UNITEDSTATES
SECURITIESANDEXCHANGECOMMISSION
Washington,D.C.20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES
Investment Company Act file number 811-03534
Name of Fund: Ready Assets U.S.A. Government Money Fund
Fund Address: 100 Bellevue Parkway, Wilmington, DE 19809
Name and address of agent for service: John M. Perlowski, Chief Executive Officer, Ready Assets
U.S.A. Government Money Fund, 55 East 52nd Street, New York, NY 10055
Registrant’s telephone number, including area code: (800) 441-7762
Date of fiscal year end: 04/30/2011
Date of reporting period: 04/30/2011
Item 1 – Report to Stockholders
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April 30, 2011
Annual Report
Ready Assets U.S. Treasury Money Fund
Ready Assets U.S.A. Government Money Fund
Not FDIC Insured • No Bank Guarantee • May Lose Value
| |
Table of Contents | |
| Page |
Dear Shareholder | 3 |
Annual Report: | |
Money Market Overview | 4 |
Fund Information | 5 |
Disclosure of Expenses | 5 |
Financial Statements: | |
Schedules of Investments | 6 |
Statements of Assets and Liabilities | 8 |
Statements of Operations | 9 |
Statements of Changes in Net Assets | 10 |
Financial Highlights | 11 |
Notes to Financial Statements | 13 |
Report of Independent Public Accounting Firm | 15 |
Important Tax Information | 15 |
Officers and Trustees | 16 |
Additional Information | 19 |
| | |
2 | ANNUAL REPORT | APRIL 30, 2011 |
Dear Shareholder
Time and again, we have seen how various global events and developing trends can have significant influence on financial markets. I hope you find
that the following review of recent market conditions provides additional perspective on the performance of your investments as you read this share-
holder report.
Over the past 12 months, we have seen a sluggish, stimulus-driven economic recovery at long last gain real traction, accelerate, and transition into
a consumption-driven expansion. For the most part, 2010 was plagued with widely fluctuating economic data, but as the year drew to a close, it
became clear that cyclical stimulus had beaten out structural problems as economic data releases generally became more positive and financial
markets showed signs of continuing improvement. Although the sovereign debt crisis in Europe and high inflation in developing markets that troubled
the global economy in 2010 remain challenges today, overall investor confidence has improved considerably. During the first four months of 2011,
that confidence was shaken by political turmoil in the Middle East/North Africa region, soaring prices of oil and other commodities, tremendous nat-
ural disasters in Japan and a change in the ratings outlook for US debt. However, strong corporate earnings prevailed and financial markets resumed
their course while the global economy continued to garner strength.
Equity markets experienced uneven growth and high volatility in 2010, but ended the year with gains. Following a strong start to 2011, the series of
confidence-shaking events brought spurts of heightened volatility to markets worldwide, but was not enough to derail the bull market. Overall, global
equities posted strong returns over the past 12 months. Emerging market equities, which had outperformed developed markets earlier in the period,
fell prey to heightened inflationary pressures and underperformed developed markets later in the period. In the United States, strong corporate earn-
ings and positive signals from the labor market were sources of encouragement for equity investors, although the housing market did not budge from
its slump. Early in 2011, the US Federal Reserve announced that it would continue its Treasury purchase program (“QE2”) through to completion
and keep interest rates low for an extended period. This compelled investors to continue buying riskier assets, furthering the trend of small cap
stocks outperforming large caps.
While fixed income markets saw yields trend lower (pushing bond prices higher) through most of 2010, the abrupt reversal in investor sentiment
and risk tolerance in the fourth quarter drove yields sharply upward. Global credit markets were surprisingly resilient in the face of recent headwinds
and yields regained relative stability as the period came to a close. Yield curves globally remained steep by historical standards and higher-risk
sectors continued to outperform higher-quality assets. The tax-exempt municipal market enjoyed a powerful rally during the period of low yields in
2010, but when that trend reversed, the market was dealt an additional blow as it became evident that the Build America Bond program would
not be extended. Meanwhile, municipal finance troubles raised credit concerns among investors and tax-exempt mutual funds experienced heavy
outflows, resulting in wider spreads and falling prices. The new year brought relief from these headwinds and a steady rebound in the tax-exempt
municipal market.
Cash investments, as represented by the 3-month Treasury bill, returned only a fraction over 0% for the 12-month period as short-term interest rates
remained low. Yields on money market securities remain near all-time lows.
| | |
Risk Assets Rallied on Growing Investor Confidence: Total Returns as of April 30, 2011 | 6-month | 12-month |
US large cap equities (S&P 500®Index) | 16.36% | 17.22% |
US small cap equities (Russell 2000® Index) | 23.73 | 22.20 |
International equities (MSCI Europe, Australasia, Far East Index) | 12.71 | 19.18 |
Emerging market equities (MSCI Emerging Markets Index) | 9.74 | 20.67 |
3-month Treasury bill (BofA Merrill Lynch 3-Month Treasury Bill Index) | 0.09 | 0.17 |
US Treasury securities (BofA Merrill Lynch 10-Year US Treasury Index) | (3.85) | 6.37 |
US investment grade bonds (Barclays Capital US Aggregate Bond Index) | 0.02 | 5.36 |
Tax-exempt municipal bonds (Barclays Capital Municipal Bond Index) | (1.68) | 2.20 |
US high yield bonds (Barclays Capital US Corporate High Yield 2% Issuer Capped Index) | 6.18 | 13.32 |
Past performance is no guarantee of future results. Index performance shown for illustrative purposes only. You cannot invest directly in an index. | |
While no one can peer into a crystal ball and eliminate the uncertainties presented by the economic landscape and financial markets, BlackRock
can offer investors the next best thing: partnership with the world’s largest asset management firm that delivers consistent long-term investment
results with fewer surprises. For additional market perspective and investment insight, visit www.blackrock.com/shareholdermagazine, where you’ll
find the most recent issue of our award-winning Shareholder® magazine, as well as its quarterly companion newsletter, Shareholder Perspectives.
As always, we thank you for entrusting BlackRock with your investments, and we look forward to your continued partnership in the months and
years ahead.
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THIS PAGE NOT PART OF YOUR FUND REPORT | 3 |
Money Market Overview
For the Period Ended April 30, 2011
Throughout the 12-month period ended April 30, 2011, the Federal Open Market Committee (FOMC) maintained the target range for the federal funds
rate at 0.00% to 0.25% while remaining consistent in its position that economic conditions were likely to warrant “exceptionally low levels of the fed-
eral funds rate for an extended period.” At its April 27, 2011 meeting, the FOMC determined that “the economic recovery is proceeding at a moderate
pace” and that “conditions in the labor market are improving gradually.” The FOMC also confirmed its intention to continue the policy it announced in
November 2010 to purchase $600 billion of longer-term Treasury securities by the end of June 2011.
Early in May 2010, heightened concerns about sovereign risk in certain peripheral European countries contributed to an increase in financial market
volatility and upward pressure on London Interbank Offered Rate (LIBOR) settings. To improve liquidity conditions in US dollar short-term credit
markets in Europe, the US Federal Reserve reestablished temporary US dollar liquidity swap facilities with the European Central Bank (ECB), while
the ECB established long-term financing operations of various tenors to provide additional liquidity to the market. The European Union, the ECB
and the International Monetary Fund announced a coordinated package of financial aid totaling Euro€750 billion (close to $1 trillion in US dollar terms).
Ultimately, the tone of the short-term credit markets improved, and LIBOR settings stabilized, by the end of June 2010. As part of its continuing efforts
to strengthen the Euro-zone financial system, at its summit held in March 2011, the European Union adopted a preliminary framework to address the
size and scope of financial stability mechanisms, bank stress tests, fiscal reform, and surveillance of macroeconomic imbalances.
