UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM N-CSR
Investment Company Act file number | 811-06073 |
Cash Management Portfolio
(Exact Name of Registrant as Specified in Charter)
345 Park Avenue
New York, NY 10154-0004
(Address of Principal Executive Offices) (Zip Code)
Registrant’s Telephone Number, including Area Code: (212) 454-7190
Paul Schubert
345 Park Avenue
New York, NY 10154-0004
(Name and Address of Agent for Service)
Date of fiscal year end: | 12/31 |
Date of reporting period: | 12/31/09 |
ITEM 1. REPORT TO STOCKHOLDERS
Investment Portfolio as of December 31, 2009
| Principal Amount ($) | Value ($) |
| |
Certificates of Deposit and Bank Notes 21.2% |
African Development Bank, 3.75%, 1/15/2010 | 13,000,000 | 13,010,098 |
Australia & New Zealand Banking Group Ltd.: |
| 0.28%, 3/1/2010 | 250,000,000 | 250,000,000 |
| 0.29%, 1/14/2010 | 204,000,000 | 204,000,000 |
Banco Bilbao Vizcaya Argentaria SA: |
| 0.24%, 4/6/2010 | 216,000,000 | 216,000,000 |
| 0.25%, 2/18/2010 | 46,200,000 | 46,200,000 |
| 0.25%, 3/31/2010 | 174,000,000 | 174,000,000 |
| 0.26%, 3/19/2010 | 155,000,000 | 155,000,000 |
Bank of Nova Scotia: |
| 0.15%, 1/25/2010 | 100,000,000 | 100,000,000 |
| 0.17%, 3/23/2010 | 5,200,000 | 5,200,000 |
Bank of Tokyo-Mitsubishi UFJ Ltd.: |
| 0.22%, 3/26/2010 | 20,000,000 | 20,000,000 |
| 0.24%, 3/2/2010 | 50,000,000 | 50,000,000 |
| 0.25%, 1/28/2010 | 300,000,000 | 300,000,000 |
| 0.26%, 1/13/2010 | 200,000,000 | 200,000,000 |
Berkshire Hathaway Finance Corp., 4.125%, 1/15/2010 | 10,000,000 | 10,014,294 |
BNP Paribas: |
| 0.23%, 3/11/2010 | 100,000,000 | 100,000,958 |
| 0.23%, 4/9/2010 | 290,000,000 | 290,000,000 |
| 0.25%, 1/19/2010 | 300,000,000 | 300,000,000 |
| 0.25%, 2/9/2010 | 150,000,000 | 150,000,000 |
| 0.25%, 3/19/2010 | 175,000,000 | 175,000,000 |
| 0.26%, 1/11/2010 | 275,000,000 | 275,000,000 |
| 0.26%, 2/22/2010 | 150,000,000 | 150,000,000 |
| 0.28%, 3/3/2010 | 119,100,000 | 119,100,000 |
| 0.28%, 5/19/2010 | 118,200,000 | 118,200,000 |
| 0.28%, 6/10/2010 | 300,000,000 | 300,000,000 |
Caixa Geral de Depositos SA, 0.27%, 1/5/2010 | 52,000,000 | 52,000,000 |
Credit Agricole SA: |
| 0.22%, 4/6/2010 | 290,000,000 | 290,000,000 |
| 0.25%, 2/1/2010 | 200,000,000 | 200,000,000 |
Credit Industriel et Commercial, 0.34%, 1/4/2010 | 107,000,000 | 107,000,000 |
Dexia Credit Local: |
| 0.48%, 4/6/2010 | 200,000,000 | 200,000,000 |
| 0.49%, 3/24/2010 | 30,000,000 | 30,000,341 |
| 0.49%, 4/5/2010 | 40,000,000 | 40,000,521 |
| 0.75%, 2/11/2010 | 104,500,000 | 104,500,593 |
| 1.06%, 1/4/2010 | 179,500,000 | 179,500,149 |
