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 811-02556
Name of Fund: Merrill Lynch Ready Assets Trust
Fund Address: 100 Bellevue Parkway, Wilmington, DE 19809
Name and address of agent for service: Donald C. Burke, Chief Executive Officer, Merrill Lynch Ready Assets Trust, 800 Scudders Mill Road, Plainsboro, NJ, 08536. Mailing address: P.O. Box 9011, Princeton, NJ, 08543-9011
Registrant’s telephone number, including area code: (800) 221-7210
Date of fiscal year end: 12/31/2008
Date of reporting period: 12/31/2008
Item 1 – Report to Stockholders |
Annual Report
December 31, 2008
Merrill Lynch
Ready Assets Trust
Table of Contents | | |
|
| | Page |
A Letter to Shareholders | | 3 |
Annual Report: | | |
Portfolio Summary | | 4 |
Disclosure of Expenses | | 4 |
Current Seven-Day Yield | | 4 |
Financial Statements: | | |
Schedule of Investments | | 5 |
Statement of Assets and Liabilities | | 8 |
Statement of Operations | | 9 |
Statements of Changes in Net Assets | | 10 |
Financial Highlights | | 11 |
Notes to Financial Statements | | 12 |
Report of Independent Registered Public Accounting Firm | | 14 |
Important Tax Information (Unaudited) | | 14 |
Officers and Trustees | | 15 |
Additional Information | | 18 |
2 MERRILL LYNCH READY ASSETS TRUST
A Letter to Shareholders
Dear Shareholder
The present time may well be remembered as one of the most tumultuous periods in financial market history. Over the past year, the bursting of the hous-
ing bubble and the resultant credit crisis swelled into an all-out global financial market meltdown that featured the collapse of storied financial firms, vola-
tile swings in the world’s financial markets and monumental government responses designed to prop up the economy and stabilize the financial system.
The US economy appeared relatively resilient through the first half of 2008, when rising food and energy prices stoked fears of inflation. The tenor
changed dramatically in the second half, as inflationary pressure subsided amid plummeting oil prices, while economic pressures escalated in the
midst of a rapid deterioration in consumer spending, employment and other key indicators. By period-end, the National Bureau of Economic Research
had confirmed what most already knew — the United States was in a recession, which officially began in December 2007. The Federal Reserve Board
(the “Fed”), after slashing interest rates aggressively in the early months of the year, resumed that rate-cutting campaign in the fall, with the final reduc-
tion in December bringing the target federal funds rate to a record low range of between zero and 0.25% . Importantly, the central bank pledged that
future policy moves to revive the global economy and financial markets would comprise primarily of nontraditional and quantitative easing measures,
such as capital injections, lending programs and government guarantees.
Against this backdrop, US equity markets experienced intense volatility, with periods of downward pressure punctuated by sharp rebounds. Declines
were significant and broad-based, though smaller cap stocks posted somewhat better relative performance. Non-US stocks started off the year stronger,
but quickly lost ground as the credit crisis revealed itself to be global in nature and as the global economy turned south. Overall, domestic equities
notched better results than non-US equities, reversing the prior years’ trend of international equity outperformance.
In fixed income markets, investors shunned risky assets and sought the safety and liquidity of US Treasury issues. Prices soared, while yields fell to
record lows, with the Treasury sector topping all other asset classes over the reporting period. Amid spillover from historic events in the financial sector,
municipals contended with fewer market participants, lack of liquidity, a challenging funding environment and a backlog of new-issue supply, all of
which contributed to the sector’s underperformance relative to taxable issues. At the same time, economic turmoil combined with dislocated credit
markets and substantial technical pressures resulted in the worst year on record for the high yield market.
In all, an investor flight to safety prevailed, as evidenced in the six- and 12-month returns of the major benchmark indexes: | | |
Total Returns as of December 31, 2008 | | 6-month | | 12-month |
US equities (S&P 500 Index) | | (28.48)% | | (37.00)% |
Small cap US equities (Russell 2000 Index) | | (26.94) | | (33.79) |
International equities (MSCI Europe, Australasia, Far East Index) | | (36.41) | | (43.38) |
US Treasury securities (Merrill Lynch 10-Year US Treasury Index) | | 17.70 | | 20.06 |
Taxable fixed income (Barclays Capital US Aggregate Index*) | | 4.07 | | 5.24 |
Tax-exempt fixed income (Barclays Capital Municipal Bond Index*) | | (2.49) | | (2.47) |
High yield bonds (Barclays Capital US Corporate High Yield 2% Issuer Capped Index*) | | (25.07) | | (25.88) |
* Formerly a Lehman Brothers index.
Past performance is no guarantee of future results. Index performance shown for illustrative purposes only. You cannot invest directly in an index.
Through periods of market turbulence, as ever, BlackRock’s full resources are dedicated to the management of our clients’ assets. For our most current
views on the economy and financial markets, we invite you to visit www.blackrock.com/funds. As always, we thank you for entrusting BlackRock with
your investments, and we look forward to continuing to serve you in the months and years ahead.
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THIS PAGE NOT PART OF YOUR FUND REPORT |
Portfolio Summary | | |
|
Portfolio Composition as of December 31, 2008 | | |
| | Percent of |
| | Net Assets |
Commercial Paper | | 51% |
Certificates of Deposit — Yankee1 | | 32 |
U.S. Government Agency & | | |
Instrumentality Obligations | | 5 |
Certificates of Deposit | | 5 |
Funding Agreements | | 4 |
Corporate Notes | | 3 |
Repurchase Agreements | | 1 |
Liabilities in Excess of Other Assets | | (1) |
1 U.S. branches of foreign banks. | | |
Current Seven-Day Yield | | |
As of December 31, 2008 | | 1.38% |
Disclosure of Expenses
Shareholders of this Trust may incur the following charges: (a) expenses
related to transactions, including sales charges, redemption fees and
exchange fees; and (b) operating expenses including advisory fees, distri-
bution fees including 12b-1 fees, and other Trust expenses. The expense
example below (which is based on a hypothetical investment of $1,000
invested on July 1, 2008 and held through December 31, 2008) is
intended to assist shareholders both in calculating expenses based on
an investment in the Trust and in comparing these expenses with similar
costs of investing in other mutual funds.
The table below provides information about actual account values and
actual expenses. In order to estimate the expenses a shareholder paid
during the period covered by this report, shareholders can divide their
account value by $1,000 and then multiply the result by the number in
the first line under the heading entitled “Expenses Paid During the Period.”
The table also provides information about hypothetical account values
and hypothetical expenses based on the Trust’s actual expense ratio and
an assumed rate of return of 5% per year before expenses. In order to
assist shareholders in comparing the ongoing expenses of investing in this
Trust and other funds, compare the 5% hypothetical example with the 5%
hypothetical examples that appear in other funds’ shareholder reports.
The expenses shown in the table are intended to highlight shareholders’
ongoing costs only and do not reflect any transactional expenses, such
as sales charges, redemption fees or exchange fees. Therefore, the
hypothetical example is useful in comparing ongoing expenses only, and
will not help shareholders determine the relative total expenses of owning
different funds. If these transactional expenses were included, shareholder
expenses would have been higher.
Expense Example | | | | | | | | | | | | |
| | | | Actual | | | | | | Hypothetical2 | | |
| | Beginning | | Ending | | | | Beginning | | Ending | | |
| | Account Value | | Account Value | | Expenses Paid | | Account Value | | Account Value | | Expenses Paid |
| | July 1, 2008 | | December 31, 2008 | | During the Period1 | | July 1, 2008 | | December 31, 2008 | | During the Period1 |
Merrill Lynch Ready Assets Trust | | $1,000 | | $1,010.90 | | $3.41 | | $1,000 | | $1,021.91 | | $3.42 |
1 Expenses are equal to the Trust’s annualized expense ratio of 0.67%, multiplied by the average account value over the period, multiplied by 185/366 (to reflect the one-half |
year period shown). | | | | | | | | | | | | |
2 Hypothetical 5% annual return before expenses is calculated by pro-rating the number of days in the most recent fiscal half year divided by 366. | | |
| Past performance is not indicative of future results.