In April 2011, the ECB raised its key interest rate by 0.25% to 1.25%. This move makes the ECB among the first of the developed world’s major central
banks to initiate a cycle of raising rates since financial markets initially tightened under the global credit crisis. Short-dated LIBOR settings finished the
period unchanged on a year-over-year basis. The slope of the LIBOR curve as measured from one month to one year, flattened by 19 basis points, led
by a decline in the one-year LIBOR setting.
Early in 2011, the US Treasury announced its intention to gradually reduce the amount of Treasury bills issued through the Supplementary Financing
Program from $200 billion to $5 billion as the national debt threatens to reach the statutory limit. In addition, large-scale asset purchases by the US
Federal Reserve have reduced the amount of securities available to collateralize repurchase agreements. The tightening in supply of Treasury bills and
overnight repurchase agreements drove rates down on those instruments toward the end of the period.
In the tax-exempt space, historically low rates resulted in an overall decline in money fund assets over the past 12 months. The seven-day Securities
Industry and Financial Markets Association Index remained in a tight range around 0.27%, its average rate for the annual period.
While tax-exempt money market funds, which are comprised primarily of municipal variable rate demand notes (VRDNs), experienced declining assets
during the period, non-traditional buyers stepped into the tax-exempt market, which kept dealer inventories low and manageable. Non-traditional buy-
ers were drawn to the favorable yields offered on VRDNs, which served as an attractive alternative to asset-backed commercial paper, where supply
had dwindled. Demand for VRDNs was further supported by recent regulatory amendments requiring higher levels of liquidity in money market funds.
Although municipal issuers have limited the new supply of VRDNs, the market has turned its focus to the expiration of bank commitments enhancing
over $100 billion of outstanding municipal VRDNs in 2011. As of this writing, issuers have been replacing the expiring commitments according to
schedule and without difficulty. Additional banks are increasing their participation in the space, which provides better diversification for municipal
money market funds.
State and local governments continued to struggle with budget shortfalls and reduced their overall issuance of municipal notes. The one-year municipal
yield remained relatively stable throughout the period, hovering around 0.38%, as measured by Thomson Municipal Market Data.
Past performance is no guarantee of future results. Index performance shown for illustrative purposes only. You cannot invest directly in an index.
| | |
4 | ANNUAL REPORT | APRIL 30, 2011 |
Fund Information as of April 30, 2011
Ready Assets U.S. Treasury Money Fund
Ready Assets U.S. Treasury Money Fund’s (the “Fund”) investment objective is to seek preservation of capital, liquidity and current income through
investment exclusively in a diversified portfolio of short-term marketable securities that are direct obligations of the U.S. Treasury.
| | |
| 7-Day | 7-Day |
Yields | SEC Yield | Yield |
Ready Assets U.S. Treasury Money Fund | 0.00% | 0.00% |
| |
| Percent of |
Portfolio Composition | Net Assets |
U.S. Treasury Obligations | 100% |
Ready Assets U.S.A. Government Money Fund
Ready Assets U.S.A. Government Money Fund’s (the “Fund”) investment objective is to seek preservation of capital, current income and liquidity avail-
able from investing in a diversified portfolio of short-term securities, including variable rate securities, that are direct U.S. Government obligations, and
repurchase agreements pertaining to such securities with banks and securities dealers.
| | |
| 7-Day | 7-Day |
Yields | SEC Yield | Yield |
Ready Assets U.S.A. Government Money Fund | 0.00% | 0.00% |
| |
| Percent of |
Portfolio Composition | Net Assets |
Repurchase Agreements | 67% |
U.S. Treasury Obligations | 31 |
Other Assets Less Liabilities | 2 |
Total | 100% |
The 7-Day SEC Yields may differ from the 7-Day Yields shown above due to the fact that the 7-Day SEC Yields exclude distributed capital gains.
Past performance is not indicative of future results.
Disclosure of Expenses
Shareholders of each Fund may incur the following charges: (a) expenses
related to transactions, including sales charges and exchange fees; and
(b) operating expenses including advisory fees, distribution fees including
12b-1 fees and other Fund expenses. The expense example below (which
is based on a hypothetical investment of $1,000 invested on November
1, 2010 and held through April 30, 2011) is intended to assist share-
holders both in calculating expenses based on an investment in each
Fund 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 corre-
sponding to their Fund under the heading entitled “Expenses Paid During
the Period.”
The table also 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. In order
to assist shareholders in comparing the ongoing expenses of investing
in these Funds and other funds, compare the 5% hypothetical example
with the 5% hypothetical examples that appear in other funds’ share-
holder 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 or exchange fees. Therefore, the hypothetical example is
useful in comparing ongoing expenses only, and will not help sharehold-
ers determine the relative total expenses of owning different funds. If
these transactional expenses were included, shareholder expenses would
have been higher.
| | | | | | | |
| | Actual | | | Hypothetical2 | | |
| Beginning | Ending | | Beginning | Ending | | Annualized |
| Account Value | Account Value | Expenses Paid | Account Value | Account Value | Expenses Paid | Expense |
| November 1, 2010 | April 30, 2011 | During the Period1 | November 1, 2010 | April 30, 2011 | During the Period1 | Ratio |
Ready Assets U.S. | | | | | | | |
Treasury Money | | | | | | | |
Fund | $1,000.00 | $1,000.00 | $0.74 | $1,000.00 | $1,024.06 | $0.75 | 0.15% |
Ready Assets U.S.A. | | | | | | | |
Government | | | | | | | |
Money Fund | $1,000.00 | $1,000.00 | $0.84 | $1,000.00 | $1,023.96 | $0.85 | 0.17% |
1 Expenses are equal to the annualized expense ratio, multiplied by the average account value over the period, multiplied by 181/365 (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 365.
| | |
ANNUAL REPORT | APRIL 30, 2011 | 5 |
Ready Assets U.S. Treasury Money Fund
Schedule of Investments April 30, 2011
(Percentages shown are based on Net Assets)
| | |
| Par | |
U.S. Treasury Obligations (a) | (000) | Value |
U.S. Treasury Bills: | | |
0.04% – 0.15%, 5/05/11 | $ 33,385 | $ 33,384,698 |
0.15%, 5/12/11 | 33,000 | 32,998,625 |
0.03% – 0.13%, 5/19/11 | 28,500 | 28,498,650 |
0.03% – 0.20%, 5/26/11 | 15,000 | 14,999,150 |
0.06% – 0.21%, 6/02/11 | 33,435 | 33,430,489 |
0.03% – 0.11%, 6/09/11 | 16,000 | 15,998,549 |
0.03% – 0.05%, 6/16/11 | 20,333 | 20,332,119 |
0.10%, 6/30/11 | 7,000 | 6,998,853 |
0.04% – 0.19%, 7/07/11 | 28,610 | 28,604,785 |
0.05%, 7/14/11 | 15,562 | 15,560,422 |
0.07%, 7/21/11 | 19,000 | 18,997,044 |
0.07% – 0.24%, 7/28/11 | 14,948 | 14,942,256 |
0.15%, 9/22/11 | 7,000 | 6,995,829 |
0.28%, 11/17/11 | 5,000 | 4,992,261 |
Total Investments (Cost — $276,733,730*) — 100.4% | | 276,733,730 |
Liabilities in Excess of Other Assets — (0.4)% | | (1,126,233) |
Net Assets — 100.0% | | $275,607,497 |
* Cost for federal income tax purposes.
(a) Rates shown are discount rates or a range of discount rates paid at the time
of purchase.
