Fund. Hewitt Services does not receive a fee from the Money Market Fund for its distribution services.
8
HEWITT SERIES TRUST
NOTES TO FINANCIAL STATEMENTS—Continued
Hewitt Services also serves as the Shareholder Servicing Agent for the Money Market Fund. As Shareholder Servicing Agent, Hewitt Services is responsible for maintaining records showing the number of shares owned by investors who have purchased shares through Hewitt Services. In addition, Hewitt Services sends all shareholder communications relating to the Money Market Fund to shareholders or arranges for these materials to be sent. For these services, the Money Market Fund pays Hewitt Services a monthly fee calculated at an annual rate of 0.25% of the average daily net assets of the Money Market Fund.
Prior to May 1, 2005, the Institutional Money Market Fund paid Hewitt Associates a monthly shareholder servicing fee calculated at an annual rate of 0.20% of average daily net assets of the Institutional Money Market Fund. Effective May 1, 2005, the Institutional Money Market Fund no longer pays Hewitt Associates a monthly shareholder servicing fee. To offset the termination of shareholder servicing fees, the administrative services fee paid to Hewitt Associates by the Institutional Money Market fund has been increased from 0.10% to 0.30%. This change was made to better reflect the true nature of services being provided by Hewitt Associates to the Institutional Money Market fund.
The Hewitt Series Trust pursues its investment objectives by investing in the Money Market Master Portfolio, which is a series of the Master Investment Portfolio. The Money Market Master Portfolio has the same investment objectives and substantially the same investment policies as the Trust. Barclays Global Fund Advisors, Inc. serves as the Portfolio’s investment advisor. As such, the Trust does not itself have an investment advisor.
3. | Capital Share Transactions |
As of December 31, 2005, there was an unlimited number of shares of $0.001 par value capital stock authorized by each Fund. Transactions in capital shares for each Fund is as follows:
Hewitt Money Market Fund
| | | | | | | | | | | | | | |
| | Year Ended December 31, 2005 | | | Year Ended December 31, 2004 | |
| | Shares | | | Amount | | | Shares | | | Amount | |
Shares Issued and Redeemed: | | | | | | | | | | | | | | |
Shares sold | | 116,045,897 | | | $ | 116,045,897 | | | 74,938,960 | | | $ | 74,938,960 | |
Shares issued in reinvestments of dividends | | 2,464,724 | | | | 2,464,724 | | | 376,832 | | | | 376,832 | |
Shares redeemed | | (82,418,693 | ) | | | (82,418,693 | ) | | (71,918,275 | ) | | | (71,918,275 | ) |
| | | | | | | | | | | | | | |
Net increase | | 36,091,928 | | | $ | 36,091,928 | | | 3,397,517 | | | $ | 3,397,517 | |
| | | | | | | | | | | | | | |
9
HEWITT SERIES TRUST
NOTES TO FINANCIAL STATEMENTS—Continued
Hewitt Institutional Money Market Fund
| | | | | | | | | | | | | | |
| | Year Ended December 31, 2005 | | | Year Ended December 31, 2004 | |
| | Shares | | | Amount | | | Shares | | | Amount | |
Shares Issued and Redeemed: | | | | | | | | | | | | | | |
Shares sold | | 1,162,459 | | | $ | 117,136,732 | | | 1,793,746 | | | $ | 180,689,535 | |
Shares issued in reinvestments of dividends | | 19,057 | | | | 1,918,357 | | | 7,549 | | | | 760,192 | |
Shares redeemed | | (1,020,540 | ) | | | (102,818,293 | ) | | (2,054,674 | ) | | | (206,974,522 | ) |
| | | | | | | | | | | | | | |
Net increase/decrease | | 160,976 | | | $ | 16,236,796 | | | (253,379 | ) | | $ | (25,524,795 | ) |
| | | | | | | | | | | | | | |
4. | Multiple Class Plan effective May 1, 2005 |
The Trustees of the Hewitt Series Trust approved amendments to the Administration, Distribution and Shareholder Servicing Agreements for the Trust on behalf of the Money Market Fund, which became effective May 1, 2005. These agreements were modified to reflect a new multi-class structure for the Money Market Fund pursuant to Rule 18f-3 under the Investment Company Act of 1940, and the eventual termination of the Institutional Money Market Fund. The Institutional Money Market Fund closed to new investors effective May 1, 2005 and its shareholders have been invited to exchange their shares for Institutional Shares of the Money Market Fund. Outstanding shares of the Money Market Fund were redesignated Administrative Shares of the Money Market Fund effective May 1, 2005. Investors in the Institutional Money Market Fund may elect to switch to the new Institutional Shares class by April 28, 2006. After April 28, 2006 the Institutional Money Market Fund will be terminated. As of December 31, 2005, no Institutional Money Market Fund shareholder had moved to the new Institutional Shares class of the Money Market Fund.
The Administration, Distribution and Shareholder Servicing Agreements for the Trust on behalf of the Money Market Fund were amended to offer the new Institutional Shares class at an identical expense ratio currently offered by the Institutional Money Market Fund. As described in Note 2, Hewitt Associates provides administrative services to all of the funds of the Trust and has agreed to absorb such expenses to the extent necessary to assure that the annual total ordinary operating expenses (excluding interest, brokerage commissions and extraordinary expenses) do not exceed 0.45% of the average daily net assets of the Institutional Money Market Fund and 0.95% of the average daily net assets of the Money Market Fund. Under the new multiple share classes in the Money Market Fund, Hewitt Associates agrees to absorb such expenses of the share classes to the extent necessary to assure that the annual total ordinary operating expenses (excluding interest, brokerage commissions and extraordinary expenses) do not exceed 0.45% of the average daily net assets of the Institutional Shares class and 0.95% of the average daily net assets of the Administrative Shares class.
10
Report of Independent Registered Public Accounting Firm
To the Shareholders and Board of Trustees of
Hewitt Series Trust:
In our opinion, the accompanying statements of assets and liabilities, 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 the Hewitt Money Market Fund and Hewitt Institutional Money Market Fund, the funds comprising Hewitt Series Trust (the “Funds”), at December 31, 2005, the results of each of their operations for the year then ended, the changes in each of their net assets for each of the two years in the period then ended and the financial highlights for each of the four years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Funds’ 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 the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits 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 provide a reasonable basis for our opinion.
The financial statements of the Funds for the periods prior to December 31, 2001 were audited by other auditors, whose report dated February 11, 2002 expressed an unqualified opinion on those statements.