4 MERRILL LYNCH READY ASSETS TRUST DECEMBER 31, 2008 |
Schedule of Investments December 31, 2008 | | (Percentages shown are based on Net Assets) |
|
| | Par | | | | | | | | Par | | |
Issue | | (000) | | Value | | Issue | | | | (000) | | Value |
|
Certificates of Deposit — 4.8% | | | | | | Certificates of Deposit — Yankee (concluded) | | | | | | |
Bank of America, NA: | | | | | | Svenska Handelsbanken AB, NY: | | | | | | |
2.30%, 5/04/09 | | $ 50,000 | | $ 50,000,000 | | 2.96%, 2/03/09 | | $ 40,000 | | $ 40,000,353 |
2.45%, 5/19/09 | | 16,000 | | 16,000,000 | | 1.40%, 2/12/09 | | | | 30,000 | | 30,000,000 |
Citibank, NA: | | | | | | Toronto—Dominion Bank, NY: | | | | | | |
1%, 1/12/09 | | 57,943 | | 57,943,000 | | 3.03%, 2/11/09 | | | | 12,250 | | 12,250,000 |
3.40%, 1/27/09 | | 54,000 | | 54,000,000 | | 2%, 2/20/09 | | | | 50,000 | | 50,000,000 |
2.08%, 3/09/09 | | 25,000 | | 25,000,000 | | 2.50%, 6/09/09 | | | | 17,950 | | 17,950,000 |
1.50%, 3/17/09 | | 10,000 | | 10,000,000 | | 2.42%, 6/11/09 | | | | 29,500 | | 29,500,000 |
Wachovia Bank, NA, 4.608%, 8/04/09 (a) | | 29,150 | | 29,150,000 | | UBS AG, Stamford, 1.40%, 3/31/09 | | | | 50,000 | | 50,000,000 |
Total Certificates of Deposit | | | | 242,093,000 | | Total Certificates of Deposit — Yankee | | | | | | 1,630,650,079 |
|
Certificates of Deposit — Yankee — 32.3% | | | | | | Commercial Paper (b) — 50.9% | | | | | | |
BNP Paribas, NY: | | | | | | Amstel Funding Corp.: | | | | | | |
3.05%, 1/15/09 | | 25,000 | | 25,000,000 | | 1.75%, 1/13/09 | | | | 48,500 | | 48,474,066 |
3.12%, 2/20/09 | | 50,000 | | 50,000,000 | | 2.45%, 1/23/09 | | | | 25,450 | | 25,413,628 |
3.47%, 2/27/09 | | 40,000 | | 40,000,000 | | 0.375%, 2/12/09 | | | | 50,000 | | 49,978,646 |
2.08% – 2.13%, 3/05/09 | | 40,000 | | 40,000,000 | | Aspen Funding Corp.: | | | | | | |
2.29%, 6/08/09 | | 47,900 | | 47,900,000 | | 0.10%, 1/02/09 | | | | 15,000 | | 15,000,000 |
Banco Bilbao Vizcaya Argentaria SA, NY: | | | | | | 0.50%, 1/27/09 | | | | 7,500 | | 7,497,396 |
0.35%, 1/06/09 | | 50,000 | | 50,000,000 | | Atlantis One Funding Corp., 3%, 1/28/09 | | | | 35,000 | | 34,924,167 |
3.61%, 1/30/09 | | 65,300 | | 65,300,503 | | Banco Bilbao Vizcaya Argentaria PR, 0.05%, 1/02/09 | | 29,300 | | 29,300,000 |
2.21%, 3/05/09 | | 30,000 | | 30,000,000 | | Banco Santander Puerto Rico, 0.40%, 1/15/09 | | | | 9,798 | | 9,796,585 |
2.71%, 4/14/09 | | 30,000 | | 30,000,840 | | Bank of America Corp., 2.96%, 3/12/09 | | | | 55,000 | | 54,687,967 |
2.77%, 5/12/09 | | 45,000 | | 45,001,603 | | Barton Capital Corp.: | | | | | | |
Banco Santander, NY: | | | | | | 1.95%, 1/15/09 | | | | 53,000 | | 52,962,679 |
3.70%, 2/24/09 | | 75,000 | | 75,000,000 | | 0.70%, 3/12/09 | | | | 6,000 | | 5,991,950 |
3.15%, 3/03/09 | | 50,000 | | 50,000,412 | | CAFCO, LLC: | | | | | | |
2.78%, 5/12/09 | | 39,000 | | 39,000,000 | | 3.55%, 1/23/09 | | | | 50,000 | | 49,896,458 |
Barclays Bank Plc, NY, 2%, 2/09/09 | | 67,000 | | 67,000,000 | | 0.87%, 3/09/09 | | | | 25,000 | | 24,960,125 |
Deutsche Bank AG, NY, 1.735%, 1/21/09 (a) | | 38,390 | | 38,390,000 | | CRC Funding, LLC: | | | | | | |
DnB NOR Bank ASA, NY: | | | | | | 1.78%, 2/02/09 | | | | 105,000 | | 104,839,058 |
2.05%, 2/05/09 | | 25,000 | | 25,000,000 | | 1.95%, 2/06/09 | | | | 75,000 | | 74,857,812 |
1.90%, 2/09/09 | | 15,000 | | 15,000,000 | | 1.62%, 2/13/09 | | | | 16,950 | | 16,917,964 |
1.40%, 3/23/09 | | 50,000 | | 50,005,537 | | Cancara Asset Securitization LLC: | | | | | | |
Intesa SanPaolo SpA, NY: | | | | | | 2.10%, 2/02/09 | | | | 24,000 | | 23,956,600 |
1.85%, 3/10/09 | | 15,950 | | 15,950,000 | | 0.90%, 2/20/09 | | | | 50,000 | | 49,938,750 |
1.45%, 3/11/09 | | 14,500 | | 14,500,000 | | Chariot Funding LLC, 0.30%, 2/20/09 | | | | 51,000 | | 50,979,175 |
Lloyd’s TSB Bank Plc, NY, 2.08%, 3/05/09 | | 30,000 | | 30,000,000 | | Dakota Notes Program, 1.35%, 1/20/09 | | | | 19,000 | | 18,987,175 |
Mizuho Corporate Bank, NY: | | | | | | Citigroup Funding Inc., 2%, 1/09/09 | | | | 25,000 | | 24,990,278 |
2%, 2/12/09 | | 16,200 | | 16,200,000 | | DANSKE Corp.: | | | | | | |
1.50%, 2/17/09 | | 33,500 | | 33,500,000 | | 3.25%, 1/23/09 | | | | 45,000 | | 44,914,688 |
Nordea Bank Finland Plc, NY, 3.41%, 2/24/09 | | 60,000 | | 60,000,000 | | 1.22%, 3/24/09 | | | | 50,000 | | 49,862,750 |
Rabobank Nederland NV, NY: | | | | | | Enterprise Funding Co. LLC: | | | | | | |
3.01%, 2/19/09 | | 27,250 | | 27,250,000 | | 2.925%, 1/27/09 | | | | 8,115 | | 8,098,516 |
0.90%, 3/16/09 | | 20,000 | | 20,000,000 | | 1.45%, 2/02/09 | | | | 35,000 | | 34,956,299 |
Royal Bank of Scotland, NY, 3.14%, 3/09/09 | | 65,000 | | 65,000,000 | | 1.52%, 2/24/09 | | | | 30,000 | | 29,932,867 |
SanPaolo IMI SpA, NY: | | | | | | Fairway Finance Co., LLC, 0.75%, 1/12/09 | | | | 8,000 | | 7,998,333 |
2.24% – 3.24%, 3/03/09 | | 60,000 | | 60,000,000 | | Falcon Asset Securitization Co. LLC, 0.45%, 1/13/09 | | 33,459 | | 33,454,399 |
1.30%, 3/16/09 | | 35,000 | | 35,000,000 | | Galleon Capital LLC, 0.55%, 1/02/09 | | | | 24,820 | | 24,820,000 |
1.21%, 3/18/09 | | 40,000 | | 40,000,831 | | Govco LLC, 0.35%, 3/19/09 | | | | 35,000 | | 34,974,139 |
2.85%, 5/12/09 | | 40,000 | | 40,000,000 | | ING U.S. Funding LLC: | | | | | | |
Société Générale, NY: | | | | | | 2.60%, 2/02/09 | | | | 40,000 | | 39,910,444 |
2%, 1/21/09 | | 25,000 | | 25,000,000 | | 1.35%, 3/19/09 | | | | 40,000 | | 39,886,000 |
2.25%, 2/13/09 | | 50,000 | | 50,000,000 | | 1.32%, 3/20/09 | | | | 40,000 | | 39,887,067 |
2.20%, 2/18/09 | | 35,000 | | 35,000,000 | | JPMorgan Chase & Co., 2.91%, 1/06/09 | | | | 11,000 | | 10,996,443 |
1.96%, 3/05/09 | | 25,950 | | 25,950,000 | | JPMorgan Chase Funding, 1.65%, 3/02/09 | | | | 30,000 | | 29,918,875 |
1.60%, 6/17/09 | | 25,000 | | 25,000,000 | | Jupiter Securitization Co. LLC, 0.95%, 3/05/09 | | | | 50,000 | | 49,918,194 |
| | | | | | Kitty Hawk Funding Corp., 2.25%, 2/03/09 | | | | 50,000 | | 49,900,000 |
See Notes to Financial Statements.