DnB NOR Bank ASA: |
| 0.22%, 2/8/2010 | 100,000,000 | 100,000,000 |
| 0.28%, 5/20/2010 | 120,200,000 | 120,200,000 |
| 0.35%, 3/22/2010 | 235,000,000 | 235,015,607 |
Intesa Sanpaolo SpA, 0.28%, 6/8/2010 | 200,000,000 | 200,000,000 |
Kreditanstalt fuer Wiederaufbau, 5.0%, 6/1/2010 | 54,639,000 | 55,600,832 |
Landeskreditbank Baden-Wuerttemberg Foerderbank, 4.25%, 9/15/2010 | 113,000,000 | 116,007,818 |
Landwirtschaftliche Rentenbank, 2.625%, 2/26/2010 | 100,000,000 | 100,265,641 |
Mizuho Corporate Bank Ltd.: |
| 0.21%, 3/9/2010 | 140,000,000 | 140,000,000 |
| 0.23%, 2/17/2010 | 118,200,000 | 118,200,000 |
| 0.25%, 1/8/2010 | 250,000,000 | 250,000,000 |
| 0.25%, 1/11/2010 | 300,000,000 | 300,000,000 |
Natixis, 0.27%, 1/11/2010 | 100,000,000 | 100,000,000 |
Nordea Bank Finland PLC, 0.75%, 9/23/2010 | 75,500,000 | 75,500,000 |
NRW.Bank, 5.375%, 7/19/2010 | 25,000,000 | 25,685,444 |
Rabobank Nederland NV: |
| 0.2%, 3/11/2010 | 25,000,000 | 25,000,479 |
| 0.22%, 1/8/2010 | 98,575,000 | 98,575,191 |
| 0.26%, 2/24/2010 | 200,000,000 | 200,000,000 |
| 0.28%, 1/7/2010 | 119,750,000 | 119,750,000 |
| 0.36%, 3/24/2010 | 135,500,000 | 135,503,058 |
Societe Generale: |
| 0.205%, 1/15/2010 | 300,000,000 | 300,000,000 |
| 0.26%, 3/1/2010 | 338,000,000 | 338,000,000 |
Svensk Exportkredit AB, 4.5%, 9/27/2010 | 30,000,000 | 30,844,976 |
Svenska Handelsbanken AB: |
| 0.2%, 3/1/2010 | 100,000,000 | 100,001,638 |
| 0.2%, 3/22/2010 | 28,650,000 | 28,650,318 |
| 0.22%, 1/5/2010 | 100,000,000 | 100,000,111 |
| 0.22%, 1/6/2010 | 45,500,000 | 45,500,032 |
| 0.23%, 1/25/2010 | 85,000,000 | 85,000,566 |
| 0.23%, 1/26/2010 | 50,000,000 | 50,000,347 |
| 0.25%, 2/26/2010 | 30,000,000 | 30,000,466 |
Toronto-Dominion Bank: |
| 0.35%, 4/23/2010 | 40,000,000 | 40,000,000 |
| 0.65%, 4/1/2010 | 62,000,000 | 62,000,000 |
| 0.75%, 2/8/2010 | 179,500,000 | 179,500,000 |
Wal-Mart Stores, Inc., 5.321%, 6/1/2010 | 148,500,000 | 151,345,079 |
Westpac Banking Corp., 0.55%, 4/23/2010 | 12,500,000 | 12,505,032 |
Total Certificates of Deposit and Bank Notes (Cost $8,992,379,589) | 8,992,379,589 |
|
Commercial Paper 46.9% |
Issued at Discount** |
Allied Irish Banks North America, Inc., 144A, 0.45%, 2/16/2010 | 40,000,000 | 39,977,000 |
Alpine Securitization: |
| 144A, 0.17%, 1/19/2010 | 100,000,000 | 99,991,500 |
| 144A, 0.19%, 1/22/2010 | 200,000,000 | 199,977,833 |
Amsterdam Funding Corp., 144A, 0.17%, 1/13/2010 | 58,100,000 | 58,096,708 |
Anglo Irish Bank Corp., Ltd., 144A, 0.75%, 1/19/2010 | 75,000,000 | 74,971,875 |
Antalis US Funding Corp.: |
| 144A, 0.2%, 1/12/2010 | 75,000,000 | 74,995,417 |