PricewaterhouseCoopers LLP
San Francisco, California
February 16, 2006
11
HEWITT SERIES TRUST
PROXY VOTING (Unaudited)
The funds filed form N-PX with their complete proxy voting record for the 12 months ended June 30, 2005. Neither Hewitt Money Market Fund nor Hewitt Institutional Money Market Fund held any voting securities and accordingly did not vote any proxies during the reporting period. Because the funds invest exclusively in non-voting securities, the Funds are not required to describe the policies and procedures that the Funds use to determine how to vote proxies relating to portfolio securities. The Forms filed are available (i) without charge, upon request, by calling the Funds toll-free at 1-800-890-3200, and (ii) on the SEC’s website at www.sec.gov.
12
HEWITT SERIES TRUST
ADDITIONAL INFORMATION (Unaudited)
The Funds file their complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Funds’ Forms N-Q are available on the Commission’s website at www.sec.gov. The Funds’ Forms N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.
13
HEWITT SERIES TRUST
Directors and Officers Information List (Unaudited)
Disinterested Trustees*
| | | | | | |
| | | | | | Other Public Company |
| | Position(s), Date | | Principal Occupation(s) | | and Investment Company |
Name, Address, and Age | | of Election | | During Past 5 Years | | Directorships |
| | | |
Don Hunt, age 67 | | Director, since | | Chairman and Director, | | Director, Vision III Imaging, Inc. |
| | | |
C/O Hewitt Associates | | July 7, 1998 | | ADA Business Enterprises, Inc. | | |
| | | |
100 Half Day Road | | | | | | |
Lincolnshire, IL 60069 | | | | | | |
| | | |
John Oliverio, age 53 | | Director, since | | Chief Executive Officer and Director, | | Director, Franciscan Ministries, Inc., |
C/O Hewitt Associates | | July 7, 1998 | | Wheaton Franciscan Services, Inc., | | Director, United Health System, |
100 Half Day Road | | | | Executive Vice President, | | Director, Affinity Health System, |
Lincolnshire, IL 60069 | | | | Chief Operating Officer and Director, | | Director, All Saints Health System, |
| | | | Wheaton Franciscan Services, Inc., | | Director, Covenant Healthcare |
| | | | Trustee, CCM Advisors Funds (7), | | System |
| | | | Trustee, CCMA Select Investment Trust (1) | | |
Interested Trustees** and Officers
| | | | | | |
| | | | | | Other Public Company |
| | Position(s), Date | | Principal Occupation(s) | | and Investment Company |
Name, Address, and Age | | of Election | | During Past 5 Years | | Directorships |
| | | |
E. Scott Peterson, 52 | | Trustee**, since | | Consultant, Hewitt Associates LLC | | None |
Hewitt Associates | | July 7, 1998 | | | | |
100 Half Day Road | | | | | | |
Lincolnshire, IL 60069 | | | | | | |
| | | |
Stacy L. Schaus, 45 | | President, since | | Chief Operating Officer, | | None |
Hewitt Associates | | July 7, 1998 | | Hewitt Financial Services LLC; | | |
100 Half Day Road | | | | Consultant, Hewitt Associates LLC | | |
Lincolnshire, IL 60069 | | | | | | |
| | | |
Peter E. Ross, 46 | | Secretary, since | | Assistant Secretary and Chief Compliance | | None |
Hewitt Associates | | July 7, 1998 | | Officer, Hewitt Financial Services LLC; | | |
100 Half Day Road | | | | Assistant Secretary, Hewitt Associates LLC; | | |
Lincolnshire, IL 60069 | | | | Consultant and Attorney, Hewitt Associates LLC | | |
| | | |
Douglas S. Keith, 40 | | Treasurer and Chief | | Financial Consultant, Hewitt Associates LLC; | | None |
Hewitt Associates | | Financial Officer, | | Divisional Controller, Emerson Electric Co. | | |
100 Half Day Road | | since May, 2005 | | | | |
Lincolnshire, IL 60069 | | | | | | |
Each Trustee oversees 2 funds within the fund complex.
Additional information about the Funds’ Trustees may be found in the Funds’ Statement of Additional Information, which is available, without charge, upon request, by calling 1-847-295-5000.
* | Disinterested Trustees are those Trustees who are not “interested persons” of the Trust as defined in the Investment Company Act. |
** | Trustee who is an “interested person” of the Trust, as defined in the Investment Company Act, because of his or her affiliation with Hewitt Associates LLC, an affiliate of the distributor of the Fund’s shares. |
14
MONEY MARKET MASTER PORTFOLIO
December 31, 2005
Schedule of Investments
| | | | | | |
Security | | Face Amount | | Value |
CERTIFICATES OF DEPOSIT—2.54% | | | | | | |
HBOS Treasury Services PLC | | | | | | |
3.56%, 03/14/06 | | $ | 50,000,000 | | $ | 50,000,000 |
3.79%, 06/19/06 | | | 50,000,000 | | | 49,997,741 |
Svenska Handelsbanken NY | | | | | | |
4.50%, 10/16/06 | | | 25,000,000 | | | 25,000,000 |
Toronto-Dominion Bank | | | | | | |
3.94%, 07/10/06 | | | 35,000,000 | | | 35,000,000 |
| | | | | | |
TOTAL CERTIFICATES OF DEPOSIT (Cost: $159,997,741) | | | | | | 159,997,741 |
| | | | | | |
COMMERCIAL PAPER—6.31% | | | | | | |
Amstel Funding Corp. | | | | | | |
4.40%, 05/08/06 | | | 50,000,000 | | | 49,217,778 |
CC USA Inc. | | | | | | |
3.76%, 01/23/06 | | | 50,000,000 | | | 49,879,889 |
3.93%, 02/24/06 | | | 65,500,000 | | | 65,106,727 |