MERRILL LYNCH READY ASSETS TRUST DECEMBER 31, 2008 5 |
Schedule of Investments (continued) | | | | (Percentages shown are based on Net Assets) |
|
| | Par | | | | | | | | | | | | Par | | |
Issue | | (000) | | Value | | Issue | | | | | | (000) | | Value |
|
Commercial Paper (concluded) | | | | | | Funding Agreements — 3.5% | | | | | | | | |
Lloyd’s TSB Group Plc: | | | | | | Genworth Life Insurance Co., 2.289%, | | | | | | | | |
3.12%, 1/27/09 | | $ 60,000 | | $ 59,870,000 | | | | 10/13/09 (a)(d) | | | | $ 25,000 | | $ 25,000,000 |
1.32%, 4/01/09 | | 10,000 | | 9,967,367 | | Jackson National Life Insurance Co., 2.40%, | | | | | | |
MetLife Funding, Inc., 0.80%, 1/12/09 | | 11,845 | | 11,842,368 | | | | 5/01/09 (a)(d) | | | | | | 86,000 | | 86,000,000 |
Mont Blanc Capital Corp.: | | | | | | Metropolitan Life Insurance Co., 2.10%, | | | | | | |
0.75%, 1/22/09 | | 45,000 | | 44,981,250 | | | | 4/01/09 (a)(d) | | | | | | 20,000 | | 20,000,000 |
0.95%, 3/18/09 | | 15,500 | | 15,469,323 | | New York Life Insurance Co., 4.96%, 4/13/09 (a)(d) | | 48,830 | | 48,830,000 |
Nieuw Amsterdam Receivables Corp.: | | | | | | Total Funding Agreements | | | | | | | | 179,830,000 |
3.05%, 2/09/09 | | 42,000 | | 41,864,783 | | | | | | | | | | | | |
3.05%, 3/02/09 | | 20,000 | | 19,900,028 | | | | | | | | | | | | |
Nordea North America Inc., 2.11%, 2/24/09 | | 50,000 | | 49,844,680 | | U.S. Government Agency & Instrumentality Obligations — 5.3% | | |
Old Line Funding, LLC, 0.45%, 3/16/09 | | 33,000 | | 32,969,888 | | Fannie Mae Discount Notes (b): | | | | | | | | |
Prudential Funding LLC: | | | | | | | | 2%, 5/14/09 | | | | | | 19,950 | | 19,803,700 |
1.90%, 1/15/09 | | 40,000 | | 39,972,556 | | | | 1.30%, 6/22/09 | | | | | | 30,000 | | 29,814,750 |
1.90%, 1/20/09 | | 19,000 | | 18,981,950 | | Federal Home Loan Bank Variable Rate Notes (a): | | | | | | |
Rabobank USA Financial Corp., 0.40%, 3/24/09 | | 125,000 | | 124,887,500 | | | | 1.345%, 3/20/09 | | | | | | 26,755 | | 26,760,265 |
Ranger Funding Co. LLC, 2.25%, 2/02/09 | | 75,000 | | 74,854,688 | | | | 1.12%, 8/13/09 | | | | | | 28,100 | | 28,100,000 |
Regency Markets No. 1 LLC, 4.80%, 1/15/09 | | 45,000 | | 44,922,000 | | | | 1.10%, 8/14/09 | | | | | | 41,500 | | 41,497,451 |
Société Générale, North America, Inc., | | | | | | Freddie Mac Variable Rate Notes (a): | | | | | | | | |
2.16%, 2/26/09 | | 35,000 | | 34,884,500 | | | | 1.331%, 9/25/09 | | | | | | 74,975 | | 74,958,933 |
Solitaire Funding LLC: | | | | | | | | 0.401%, 9/28/09 | | | | | | 45,300 | | 45,291,726 |
1.83%, 1/06/09 | | 75,000 | | 74,984,750 | | Total U.S. Government Agency & | | | | | | | | |
0.75%, 1/12/09 | | 11,000 | | 10,997,708 | | Instrumentality Obligations | | | | | | | | 266,226,825 |
0.80%, 1/20/09 | | 24,500 | | 24,490,200 | | | | | | | | | | | | |
0.68%, 1/23/09 | | 75,000 | | 74,970,250 | | | | | | | | | | | | |
Toyota Motor Credit Corp.: | | | | | | Repurchase Agreements — 1.0% | | | | | | | | |
2.40%, 1/12/09 | | 55,000 | | 54,963,333 | | Barclays Capital Inc., purchased on 12/31/08 | | | | | | |
1.25%, 1/29/09 | | 45,619 | | 45,576,232 | | to yield 0.05% to 1/02/09, repurchase price of | | | | | | |
1.20%, 3/20/09 | | 25,000 | | 24,935,833 | | $49,806,138, collateralized by Fannie Mae, 4% | | | | | | |
UBS Finance (Delaware), LLC: | | | | | | to 5% due 9/1/23 to 3/1/38 | | | | | | 49,806 | | 49,806,000 |
1.13%, 1/30/09 | | 100,000 | | 99,912,111 | | Total Repurchase Agreements | | | | | | | | 49,806,000 |
0.58%, 2/27/09 | | 50,000 | | 49,954,889 | | | | | | | | | | | | |
1.40%, 4/03/09 | | 50,000 | | 49,823,056 | | Total Investments (Cost — $5,115,369,078*) — 101.2% | | 5,115,369,078 |
Victory Receivables Corp., 0.45%, 1/12/09 | | 20,000 | | 19,997,500 | | Liabilities in Excess of Other Assets — (1.2)% | | | | | | (60,420,824) |
Westpac Banking Corp., 1.90%, 2/25/09 | | 30,000 | | 29,914,500 | | Net Assets — 100.0% | | | | | | $ 5,054,948,254 |
Windmill Funding Corp., 1.58%, 2/05/09 | | 20,000 | | 19,970,155 | | * Cost for federal income tax purposes. | | | | | | |
Yorktown Capital, LLC: | | | | | | | | | | | | | | | | |
3.90%, 1/12/09 | | 50,000 | | 49,945,833 | | (a) | | Variable rate security. Rate is as of report date. | | | | | | |
0.40%, 3/17/09 | | 11,453 | | 11,443,583 | | (b) | | The interest rates shown reflect the discount rates paid at time of purchase. |
Total Commercial Paper | | | | 2,570,872,307 | | (c) | | Security exempt from registration under Rule 144A of the Securities Act of 1933. |
| | | | | | | | These securities may be resold in transactions exempt from registration to quali- |
Corporate Notes — 3.4% | | | | | | | | fied institutional investors. | | | | | | | | |
Bank of Montreal, Chicago, 2.39%, 10/05/09 (a)(c) | | 43,950 | | 43,950,000 | | (d) | | Restricted securities as to resale, representing 3.5% of net assets, were as follows: |
HSBC USA Inc., 5.219%, 10/15/09 (a) | | 8,070 | | 8,070,000 | | | | | | Acquisition | | | | | | |
ING Bank, NV, 2.473%, 8/24/09 (a)(c) | | 26,100 | | 26,100,000 | | | | Issue | | Date | | | | Cost | | Value |
ING USA Global Funding Trust VI, 2.029%, | | | | | | | | | | | | | | | | |
9/18/09 (a) | | 12,970 | | 12,970,000 | | | | Genworth Life Insurance Co., | | | | | | | | |
Lloyd’s Banking Group Plc, 2.806%, 8/07/09 (a)(c) | | 35,000 | | 35,000,000 | | | | 2.289% due 10/13/09 | | 10/10/08 | | $ 25,000,000 | | $ 25,000,000 |
Nordea Bank AB, 3.891%, 10/23/09 (a)(c) | | 32,550 | | 32,550,000 | | | | Jackson National Life Insurance Co., | | | | | | | | |
U.S. Bank, NA, 2.253%, 8/24/09 (a) | | 8,600 | | 8,524,535 | | | | 2.40% due 5/01/09 | | 5/01/08 | | 86,000,000 | | 86,000,000 |
Wells Fargo & Co., 1.667%, 9/23/09 (a) | | 8,800 | | 8,726,332 | | | | Metropolitan Life Insurance Co., | | | | | | | | |
Total Corporate Notes | | | | 175,890,867 | | | | 2.10% due 4/01/09 | | 4/01/08 | | 20,000,000 | | 20,000,000 |
| | | | | | | | New York Life Insurance Co., | | | | | | | | |
| | | | | | | | 5.029% due 4/13/09 | | 4/11/08 | | 48,830,000 | | 48,830,000 |
| | | | | | | | Total | | | | $179,830,000 $179,830,000 |
See Notes to Financial Statements.
6 MERRILL LYNCH READY ASSETS TRUST DECEMBER 31, 2008 |
Schedule of Investments (concluded)
•Effective January 1, 2008, the Trust adopted Financial Accounting Standards
Board (“FASB”) Statement of Financial Accounting Standards No. 157, “Fair
Value Measurements” (“FAS 157”). FAS 157 clarifies the definition of fair value,
establishes a framework for measuring fair values and requires additional dis-
closures about the use of fair value measurements. Various inputs are used in
determining the fair value of investments, which are as follows:
•Level 1 — price quotations in active markets/exchanges for identical securities
•Level 2 — other observable inputs (including, but not limited to: quoted prices
for similar assets or liabilities in markets that are not active, inputs other than
quoted prices that are observable for the assets or liabilities (such as interest
rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks,
and default rates) or other market-corroborated inputs)
•Level 3 — unobservable inputs based on the best information available in
the circumstance, to the extent observable inputs are not available (including
the Trust’s own assumption used in determining the fair value of investments)
The inputs or methodology used for valuing securities are not necessarily an indi-
cation of the risk associated with investing in those securities. For information
about the Trust's policy regarding valuation of investments and other significant
accounting policies, please refer to Note 1 of the Notes to Financial Statements.