• Fair Value Measurements — Various inputs are used in determining the fair value
of investments. These inputs are summarized in three broad levels for financial
statement purposes as follows:
• Level 1 — price quotations in active markets/exchanges for identical assets
and liabilities
• Level 2 — other observable inputs (including, but not limited to: quoted prices
for similar assets or liabilities in markets that are active, quoted prices for
identical or 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
circumstances, to the extent observable inputs are not available (including the
Fund’s own assumptions used in determining the fair value of investments)
The inputs or methodologies used for valuing securities are not necessarily an
indication of the risk associated with investing in those securities. For information
about the Fund’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 April 30, 2011 in determin-
ing the fair valuation of the Fund’s investments:
| | | | |
Valuation Inputs | Level 1 | Level 2 | Level 3 | Total |
Assets: | | | | |
Investments: | | | | |
U.S. Treasury | | | | |
Obligations | — | $276,733,730 | — | $276,733,730 |
See Notes to Financial Statements.
| | |
6 | ANNUAL REPORT | APRIL 30, 2011 |
Ready Assets U.S.A. Government Money Fund
Schedule of Investments April 30, 2011
(Percentages shown are based on Net Assets)
| | | |
| | Par | |
U.S. Treasury Obligations (a) | | (000) | Value |
U.S. Treasury Bills: | | | |
0.19%, 7/07/11 | $ 5,000 | $ 4,998,258 |
0.30%, 7/28/11 | | 4,000 | 3,997,110 |
0.26%, 8/25/11 | | 4,000 | 3,996,684 |
0.23%, 10/20/11 | | 4,000 | 3,995,630 |
0.27%, 4/05/12 | | 4,000 | 3,989,981 |
Total U.S. Treasury Obligations — 30.4% | | | 20,977,663 |
Repurchase Agreements | | | |
Bank of America Merrill Lynch, Inc., 0.03%, 5/02/11 | | |
(purchased on 4/29/11 to be repurchased at | | | |
$9,000,023, collateralized by U.S Treasury Note, | | | |
5.00% due 8/15/11, par and fair values of | | | |
$8,958,200 and $9,180,102, respectively) | | 9,000 | 9,000,000 |
Citigroup Global Markets, Inc., 0.03%, 5/02/11 | | | |
(purchased on 4/29/11 to be repurchased at | | | |
$9,000,023, collateralized by U.S. Treasury Note, | | | |
4.50% due 3/31/12, par and fair values of | | | |
$8,807,400 and $9,180,090, respectively) | | 9,000 | 9,000,000 |
Credit Suisse Securities, (USA), LLC, 0.03%, 5/02/11 | | |
(purchased on 4/29/11 to be repurchased at | | | |
$10,000,025, collateralized by U.S. Treasury | | | |
Inflation Index Notes, 1.88% due 7/15/15, | | | |
par and fair values of $9,076,667 and | | | |
$10,203,415, respectively) | | 10,000 | 10,000,000 |
Deutsche Bank Securities, Inc., 0.02%, 5/02/11 | | | |
(purchased on 4/29/11 to be repurchased at | | | |
$9,000,015, collateralized by U.S Treasury Note, 6.00% | | |
due 2/15/26, par and fair values of | | | |
$7,378,700 and $9,180,058, respectively) | | 9,000 | 9,000,000 |
HSBC Securities (USA), Inc., 0.02%, 5/02/11 | | | |
(purchased on 4/29/11 to be repurchased at | | | |
$9,390,016, collateralized by U.S. Treasury | | | |
Inflation Index Notes, 1.25% – 2.63% | | | |
due 4/15/12 – 7/15/19, par and fair values | | | |
of $8,701,090 and $9,578,619, respectively) | | 9,390 | 9,390,000 |
Total Repurchase Agreements — 67.2% | | | 46,390,000 |
Total Investments (Cost — $67,367,663*) — 97.6% | | 67,367,663 |
Other Assets Less Liabilities — 2.4% | | | 1,643,286 |
Net Assets — 100.0% | | | $69,010,949 |
* Cost for federal income tax purposes.
(a) Rates shown are discount rates or a range of discount rates paid at the time
of purchase.
• Fair Value Measurements — Various inputs are used in determining the fair value
of investments. These inputs are summarized in three broad levels for financial
statement purposes as follows:
• Level 1 — price quotations in active markets/exchanges for identical assets
and liabilities
• Level 2 — other observable inputs (including, but not limited to: quoted prices
for similar assets or liabilities in markets that are active, quoted prices for
identical or 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
circumstances, to the extent observable inputs are not available (including the
Fund’s own assumptions used in determining the fair value of investments)
The inputs or methodologies used for valuing securities are not necessarily an
indication of the risk associated with investing in those securities. For information
about the Fund’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 April 30, 2011 in determin-
ing the fair valuation of the Fund’s investments:
| | | | |
Valuation Inputs | Level 1 | Level 2 | Level 3 | Total |
Assets: | | | | |
Investments: | | | | |
Repurchase | | | | |
Agreements | — | $ 46,390,000 | — | $ 46,390,000 |
U.S. Treasury | | | | |
Obligations | — | 20,977,663 | — | 20,977,663 |
Total | — | $ 67,367,663 | — | $ 67,367,663 |
See Notes to Financial Statements.
| | |
ANNUAL REPORT | APRIL 30, 2011 | 7 |
| | |
Statements of Assets and Liabilities | | |
| | Ready Assets |
| Ready Assets | U.S.A. |
| U.S. Treasury | Government |
April 30, 2011 | Money Fund | Money Fund |
Assets | | |
Investments at value — unaffiliated1 | $ 276,733,730 | $ 20,977,663 |
Repurchase agreements at value — unaffiliated2 | — | 46,390,000 |
Cash | 119,754 | 556 |
Capital shares sold receivable | 224,661 | 2,190,705 |
Receivable from advisor | 1,279 | 10,734 |
Interest receivable | — | 101 |
Prepaid expenses | 25,188 | 2,933 |
Other assets | 7,364 | — |
Total assets | 277,111,976 | 69,572,692 |
Liabilities | | |
Capital shares redeemed payable | 1,463,521 | 503,102 |
Other affiliates payable | 2,000 | 488 |
Officer’s and Trustees’ fees payable | 171 | 47 |
Other accrued expenses payable | 38,787 | 58,106 |
Total liabilities | 1,504,479 | 561,743 |
Net Assets | $ 275,607,497 | $ 69,010,949 |
Net Assets Consist of | | |
Paid-in capital | $ 275,604,295 | $ 69,010,301 |
Accumulated net realized gain | 3,202 | 648 |
Net Assets, $1.00 net asset value per share | $ 275,607,497 | $ 69,010,949 |
1 Investments at cost — unaffiliated | $ 276,733,730 | $ 20,977,663 |
2 Repurchase agreements at cost — unaffiliated | — | $ 46,390,000 |
Shares issued and outstanding, unlimited shares authorized, $0.10 par value | 275,604,295 | 69,010,301 |
See Notes to Financial Statements.
| | |
8 | ANNUAL REPORT | APRIL 30, 2011 |
| | |
Statements of Operations | | |
| | Ready Assets |
| Ready Assets | U.S.A. |
| U.S. Treasury | Government |
Year Ended April 30, 2011 | Money Fund | Money Fund |
Investment Income | | |
Interest | $ 538,279 | $ 150,873 |
Expenses | | |
Investment advisory | 1,679,885 | 353,378 |
Distribution | 419,865 | 98,303 |
Transfer agent | 74,157 | 88,056 |
Professional | 64,838 | 77,372 |
Registration | 61,317 | 46,515 |
Printing | 45,346 | 20,094 |
Accounting services | 29,030 | 10,577 |
Custodian | 13,680 | 11,779 |
Officer and Trustees | 11,106 | 4,858 |
Miscellaneous | 21,787 | 16,604 |
Total expenses | 2,421,011 | 727,536 |
Less fees waived by advisor | (1,458,137) | (353,378) |
Less distribution fees waived | (419,865) | (98,303) |
Less other expenses reimbursed by advisor | (4,730) | (124,982) |
Total expenses after fees waived and reimbursed | 538,279 | 150,873 |
Net investment income | — | — |
Realized Gain | | |
Net realized gain from investments | 5,599 | 1,025 |
Net Increase in Net Assets Resulting from Operations | $ 5,599 | $ 1,025 |
See Notes to Financial Statements.