4.23%, 04/21/06 | | | 45,000,000 | | | 44,413,087 |
Dorada Finance Inc. | | | | | | |
3.76%, 01/26/06 | | | 10,000,000 | | | 9,972,844 |
Grampian Funding LLC | | | | | | |
3.74%, 01/13/06 | | | 90,000,000 | | | 89,878,450 |
K2 USA LLC | | | | | | |
3.85%, 02/07/06 | | | 74,600,000 | | | 74,297,227 |
Sigma Finance Inc. | | | | | | |
4.16%, 04/06/06 | | | 15,000,000 | | | 14,833,600 |
| | | | | | |
TOTAL COMMERCIAL PAPER (Cost: $397,599,602) | | | | | | 397,599,602 |
| | | | | | |
MEDIUM-TERM NOTES—1.43% | | | | | | |
K2 USA LLC | | | | | | |
3.57%, 03/16/06(1) | | | 15,000,000 | | | 15,000,000 |
Marshall & Ilsley Bank | | | | | | |
5.18%, 12/15/06 | | | 50,000,000 | | | 50,159,679 |
Sigma Finance Inc. | | | | | | |
4.50%, 10/16/06(1) | | | 25,000,000 | | | 25,000,000 |
| | | | | | |
TOTAL MEDIUM-TERM NOTES (Cost: $90,159,679) | | | | | | 90,159,679 |
| | | | | | |
TIME DEPOSITS—6.55% | | | | | | |
Branch Banking & Trust | | | | | | |
4.02%, 01/03/06 | | | 250,000,000 | | | 250,000,000 |
Regions Bank | | | | | | |
4.02%, 01/03/06 | | | 162,500,000 | | | 162,500,000 |
| | | | | | |
TOTAL TIME DEPOSITS (Cost: $412,500,000) | | | | | | 412,500,000 |
| | | | | | |
VARIABLE & FLOATING RATE NOTES—65.64% | | | | | | |
Allstate Life Global Funding II | | | | | | |
4.36%, 12/08/06(1) | | | 11,000,000 | | | 11,005,507 |
4.37%, 11/09/06(1) | | | 20,000,000 | | | 20,010,187 |
4.37%, 12/27/06(1) | | | 50,000,000 | | | 50,000,000 |
4.39%, 01/12/07(1) | | | 35,000,000 | | | 35,018,818 |
4.43%, 01/16/07(1) | | | 25,000,000 | | | 25,012,931 |
American Express Bank | | | | | | |
4.33%, 07/19/06 | | | 40,000,000 | | | 40,000,000 |
4.34%, 09/27/06 | | | 90,000,000 | | | 90,000,000 |
American Express Centurion Bank | | | | | | |
4.34%, 06/29/06 | | | 35,000,000 | | | 35,000,000 |
4.34%, 09/27/06 | | | 60,000,000 | | | 60,000,000 |
American Express Credit Corp. | | | | | | |
4.42%, 02/28/06 | | | 31,000,000 | | | 31,002,173 |
ANZ National International Ltd. | | | | | | |
4.31%, 12/29/06(1) | | | 75,000,000 | | | 75,000,000 |
ASIF Global Financing | | | | | | |
4.34%, 08/11/06(1) | | | 25,000,000 | | | 25,001,998 |
4.38%, 01/23/07(1) | | | 75,000,000 | | | 74,996,257 |
4.55%, 05/30/06(1) | | | 61,500,000 | | | 61,540,898 |
4.56%, 12/11/06(1) | | | 90,000,000 | | | 90,072,387 |
Australia & New Zealand Banking Group Ltd. | | | | | | |
4.35%, 01/23/07(1) | | | 35,000,000 | | | 35,000,000 |
Bank of Ireland | | | | | | |
4.34%, 12/20/06(1) | | | 70,000,000 | | | 70,000,000 |
15
MONEY MARKET MASTER PORTFOLIO
December 31, 2005
Schedule of Investments—Continued
| | | | | | |
Security | | Face Amount | | Value |
Bank of Nova Scotia | | | | | | |
4.32%, 09/29/06 | | $ | 35,000,000 | | $ | 34,992,555 |
Banque Nationale de Paris | | | | | | |
4.25%, 10/04/06 | | | 20,000,000 | | | 19,995,934 |
Beta Finance Inc. | | | | | | |
4.33%, 04/25/06(1) | | | 30,000,000 | | | 29,997,000 |
4.33%, 05/25/06(1) | | | 15,000,000 | | | 14,999,459 |
CC USA Inc. | | | | | | |
4.32%, 06/15/06(1) | | | 55,000,000 | | | 54,997,499 |
4.33%, 05/25/06(1) | | | 25,000,000 | | | 24,998,973 |
4.34%, 03/23/06(1) | | | 25,000,000 | | | 25,000,048 |
4.35%, 07/14/06(1) | | | 15,000,000 | | | 15,001,574 |
Commodore CDO Ltd. 2003-2A Class A1MM | | | | | | |
4.56%, 06/13/06(1) | | | 25,000,000 | | | 25,000,000 |
Credit Suisse First Boston NY | | | | | | |
4.31%, 05/09/06 | | | 50,000,000 | | | 50,000,000 |
4.35%, 07/19/06 | | | 75,000,000 | | | 75,000,000 |
4.35%, 09/26/06 | | | 100,000,000 | | | 100,000,000 |
DEPFA Bank PLC | | | | | | |
4.50%, 12/15/06 | | | 100,000,000 | | | 100,000,000 |
Descartes Funding Trust | | | | | | |
4.37%, 11/15/06(1) | | | 45,000,000 | | | 45,000,000 |
Dexia Credit Local | | | | | | |
4.33%, 08/30/06 | | | 35,000,000 | | | 34,995,359 |
Dorada Finance Inc. | | | | | | |
4.33%, 06/26/06(1) | | | 15,000,000 | | | 14,999,321 |
Five Finance Inc. | | | | | | |
4.32%, 09/15/06(1) | | | 30,000,000 | | | 29,995,759 |
4.33%, 05/25/06(1) | | | 22,000,000 | | | 21,999,096 |
4.34%, 06/26/06(1) | | | 14,000,000 | | | 13,999,320 |
Greenwich Capital Holdings Inc. | | | | | | |
4.32%, 02/10/06 | | | 15,000,000 | | | 15,000,000 |
4.32%, 02/13/06 | | | 15,000,000 | | | 15,000,000 |
HBOS Treasury Services PLC | | | | | | |
4.57%, 10/24/06(1) | | | 50,000,000 | | | 50,000,000 |
Holmes Financing PLC Series 2005-9 Class 1A | | | | | | |
4.36%, 12/15/06 | | | 50,000,000 | | | 50,000,000 |
HSBC Bank USA N.A. | | | | | | |
4.39%, 05/04/06 | | | 15,000,000 | | | 15,004,117 |
ING USA Annuity & Life Insurance Funding Agreement | | | | | | |
4.57%, 12/18/06(1)(2) | | | 20,000,000 | | | 20,000,000 |
Jordan Brick Co. Inc. | | | | | | |
4.38%, 01/03/06(1) | | | 18,000,000 | | | 18,000,000 |
K2 USA LLC | | | | | | |
4.25%, 06/02/06(1) | | | 35,000,000 | | | 34,998,533 |
4.32%, 09/11/06(1) | | | 100,000,000 | | | 99,989,630 |
Lakeline Austin Development Ltd. | | | | | | |
4.40%, 01/03/06(1) | | | 9,800,000 | | | 9,800,000 |
Leafs LLC | | | | | | |
4.37%, 02/21/06(1) | | | 19,971,050 | | | 19,971,050 |
LEEK Finance Series 14A Class A1 | | | | | | |
4.37%, 01/23/06 | | | 4,835,872 | | | 4,835,872 |