| 144A, 0.2%, 1/13/2010 | 52,000,000 | 51,996,533 |
| 144A, 0.22%, 1/15/2010 | 27,000,000 | 26,997,690 |
| 144A, 0.26%, 1/11/2010 | 30,000,000 | 29,997,833 |
| 144A, 0.27%, 1/12/2010 | 48,000,000 | 47,996,040 |
| 144A, 0.27%, 1/25/2010 | 35,000,000 | 34,993,700 |
ASB Finance Ltd.: |
| 0.36%, 4/8/2010 | 20,000,000 | 19,980,600 |
| 0.48%, 2/26/2010 | 28,000,000 | 27,979,093 |
| 0.53%, 3/8/2010 | 23,500,000 | 23,477,166 |
| 1.2%, 3/12/2010 | 20,000,000 | 19,953,333 |
Atlantic Asset Securitization LLC: |
| 144A, 0.16%, 1/6/2010 | 1,891,000 | 1,890,958 |
| 144A, 0.17%, 1/7/2010 | 100,000,000 | 99,997,167 |
Bank of Montreal: |
| 0.17%, 1/11/2010 | 150,000,000 | 149,992,917 |
| 0.18%, 2/22/2010 | 100,000,000 | 99,974,000 |
BlackRock, Inc.: |
| 0.19%, 1/15/2010 | 41,000,000 | 40,996,971 |
| 0.2%, 1/8/2010 | 56,300,000 | 56,297,811 |
| 0.2%, 1/19/2010 | 115,000,000 | 114,988,500 |
| 0.2%, 1/20/2010 | 20,000,000 | 19,997,889 |
| 0.2%, 1/27/2010 | 22,000,000 | 21,996,822 |
| 0.21%, 2/12/2010 | 33,800,000 | 33,791,719 |
BNP Paribas Finance, Inc., 0.11%, 1/26/2010 | 20,000,000 | 19,998,472 |
BNZ International Funding Ltd.: |
| 144A, 0.255%, 2/5/2010 | 35,000,000 | 34,991,323 |
| 144A, 0.3%, 1/26/2010 | 50,000,000 | 49,989,583 |
| 144A, 0.34%, 4/6/2010 | 150,000,000 | 149,865,417 |
| 144A, 0.35%, 4/6/2010 | 30,000,000 | 29,972,292 |
BPCE SA: |
| 0.27%, 2/2/2010 | 129,000,000 | 128,969,040 |
| 0.27%, 2/5/2010 | 78,500,000 | 78,479,394 |
| 0.27%, 2/10/2010 | 37,000,000 | 36,988,900 |
| 0.27%, 2/19/2010 | 17,000,000 | 16,993,753 |
CAFCO LLC, 144A, 0.28%, 1/7/2010 | 34,492,000 | 34,490,390 |
Caisse D'Amortissement de la Dette Sociale: |
| 0.23%, 2/25/2010 | 149,000,000 | 148,947,643 |
| 0.27%, 3/19/2010 | 83,880,000 | 83,831,559 |
| 0.27%, 3/23/2010 | 28,000,000 | 27,982,990 |
| 0.48%, 4/19/2010 | 63,000,000 | 62,909,280 |
| 0.65%, 3/12/2010 | 124,500,000 | 124,342,646 |
| 0.7%, 1/8/2010 | 128,500,000 | 128,482,510 |
Cancara Asset Securitisation LLC: |
| 144A, 0.25%, 1/13/2010 | 50,000,000 | 49,995,833 |
| 144A, 0.25%, 1/14/2010 | 21,000,000 | 20,998,104 |
| 144A, 0.26%, 2/4/2010 | 30,000,000 | 29,992,633 |
| 144A, 0.27%, 2/16/2010 | 22,000,000 | 21,992,410 |
| 144A, 0.31%, 1/7/2010 | 95,000,000 | 94,995,092 |
| 144A, 0.31%, 1/11/2010 | 60,000,000 | 59,994,833 |
| 144A, 0.32%, 1/5/2010 | 80,000,000 | 79,997,156 |
CBA Delaware Finance, Inc., 0.21%, 2/5/2010 | 110,000,000 | 109,977,542 |
Charta Corp., 144A, 0.25%, 2/2/2010 | 200,000,000 | 199,955,556 |
Citibank Omni Master Trust: |
| 144A, 0.65%, 1/6/2010 | 100,000,000 | 99,990,972 |