| | |
ANNUAL REPORT | APRIL 30, 2011 | 9 |
| | | | |
Statements of Changes in Net Assets | | | | |
| Ready Assets | Ready Assets |
| U.S. Treasury Money Fund | U.S.A. Government Money Fund |
| Year Ended April 30, | Year Ended April 30, |
Increase (Decrease) in Net Assets: | 2011 | 2010 | 2011 | 2010 |
Operations | | | | |
Net realized gain | $ 5,599 | $ 18,937 | $ 1,025 | $ 5,523 |
Net increase in net assets resulting from operations | 5,599 | 18,937 | 1,025 | 5,523 |
Dividends and Distributions to Shareholders From | | | | |
Net investment income | — | (107,142) | — | (10,234) |
Net realized gain | (7,308) | (14,026) | (1,338) | (4,562) |
Decrease in net assets resulting from dividends and distributions to shareholders | (7,308) | (121,168) | (1,338) | (14,796) |
Capital Share Transactions | | | | |
Net proceeds from sale of shares | 166,504,553 | 300,310,448 | 205,023,245 | 317,962,893 |
Reinvestment of dividends and distributions | 7,134 | 121,117 | 1,093 | 14,780 |
Cost of shares redeemed | (300,622,543) | (647,681,892) | (245,438,033) | (385,355,270) |
Net decrease in net assets derived from capital share transactions | (134,110,856) | (347,250,327) | (40,413,695) | (67,377,597) |
Net Assets | | | | |
Total decrease in net assets | (134,112,565) | (347,352,558) | (40,414,008) | (67,386,870) |
Beginning of year | 409,720,062 | 757,072,620 | 109,424,957 | 176,811,827 |
End of year | $ 275,607,497 | $ 409,720,062 | $ 69,010,949 | $ 109,424,957 |
See Notes to Financial Statements.
| | |
10 | ANNUAL REPORT | APRIL 30, 2011 |
| | | | | | |
Financial Highlights | | | | Ready Assets U.S. Treasury Money Fund |
| | | | | | |
| | | Period | | | |
| | | December 1, | | | |
| | 2008 | |
| Year Ended April 30, | to April 30, | Year Ended November 30, |
| 2011 | 2010 | 2009 | 2008 | 2007 | 2006 |
Per Share Operating Performance | | | | | | |
Net asset value, beginning of period | $ 1.00 | $ 1.00 | $ 1.00 | $ 1.00 | $ 1.00 | $ 1.00 |
Net investment income | — | — | 0.0004 | 0.0155 | 0.0410 | 0.0396 |
Net realized loss | — | — | — | — | (0.0001) | — |
Net increase from investment operations | — | 0.0000 | 0.0004 | 0.0155 | 0.0409 | 0.0396 |
Dividends from net investment income | — | (0.0003) | (0.0004) | (0.0155) | (0.0410) | (0.0396) |
Net asset value, end of period | $ 1.00 | $ 1.00 | $ 1.00 | $ 1.00 | $ 1.00 | $ 1.00 |
Total Investment Return1 | | | | | | |
Total investment return | 0.00% | 0.03% | 0.04%2 | 1.55% | 4.19% | 4.04% |
Ratios to Average Net Assets | | | | | | |
Total expenses | 0.72% | 0.71% | 0.75%3 | 0.73% | 0.93% | 0.97% |
Total expenses after fees waived and reimbursed | 0.16% | 0.19% | 0.32%3 | 0.38% | 0.58% | 0.62% |
Net investment income | 0.00% | 0.00% | 0.10%3 | 1.00% | 3.91% | 3.95% |
Supplemental Data | | | | | | |
Net assets, end of period (000) | $ 275,607 | $ 409,720 | $ 757,073 | $1,007,701 | $ 148,902 | $ 56,161 |
1 Where applicable, total investment returns include the reinvestment of dividends and distributions.
2 Aggregate total investment return.
3 Annualized.
See Notes to Financial Statements.
| | |
ANNUAL REPORT | APRIL 30, 2011 | 11 |
| | | | | | | |
Financial Highlights | | | Ready Assets U.S.A. Government Money Fund |
| | | | | | | |
| | | Period | | | | |
| | | September 1, | | | | |
| | 2008 | | |
| Year Ended April 30, | to April 30, | Year Ended August 31, |
| 2011 | 2010 | 2009 | 2008 | 2007 | | 2006 |
Per Share Operating Performance | | | | | | | |
Net asset value, beginning of period | $ 1.00 | $ 1.00 | $ 1.00 | $ 1.00 | $ 1.00 | $ 1.00 |
Net investment income | — | — | 0.0013 | 0.0234 | 0.0437 | | 0.0349 |
Net realized gain | — | — | — | — | 0.0001 | | 0.0003 |
Net increase from investment operations | — | 0.0000 | 0.0013 | 0.0234 | 0.0438 | | 0.0352 |
Dividends from net investment income | — | (0.0001) | (0.0013) | (0.0234) | (0.0437) | | (0.0349) |
Net asset value, end of period | $ 1.00 | $ 1.00 | $ 1.00 | $ 1.00 | $ 1.00 | $ 1.00 |
Total Investment Return1 | | | | | | | |
Total investment return | 0.00% | 0.01% | 0.14%2 | 2.40% | 4.42% | | 3.55% |
Ratios to Average Net Assets | | | | | | | |
Total expenses | 0.93% | 0.91% | 0.87%3 | 0.88% | 0.93% | | 0.92% |
Total expenses after fees waived and reimbursed | 0.19% | 0.22% | 0.49%3 | 0.88% | 0.93% | | 0.92% |
Net investment income | 0.00% | 0.00% | 0.17%3 | 2.31% | 4.37% | | 3.57% |
Supplemental Data | | | | | | | |
Net assets, end of period (000) | $ 69,011 | $ 109,425 | $ 176,812 | $ 128,989 | $ 122,474 | $ 142,491 |
1 Where applicable, total investment returns include the reinvestment of dividends and distributions.
2 Aggregate total investment return.
3 Annualized.
See Notes to Financial Statements.
| | |
12 | ANNUAL REPORT | APRIL 30, 2011 |
Notes to Financial Statements
1. Organization and Significant Accounting Policies:
Ready Assets U.S. Treasury Money Fund and Ready Assets U.S.A.
Government Money Fund (the “Funds”) are registered under the
Investment Company Act of 1940, as amended (the “1940 Act”), as
diversified, open-end management investment companies. The Funds
are organized as Massachusetts business trusts. The Funds’ financial
statements are prepared in conformity with accounting principles
generally accepted in the United States of America (“US GAAP”), which
may require management to make estimates and assumptions that
affect the reported amounts and disclosures in the financial statements.
Actual results could differ from those estimates.
The following is a summary of significant accounting policies followed by
the Funds:
Valuation: The Funds’ investments 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, investments are valued
at cost when purchased and thereafter, a constant proportionate accre-
tion and amortization of any discounts and premiums are recorded until
the maturity of the security. Each Fund seeks to maintain its 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: Ready Assets U.S.A. Government Money Fund
may invest in repurchase agreements. In a repurchase agreement, the
Fund purchases a security from a counterparty who agrees to repurchase
the same security at a mutually agreed upon date and price. On a daily
basis, the counterparty is required to maintain collateral subject to the
agreement and in value no less than the agreed repurchase amount. The
agreements are conditioned upon the collateral being deposited under
the Federal Reserve book entry system or held in a segregated account
by the Fund’s custodian or designated sub-custodians under tri-party
repurchase agreements. In the event the counterparty defaults and the
fair value of the collateral declines, the Fund could experience losses,
delays and costs in liquidating the collateral.