Links Finance LLC | | | | | | |
4.32%, 01/20/06(1) | | | 35,000,000 | | | 34,999,556 |
4.32%, 10/16/06(1) | | | 82,000,000 | | | 81,990,234 |
Lothian Mortgages PLC Series 4A Class A1 | | | | | | |
4.37%, 01/24/06(1) | | | 25,000,000 | | | 25,000,000 |
Marshall & Ilsley Bank | | | | | | |
4.35%, 12/15/06 | | | 60,000,000 | | | 60,000,000 |
4.47%, 02/20/06 | | | 30,000,000 | | | 30,004,935 |
Metropolitan Life Insurance Funding Agreement | | | | | | |
4.24%, 07/18/06(1)(2) | | | 25,000,000 | | | 25,000,000 |
Monumental Global Funding II | | | | | | |
4.53%, 12/27/06(1) | | | 100,000,000 | | | 100,008,042 |
Natexis Banques Populaires | | | | | | |
4.35%, 01/12/07(1) | | | 50,000,000 | | | 50,000,000 |
16
MONEY MARKET MASTER PORTFOLIO
December 31, 2005
Schedule of Investments—Continued
| | | | | | |
Security | | Face Amount | | Value |
National City Bank | | | | | | |
4.26%, 01/06/06 | | $ | 20,000,000 | | $ | 19,999,917 |
Nationwide Building Society | | | | | | |
4.58%, 10/27/06(1) | | | 100,000,000 | | | 100,000,000 |
Nordea Bank AB | | | | | | |
4.34%, 01/11/07(1) | | | 75,000,000 | | | 75,000,000 |
Nordea Bank PLC | | | | | | |
4.23%, 10/02/06 | | | 75,000,000 | | | 74,986,653 |
Northern Rock PLC | | | | | | |
4.32%, 11/03/06(1) | | | 70,000,000 | | | 70,000,000 |
Permanent Financing PLC Series 8 Class 1A | | | | | | |
4.32%, 06/12/06(1) | | | 37,000,000 | | | 37,000,067 |
Principal Life Income Funding Trusts | | | | | | |
4.30%, 11/13/06 | | | 50,000,000 | | | 49,998,353 |
Royal Bank of Scotland | | | | | | |
4.23%, 04/05/06 | | | 76,250,000 | | | 76,241,832 |
4.33%, 08/30/06 | | | 100,000,000 | | | 99,986,739 |
Sedna Finance Inc. | | | | | | |
4.34%, 09/20/06(1) | | | 15,000,000 | | | 15,000,000 |
Sigma Finance Inc. | | | | | | |
4.00%, 08/11/06(1) | | | 75,000,000 | | | 74,976,738 |
4.33%, 08/15/06(1) | | | 15,000,000 | | | 14,999,067 |
4.35%, 03/20/06(1) | | | 20,000,000 | | | 20,000,329 |
Skandinaviska Enskilda Bank NY | | | | | | |
4.36%, 11/16/06(1) | | | 50,000,000 | | | 50,000,000 |
Societe Generale | | | | | | |
4.26%, 01/02/07(1) | | | 30,000,000 | | | 30,000,000 |
4.30%, 06/13/06 | | | 30,000,000 | | | 29,997,270 |
Tango Finance Corp. | | | | | | |
4.32%, 06/12/06(1) | | | 50,000,000 | | | 49,997,769 |
4.33%, 05/26/06(1) | | | 15,000,000 | | | 14,999,094 |
4.33%, 09/25/06(1) | | | 30,000,000 | | | 29,996,718 |
Trap Rock Industry Inc. | | | | | | |
4.40%, 01/03/06(1) | | | 20,390,000 | | | 20,390,000 |
Travelers Insurance Co. Funding Agreement | | | | | | |
4.36%, 02/03/06(1)(2) | | | 50,000,000 | | | 50,000,000 |
4.45%, 08/18/06(1)(2) | | | 50,000,000 | | | 50,000,000 |
Union Hamilton Special Funding LLC | | | | | | |
4.52%, 03/28/06(1) | | | 50,000,000 | | | 50,000,000 |
US Bank N.A. | | | | | | |
4.31%, 09/29/06 | | | 15,000,000 | | | 14,997,062 |
Wachovia Asset Securitization Inc. Series 2004-HM1A Class A | | | | | | |
4.37%, 01/25/06(1) | | | 65,450,999 | | | 65,450,999 |
Wachovia Asset Securitization Inc. Series 2004-HM2A Class AMM | | | | | | |
4.37%, 01/25/06(1) | | | 72,107,202 | | | 72,107,202 |
Westpac Banking Corp. | | | | | | |
4.49%, 01/11/07 | | | 70,000,000 | | | 70,000,000 |
WhistleJacket Capital LLC | | | | | | |
4.32%, 02/15/06(1) | | | 20,000,000 | | | 19,999,364 |
4.33%, 06/22/06(1) | | | 15,000,000 | | | 14,999,289 |
4.33%, 07/28/06(1) | | | 15,000,000 | | | 14,997,857 |
4.33%, 10/16/06(1) | | | 100,000,000 | | | 99,991,889 |
4.33%, 10/20/06(1) | | | 25,000,000 | | | 24,994,365 |
4.33%, 11/22/06(1) | | | 75,000,000 | | | 74,981,733 |
White Pine Finance LLC | | | | | | |
4.32%, 03/15/06(1) | | | 46,000,000 | | | 45,997,334 |
4.32%, 07/17/06(1) | | | 50,000,000 | | | 49,994,425 |
4.32%, 09/15/06(1) | | | 46,000,000 | | | 45,995,122 |
Winston Funding Ltd. Series 2003-1 Class A1MA | | | | | | |
4.26%, 01/23/06(1) | | | 100,000,000 | | | 100,000,000 |
| | | | | | |
TOTAL VARIABLE & FLOATING RATE NOTES (Cost: $4,137,312,209) | | | | | | 4,137,312,209 |
| | | | | | |
17
MONEY MARKET MASTER PORTFOLIO
December 31, 2005
Schedule of Investments—Continued
| | | | | | |
Security | | Face Amount | | Value |
REPURCHASE AGREEMENTS—17.29% | | | | | | |
Banc of America Securities LLC Tri-Party Repurchase Agreement, 4.10%, due 1/3/06, maturity value $100,045,556 (collateralized by U.S. Government obligations, value $102,000,001, 4.50% to 6.00%, 5/1/33 to 11/1/35). | | $ | 100,000,000 | | $ | 100,000,000 |
Bank of America Securities LLC Tri-Party Repurchase Agreement, 4.30%, due 1/3/06, maturity value $40,019,111 (collateralized by U.S. Government obligations, value $40,800,000, 5.00%, 8/1/35 to 1/1/36). | | | 40,000,000 | | | 40,000,000 |
Credit Suisse First Boston Inc. Tri-Party Repurchase Agreement, 4.25%, due 1/3/06, maturity value $40,018,889 (collateralized by U.S. Government obligations, value $40,801,003, 4.21% to 4.77%, 1/1/33 to 5/1/35). | | | 40,000,000 | | | 40,000,000 |
Goldman Sachs & Co. Tri-Party Repurchase Agreement, 4.33%, due 1/3/06, maturity value $40,019,244 (collateralized by U.S. Government obligations, value $40,800,000, 4.25% to 5.19%, 4/1/34 to 9/1/35). | | | 40,000,000 | | | 40,000,000 |