The following table summarizes the inputs used as of December 31, 2008 in
determining the fair valuation of the Trust's investments:
Valuation | | Investments in |
Inputs | | Securities |
Level 1 | | — |
Level 2 | | $5,115,369,078 |
Level 3 | | — |
Total | | $5,115,369,078 |
See Notes to Financial Statements.
MERRILL LYNCH READY ASSETS TRUST
DECEMBER 31, 2008
Statement of Assets and Liabilities | | |
|
December 31, 2008 | | |
|
Assets | | |
Investments at value — unaffiliated (cost — $5,115,369,078) | | $5,115,369,078 |
Cash | | 920 |
Capital shares sold receivable | | 27,595,846 |
Interest receivable | | 8,696,785 |
Prepaid expenses | | 877,565 |
Total assets | | 5,152,540,194 |
|
Liabilities | | |
Investments purchased payable | | 49,823,056 |
Capital shares redeemed payable | | 44,228,609 |
Investment advisory fees payable | | 1,605,829 |
Other affiliates payable | | 1,066,861 |
Distribution fees payable | | 686,461 |
Officer’s and Trustees’ fees payable | | 1,012 |
Other accrued expenses payable | | 180,112 |
Total liabilities | | 97,591,940 |
Net Assets | | $5,054,948,254 |
|
Net Assets Consist of | | |
Par value, $0.10 per share, unlimited number of shares authorized | | $ 505,463,587 |
Paid-in capital in excess of par | | 4,549,172,279 |
Undistributed net investment income | | 74,342 |
Accumulated net realized gain | | 238,046 |
Net Assets — Equivalent to $1.00 per share based on 5,054,635,865 shares outstanding | | $5,054,948,254 |
See Notes to Financial Statements. |
8 MERRILL LYNCH READY ASSETS TRUST
Statement of Operations | | |
|
Year Ended December 31, 2008 | | |
Investment Income | | |
Interest | | $ 167,695,074 |
|
Expenses | | |
Investment advisory | | 19,114,539 |
Transfer agent | | 6,502,062 |
Distribution | | 6,267,979 |
Accounting services | | 548,523 |
Registration | | 209,674 |
Printing | | 152,021 |
Custodian | | 135,544 |
Professional | | 104,871 |
Officer and Trustees | | 75,464 |
Miscellaneous | | 675,443 |
Total expenses | | 33,786,120 |
Net investment income | | 133,908,954 |
|
Realized Gain | | |
Net realized gain from investments | | 243,147 |
Net Increase in Net Assets Resulting from Operations | | $ 134,152,101 |
See Notes to Financial Statements. |
MERRILL LYNCH READY ASSETS TRUST |
Statements of Changes in Net Assets | | | | | | |
|
| | Year Ended |
| | December 31, |
Increase (Decrease) in Net Assets: | | 2008 | | | | 2007 |
Operations | | | | | | |
Net investment income | | $ 133,908,954 | | $ 220,604,545 |
Net realized gain | | 243,147 | | | | 69,314 |
Net change in unrealized appreciation/depreciation | | — | | | | 312,572 |
Net increase in net assets resulting from operations | | 134,152,101 | | 220,986,431 |
|
Dividends to Shareholders From | | | | | | |
Net investment income | | (133,908,954) | | (220,604,545) |
|
Capital Share Transactions | | | | | | |
Net proceeds from sale of shares | | 8,018,171,070 | | 8,297,972,911 |
Reinvestment of dividends | | 133,907,728 | | 220,604,530 |
Cost of shares redeemed | | (8,130,046,941) | | (7,878,693,222) |
Net increase in net assets derived from capital share transactions | | 22,031,857 | | 639,884,219 |
|
Net Assets | | | | | | |
Total increase in net assets | | 22,275,004 | | 640,266,105 |
Beginning of year | | $5,032,673,250 | | $4,392,407,145 |
End of year | | $5,054,948,254 | | $5,032,673,250 |
End of year undistributed net investment income | | $ 74,342 | | $ 24,007 |
See Notes to Financial Statements. |
10 MERRILL LYNCH READY ASSETS TRUST
Financial Highlights | | | | | | | | | | |
|
| | | | Year Ended December 31, | | |
| | 2008 | | 2007 | | 2006 | | 2005 | | 2004 |
Per Share Operating Performance | | | | | | | | | | |
Net asset value, beginning of year | | $ 1.00 | | $ 1.00 | | $ 1.00 | | $ 1.00 | | $ 1.00 |
Net investment income | | 0.0258 | | 0.0470 | | 0.0432 | | 0.0258 | | 0.0082 |
Net realized and unrealized gain (loss) | | 0.00001 | | 0.0001 | | (0.0006) | | (0.0000)2 | | (0.0008) |
Net increase from investment operations | | 0.0258 | | 0.0471 | | 0.0426 | | 0.0258 | | 0.0074 |
Dividends and distributions from: | | | | | | | | | | |
Net investment income | | (0.0258) | | (0.0470) | | (0.0432) | | (0.0258) | | (0.0082) |
Net realized gain | | — | | — | | (0.0000)2 | | (0.0000)2 | | (0.0000)2 |
Total dividends and distributions | | (0.0258) | | (0.0470) | | (0.0432) | | (0.0258) | | (0.0082) |
Net asset value, end of year | | $ 1.00 | | $ 1.00 | | $ 1.00 | | $ 1.00 | | $ 1.00 |
|
Total Investment Return | | | | | | | | | | |
Total investment return | | 2.62% | | 4.81% | | 4.41% | | 2.61% | | 0.83% |
|
Ratios to Average Net Assets | | | | | | | | | | |
Total expenses | | 0.65% | | 0.65% | | 0.66% | | 0.66% | | 0.64% |
Net investment income | | 2.57% | | 4.70% | | 4.34% | | 2.57% | | 0.81% |
|
Supplemental Data | | | | | | | | | | |
Net assets, end of year (000) | | $ 5,054,948 | | $ 5,032,673 | | $ 4,392,407 | | $ 3,983,769 | | $ 4,285,584 |
1 Amount is less than $0.0001 per share.
2 Amount is less than $(0.0001) per share.
See Notes to Financial Statements. |
MERRILL LYNCH READY ASSETS TRUST |
Notes to Financial Statements
1. Organization and Significant Accounting Policies:
Merrill Lynch Ready Assets Trust (the “Trust”) is registered under the
Investment Company Act of 1940, as amended (the “1940 Act”), as
a diversified, open-end management investment company. The Trust is
organized as a Massachusetts business trust. The Trust’s financial state-
ments are prepared in conformity with accounting principles generally
accepted in the United States of America, which may require the use of
management accruals and estimates. Actual results may differ from
these estimates.
The following is a summary of significant accounting policies followed
by the Trust:
Valuation of Investments: Trust securities are valued under the amortized
cost method which approximates current market value in accordance
with Rule 2a-7 of the 1940 Act. Under this method, securities are valued
at cost when purchased and thereafter, a constant proportionate amorti-
zation of any discount or premium is recorded until the maturity of the
security. The Trust seeks to maintain the net asset value per share at
$1.00, although there is no assurance that it will be able to do so on
a continuing basis.
Repurchase Agreements: The Trust may invest in U.S. government and
agency securities pursuant to repurchase agreements. Under such agree-
ments, the counterparty agrees to repurchase the security at a mutually
agreed upon time and price. The counterparty will be required on a daily
basis to maintain the value of the securities subject to the agreement at
no less than the repurchase price. The agreements are conditioned upon
the collateral being deposited under the Federal Reserve book entry sys-
tem or held in a segregated account by the Trust’s custodian. In the event
the counterparty defaults and the fair value of the collateral declines, the
Trust could experience losses, delays and costs in liquidating the collateral.
Investment Transactions and Investment Income: Investment transac-
tions are recorded on the dates the transactions are entered into (the
trade dates). Realized gains and losses on security transactions are
determined on the identified cost basis. Interest income is recognized
on the accrual basis. The Trust amortizes all premiums and discounts
on debt securities.
Dividends and Distributions to Shareholders: Dividends from net invest-
ment income are declared and reinvested daily and paid monthly. Distri-
butions of realized gains, if any, are recorded on the ex-dividend date.
Income Taxes: It is the Trust’s policy to comply with the requirements of
the Internal Revenue Code applicable to regulated investment compa-
nies and to distribute substantially all of its taxable income to its share-
holders. Therefore, no federal income tax provision is required.