Investment Transactions and Investment Income: For financial reporting
purposes, investment transactions are recorded on the dates the trans-
actions are entered into (the trade dates). Realized gains and losses
on investment transactions are determined on the identified cost basis.
Interest income, including amortization and accretion of premiums
and discounts on debt securities, is recognized on the accrual basis.
Dividends and Distributions: Dividends from net investment income are
declared and reinvested daily. Distributions of realized gains, if any, are
recorded on the ex-dividend dates. The amount and timing of dividends
and distributions are determined in accordance with federal income tax
regulations, which may differ from US GAAP.
Income Taxes: It is each Fund’s policy to comply with the requirements
of the Internal Revenue Code of 1986, as amended, applicable to
regulated investment companies and to distribute substantially all of
its taxable income to its shareholders. Therefore, no federal income tax
provision is required.
Each Fund files US federal and various state and local tax returns.
No income tax returns are currently under examination. The statute of
limitations on the Funds’ US federal tax returns remains open for each
of the two years ended April 30, 2011, the period ended April 30, 2009
and the two years ended November 30, 2008 for Ready Assets U.S.
Treasury Money Fund and the two years ended August 31, 2008 for
Ready Assets U.S.A. Government Money Fund. The statutes of limitations
on the Funds’ state and local tax returns may remain open for an addi-
tional year depending upon the jurisdiction. Management does not
believe there are any uncertain tax positions that require recognition
of a tax liability.
Other: Expenses directly related to a Fund are charged to that Fund.
Other operating expenses shared by several funds are pro rated among
those funds on the basis of relative net assets or other appropriate
methods. The Funds have an arrangement with the custodian whereby
fees may be reduced by credits earned on uninvested cash balances,
which if applicable are shown as fees paid indirectly in the Statements
of Operations. The custodian imposes fees on overdrawn cash balances,
which can be offset by accumulated credits earned or may result in
additional custody charges.
2. Investment Advisory Agreement and Other Transactions
with Affiliates:
As of April 30, 2011, The PNC Financial Services Group, Inc.
(“PNC”), Bank of America Corporation (“BAC”) and Barclays Bank
PLC (“Barclays”) were the largest stockholders of BlackRock, Inc.
(“BlackRock”). Due to the ownership structure, PNC is an affiliate of
the Funds for 1940 Act purposes, but BAC and Barclays are not.
Each Fund entered into an Investment Advisory Agreement with
BlackRock Advisors, LLC (the “Manager”), the Funds’ investment advisor,
an indirect, wholly owned subsidiary of BlackRock, to provide investment
advisory and administration services. The Manager is responsible for
the management of each Fund’s portfolio and provides the necessary
personnel, facilities, equipment and certain other services necessary
to the operations of each Fund. For such services, each Fund pays the
Manager a monthly fee at the following annual rate of each Fund’s
average daily net assets:
| |
Ready Assets U.S. Treasury Money Fund | 0.50% |
Ready Assets U.S.A. Government Money Fund | 0.45% |
| | |
ANNUAL REPORT | APRIL 30, 2011 | 13 |
Notes to Financial Statements (concluded)
For Ready Assets U.S. Treasury Money Fund, the Manager voluntarily
agreed to waive 0.35% of the investment advisory fees, resulting in an
annual fee of 0.15% of the average daily net assets for the Fund. The
Manager may discontinue or reduce this waiver at any time without
notice. For the year ended April 30, 2011, the Manager waived
$1,175,920, pursuant to this agreement, which is included in fees
waived by advisor in the Statements of Operations.
The Manager entered into a sub-advisory agreement with BlackRock
Institutional Management Company (“BIMC”), an affiliate of the
Manager. The Manager pays BIMC for services it provides, a monthly
fee that is a percentage of the investment advisory fees paid by each
Fund to the Manager.
For the year ended April 30, 2011, each Fund reimbursed the
Manager for certain accounting services, which are included in account-
ing services in the Statements of Operations. The reimbursements were
as follows:
| |
Ready Assets U.S. Treasury Money Fund | $6,458 |
Ready Assets U.S.A. Government Money Fund | $1,509 |
The Funds entered into a Distribution Agreement and Distribution Plan
with BlackRock Investments, LLC (”BRIL“), an affiliate of BlackRock.
Pursuant to the Distribution Plan and in accordance with Rule 12b-1
under the 1940 Act, each Fund pays BRIL ongoing distribution fees. The
fees are accrued daily and paid monthly at the annual rate of 0.125%
based upon the average daily net assets of each Fund.
The Manager and BRIL voluntarily agreed to waive a portion of their
respective management and distribution fees and/or reimburse
operating expenses to enable the Funds to maintain a minimum daily
net investment income dividend. These amounts are reported in the
Statements of Operations as fees waived by advisor, distribution fees
waived and other expenses reimbursed by advisor. The Manager and
BRIL may discontinue the waiver or reimbursement at any time.
Certain officers and/or trustees of the Funds are officers and/or direc-
tors of BlackRock or its affiliates. The Funds reimburse the Manager for
compensation paid to the Funds' Chief Compliance Officer.
3. Income Tax Information:
The tax character of distributions paid during the fiscal years ended
April 30, 2011 and April 30, 2010 was as follows:
| | |
| Ready Assets | Ready Assets |
| U.S. Treasury | U.S.A. Government |
| Money Fund | Money Fund |
Ordinary income: | | |
4/30/2011 | $ 7,308 | $ 1,338 |
4/30/2010 | 121,168 | 14,796 |
Total distributions: | | |
4/30/2011 | $ 7,308 | $ 1,338 |
4/30/2010 | $ 121,168 | $ 14,796 |
As of April 30, 2011, the tax components of accumulated net earnings
were as follows:
| | |
| Ready Assets | Ready Assets |
| U.S. Treasury | U.S.A. Government |
| Money Fund | Money Fund |
Undistributed ordinary income | $ 3,202 | $ 648 |
Total | $ 3,202 | $ 648 |
4. Market and Credit Risk:
In the normal course of business, the Funds invest in securities and
enter 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 obliga-
tions (issuer credit risk). The value of securities held by the Funds may
decline in response to certain events, including those directly involving
the issuers whose securities are owned by the Funds; conditions affect-
ing 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 issuer credit risk, the Funds may
be exposed to counterparty credit risk, or the risk that an entity with
which the Funds have unsettled or open transactions may fail to or be
unable to perform on its commitments. The Funds manage counterparty
credit risk by entering into transactions only with counterparties that they
believe have the financial resources to honor their obligations and by
monitoring the financial stability of those counterparties. Financial
assets, which potentially expose the Funds to market, issuer and coun-
terparty credit risks, consist principally of financial instruments and
receivables due from counterparties. The extent of the Funds' exposure
to market, issuer and counterparty credit risks with respect to these
financial assets is generally approximated by their value recorded in the
Funds' Statements of Assets and Liabilities, less any collateral held by
the Funds.
5. Capital Share Transactions:
The number of shares sold, reinvested and redeemed corresponds to
the net proceeds from the sale of shares, reinvestment of dividends and
distributions and cost of shares redeemed, respectively, since shares are
sold and redeemed at $1.00 per share.