Goldman Sachs Group Inc. Tri-Party Repurchase Agreement, 4.40%, due 1/3/06, maturity value $250,122,222 (collateralized by non-U.S. Government debt securities, value $262,500,001, 0.00% to 10.00%, 1/1/06 to 12/31/35).(3) | | | 250,000,000 | | | 250,000,000 |
JP Morgan Securities Inc. Tri-Party Repurchase Agreement, 4.29%, due 1/3/06, maturity value $40,019,067 (collateralized by U.S. Government obligations, value $40,801,409, 2.84% to 5.50%, 4/1/23 to 12/1/35). | | | 40,000,000 | | | 40,000,000 |
18
MONEY MARKET MASTER PORTFOLIO
December 31, 2005
Schedule of Investments—Continued
| | | | | | |
Security | | Face Amount | | Value |
Lehman Brothers Holdings Inc. Tri-Party Repurchase Agreement, 4.35%, due 1/3/06, maturity value $100,048,333 (collateralized by non-U.S. Government debt securities, value $104,993,464, 2.73% to 4.58%, 5/15/07 to 9/25/35).(3) | | $ | 100,000,000 | | $ | 100,000,000 |
Lehman Brothers Inc. Tri-Party Repurchase Agreement, 4.20%, due 1/3/06, maturity value $40,018,667 (collateralized by U.S. Government obligations, value $40,800,562, 3.15% to 7.41%, 11/1/11 to 6/1/44). | | | 40,000,000 | | | 40,000,000 |
Merrill Lynch & Co. Inc. Tri-Party Repurchase Agreement, 4.39%, due 6/28/06, maturity value $150,073,167 (collateralized by non-U.S. Government debt securities, value $154,504,756, 4.50% to 8.00%, 12/31/06 to 6/1/25).(2)(3) | | | 150,000,000 | | | 150,000,000 |
Merrill Lynch Government Securities Inc. Tri-Party Repurchase Agreement, 4.28%, due 1/3/06, maturity value $40,019,022 (collateralized by U.S. Government obligations, value $41,201,372, 4.00% to 6.00%, 10/25/11 to 5/25/34). | | | 40,000,000 | | | 40,000,000 |
Morgan Stanley Tri-Party Repurchase Agreement, 4.45%, due 1/22/07, maturity value $250,123,611 (collateralized by non-U.S. Government debt securities, value $257,841,442, 0.00% to 10.00%, 1/1/06 to 12/31/35).(2)(3) | | | 250,000,000 | | | 250,000,000 |
| | | | | | |
TOTAL REPURCHASE AGREEMENTS (Cost: $1,090,000,000) | | | | | | 1,090,000,000 |
| | | | | | |
TOTAL INVESTMENTS IN SECURITIES—99.76% (Cost: $6,287,569,231) | | | | | | 6,287,569,231 |
| | | | | | |
Other Assets, Less Liabilities— 0.24% | | | | | | 15,013,769 |
| | | | | | |
NET ASSETS—100.00% | | | | | $ | 6,302,583,000 |
| | | | | | |
(1) | This security or a portion of these securities is exempt from registration pursuant to Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. |
(2) | The investment adviser has determined that this security or a portion of these securities is “illiquid,” in that it cannot be sold within seven (7) days for approximately the value at which it is carried in the Master Portfolio. |
(3) | The credit exposure of the collateral is viewed as unsecured debt of the counterparty. |
The accompanying notes are an integral part of these financial statements.
19
MONEY MARKET MASTER PORTFOLIO
December 31, 2005
Portfolio Allocation (Unaudited)
| | | | | | |
Asset Type | | Value | | % of Net Assets | |
Variable & Floating Rate Notes | | $ | 4,137,312,209 | | 65.64 | % |
Repurchase Agreements | | | 1,090,000,000 | | 17.29 | |
Time Deposits | | | 412,500,000 | | 6.55 | |
Commercial Paper | | | 397,599,602 | | 6.31 | |
Certificates of Deposit | | | 159,997,741 | | 2.54 | |
Medium-Term Notes | | | 90,159,679 | | 1.43 | |
Other Net Assets | | | 15,013,769 | | 0.24 | |
| | | | | | |
TOTAL | | $ | 6,302,583,000 | | 100.00 | % |
| | | | | | |
This table is not part of the financial statements.
20
MONEY MARKET MASTER PORTFOLIO
STATEMENT OF ASSETS AND LIABILITIES
December 31, 2005
| | | |
ASSETS | | | |
Investments in securities of unaffiliated issuers, at amortized cost which approximates value (Note 1) | | $ | 5,197,569,231 |
Repurchase agreements, at value and cost (Note 1) | | | 1,090,000,000 |
| | | |
Total investments in securities | | | 6,287,569,231 |
Cash | | | 3,268 |
Receivables: | | | |
Interest | | | 15,549,343 |
| | | |
Total Assets | | | 6,303,121,842 |
| | | |
LIABILITIES | | | |
Payables: | | | |
Investment advisory fees (Note 2) | | | 538,842 |
| | | |
Total Liabilities | | | 538,842 |
| | | |
NET ASSETS | | $ | 6,302,583,000 |
| | | |
The accompanying notes are an integral part of these financial statements.
21
MONEY MARKET MASTER PORTFOLIO
STATEMENT OF OPERATIONS
For the Year Ended December 31, 2005
| | | | |
NET INVESTMENT INCOME | | | | |
Interest from unaffiliated issuers | | $ | 240,993,254 | |
| | | | |
Total investment income | | | 240,993,254 | |
| | | | |
EXPENSES (Note 2) | | | | |
Investment advisory fees | | | 7,249,677 | |
| | | | |
Total expenses | | | 7,249,677 | |
Less investment advisory fees waived | | | (3,436,517 | ) |
| | | | |
Net expenses | | | 3,813,160 | |
| | | | |
NET INVESTMENT INCOME | | | 237,180,094 | |
| | | | |
REALIZED GAIN (LOSS) | | | | |
Net realized gain from sale of investments in unaffiliated issuers | | | 35,169 | |
| | | | |
Net realized gain | | | 35,169 | |
| | | | |
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS | | $ | 237,215,263 | |
| | | | |
The accompanying notes are an integral part of these financial statements.