| 144A, 0.65%, 1/13/2010 | 69,100,000 | 69,085,028 |
| 144A, 0.65%, 1/20/2010 | 160,631,969 | 160,576,863 |
Citigroup Funding, Inc., 0.3%, 1/22/2010 | 175,000,000 | 174,969,375 |
Clipper Receivables Co., LLC: |
| 0.19%, 1/14/2010 | 150,000,000 | 149,989,708 |
| 0.2%, 1/22/2010 | 117,000,000 | 116,986,350 |
Coca-Cola Co., 0.11%, 1/21/2010 | 22,650,000 | 22,648,616 |
CRC Funding LLC, 144A, 0.28%, 1/7/2010 | 46,000,000 | 45,997,853 |
Danske Corp.: |
| 144A, 0.18%, 1/5/2010 | 100,000,000 | 99,998,000 |
| 144A, 0.6%, 1/11/2010 | 37,000,000 | 36,993,833 |
Dexia Delaware LLC: |
| 0.05%, 1/4/2010 | 38,278,000 | 38,277,841 |
| 0.29%, 1/7/2010 | 200,000,000 | 199,990,333 |
DnB NOR Bank ASA, 0.29%, 6/4/2010 | 500,000,000 | 499,379,722 |
General Electric Capital Corp.: |
| 0.12%, 1/22/2010 | 10,000,000 | 9,999,300 |
| 0.24%, 4/14/2010 | 130,000,000 | 129,910,733 |
| 0.25%, 3/1/2010 | 150,000,000 | 149,938,542 |
| 0.28%, 5/18/2010 | 100,000,000 | 99,893,444 |
General Electric Capital Services, Inc.: |
| 0.22%, 3/12/2010 | 125,000,000 | 124,946,528 |
| 0.26%, 3/22/2010 | 200,000,000 | 199,884,444 |
Governor & Co. of the Bank of Ireland, 0.63%, 1/21/2010 | 60,000,000 | 59,979,000 |
Grampian Funding LLC: |
| 144A, 0.25%, 1/11/2010 | 5,000,000 | 4,999,653 |
| 144A, 0.27%, 2/16/2010 | 15,000,000 | 14,994,825 |
| 144A, 0.31%, 2/17/2010 | 300,000,000 | 299,875,972 |
| 144A, 0.35%, 1/21/2010 | 11,000,000 | 10,997,861 |
| 144A, 0.38%, 1/20/2010 | 45,500,000 | 45,490,875 |
| 144A, 0.4%, 1/11/2010 | 113,000,000 | 112,987,444 |
| 144A, 0.405%, 1/4/2010 | 106,000,000 | 105,996,423 |
Hannover Funding Co., LLC: |
| 0.45%, 1/11/2010 | 30,000,000 | 29,996,250 |
| 0.45%, 1/22/2010 | 48,929,000 | 48,916,156 |
| 0.65%, 2/26/2010 | 30,000,000 | 29,969,667 |
| 0.75%, 1/22/2010 | 242,176,000 | 242,070,048 |
ING (US) Funding LLC: |
| 0.19%, 2/17/2010 | 58,000,000 | 57,985,613 |
| 0.2%, 2/17/2010 | 186,000,000 | 185,951,433 |
| 0.21%, 2/1/2010 | 100,000,000 | 99,981,917 |
| 0.21%, 2/4/2010 | 50,000,000 | 49,990,083 |
| 0.22%, 1/6/2010 | 100,000,000 | 99,996,944 |
| 0.225%, 1/5/2010 | 100,000,000 | 99,997,500 |
Irish Life & Permanent PLC: |
| 144A, 0.56%, 2/22/2010 | 17,800,000 | 17,785,602 |
| 144A, 0.56%, 2/23/2010 | 114,000,000 | 113,906,013 |
Johnson & Johnson: |
| 144A, 0.1%, 1/4/2010 | 5,000,000 | 4,999,958 |
| 144A, 0.18%, 4/29/2010 | 200,000,000 | 199,882,000 |
| 144A, 0.19%, 4/26/2010 | 79,800,000 | 79,751,566 |
| 144A, 0.2%, 3/9/2010 | 80,000,000 | 79,970,222 |
| 144A, 0.2%, 5/14/2010 | 45,300,000 | 45,266,528 |
| 144A, 0.2%, 6/3/2010 | 100,000,000 | 99,915,000 |