6. Subsequent Events:
Management has evaluated the impact of all subsequent events on each
Fund through the date the financial statements were issued and has
determined that there were no subsequent events requiring adjustment
or additional disclosure in the financial statements.
| | |
14 | ANNUAL REPORT | APRIL 30, 2011 |
Report of Independent Registered Public Accounting Firm
To the Shareholders and Boards of Trustees of Ready
Assets U.S. Treasury Money Fund and Ready Assets
U.S.A. Government Money Fund (collectively the “Funds”):
We have audited the accompanying statement of assets and liabilities of
Ready Assets U.S. Treasury Money Fund, including the schedule of invest-
ments, as of April 30, 2011, 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 financial highlights for
each of the two years in the period then ended, the period December 1,
2008 to April 30, 2009, and each of the three years in the period ended
November 30, 2008. We have also audited the accompanying statement
of assets and liabilities of Ready Assets U.S.A. Government Money Fund,
including the schedule of investments, as of April 30, 2011, 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 financial highlights for each of the two years in the
period then ended, the period September 1, 2008 to April 30, 2009,
and each of the three years in the period ended August 31, 2008. These
financial statements and financial highlights are the responsibility of the
Funds’ 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 Funds are not required to have, nor
were we engaged to perform, an audit of their internal control over finan-
cial 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 Funds’ internal control over finan-
cial 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
procedures included confirmation of securities owned as of April 30,
2011, 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 Ready Assets U.S. Treasury Money Fund as of April 30, 2011, 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 two years in the period then ended,
the period December 1, 2008 to April 30, 2009, and each of the three
years in the period ended November 30, 2008, in conformity with
accounting principles generally accepted in the United States of
America. Additionally, in our opinion, the financial statements and finan-
cial highlights referred to above present fairly, in all material respects,
the financial position of Ready Assets U.S.A. Government Money Fund as
of April 30, 2011, the results of its operations for the year then ended,
the changes in net its assets for each of the two years in the period
then ended, and the financial highlights for each of the two years in the
period then ended, the period September 1, 2008 to April 30, 2009,
and each of the three years in the period ended August 31, 2008, in
conformity with accounting principles generally accepted in the United
States of America.
Deloitte & Touche LLP
Princeton, New Jersey
June 24, 2011
Important Tax Information (Unaudited)
The following information is provided with respect to the ordinary income distributions paid by the Funds for the taxable year ended April 30, 2011:
| | |
| Ready Assets | Ready Assets |
| U.S. Treasury | U.S.A. Government |
| Money Fund | Money Fund |
Federal Obligation Interest1 | 0.33%3 | 0.16% |
Interest-Related Dividends and Qualified Short-Term Capital Gains for Non-US Residents2 | 100.00% | 100.00% |
1 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.
2 Represents the portion of the taxable ordinary income dividends eligible for exemption from US withholding tax for nonresident aliens and foreign corporations.
3 At least 50% of the assets of the Fund were invested in Federal obligations at the end of each fiscal quarter.
| | |
ANNUAL REPORT | APRIL 30, 2011 | 15 |
| | | | | |
Officers and Trustees | | | | |
| | | | Number of BlackRock- | |
| | | | Advised Registered | |
| | Length | | Investment Companies | |
| Position(s) | of Time | | (“RICs”) Consisting of | |
Name, Address | Held with | Served as | | Investment Portfolios | Public |
and Year of Birth | Funds | a Trustee2 | Principal Occupation(s) During Past Five Years | (“Portfolios”) Overseen | Directorships |
Independent Trustees1 | | | | |
Ronald W. Forbes | Co-Chair of | Since | Professor Emeritus of Finance, School of Business, State University | 36 RICs consisting of | None |
55 East 52nd Street | the Board | 2007 | of New York at Albany since 2000. | 98 Portfolios | |
New York, NY 10055 | and Trustee | | | | |
1940 | | | | | |
Rodney D. Johnson | Co-Chair of | Since | President, Fairmount Capital Advisors, Inc. since 1987; Member | 36 RICs consisting of | None |
55 East 52nd Street | the Board | 2007 | of the Archdiocesan Investment Committee of the Archdiocese of | 98 Portfolios | |
New York, NY 10055 | and Trustee | | Philadelphia since 2004; Director, The Committee of Seventy (civic) | | |
1941 | | | since 2006; Director, Fox Chase Cancer Center from 2004 to 2010. | | |
David O. Beim | Trustee | Since | Professor of Professional Practice at the Columbia University | 36 RICs consisting of | None |
55 East 52nd Street | | 2007 | Graduate School of Business since 1991; Trustee, Phillips Exeter | 98 Portfolios | |
New York, NY 10055 | | | Academy since 2002; Chairman, Wave Hill, Inc. (public garden and | | |
1940 | | | cultural center) from 1990 to 2006. | | |
Dr. Matina S. Horner | Trustee | Since | Executive Vice President of Teachers Insurance and Annuity Associa- | 36 RICs consisting of | NSTAR (electric |
55 East 52nd Street | | 2007 | tion and College Retirement Equities Fund from 1989 to 2003. | 98 Portfolios | and gas utility) |
New York, NY 10055 | | | | | |
1939 | | | | | |
Herbert I. London | Trustee | Since | Professor Emeritus, New York University since 2005; John M. Olin | 36 RICs consisting of | AIMS Worldwide, |
55 East 52nd Street | | 2007 | Professor of Humanities, New York University from 1993 to 2005 | 98 Portfolios | Inc. (marketing) |
New York, NY 10055 | | | and Professor thereof from 1980 to 2005; President, Hudson | | |
1939 | | | Institute (policy research organization) since 1997 and Trustee | | |
| | | 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; Director, Cybersettle (dispute resolution | | |
| | | technology) since 2009. | | |
Cynthia A. Montgomery | Trustee | Since | Professor, Harvard Business School since 1989; Director, McLean | 36 RICs consisting of | Newell Rubbermaid, |
55 East 52nd Street | | 2007 | Hospital since 2005; Director, Harvard Business School Publishing | 98 Portfolios | Inc. (manufacturing) |
New York, NY 10055 | | | from 2005 to 2010. | | |
1952 | | | | | |
Joseph P. Platt | Trustee | Since | Director, The West Penn Allegheny Health System (a not-for-profit | 36 RICs consisting of | Greenlight Capital |
55 East 52nd Street | | 2007 | health system) since 2008; Director, Jones and Brown (Canadian | 98 Portfolios | Re, Ltd (reinsurance |
New York, NY 10055 | | | insurance broker) since 1998; General Partner, Thorn Partners, LP | | company) |
1947 | | | (private investment) since 1998; Director, WQED Multi-Media (public | | |
| | | broadcasting not-for-profit) since 2001; 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 | 36 RICs consisting of | None |
55 East 52nd Street | | 2007 | financial consulting firm) since 1981. | 98 Portfolios | |
New York, NY 10055 | | | | | |
1945 | | | | | |
Toby Rosenblatt | Trustee | Since | President, Founders Investments Ltd. (private investments) | 36 RICs consisting of | None |
55 East 52nd Street | | 2007 | since 1999; Director, College Access Foundation of California | 98 Portfolios | |
New York, NY 10055 | | | (philanthropic foundation) since 2009; Director, Forward | | |
1938 | | | Management, LLC since 2007; Director, A.P. Pharma, Inc. | | |
| | | (pharmaceuticals) from 1983 to 2011; Director, The James Irvine | | |
Foundation (philanthropic foundation) from 1998 to 2008. |
| | |
16 | ANNUAL REPORT | APRIL 30, 2011 |
| | | | | |
Officers and Trustees (continued) | | |
| | | | Number of BlackRock- | |
| | | | Advised Registered | |
| | Length | | Investment Companies | |
| Position(s) | of Time | | (“RICs”) Consisting of | |
Name, Address | Held with | Served as | | Investment Portfolios | Public |
and Year of Birth | Funds | a Trustee2 | Principal Occupation(s) During Past Five Years | (“Portfolios”) Overseen | Directorships |
Independent Trustees1 (concluded) | | | | |
Kenneth L. Urish | Trustee | Since | Managing Partner, Urish Popeck & Co., LLC (certified public | 36 RICs consisting of | None |
55 East 52nd Street | | 2007 | accountants and consultants) since 1976; Chairman Elect of | 98 Portfolios | |
New York, NY 10055 | | | the Professional Ethics Committee of the Pennsylvania Institute | | |
1951 | | | of Certified Public Accountants and Committee Member thereof | | |