22
MONEY MARKET MASTER PORTFOLIO
STATEMENTS OF CHANGES IN NET ASSETS
| | | | | | | | |
| | For the Year Ended December 31, 2005 | | | For the Year Ended December 31, 2004 | |
INCREASE (DECREASE) IN NET ASSETS | | | | | | | | |
Operations: | | | | | | | | |
Net investment income | | $ | 237,180,094 | | | $ | 75,589,172 | |
Net realized gain (loss) | | | 35,169 | | | | (3,023 | ) |
| | | | | | | | |
Net increase in net assets resulting from operations | | | 237,215,263 | | | | 75,586,149 | |
| | | | | | | | |
Interestholder transactions: | | | | | | | | |
Contributions | | | 58,641,619,347 | | | | 27,939,964,264 | |
Withdrawals | | | (58,107,077,434 | ) | | | (27,213,733,782 | ) |
| | | | | | | | |
Net increase in net assets resulting from interestholder transactions | | | 534,541,913 | | | | 726,230,482 | |
| | | | | | | | |
Increase in net assets | | | 771,757,176 | | | | 801,816,631 | |
NET ASSETS: | | | | | | | | |
Beginning of year | | | 5,530,825,824 | | | | 4,729,009,193 | |
| | | | | | | | |
End of year | | $ | 6,302,583,000 | | | $ | 5,530,825,824 | |
| | | | | | | | |
The accompanying notes are an integral part of these financial statements.
23
MONEY MARKET MASTER PORTFOLIO
NOTES TO THE FINANCIAL STATEMENTS
1. | Significant Accounting Policies |
Master Investment Portfolio (“MIP”) is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company organized as a Delaware statutory trust. As of December 31, 2005, MIP offered the following separate portfolios: Active Stock, Bond Index, CoreAlpha Bond, Government Money Market, LifePath Retirement, LifePath 2010, LifePath 2020, LifePath 2030, LifePath 2040, Money Market, Prime Money Market, S&P 500 Index and Treasury Money Market Master Portfolios.
These financial statements relate only to the Money Market Master Portfolio (the “Master Portfolio”).
Under MIP’s organizational documents, the Master Portfolio’s officers and trustees are indemnified against certain liabilities that may arise out of the performance of their duties to the Master Portfolio. Additionally, in the normal course of business, the Master Portfolio enters into contracts with service providers that contain general indemnification clauses. The Master Portfolio’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Master Portfolio that have not yet occurred.
The following significant accounting policies are consistently followed by MIP in the preparation of its financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for investment companies. The preparation of the financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.
Security Valuation
The Master Portfolio uses the amortized cost method of valuation to determine the value of its portfolio securities in accordance with Rule 2a-7 under the 1940 Act. The amortized cost method, which involves valuing a security at its cost and accreting or amortizing any discount or premium, respectively, over the period until maturity, approximates market value.
Security Transactions and Income Recognition
Security transactions are accounted for on trade date. Interest income is accrued daily. Realized gains and losses on investment transactions are determined using the specific identification method. The Master Portfolio amortizes premiums and accretes discounts using a constant yield to maturity method.
Federal Income Taxes
In general, MIP believes that the Master Portfolio has and will continue to be operated in a manner so as to qualify it as a non-publicly traded partnership for federal income tax purposes. Provided that the Master Portfolio so qualifies, it will not be subject to any federal income tax on its income and gain (if any). However, each interestholder in the Master Portfolio will be taxed on its distributive share of the Master Portfolio’s taxable income in determining its federal income tax liability. As a non-publicly traded partnership for federal income tax purposes, the Master Portfolio will be deemed to have “passed through” to its interestholders any interest, dividends, gains or
24
MONEY MARKET MASTER PORTFOLIO
NOTES TO THE FINANCIAL STATEMENTS—Continued
losses of the Master Portfolio for such purposes. The determination of such share will be made in accordance with the Internal Revenue Code of 1986, as amended (the “Code”), and regulations promulgated thereunder.
It is intended that the Master Portfolio’s assets, income and distributions will be managed in such a way that an entity electing and qualifying as a “regulated investment company” under the Code can continue to qualify by investing substantially all of its assets through the Master Portfolio, provided that the regulated investment company meets other requirements for such qualification not within the control of the Master Portfolio (e.g., distributing at least 90% of the regulated investment company’s “investment company taxable income” annually).
As of December 31, 2005, the Master Portfolio’s cost of investments for federal income tax purposes was the same as for financial statement purposes.
Repurchase Agreements
The Master Portfolio may enter into repurchase agreements with banks and securities dealers. These transactions involve the purchase of securities with a simultaneous commitment to resell the securities to the bank or the dealer at an agreed-upon date and price. A repurchase agreement is accounted for as an investment by the Master Portfolio, collateralized by securities, which are delivered to the Master Portfolio’s custodian, or to an agent bank under a tri-party agreement. The securities are marked-to-market daily and additional securities are acquired as needed, to ensure that their value equals or exceeds the repurchase price plus accrued interest.
2. | Agreements and Other Transactions with Affiliates |
Pursuant to an Investment Advisory Contract with the Master Portfolio, Barclays Global Fund Advisors (“BGFA”) provides investment advisory services to the Master Portfolio. BGFA is a California corporation indirectly owned by Barclays Bank PLC. BGFA is entitled to receive an annual investment advisory fee of 0.10% of the average daily net assets of the Master Portfolio, as compensation for investment advisory services. From time to time, BGFA may waive such fees in whole or in part. Any such waiver will reduce the expenses of the Master Portfolio and, accordingly, have a favorable impact on its performance. For the year ended December 31, 2005, BGFA waived investment advisory fees of $3,436,517 for the Master Portfolio.
Investors Bank & Trust Company (“IBT”) serves as the custodian and sub-administrator of the Master Portfolio. IBT will not be entitled to receive fees for its custodial services, so long as it is entitled to receive a separate fee from Barclays Global Investors, N.A. (“BGI”) for its services as sub-administrator of the Master Portfolio.
SEI Investments Distribution Company (“SEI”) is the sponsor and placement agent for the Master Portfolio. SEI does not receive any fee from the Master Portfolio for acting as placement agent.
MIP has entered into an administration services arrangement with BGI, which has agreed to provide general administration services, such as managing and coordinating third-party service relationships (e.g., the Master Portfolio’s custodian, financial printer, legal counsel and independent registered public accounting firm), to the Master Portfolio. BGI is not entitled to compensation for providing administration services to the Master Portfolio, for so long as BGI is entitled to compensation for providing administration services to corresponding feeder funds that invest substantially all of their assets in the Master Portfolio, or BGI (or an affiliate) receives investment advisory fees from the Master Portfolio. BGI may delegate certain of its administration duties to sub-administrators.