Effective June 30, 2008, the Trust implemented Financial Accounting
Standards Board (“FASB”) Interpretation No. 48, “Accounting for
Uncertainty in Income Taxes — an interpretation of FASB Statement No.
109” (“FIN 48”). FIN 48 prescribes the minimum recognition threshold a
tax position must meet in connection with accounting for uncertainties in
income tax positions taken or expected to be taken by an entity, includ-
ing investment companies, before being measured and recognized in the
financial statements. The investment advisor has evaluated the applica-
tion of FIN 48 to the Trust, and has determined that the adoption of FIN
48 does not have a material impact on the Trust’s financial statements.
The Trust files U.S. federal and various state and local tax returns. No
income tax returns are currently under examination. The statute of limita-
tions on the Trust’s U.S. federal tax returns remains open for the years
ended December 31, 2005 through December 31, 2007. The statutes of
limitations on the Trust’s state and local tax returns may remain open for
an additional year depending upon the jurisdiction.
Recent Accounting Pronouncements: In March 2008, Statement of
Financial Accounting Standards No. 161, “Disclosures about Derivative
Instruments and Hedging Activities — an amendment of FASB Statement
No. 133” (“FAS 161”) was issued. FAS 161 is intended to improve
financial reporting for derivative instruments by requiring enhanced
disclosure that enables investors to understand how and why an entity
uses derivatives, how derivatives are accounted for, and how derivative
instruments affect an entity’s results of operations and financial position.
FAS 161 is effective for financial statements issued for fiscal years and
interim periods beginning after November 15, 2008. The impact on the
Trust’s financial statement disclosures, if any, is currently being assessed.
Other: Expenses directly related to the Trust are charged to that Trust.
Other operating expenses shared by several funds are pro-rated among
the funds on the basis of relative net assets or other appropriate methods.
2. Investment Advisory Agreement and Transactions with
Affiliates:
The Trust has entered into an Investment Advisory Agreement with
BlackRock Advisors, LLC (the “Advisor”), an indirect, wholly owned
subsidiary of BlackRock, Inc., to provide investment advisory and
administration services. Merrill Lynch & Co., Inc. (“Merrill Lynch”)
and The PNC Financial Services Group, Inc. (“PNC”) are the largest
stockholders of BlackRock, Inc. As of December 31, 2008, Merrill
Lynch and PNC are affiliates of BlackRock, Inc.
The Advisor is responsible for the management of the Trust’s portfolio
and provides the necessary personnel, facilities, equipment and certain
other services necessary to the operations of the Trust. For such services,
the Trust pays the Advisor a monthly fee based on the average daily
value of the Trust’s net assets at the following annual rates:
Portion of average daily value of net assets: | | Rate |
Not exceeding $500 million | | 0.500% |
In excess of $500 million but not exceeding $1 billion | | 0.400% |
In excess of $1 billion but not exceeding $5 billion | | 0.350% |
In excess of $5 billion but not exceeding $10 billion | | 0.325% |
In excess of $10 billion but not exceeding $15 billion | | 0.300% |
In excess of $15 billion but not exceeding $20 billion | | 0.275% |
In excess of $20 billion | | 0.250% |
12 MERRILL LYNCH READY ASSETS TRUST
Notes to Financial Statements (concluded)
The Advisor has entered into a separate sub-advisory agreement with
BlackRock Institutional Management Corporation (“BIMC”), an affiliate of
the Advisor, under which the Advisor pays BIMC for services it provides,
a monthly fee that is a percentage of the investment advisory fee paid
by the Trust to the Advisor.
For the year ended December 31, 2008, the Trust reimbursed the
Advisor $90,593 for certain accounting services, which is included in
accounting services in the Statement of Operations.
Effective October 1, 2008, the Trust entered into a Distribution Agreement
and a Shareholder Servicing Plan with BlackRock Investments, Inc.
(“BII”), which replaced FAM Distributors, Inc. (“FAMD”) and BlackRock
Distributors, Inc. and its affiliates (“BDI”) (collectively, the “Distributor”)
as the sole distributor of the Trust. FAMD is a wholly owned subsidiary of
Merrill Lynch Group, Inc. BII and BDI are affiliates of BlackRock, Inc. The
distribution fees did not change as a result of the transaction.
Pursuant to the Shareholder Servicing Plan adopted by the Trust in accor-
dance with Rule 12b-1 under the 1940 Act, the Trust pays the Distributor
a distribution fee. The fee is accrued daily and paid monthly at an annual
rate of 0.125% of average daily net assets sold by the Distributor.
Financial Data Services, Inc. (“FDS”), a wholly-owned subsidiary of
Merrill Lynch and an affiliate of the Advisor, is the Trust’s transfer agent.
Certain officers and/or trustees of the Trust are officers and/or directors
of BlackRock, Inc. or its affiliates. The Trust reimburses the Advisor for
compensation paid to the Trust’s Chief Compliance Officer.
3. Income Tax Information:
Reclassification: Accounting principles generally accepted in the United
States of America require that certain components of net assets be
adjusted to reflect permanent differences between financial and tax
reporting. Accordingly, during the current year, $50,335 has been reclas-
sified between accumulated net realized gain and undistributed net
investment income as a result of a permanent difference attributable to
the reclassification of distributions. This reclassification has no effect on
net assets or net asset values per share.
The tax character of distributions paid during the fiscal years ended
December 31, 2008 and December 31, 2007 was as follows:
| | 12/31/2008 | | 12/31/2007 |
Distributions paid from: | | | | |
Ordinary income | | $133,894,912 | | $220,604,545 |
Net long-term capital gain | | $ 14,042 | | — |
Total taxable distributions | | $133,908,954 | | $220,604,545 |
As of December 31, 2008, the tax components of distributable earnings
were as follows:
Undistributed net ordinary income | | $ 312,388 |
Total accumulated net earnings | | $ 312,388 |
As of December 31, 2008, there were no significant differences between
book-basis and tax-basis unrealized gains (losses).
4. Market and Credit Risk:
In the normal course of business, the Trust invests in securities and
enters into transactions where risks exist due to fluctuations in the
market (market risk) or failure of the issuer of a security to meet all its
obligations (credit risk). The value of securities held by the Trust may
decline in response to certain events, including those directly involving
the companies whose securities are owned by the Trust; conditions
affecting the general economy; overall market changes; local, regional
or global political, social or economic instability; and currency and
interest rate and price fluctuations. Similar to credit risk, the Trust may
be exposed to counterparty risk, or the risk that an entity with which the
Trust has unsettled or open transactions may default. Financial assets,
which potentially expose the Trust to credit and counterparty risks, consist
principally of investments and cash due from counterparties. The extent
of the Trust’s exposure to credit and counterparty risks with respect to
these financial assets is approximated by their value recorded in the
Trust’s Statement of Assets and Liabilities.
5. Capital Share Transactions:
The number of shares sold, reinvested and redeemed during the periods
corresponds to the amounts included in the Statements of Changes in
Net Assets with respect to net proceeds from sale of shares, reinvestment
of dividends and cost of shares redeemed, respectively, since shares are
recorded at $1.00 per share.
6. Federal Insurance:
The Trust participates in the U.S. Treasury Department’s Temporary
Guarantee Program for Money Market Funds (the “Program”). As a
result of the Trust’s participation in the Program, in the event the Trust’s
net asset value falls below $0.995 per share, shareholders in the
Trust will have federal insurance of $1.00 per share up to the lesser
of shareholders’ balances in the Trust as of the close of business on
September 19, 2008, or the remaining balances of such shareholder
accounts as of the date the guarantee is triggered. Any increase in the
number of shares in a shareholder’s balance after the close of business
on September 19, 2008 and any future investments after a shareholder
has closed their account will not be guaranteed. As a participant of
the Program, which expires April 30, 2009, the Trust paid a participation
fee of 0.01% for the period September 19, 2008 through December 18,
2008 and 0.015% for the period December 19, 2008 through April 30,
2009 of the Trust’s shares outstanding value as of September 19, 2008.
The participation fee for the period September 19, 2008 to December 31,
2008 is included in miscellaneous on the Statement of Operations.
7. Subsequent Event:
On January 1, 2009, Bank of America Corporation announced that it
had completed its acquisition of Merrill Lynch, one of the largest stock-
holders of BlackRock, Inc.
MERRILL LYNCH READY ASSETS TRUST |
Report of Independent Registered Public Accounting Firm
To the Shareholders and Board of Trustees of
Merrill Lynch Ready Assets Trust:
We have audited the accompanying statement of assets and liabilities,
including the schedule of investments, of Merrill Lynch Ready Assets
Trust (the “Trust”) as of December 31, 2008, and the related statement
of operations for the year then ended, the statements of changes in net
assets for each of the two years in the period then ended, and the finan-
cial highlights for each of the five years in the period then ended. These
financial statements and financial highlights are the responsibility of the
Trust’s management. Our responsibility is to express an opinion on these
financial statements and financial highlights based on our audits.