| | | since 2007; Member of External Advisory Board, The Pennsylvania | | |
| | | State University Accounting Department since 2001; Trustee, The | | |
| | | Holy Family Foundation from 2001 to 2010; President and Trustee, | | |
Pittsburgh Catholic Publishing Associates from 2003 to 2008; |
| | | Director, Inter-Tel from 2006 to 2007. | | |
Frederick W. Winter | Trustee | Since | Professor and Dean Emeritus of the Joseph M. Katz School of | 36 RICs consisting of | None |
55 East 52nd Street | | 2007 | Business, University of Pittsburgh since 2005 and Dean thereof | 98 Portfolios | |
New York, NY 10055 | | | from 1997 to 2005; Director, Alkon Corporation (pneumatics) | | |
1945 | | | since 1992; Director, Tippman Sports (recreation) since 2005; | | |
| | | Director, Indotronix International (IT services) from 2004 to 2008. | | |
| 1 Trustees serve until their resignation, removal or death, or until December 31 of the year in which they turn 72. The Board has approved one-year |
| extensions in terms of Trustees who turn 72 prior to December 31, 2013. | | |
| 2 Date shown is the earliest date a person has served as a Trustee for the Funds covered by this annual report. Following the combination of Merrill |
| Lynch Investment Managers, L.P. (“MLIM”) and 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 certain Trustees as joining the Funds’ board in |
| 2007, each Trustee first became a member of the board of other legacy MLIM or legacy BlackRock funds as follows: David O. Beim, 1998; Ronald W. |
| Forbes, 1977; Dr. Matina S. Horner, 2004; Rodney D. Johnson, 1995; Herbert I. London, 1987; Cynthia A. Montgomery, 1994; Joseph P. Platt, 1999; |
| Robert C. Robb, Jr., 1998; Toby Rosenblatt, 2005; Kenneth L. Urish, 1999; and Frederick W. Winter, 1999. | |
Interested Trustees3 | | | | | |
Richard S. Davis | Trustee | Since | Managing Director, BlackRock, Inc. since 2005; Chief Executive | 165 RICs consisting of | None |
55 East 52nd Street | | 2007 | Officer, State Street Research & Management Company from 2000 | 290 Portfolios | |
New York, NY 10055 | | | to 2005; Chairman of the Board of Trustees, State Street Research | | |
1945 | | | Mutual Funds from 2000 to 2005. | | |
Henry Gabbay | Trustee | Since | Consultant, BlackRock, Inc. from 2007 to 2008; Managing Director, | 165 RICs consisting of | None |
55 East 52nd Street | | 2007 | BlackRock, Inc. from 1989 to 2007; Chief Administrative Officer, | 290 Portfolios | |
New York, NY 10055 | | | BlackRock Advisors, LLC from 1998 to 2007; President of BlackRock | | |
1947 | | | 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 1940 Act, of the Funds based on his position with BlackRock, Inc. and its affiliates. Mr. Gabbay is |
| an “interested person” of the Funds based on his former positions with BlackRock, Inc. and its affiliates as well as his ownership of BlackRock, Inc. and |
| The PNC Financial Services Group, Inc. securities. Trustees serve until their resignation, removal or death, or until December 31 of the year in which |
they turn 72. The Board has approved one-year extensions in terms of Trustees who turn 72 prior to December 31, 2013. |
| | |
ANNUAL REPORT | APRIL 30, 2011 | 17 |
| | | |
Officers and Trustees (concluded) |
| Position(s) | | |
Name, Address | Held with | Length of | |
and Year of Birth | Funds | Time Served | Principal Occupation(s) During Past Five Years |
Officers1 | | | |
John M. Perlowski | President | Since | Managing Director of BlackRock, Inc. since 2009; Global Head of BlackRock Fund Administration since 2009; |
55 East 52nd Street | and Chief | 2010 | Managing Director and Chief Operating Officer of the Global Product Group at Goldman Sachs Asset Management, |
New York, NY 10055 | Executive | | L.P. from 2003 to 2009; Treasurer of Goldman Sachs Mutual Funds from 2003 to 2009 and Senior Vice President |
1964 | Officer | | thereof from 2007 to 2009; Director of Goldman Sachs Offshore Funds from 2002 to 2009; Director of Family |
| | | Resource Network (charitable foundation) since 2009. |
Richard Hoerner, CFA | Vice | Since | Managing Director of BlackRock, Inc. since 2000; Co-head of BlackRock’s Cash Management Portfolio Management |
55 East 52nd Street | President | 2009 | Group since 2002; Member of the Cash Management Group Executive Committee since 2005. |
New York, NY 10055 | | | |
1958 | | | |
Brendan Kyne | Vice | Since | Managing Director of BlackRock, Inc. since 2010; Director of BlackRock, Inc. from 2008 to 2009; Head of Product |
55 East 52nd Street | President | 2009 | Development and Management for BlackRock’s U.S. Retail Group since 2009, Co-head thereof from 2007 to |
New York, NY 10055 | | | 2009; Vice President of BlackRock, Inc. from 2005 to 2008. |
1977 | | | |
Simon Mendelson | Vice | Since | Managing Director of BlackRock, Inc. since 2005; Co-head of the Global Cash and Securities Lending Group since |
55 East 52nd Street | President | 2009 | 2010; Chief Operating Officer and Head of the Global Client Group for BlackRock's Global Cash Management |
New York, NY 10055 | | | Business from 2007 to 2010; Head of BlackRock's Strategy and Development Group from 2005 to 2007; Partner |
1964 | | | of McKinsey & Co. from 1997 to 2005. |
Brian Schmidt | Vice | Since | Managing Director of BlackRock, Inc. since 2004; Various positions with U.S. Trust Company from 1991 to 2003 |
55 East 52nd Street | President | 2009 | including Director from 2001 to 2003 and Senior Vice President from 1998 to 2003; Vice President, Chief Financial |
New York, NY 10055 | | | Officer and Treasurer of Excelsior Funds, Inc., Excelsior Tax-Exempt Funds, Inc. and Excelsior Funds Trust from 2001 |
1958 | | | to 2003. |
Christopher Stavrakos, CFA Vice | Since | Managing Director of BlackRock, Inc. since 2006; Co-head of BlackRock’s Cash Management Portfolio |
55 East 52nd Street | President | 2009 | Management Group since 2006; Senior Vice President, CIO, and Director of Liability Management for the |
New York, NY 10055 | | | Securities Lending Group at Mellon Bank from 1999 to 2006. |
1959 | | | |
Neal Andrews | Chief | Since | Managing Director of BlackRock, Inc. since 2006; Senior Vice President and Line of Business Head of Fund |
55 East 52nd Street | Financial | 2007 | Accounting and Administration at PNC Global Investment Servicing (U.S.) Inc. from 1992 to 2006. |
New York, NY 10055 | Officer | | |
1966 | | | |
Jay Fife | Treasurer | Since | Managing Director of BlackRock, Inc. since 2007 and Director in 2006; Assistant Treasurer of the MLIM and Fund |
55 East 52nd Street | | 2007 | Asset Management, L.P. advised funds from 2005 to 2006; Director of MLIM Fund Services Group from 2001 |
New York, NY 10055 | | | to 2006. |
1970 | | | |
Brian Kindelan | Chief | Since | Chief Compliance Officer of the BlackRock-advised funds since 2007; Managing Director and Senior Counsel of |
55 East 52nd Street | Compliance | 2007 | BlackRock, Inc. since 2005. |
New York, NY 10055 | Officer | | |
1959 | | | |
Ira P. Shapiro | Secretary | Since | Managing Director of BlackRock, Inc. since 2009; Managing Director and Associate General Counsel of Barclays |
55 East 52nd Street | | 2010 | Global Investors from 2008 to 2009; Principal thereof from 2004 to 2008. |
New York, NY 10055 | | | |
1963 | | | |
| 1 Officers of the Funds serve at the pleasure of the Board. |
| Further information about the Officers and Trustees is available in the Funds’ Statement of Additional Information, which can be obtained without |
| charge by calling (800) 441-7762. |
| | | | | |
Investment Advisor | Custodian | Accounting Agent | Distributor | | Address of the Funds |
BlackRock Advisors, LLC | The Bank of New York Mellon | State Street Bank | BlackRock Investments, LLC | 100 Bellevue Parkway |
Wilmington, DE 19809 | New York, NY 10286 | and Trust Company | New York, NY 10022 | | Wilmington, DE 19809 |
Princeton, NJ 08540 |
| | | | |
Sub-Advisor | Transfer Agent | Independent Registered | Legal Counsel | Effective November 16, |
BlackRock Institutional | Financial Data Services, Inc. | Public Accounting Firm | Sidley Austin LLP | 2010, Ira P. Shapiro became |
Management Corporation | Jacksonville, FL 32246 | Deloitte & Touche LLP | New York, NY 10019 | Secretary of the Funds. |
Wilmington, DE 19809 | | Princeton, NJ 08540 | | | |
| | |
18 | ANNUAL REPORT | APRIL 30, 2011 |
Additional Information
General Information
Electronic Delivery
Electronic copies of most financial reports and prospectuses
are available on the Funds’ website (http://www.blackrock.com/
moneymarketreports) or shareholders can sign up for e-mail notifications
of quarterly statements, annual and semi-annual reports and prospec-
tuses by enrolling in the Funds’ 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 advisors, banks or brokerages may offer this service.