25
MONEY MARKET MASTER PORTFOLIO
NOTES TO THE FINANCIAL STATEMENTS—Continued
Certain officers and trustees of MIP are also officers of BGI. As of December 31, 2005, these officers of BGI collectively owned less than 1% of MIP’s outstanding beneficial interests.
Financial highlights for the Master Portfolio were as follows:
| | | | | | | | | | | | | | | |
| | Year Ended December 31, 2005 | | | Year Ended December 31, 2004 | | | Year Ended December 31, 2003 | | | Year Ended December 31, 2002 | | | Year Ended December 31, 2001 | |
Ratio of expenses to average net assets | | 0.05 | % | | 0.05 | % | | 0.10 | % | | 0.10 | % | | 0.10 | % |
Ratio of expenses to average net assets prior to waived fees | | 0.10 | % | | 0.10 | % | | n/a | | | n/a | | | n/a | |
Ratio of net investment income to average net assets | | 3.27 | % | | 1.40 | % | | 1.15 | % | | 1.80 | % | | 3.66 | % |
Ratio of net investment income to average net assets prior to waived fees | | 3.22 | % | | 1.35 | % | | n/a | | | n/a | | | n/a | |
Total return | | 3.28 | % | | 1.39 | % | | 1.16 | % | | 1.84 | % | | 4.23 | % |
26
Report of Independent Registered Public Accounting Firm
To the Interestholders and Board of Trustees of
Master Investment 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 the Money Market Master Portfolio, a portfolio of Master Investment Portfolio (the “Master Portfolio”), at December 31, 2005, 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 of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Master 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 the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits 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, 2005 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.
PricewaterhouseCoopers LLP
San Francisco, California
February 16, 2006
27
MONEY MARKET MASTER PORTFOLIO
TRUSTEE INFORMATION—UNAUDITED
The Board of Trustees has responsibility for the overall management and operations of the Master Portfolio. Each Trustee serves until he or she resigns, retires, or his or her successor is elected and qualified. Each Officer serves until his or her successor is chosen and qualified.
Master Investment Portfolio (“MIP”), Barclays Global Investors Funds (“BGIF”), iShares Trust and iShares, Inc. are considered to be members of the same fund complex, as defined in Form N-1A under the 1940 Act. Each Trustee of MIP also serves as a Trustee for BGIF and oversees 25 portfolios within the fund complex. In addition, Lee T. Kranefuss and Richard K. Lyons each serves as a Trustee for iShares Trust and as a Director for iShares, Inc. and oversees 126 portfolios within the fund complex.
Unless otherwise noted in the tables below, the address for each Trustee is 45 Fremont Street, San Francisco, CA 94105. Additional information about the Master Portfolio’s Trustees may be found in Part B of the Master Portfolio’s Registration Statement, which is available without charge, upon request, by calling toll-free 1-877-244-1544.
Interested Trustees and Officers
| | | | | | |
Name, Year of Birth | | Position(s), Length of Service | | Principal Occupation(s) During Past Five Years | | Other Public Company and Investment Company Directorships |
| | | |
*Lee T. Kranefuss, 1961 | | Trustee (since 2001), President and Chief Executive Officer (since 2002). | | Chief Executive Officer (since 2003) of the Intermediary Investor and Exchange Traded Products Business of BGI; Chief Executive Officer (1997-2003) of the Intermediary Investor Business of BGI. | | Trustee (since 2001) of MIP; Trustee (since 2003) of iShares Trust; Director (since 2003) of iShares, Inc. |
| | | |
Michael A. Latham, 1965 | | Secretary, Treasurer and Chief Financial Officer (since 2003). | | Chief Operating Officer (since 2004) of the Intermediary Investor Business of BGI; Director (2000-2004) of Mutual Fund Delivery of the Intermediary Investor Business of BGI. | | None. |
| | | |
| | | | Independent Trustees | | |
| | | |
Name, Year of Birth | | Position(s), Length of Service | | Principal Occupation(s) During Past Five Years | | Other Public Company and Investment Company Directorships |
| | | |
Mary G. F. Bitterman, 1944 | | Trustee (since 2001). | | President (since 2004) and Director (since 2002) of the Bernard Osher Foundation; Director (2003- 2004) of Osher Lifelong Learning Institutes; President and Chief Executive Officer (2002- 2003) of The James Irvine Foundation; President and Chief Executive Officer (1993-2002) of KQED, Inc. | | Trustee (since 2001) of MIP; Director (since 1984) and Lead Independent Director (since 2000) of Bank of Hawaii. |
| | | |
Jack S. Euphrat, 1922 | | Trustee (since 1993). | | Private Investor. | | None. |
| | | |
Richard K. Lyons, 1961 | | Trustee (since 2001). | | Executive Associate Dean (since 2005), Sylvan Coleman Chair in Finance (since 2004), Acting Dean (2004-2005) and Professor (since 1993), University of California, Berkeley: Haas School of Business; Consultant for IMF, World Bank, Federal Reserve Bank, and Citibank N.A. (since 2000). | | Trustee (since 2001) of MIP; Director (since 2003) of the BGI Cayman Prime Money Market Fund, Ltd.; Trustee (since 1995) and Chairman of the Matthews Asian Funds (oversees 8 portfolios); Trustee (since 2000) of iShares Trust; Director (since 2002) of iShares, Inc. |
28
| | | | | | |
Name, Year of Birth | | Position(s), Length of Service | | Principal Occupation(s) During Past Five Years | | Other Public Company and Investment Company Directorships |
| | | |
Leo Soong, 1946 | | Trustee (since 2000). | | President (since 2002) of Trinity Products LLC; Managing Director (since 1989) of CG Roxane LLC (water company); Co-Founder of Crystal Geyser Water Co. (President through 1999). | | Trustee (since 2000) of MIP; Vice Chairman (since 2005) of the California Pacific Medical Center; Director (since 1990) of the California State Automobile Association; Director (since 2002) of the American Automobile Association. |
* | Lee T. Kranefuss is deemed to be an “interested person” of the Trust because he serves as Chief Executive Officer of the Intermediary Investor Business of BGI, the administrator of the Master Portfolio and the parent company of BGFA, the investment adviser of the Master Portfolio. |
29
(a) Registrant has adopted a code of ethics that applies to its principal executive officer and senior financial officers (the “Code”).
(b) No disclosures are required by this Item 2(b).
(c) During the period covered by the report, registrant did not make any amendments to the provisions of the Code.
(d) During the period covered by the report, registrant did not grant any waivers, including implicit waivers, from the provisions of the Code.
(e) Not applicable.
(f) A copy of the Code is filed as Exhibit (a)(1) to this Form N-CSR.
Item 3. | Audit Committee Financial Expert. |
Registrant’s board of trustees has determined that John Oliverio, a member of its audit committee, qualifies as an “audit committee financial expert,” as such term is defined in Instruction 2(b) to Item 3 of Form N-CSR. Mr. Oliverio is an independent trustee.