We conducted our audits in accordance with the standards of the Public
Company Accounting Oversight Board (United States). Those standards
require that we plan and perform the audit to obtain reasonable assur-
ance about whether the financial statements and financial highlights are
free of material misstatement. The Trust is not required to have, nor were
we engaged to perform, an audit of its internal control over financial
reporting. Our audits included consideration of internal control over
financial reporting as a basis for designing audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Trust’s internal control over financial
reporting. Accordingly, we express no such opinion. An audit also 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, as well as evaluating the overall financial statement presentation. Our pro- cedures included confirmation of securities owned as of December 31, 2008, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Merrill Lynch Ready Assets Trust as of December 31, 2008, 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 con- formity with accounting principles generally accepted in the United States of America.
Deloitte & Touche LLP Princeton, New Jersey
February 20, 2009 |
Important Tax Information (Unaudited)
The following information is provided with respect to the ordinary income distributions paid during the year ended December 31, 2008 by Merrill Lynch
Ready Assets Trust:
Interest-Related Dividends for Non-U.S. Residents | | 94.72%* |
Federal Obligation Interest | | 1.46%** |
* Represents the portion of the taxable ordinary income dividends eligible for exemption from U.S. withholding tax for nonresident aliens and foreign corporations.
** The law varies in each state as to whether and what percentage of dividend income attributable to federal obligations is exempt from state income tax. We recommend
that you consult your tax advisor to determine if any portion of the dividends you received is exempt from state income tax.
Additionally, the Fund paid a long-term capital gain distribution of $0.0000027 per share to shareholders of record on September 5, 2008.
14 MERRILL LYNCH READY ASSETS TRUST
Officers and Trustees | | | | | | | | |
|
| | | | | | | | Number of | | |
| | | | Length of | | | | BlackRock- | | |
| | Position(s) | | Time | | | | Advised Funds | | |
Name, Address | | Held with | | Served as | | | | and Portfolios | | Public |
and Year of Birth | | Trust | | a Trustee2 | | Principal Occupation(s) During Past 5 Years | | Overseen | | Directorships |
|
Non-Interested Trustees1 | | | | | | | | |
Ronald W. Forbes | | Co-Chair of | | Since | | Professor Emeritus of Finance, School of Business, State University | | 34 Funds | | None |
40 East 52nd Street | | the Board of | | 2007 | | of New York at Albany since 2000. | | 81 Portfolios | | |
New York, NY 10022 | | Trustees and | | | | | | | | |
1940 | | Trustee | | | | | | | | |
| |
| |
| |
| |
| |
|
Rodney D. Johnson | | Co-Chair of | | Since | | President, Fairmount Capital Advisors, Inc. since 1987; Director, | | 34 Funds | | None |
40 East 52nd Street | | the Board of | | 2007 | | Fox Chase Cancer Center since 2002; Member of the Archdiocesan | | 81 Portfolios | | |
New York, NY 10022 | | Trustees and | | | | Investment Committee of the Archdiocese of Philadelphia since | | | | |
1941 | | Trustee | | | | 2003; Director, The Committee of Seventy (civic) since 2006. | | | | |
| |
| |
| |
| |
| |
|
David O. Beim | | Trustee | | Since | | Professor of Finance and Economics at the Columbia University | | 34 Funds | | None |
40 East 52nd Street | | | | 2007 | | Graduate School of Business since 1991; Trustee, Phillips Exeter | | 81 Portfolios | | |
New York, NY 10022 | | | | | | Academy since 2002; Formerly Chairman, Wave Hill Inc. (public | | | | |
1940 | | | | | | garden and cultural center) from 1990 to 2006. | | | | |
| |
| |
| |
| |
| |
|
Dr. Matina Horner | | Trustee | | Since | | Formerly Executive Vice President of Teachers Insurance and | | 34 Funds | | NSTAR (electric |
40 East 52nd Street | | | | 2007 | | Annuity Association and College Retirement Equities Fund | | 81 Portfolios | | and gas utility) |
New York, NY 10022 | | | | | | from 1989 to 2003. | | | | |
1939 | | | | | | | | | | |
| |
| |
| |
| |
| |
|
Herbert I. London | | Trustee and | | Since | | Professor Emeritus, New York University since 2005; John M. Olin | | 34 Funds | | AIMS Worldwide, |
40 East 52nd Street | | Member of | | 2007 | | Professor of Humanities, New York University from 1993 to 2005 | | 81 Portfolios | | Inc. (marketing) |
New York, NY 10022 | | the Audit | | | | and Professor thereof from 1980 to 2005; President, Hudson Institute | | | | |
1939 | | Committee | | | | (policy research organization) since 1997 and Director thereof since | | | | |
| | | | | | 1980; Chairman of the Board of Trustees for Grantham University | | | | |
| | | | | | since 2006; Director, InnoCentive, Inc. (strategic solutions company) | | | | |
| | | | | | since 2005; Director, Cerego, LLC (software development and design) | | | | |
| | | | | | since 2005. | | | | |
|
Cynthia A. Montgomery | | Trustee | | Since | | Professor, Harvard Business School since 1989; Director, Harvard | | 34 Funds | | Newell Rubbermaid, |
40 East 52nd Street | | | | 2007 | | Business School Publishing since 2005; Director, McLean Hospital | | 81 Portfolios | | Inc. (manufacturing) |
New York, NY 10022 | | | | | | since 2005. | | | | |
1952 | | | | | | | | | | |
| |
| |
| |
| |
| |
|
Joseph . Platt, Jr. | | Trustee | | Since | | Director, The West Penn Allegheny Health System (a not-for-profit | | 34 Funds | | Greenlight Capital |
40 East 52nd Street | | | | 2007 | | health system) since 2008; Director, Jones and Brown (Canadian | | 81 Portfolios | | Re, Ltd (reinsurance |
New York, NY 10022 | | | | | | insurance broker) since 1998; General Partners, Thorn Partners, LP | | | | company) |
1947 | | | | | | (private investment) since 1998; Formerly Partner, Amarna Corporation, | | | | |
| | | | | | LLC (private investment company) from 2002 to 2008. | | | | |
|
Robert C. Robb, Jr. | | Trustee | | Since | | Partner, Lewis, Eckert, Robb and Company (management and | | 34 Funds | | None |
40 East 52nd Street | | | | 2007 | | financial consulting firm) since 1981. | | 81 Portfolios | | |
New York, NY 10022 | | | | | | | | | | |
1945 | | | | | | | | | | |
| |
| |
| |
| |
| |
|
Toby Rosenblatt | | Trustee | | Since | | President, Founders Investments Ltd. (private investments) since | | 34 Funds | | A Pharma, Inc. |
40 East 52nd Street | | | | 2007 | | 1999; Director of Forward Management, LLC since 2007; Director, | | 81 Portfolios | | (specialty |
New York, NY 10022 | | | | | | The James Irvine Foundation (philanthropic foundation) since 1997; | | | | pharmaceuticals) |
1938 | | | | | | Formerly Trustee, State Street Research Mutual Funds from 1990 | | | | |
| | | | | | to 2005; Formerly Trustee, Metropolitan Series Funds, Inc. from | | | | |
| | | | | | 2001 to 2005. | | | | |
MERRILL LYNCH READY ASSETS TRUST |
Officers and Trustees (continued) | | | | |
|
| | | | | | | | Number of | | |
| | | | Length of | | | | BlackRock- | | |
| | Position(s) | | Time | | | | Advised Funds | | |
Name, Address | | Held with | | Served as | | | | and Portfolios | | Public |
and Year of Birth | | Trust | | a Trustee2 | | Principal Occupation(s) During Past 5 Years | | Overseen | | Directorships |
|
Non-Interested Trustees1 (concluded) | | | | | | | | |
|
Kenneth L. Urish | | Chair of | | Since | | Managing Partner, Urish Popeck & Co., LLC (certified public | | 34 Funds | | None |
40 East 52nd Street | | the Audit | | 2007 | | accountants and consultants) since 1976; Member of External | | 81 Portfolios | | |
New York, NY 10022 | | Committee | | | | Advisory Board, The Pennsylvania State University Accounting | | | | |
1951 | | and Trustee | | | | Department since 2001; Trustee, The Holy Family Foundation | | | | |
| | | | | | since 2001; Committee Member/Professional Ethics Committee | | | | |
| | | | | | of the Pennsylvania Institute of Certified Public Accountants | | | | |
| | | | | | since 2007; Formerly President and Trustee, Pittsburgh Catholic | | | | |
| | | | | | Publishing Associates from 2003 to 2008; Formerly Director, | | | | |
| | | | | | Inter-Tel from 2006 to 2007. | | | | |
|
Frederick W. Winter | | Trustee and | | Since | | Professor and Dean Emeritus of the Joseph M. Katz School of | | 34 Funds | | None |
40 East 52nd Street | | Member of | | 2007 | | Business, University of Pittsburgh since 2005 and Dean thereof | | 81 Portfolios | | |