Householding
The Funds will mail only one copy of shareholder documents, including
prospectuses, annual and semi-annual reports and proxy statements, to
shareholders with multiple accounts at the same address. This practice
is commonly called “householding” and is intended to reduce expenses
and eliminate 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 Transfer Agent at (800) 221-7210.
Availability of Quarterly Schedule of Investments
The Funds file their complete schedule of portfolio holdings with the
Securities and Exchange Commission (the “SEC”) for the first and third
quarters of each fiscal year on Form N-Q. The Funds’ 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. Information on how to access documents on the SEC’s website
without charge may be obtained by calling (800) SEC-0330. The Funds’
Form N-Q may also be obtained upon request and without charge by
calling (800) 626 1960.
Availability of Proxy Voting Policies and Procedures
A description of the policies and procedures that the Funds use to
determine how to vote proxies relating to portfolio securities is available
(1) without charge, upon request, by calling (800) 626-1960; (2) at
http://www.blackrock.com; and (3) on the SEC’s website at
http://www.sec.gov.
Availability of Proxy Voting Record
Information about how the Funds voted proxies relating to securities
held in the Funds’ portfolio during the most recent 12-month period
ended June 30 is available upon request and without charge (1) at
http://www.blackrock.com or by calling (800) 626-1960 and (2) on the
SEC’s website at http://www.sec.gov.
BlackRock Privacy Principles
BlackRock is committed to maintaining the privacy of its current and for-
mer fund investors and individual clients (collectively, “Clients”) and to
safeguarding their non-public personal information. The following infor-
mation 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 regula-
tions require BlackRock to provide you with additional or different pri-
vacy-related rights beyond what is set forth below, then 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
applications, forms or other documents; (ii) information about your
transactions 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 informa-
tion. 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.
| | |
ANNUAL REPORT | APRIL 30, 2011 | 19 |
This report is transmitted to shareholders only. It is not
authorized for use as an offer of sale or solicitation of an
offer to buy shares of a Fund unless accompanied or
preceded by the Fund’s current prospectus. An investment
in either of the Funds is not insured or guaranteed by the
Federal Deposit Insurance Corporation or any other govern-
ment agency. Although each Fund seeks to preserve the
value of your investment at $1.00 per share, it is possible to
lose money by investing in a Fund. Total return information
assumes reinvestment of all dividends and distributions.
Past performance results shown in this report should not
be considered a representation of future performance.
For current month-end performance information, call (800)
626-1960. A Fund’s current 7-day yield more closely reflects
the current earnings of the Fund than the total returns
quoted. Statements and other information herein are as
dated and are subject to change.
![](https://capedge.com/proxy/N-CSR/0000900092-11-000332/brmoneymarket2ar0411x20x1.jpg)
![](https://capedge.com/proxy/N-CSR/0000900092-11-000332/brmoneymarket2ar0411x20x2.jpg)
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, principal accounting officer, or controller, 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 (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 of a
person 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
The following table presents fees billed by Deloitte & Touche LLP (“D&T”) in each of the
last two fiscal years for the services rendered to the Fund:
| | | | | | | | |
| (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 |
Ready Assets U.S.A. | | | | | | | | |
Government Money | $25,300 | $24,400 | $0 | $0 | $9,100 | $6,100 | $0 | $56 |
Fund | | | | | | | | |
The following table presents fees billed by D&T that were required to be approved by the
registrant’s audit committee (the “Committee”) for services that relate directly to the
operations or financial reporting of the Fund and that are rendered on behalf of BlackRock
Advisors, LLC (“Investment Adviser”) and entities controlling, controlled by, or under
common control with BlackRock (not including any sub-adviser whose role is primarily
portfolio management and is subcontracted with or overseen by another investment adviser)
that provide ongoing services to the Fund (“Fund Service Providers”):
| | |
| Current Fiscal Year End | Previous Fiscal Year End |
(b) Audit-Related Fees1 | $0 | $0 |
(c) Tax Fees2 | $0 | $0 |
(d) All Other Fees3 | $3,030,000 | $2,950,000 |
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 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 Investment Adviser and Fund 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
operations 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 per project. 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 the Committee Chairman 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 Committee pursuant to the de minimis exception in paragraph (c)(7)(i)(C) of Rule 2-01
of Regulation S-X.
(f) Not Applicable
(g) The aggregate non-audit fees paid to the accountant for services rendered by the
accountant to the registrant, the Investment Adviser and the Fund Service Providers were:
| | |
| Current Fiscal Year | Previous Fiscal Year |
Entity Name | End | End |
Ready Assets U.S.A. | $9,100 | $16,933 |
Government Money Fund | | |
Additionally, SAS No. 70 fees for the current and previous fiscal years of $3,030,000 and
$2,950,000, respectively, were billed by D&T to the Investment Adviser.
(h) The Committee has considered and determined that the provision of non-audit services
that were rendered to the 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 the Fund Service Providers 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.
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 – 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 15d-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.
Ready Assets U.S.A. Government Money Fund
By: /S/ John M. Perlowski
John M. Perlowski
Chief Executive Officer (principal executive officer) of
Ready Assets U.S.A. Government Money Fund
Date: July 6, 2011
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/ John M. Perlowski
John M. Perlowski
Chief Executive Officer (principal executive officer) of
Ready Assets U.S.A. Government Money Fund
Date: July 6, 2011
By: /S/ Neal J. Andrews
Neal J. Andrews
Chief Financial Officer (principal financial officer) of
Ready Assets U.S.A. Government Money Fund
Date: July 6, 2011