Under applicable securities laws, a person who is determined to be an audit committee financial expert will not be deemed an “expert” for any purpose, including without limitation for the purposes of Section 11 of the Securities Act of 1933, as a result of being designated or identified as an audit committee financial expert. The designation or identification of a person as an audit committee financial expert does not impose on such person any duties, obligations, or liabilities that are greater than the duties, obligations, and liabilities imposed on such person as a member of the audit committee and board of trustees in the absence of such designation or identification.
Item 4. | Principal Accountant Fees and Services. |
(a) Audit Fees
$20,500 and $21,525 are the aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant to the registrant for the audit of the registrant’s annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years.
(b) Audit-Related Fees
$0 and $0 are the aggregate fees billed in each of the last two fiscal years for assurance and related services rendered by the principal accountant to the registrant that are reasonably related to the performance of the audit of the registrant’s financial statements and are not reported under paragraph (a) of this Item 4.
$0 and $167,005 are the aggregate fees billed in each of the last two fiscal years for assurance and related services rendered by the principal accountant to the registrant’s investment adviser and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the registrant (the “investment adviser”) that are reasonably related to the performance of the audit of the registrant’s financial statements, are not reported under paragraph (a) of this Item 4 and were
required to be pre-approved by the audit committee as described in paragraph (e)(1) of this Item 4. These fees were for advisory services to Hewitt Associates Inc. for Section 404 of the Sarbanes-Oxley Act of 2002.
(c) Tax Fees
$8,200 and $8,610 are the aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant to the registrant for tax compliance, tax advice and tax planning. These fees were for review of the registrant’s tax returns.
$0 and $519,175 are the aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant to the investment adviser for tax compliance, tax advice and tax planning and were required to be pre-approved by the audit committee as described in paragraph (e)(1) of this Item 4. These fees were for a transfer pricing study for the Tax Department.
(d) All Other Fees
$0 and $0 are the aggregate fees billed in each of the last two fiscal years for products and services provided by the principal accountant to the registrant, other than the services reported in paragraphs (a)-(c) of this Item 4.
$0 and $0 are the aggregate fees billed in each of the last two fiscal years for products and services provided by the principal accountant to the investment adviser, other than the services reported in paragraphs (a)-(c) of this Item 4, that were required to be pre-approved by the audit committee as described in paragraph (e)(1) of this Item 4
(e) (1) Registrant’s audit committee meets with the principal accountants and management to review and pre-approve all audit services to be provided by the principal accountants.
The audit committee shall pre-approve all non-audit services to be provided by the principal accountants to the registrant; provided that the pre-approval requirement is waived for non-audit services if: (i) the aggregate amount of all non-audit services provided to the Trust is less than 5% of the total fees paid by the Trust to its independent auditors during the fiscal year in which the non-audit services are provided; (ii) the services were not recognized by management at the time of the engagement as non-audit services; and (iii) such services are promptly brought to the attention of the audit committee by management and the audit committee approves them (which may be by delegation) prior to the completion of the audit.
The audit committee shall pre-approve all non-audit services to be provided by the principal accountants to the investment adviser, or any entity controlling, controlled by, or under common control with the investment adviser, where the nature of the services provided have a direct impact on the operations or financial reporting of the registrant; provided that the pre-approval requirement is waived for non-audit services if (i) the aggregate amount of all non-audit services provided is less than 5% of the total fees paid by the Trust, Hewitt and any entity controlling, controlled by, or under common control with Hewitt that provides ongoing services to the Trust to its independent auditors during the fiscal year in which the non-audit services are provided that would have to be pre-approved; (ii) the services were not recognized by management at the time of the engagement as non-audit services; and (iii) such services are promptly brought to the attention of the Committee by management and the Committee approves them (which may be by delegation) prior to the completion of the audit.
(2) 100% of the services provided to the registrant described in paragraphs (b)-(d) of this Item 4 were pre-approved by the audit committee pursuant to paragraph (e)(1) of this Item 4. For 2002, pre-approval by the audit committee was not applicable. For 2005, 0% of the services provided to the investment adviser described in paragraphs (b)-(d) of this Item 4 were pre-approved by the audit committee pursuant to paragraph (e)(1) of this Item 4.
(f) No disclosures are required by this Item 4(f).
(g) $8,200 and $8,610 are the aggregate non-audit fees billed in each of the last two fiscal years for services rendered by the principal accountant to the registrant. $0 and $686,180 are the aggregate non-audit fees billed in each of the last two fiscal years for services rendered by the principal accountant to the investment adviser.
(h) No disclosures are required by this Item 4(h).
Item 5. | Audit Committee of Listed Registrants. |
Not applicable.
Item 6. | Schedule of Investments |
Included as part of the report to shareholders filed under Item 1.
Item 7. | Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies. |
Not applicable.
Item 8. | Portfolio Managers of Closed-End Management Investment Companies. |
Not applicable.
Item 9. | Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers. |
Not applicable.
Item 10. | Submission of Matters to a Vote of Security Holders. |
Not applicable.
Item 11. | Controls and Procedures. |
(a) Based on an evaluation of the disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, the “Disclosure Controls”) as of a date within 90 days prior to the filing date (the “Filing Date”) of this Form N-CSR (the “Report”), the Disclosure Controls are effectively designed to ensure that information required to be disclosed by the registrant in the Report is recorded, processed, summarized and reported by the Filing Date, including ensuring that information required to be disclosed in the Report is accumulated and communicated to the registrant’s management, including the registrant’s principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.
(b) There were no changes in the registrant’s internal controls over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.
| | | | |
(a) | | (1) | | Code of Ethics for Principal Executive And Senior Financial Officers (as referenced in Item 2 above), attached hereto as Exhibit (a)(1) |
| | | | |
| | |
| | (2) | | Certifications pursuant to Rule 30a-2 under the Investment Company Act of 1940 (17 CFR 270.30a-2), attached hereto as Exhibits (a)(2)(i) and (a)(2)(ii) |
| | |
(b) | | | | Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, attached hereto as Exhibit (b) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| | |
(Registrant) Hewitt Series Trust |
| |
By: | | /s/ Stacy L. Schaus |
| | Stacy L. Schaus |
| | President |
| |
| | Date March 3, 2006 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the Registrant and in the capacities, and on the dates indicated.
| | |
| |
By: | | /s/ Stacy L. Schaus |
| | Stacy L. Schaus |
| | President |
| |
| | Date March 3, 2006 |
| |
By: | | /s/ Douglas S. Keith |
| | Douglas S. Keith |
| | Treasurer and Chief Financial Officer |
| |
| | Date March 3, 2006 |