| 144A, 0.22%, 3/25/2010 | 100,000,000 | 99,949,278 |
| 144A, 0.22%, 7/1/2010 | 100,000,000 | 99,889,389 |
| 144A, 0.22%, 8/2/2010 | 100,000,000 | 99,869,833 |
| 144A, 0.29%, 8/9/2010 | 50,000,000 | 49,911,389 |
KBC Financial Products International Ltd.: |
| 144A, 0.52%, 1/11/2010 | 150,000,000 | 149,978,333 |
| 144A, 0.55%, 1/4/2010 | 84,000,000 | 83,996,150 |
| 144A, 0.58%, 1/6/2010 | 177,700,000 | 177,685,685 |
Liberty Street Funding LLC: |
| 144A, 0.16%, 1/4/2010 | 48,160,000 | 48,159,358 |
| 144A, 0.225%, 2/3/2010 | 25,000,000 | 24,994,844 |
LMA Americas LLC, 144A, 0.2%, 1/25/2010 | 150,000,000 | 149,980,000 |
Market Street Funding LLC: |
| 144A, 0.18%, 1/22/2010 | 27,000,000 | 26,997,165 |
| 144A, 0.2%, 1/21/2010 | 24,029,000 | 24,026,330 |
Microsoft Corp.: |
| 0.07%, 3/16/2010 | 6,000,000 | 5,999,137 |
| 0.15%, 4/14/2010 | 25,000,000 | 24,989,271 |
| 0.19%, 5/10/2010 | 100,000,000 | 99,931,917 |
Natixis: |
| 0.27%, 2/1/2010 | 71,000,000 | 70,983,493 |
| 0.29%, 1/21/2010 | 92,000,000 | 91,985,178 |
Nestle Capital Corp., 144A, 0.6%, 2/16/2010 | 100,000,000 | 99,923,333 |
New York Life Capital Corp.: |
| 144A, 0.15%, 1/14/2010 | 88,493,000 | 88,488,207 |
| 144A, 0.15%, 1/15/2010 | 19,505,000 | 19,503,862 |
Nieuw Amsterdam Receivables Corp.: |
| 144A, 0.2%, 1/8/2010 | 60,000,000 | 59,997,667 |
| 144A, 0.2%, 1/11/2010 | 35,000,000 | 34,998,056 |
| 144A, 0.21%, 2/8/2010 | 45,000,000 | 44,990,025 |
| 144A, 0.22%, 1/22/2010 | 131,300,000 | 131,283,150 |
| 144A, 0.22%, 2/1/2010 | 58,000,000 | 57,989,012 |
NRW.Bank: |
| 0.22%, 1/29/2010 | 144,000,000 | 143,975,360 |
| 0.23%, 2/19/2010 | 400,000,000 | 399,874,778 |
| 0.25%, 3/5/2010 | 82,500,000 | 82,463,906 |
| 0.29%, 1/6/2010 | 37,500,000 | 37,498,490 |
| 0.29%, 1/13/2010 | 113,600,000 | 113,589,019 |
| 0.3%, 1/6/2010 | 100,000,000 | 99,995,833 |
| 0.36%, 2/16/2010 | 75,000,000 | 74,965,500 |
| 0.38%, 1/11/2010 | 26,000,000 | 25,997,256 |
| 0.4%, 3/3/2010 | 40,000,000 | 39,972,889 |
| 0.42%, 3/18/2010 | 50,000,000 | 49,955,667 |
| 0.445%, 4/23/2010 | 75,000,000 | 74,896,167 |
| 0.45%, 7/8/2010 | 188,500,000 | 188,057,025 |
| 0.461%, 6/28/2010 | 94,265,000 | 94,050,599 |
| 0.47%, 2/4/2010 | 29,000,000 | 28,987,127 |
| 0.48%, 2/5/2010 | 113,250,000 | 113,197,150 |
| 0.49%, 5/24/2010 | 125,000,000 | 124,756,701 |
| 0.5%, 1/11/2010 | 126,000,000 | 125,982,500 |
Oesterreichische Kontrollbank AG, 0.15%, 1/4/2010 | 200,000,000 | 199,997,500 |
Procter & Gamble International Funding SCA: |
| 144A, 0.23%, 2/19/2010 | 50,000,000 | 49,984,347 |
| 144A, 0.25%, 1/7/2010 | 25,000,000 | 24,998,958 |