New York, NY 10022 | | the Audit | | | | from 1997 to 2005. Director, Alkon Corporation (pneumatics) since | | | | |
1945 | | Committee | | | | 1992; Formerly Director, Indotronix International (IT services) from | | | | |
| | | | | | 2004 to 2008; Director, Tippman Sports (recreation) since 2005. | | | | |
|
| | 1 Trustees serve until their resignation, removal or death, or until December 31 of the year in which they turn 72. | | |
| | 2 Following the combination of Merrill Lynch Investment Managers, L (“MLIM”) and BlackRock, Inc. (“BlackRock”) in September 2006, the various |
| | legacy MLIM and legacy BlackRock Fund boards were realigned and consolidated into three new Fund boards in 2007. As a result, although the |
| | chart shows trustees as joining the Trust’s board in 2007, each trustee first became a member of the board of trustees of other legacy MLIM or legacy |
| | BlackRock Funds as follows: David O. Beim since 1998; Ronald W. Forbes since 1977; Matina Horner since 2004; Rodney D. Johnson since 1995; |
| | Herbert I. London since 1987; Cynthia A. Montgomery since 1994; Joseph . Platt since 1999; Robert C. Robb, Jr. since 1999; Toby Rosenblatt since |
| | 2005; Kenneth L. Urish since 1999 and Frederick W. Winter since 1999. | | | | |
|
Interested Trustees3 | | | | | | | | | | |
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Richard S. Davis | | Trustee | | Since | | Managing Director, BlackRock, Inc. since 2005; Formerly Chief | | 176 Funds | | None |
40 East 52nd Street | | | | 2007 | | Executive Officer, State Street Research & Management Company | | 288 Portfolios | | |
New York, NY 10022 | | | | | | from 2000 to 2005; Formerly Chairman of the Board of Trustees, | | | | |
1945 | | | | | | State Street Research Mutual Funds from 2000 to 2005; Formerly | | | | |
| | | | | | Chairman, SSR Realty from 2000 to 2004. | | | | |
|
Henry Gabbay | | Trustee | | Since | | Formerly Consultant, BlackRock, Inc. from 2007 to 2008; Formerly | | 176 Funds | | None |
40 East 52nd Street | | | | 2007 | | Managing Director, BlackRock, Inc. from 1989 to 2007; Formerly | | 288 Portfolios | | |
New York, NY 10022 | | | | | | Chief Administrative Officer, BlackRock Advisors, LLC from 1998 | | | | |
1947 | | | | | | to 2007; Formerly President of BlackRock Funds and BlackRock | | | | |
| | | | | | Bond Allocation Target Shares from 2005 to 2007 and Treasurer | | | | |
| | | | | | of certain closed-end funds in the BlackRock fund complex from | | | | |
| | | | | | 1989 to 2006. | | | | |
3 Mr. Davis is an “interested person,” as defined in the Investment Company Act of 1940, of the Trust based on his position with BlackRock, Inc. and
its affiliates. Mr. Gabbay is an “interested person” of the Trust based on his former positions with BlackRock, Inc. and its affiliates as well as his
ownership of BlackRock, Inc. and PNC Securities. Trustees serve until their resignation, removal or death or until December 31 of the year in which
they turn 72.
16 MERRILL LYNCH READY ASSETS TRUST
Officers and Trustees (concluded) | | | | | | |
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|
| | Position(s) | | | | Length of | | | | | | | | |
Name, Address | | Held with | | | | Time | | | | | | | | |
and Year of Birth | | Trust | | | | Served | | Principal Occupation(s) During Past 5 Years | | | | |
|
Trust Officers1 | | | | | | | | | | | | | | |
Donald C. Burke | | Trust President | | Since | | Managing Director of BlackRock, Inc. since 2006; Formerly Managing Director of Merrill Lynch Investment |
40 East 52nd Street | | and Chief | | | | 2007 | | Managers, L | | ("MLIM") and Fund Asset Management, L ("FAM") in 2006, First Vice President thereof from |
New York, NY 10022 | | Executive | | | | | | 1997 to 2005, Treasurer thereof from 1999 to 2006 and Vice President thereof from 1990 to 1997. |
1960 | | Officer | | | | | | | | | | | | |
| |
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Anne F. Ackerley | | Vice | | | | Since | | Managing Director of BlackRock, Inc. since 2000; Chief Operating Officer of BlackRock’s U.S. Retail Group since |
40 East 52nd Street | | President | | | | 2007 | | 2006; Formerly Head of BlackRock’s Mutual Fund Group from 2000 to 2006. | | |
New York, NY 10022 | | | | | | | | | | | | | | |
1962 | | | | | | | | | | | | | | |
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Neal J. Andrews | | Chief | | | | Since | | Managing Director of BlackRock, Inc. since 2006; Formerly Senior Vice President and Line of Business Head of |
40 East 52nd Street | | Financial | | | | 2007 | | Fund Accounting and Administration at PNC Global Investment Servicing (U.S.) Inc. (formerly PFPC Inc.) from |
New York, NY 10022 | | Officer | | | | | | 1992 to 2006. | | | | |
1966 | | | | | | | | | | | | | | |
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Jay M. Fife | | Treasurer | | | | Since | | Managing Director of BlackRock, Inc. since 2007 and Director in 2006; Formerly Assistant Treasurer of the |
40 East 52nd Street | | | | | | 2007 | | MLIM/FAM advised funds from 2005 to 2006; Director of MLIM Fund Services Group from 2001 to 2006. |
New York, NY 10022 | | | | | | | | | | | | | | |
1970 | | | | | | | | | | | | | | |
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Brian . Kindelan | | Chief | | | | Since | | Chief Compliance Officer of the BlackRock-advised Funds since 2007; Managing Director and Senior Counsel |
40 East 52nd Street | | Compliance | | | | 2007 | | BlackRock, Inc. since 2005; Formerly Director and Senior Counsel of BlackRock Advisors, Inc. from 2001 |
New York, NY 10022 | | Officer | | | | | | to 2004. | | | | | | |
1959 | | | | | | | | | | | | | | |
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Howard B. Surloff | | Secretary | | | | Since | | Managing Director of BlackRock, Inc. and General Counsel of U.S. Funds at BlackRock, Inc. since 2006; Formerly |
40 East 52nd Street | | | | | | 2007 | | General Counsel (U.S.) of Goldman Sachs Asset Management, L from 1993 to 2006. | | |
New York, NY 10022 | | | | | | | | | | | | | | |
1965 | | | | | | | | | | | | | | |
| | 1 Officers of the Trust serve at the pleasure of the Board of Trustees. | | | | |
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| | Further information about the Trust’s Officers and Trustees is available in the Trust’s Statement of Additional Information, which can be obtained |
| | without charge by calling (800) 637-7762. | | | | | | |
|
| | | | | | | | | | | | | | |
Custodian | | | | Transfer Agent | | | | Accounting Agent | | Independent Registered | | Legal Counsel |
The Bank of New York Mellon | | Financial Data Services, Inc. | | State Street Bank and | | Public Accounting Firm | | Sidley Austin LLP |
New York, NY 10286 | | | | Jacksonville, FL 32246-6484 | | Trust Company | | Deloitte & Touche LLP | | New York, NY 10019 |
| | | | | | | | | | Princeton, NJ 08540 | | Princeton, NJ 08540 | | |
MERRILL LYNCH READY ASSETS TRUST |
Additional Information
Availability of Quarterly Schedule of Investments
The Trust files its complete schedule of portfolio holdings with the Securi-
ties and Exchange Commission (“SEC”) for the first and third quarters of
each fiscal year on Form N-Q. The Trust’s Forms N-Q are available on the
SEC’s website at http://www.sec.gov and may also be reviewed and
copied at the SEC’s Public Reference Room in Washington, D.C. Informa-
tion on the operation of the Public Reference Room may be obtained
by calling (800) SEC-0330. Each Trust’s Forms N-Q may also be obtained
upon request and without charge by calling (800) 441-7762.
Electronic Delivery
Electronic copies of most financial reports and prospectuses are available
on the Trust’s website or shareholders can sign up for e-mail notifications
of quarterly statements, annual and semi-annual reports and prospectuses
by enrolling in the Trust’s electronic delivery program.
Shareholders Who Hold Accounts with Investment Advisors, Banks
or Brokerages:
Please contact your financial advisor to enroll. Please note that not
all investment advisers, banks or brokerages may offer this service.
General Information
The Trust will mail only one copy of shareholder documents, including
annual and semi-annual reports and proxy statements, to shareholders
with multiple accounts at the same address. This practice is commonly
called “householding” and it is intended to reduce expenses and elimi-
nate duplicate mailings of shareholder documents. Mailings of your
shareholder documents may be householded indefinitely unless you
instruct us otherwise. If you do not want the mailing of these documents
to be combined with those for other members of your household, please
contact the relevant Trust at (800) 441-7762.
BlackRock Privacy Principles
BlackRock is committed to maintaining the privacy of its current and for-
mer investors and individual clients (collectively, “Clients”) and to
safeguarding their non-public personal information. The following informa-
tion is provided to help you understand what personal information
BlackRock collects, how we protect that information and why in certain
cases we share such information with select parties.
If you are located in a jurisdiction where specific laws, rules or regulations
require BlackRock to provide you with additional or different privacy-
related rights beyond what is set forth below, the BlackRock will comply
with those specific laws, rules or regulations.
BlackRock obtains or verifies personal non-public information from and
about you from different sources, including the following: (i) information
we receive from you or, if applicable, your financial intermediary, on appli-
cations, forms or other documents; (ii) information about your transac-
tions with us, our affiliates, or others; (iii) information we receive from a
consumer reporting agency; and (iv) from visits to our websites.
BlackRock does not sell or disclose to non-affiliated third parties any non-
public personal information about its Clients, except as permitted by law
or as is necessary to respond to regulatory requests or to service Client
accounts. These non-affiliated third parties are required to protect the
confidentiality and security of this information and to use it only for its
intended purpose.
We may share information with our affiliates to service your account or to
provide you with information about other BlackRock products or services
that may be of interest to you. In addition, BlackRock restricts access to
non-public personal information about its Clients to those BlackRock
employees with a legitimate business need for the information. BlackRock
maintains physical, electronic and procedural safeguards that are designed
to protect the non-public personal information of its Clients, including
procedures relating to the proper storage and disposal of such information.
18 MERRILL LYNCH READY ASSETS TRUST
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This report is transmitted to shareholders only. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Trust unless accompanied or preceded by the Trust’s current prospectus. An investment in the Trust is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other govern- ment agency, other than with respect to the Trust’s participation in the U.S. Treasury Department’s Temporary Guarantee Program for Money Market Funds disclosed in this annual report. Although the Trust seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the Trust. Past performance results shown in this report should not be considered a representation of future performance. Total return information assumes reinvestment of all distributions. Current performance may be higher or lower than the performance data quoted. For current month-end performance, call (800) 882-0052. The Trust’s current seven-day yields more closely reflect the current earnings of the Trust than the total returns quoted. Statements and other infor- mation herein are as dated and are subject to change.
A description of the policies and procedures that the Trust uses to determine how to vote proxies relating to portfolio securities is available (1) without charge, upon request, by calling toll-free (800) 441-7762; (2) at www.blackrock.com; and (3) on the Securities and Exchange Commission’s website at http://www.sec.gov. Information about how the Trust voted proxies relating to securities held in the Trust’s portfolio during the most recent 12-month period ended June 30 is available (1) at www.blackrock.com or by calling (800) 441-7726 and (2) on the Securities and Exchange Commission’s website at http://www.sec.gov. |
Merrill Lynch Ready Assets Trust
100 Bellevue Parkway
Wilmington, DE 19809 |
Item 2 – Code of Ethics – The registrant (or the “Fund”) has adopted a code of ethics, as of the end
of the period covered by this report, applicable to the registrant’s principal executive officer,
principal financial officer and principal accounting officer, or persons performing similar
functions. During the period covered by this report, there have been no amendments to or
waivers granted under the code of ethics. A copy of the code of ethics is available without
charge at www.blackrock.com.
Item 3 – Audit Committee Financial Expert – The registrant’s board of directors or trustees, as
applicable (the “board of directors”) has determined that (i) the registrant has the following
audit committee financial expert serving on its audit committee and (ii) each audit
committee financial expert is independent:
Kenneth L. Urish
Under applicable securities laws, a person 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 as an
audit committee financial expert does not impose on such person any duties, obligations, or
liabilities greater than the duties, obligations, and liabilities imposed on such person as a
member of the audit committee and board of directors in the absence of such designation or
identification.
Item 4 – Principal Accountant Fees and Services
| | (a) Audit Fees | | (b) Audit-Related Fees1 | | (c) Tax Fees2 | | (d) All Other Fees3 |
| | Current | | Previous | | Current | | Previous | | Current | | Previous | | Current | | Previous |
| | Fiscal Year | | Fiscal Year | | Fiscal Year | | Fiscal Year | | Fiscal Year | | Fiscal Year | | Fiscal Year | | Fiscal Year |
Entity Name | | End | | End | | End | | End | | End | | End | | End | | End |
|
Merrill Lynch Ready | | $33,300 | | $36,500 | | $0 | | $0 | | $6,100 | | $6,100 | | $749 | | $743 |
Assets Trust | | | | | | | | | | | | | | | | |
1 The nature of the services include assurance and related services reasonably related to the performance of the audit of
financial statements not included in Audit Fees.
2 The nature of the services include tax compliance, tax advice and tax planning.
3 The nature of the services include a review of compliance procedures and attestation thereto.
(e)(1) Audit Committee Pre-Approval Policies and Procedures:
The registrant’s audit committee (the “Committee”) has adopted policies and
procedures with regard to the pre-approval of services. Audit, audit-related and tax
compliance services provided to the registrant on an annual basis require specific pre-
approval by the Committee. The Committee also must approve other non-audit services
provided to the registrant and those non-audit services provided to the registrant’s affiliated
service providers that relate directly to the operations and the financial reporting of the
registrant. Certain of these non-audit services that the Committee believes are a) consistent
with the SEC’s auditor independence rules and b) routine and recurring services that will
not impair the independence of the independent accountants may be approved by the
Committee without consideration on a specific case-by-case basis (“general pre-approval”).
The term of any general pre-approval is 12 months from the date of the pre-approval, unless
the Committee provides for a different period. Tax or other non-audit services provided to
the registrant which have a direct impact on the operation or financial reporting of the
registrant will only be deemed pre-approved provided that any individual project does not
exceed $10,000 attributable to the registrant or $50,000 for all of the registrants the
Committee oversees. For this purpose, multiple projects will be aggregated to determine if
they exceed the previously mentioned cost levels.
Any proposed services exceeding the pre-approved cost levels will require specific
pre-approval by the Committee, as will any other services not subject to general pre-
approval (e.g., unanticipated but permissible services). The Committee is informed of each
service approved subject to general pre-approval at the next regularly scheduled in-person
board meeting. At this meeting, an analysis of such services is presented to the Committee
for ratification. The Committee may delegate to one or more of its members the authority to
approve the provision of and fees for any specific engagement of permitted non-audit
services, including services exceeding pre-approved cost levels.
(e)(2) None of the services described in each of Items 4(b) through (d) were approved by
the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
(f) Not Applicable | | | | |
(g) Affiliates’ Aggregate Non-Audit Fees: | | |
| | Current Fiscal Year | | Previous Fiscal Year |
Entity Name | | End | | End |
Merrill Lynch Ready Assets | | $411,849 | | $291,343 |
Trust | | | | |
(h) The registrant’s audit committee has considered and determined that the provision of
non-audit services that were rendered to the registrant’s investment adviser (not including
any non-affiliated sub-adviser whose role is primarily portfolio management and is
subcontracted with or overseen by 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 that were not pre-approved pursuant to paragraph
(c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal
accountant’s independence.
Regulation S-X Rule 2-01(c)(7)(ii) – $405,000, 0%
Item 5 – Audit Committee of Listed Registrants – Not Applicable
Item 6 – Investments
(a) The registrant’s Schedule of Investments is included as part of the Report to
Stockholders filed under Item 1 of this form.
(b) Not Applicable due to no such divestments during the semi-annual period covered since
the previous Form N-CSR filing.
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 – The registrant’s Nominating and
Governance Committee will consider nominees to the board of directors recommended by
shareholders when a vacancy becomes available. Shareholders who wish to recommend a nominee should send nominations which include biographical information and set forth the qualifications of the proposed nominee to the registrant’s Secretary. There have been no material changes to these procedures.
Item 11 – Controls and Procedures
11(a) – The registrant’s principal executive and principal financial officers or persons performing similar functions have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”)) are effective as of a date within 90 days of the filing of this report based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act and Rule 15(d)-15(b) under the Securities Exchange Act of 1934, as amended.
11(b) – There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.
Item 12 – Exhibits attached hereto
12(a)(1) – Code of Ethics – See Item 2
12(a)(2) – Certifications – Attached hereto
12(a)(3) – Not Applicable
12(b) – Certifications – Attached hereto |
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.
Merrill Lynch Ready Assets Trust
By: /s/ Donald C. Burke Donald C. Burke Chief Executive Officer of Merrill Lynch Ready Assets Trust
Date: February 23, 2009
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/ Donald C. Burke Donald C. Burke Chief Executive Officer (principal executive officer) of Merrill Lynch Ready Assets Trust
Date: February 23, 2009
By: /s/ Neal J. Andrews Neal J. Andrews Chief Financial Officer (principal financial officer) of Merrill Lynch Ready Assets Trust
Date: February 23, 2009 |