Rabobank USA Financial Corp.: |
| 0.24%, 2/16/2010 | 25,000,000 | 24,992,333 |
| 0.27%, 1/19/2010 | 39,550,000 | 39,544,661 |
| 0.33%, 3/10/2010 | 150,000,000 | 149,906,500 |
Romulus Funding Corp.: |
| 144A, 0.25%, 1/4/2010 | 30,000,000 | 29,999,375 |
| 144A, 0.32%, 1/6/2010 | 17,540,000 | 17,539,220 |
| 144A, 0.32%, 1/7/2010 | 26,850,000 | 26,848,568 |
| 0.32%, 1/8/2010 | 95,000,000 | 94,994,089 |
| 144A, 0.32%, 1/8/2010 | 50,000,000 | 49,996,889 |
| 144A, 0.32%, 1/11/2010 | 30,000,000 | 29,997,333 |
| 144A, 0.32%, 1/12/2010 | 17,000,000 | 16,998,338 |
| 144A, 0.32%, 1/13/2010 | 30,000,000 | 29,996,800 |
| 144A, 0.32%, 1/15/2010 | 26,378,000 | 26,374,717 |
Salisbury Receivables Co., LLC, 144A, 0.2%, 1/20/2010 | 125,000,000 | 124,986,806 |
Sanpaolo IMI US Financial Co.: |
| 0.18%, 1/11/2010 | 150,000,000 | 149,992,500 |
| 0.2%, 1/28/2010 | 100,000,000 | 99,985,000 |
Scaldis Capital LLC: |
| 0.24%, 1/5/2010 | 75,000,000 | 74,998,000 |
| 0.24%, 1/12/2010 | 100,000,000 | 99,992,667 |
| 0.25%, 1/6/2010 | 50,000,000 | 49,998,264 |
| 0.26%, 1/19/2010 | 180,000,000 | 179,976,600 |
| 0.26%, 1/20/2010 | 200,000,000 | 199,972,556 |
| 0.26%, 1/22/2010 | 119,000,000 | 118,981,952 |
| 0.3%, 2/23/2010 | 106,000,000 | 105,953,183 |
Sheffield Receivables Corp., 144A, 0.2%, 2/11/2010 | 100,000,000 | 99,977,222 |
Societe de Prise de Participation de l'Etat: |
| 144A, 0.2%, 3/2/2010 | 144,500,000 | 144,451,833 |
| 144A, 0.21%, 5/20/2010 | 31,500,000 | 31,474,459 |
| 144A, 0.21%, 5/25/2010 | 84,000,000 | 83,929,440 |
| 144A, 0.25%, 5/26/2010 | 155,000,000 | 154,843,924 |
Societe Generale North America, Inc.: |
| 0.01%, 1/4/2010 | 83,000,000 | 82,999,931 |
| 0.21%, 3/9/2010 | 50,000,000 | 49,980,458 |
| 0.245%, 1/14/2010 | 150,000,000 | 149,986,729 |
| 0.25%, 2/10/2010 | 11,000,000 | 10,996,944 |
Standard Chartered Bank: |
| 0.27%, 1/15/2010 | 159,000,000 | 158,983,305 |
| 0.29%, 1/8/2010 | 111,000,000 | 110,993,741 |
Starbird Funding Corp.: |
| 144A, 0.2%, 2/16/2010 | 22,500,000 | 22,494,250 |
| 144A, 0.2%, 2/18/2010 | 25,000,000 | 24,993,333 |
| 144A, 0.21%, 2/17/2010 | 50,000,000 | 49,986,292 |
Straight-A Funding LLC: |
| 144A, 0.15%, 1/12/2010 | 80,000,000 | 79,996,333 |
| 144A, 0.17%, 2/16/2010 | 81,000,000 | 80,982,405 |
| 144A, 0.17%, 2/18/2010 | 167,000,000 | 166,962,147 |
| 144A, 0.18%, 1/11/2010 | 50,000,000 | 49,997,500 |
| 144A, 0.18%, 2/3/2010 | 50,000,000 | 49,991,750 |
| 144A, 0.18%, 2/5/2010 | 30,691,000 | 30,685,629 |
| 144A, 0.18%, 2/22/2010 | 25,000,000 | 24,993,500 |
| 144A, 0.18%, 3/1/2010 | 77,000,000 | 76,977,285 |
| 144A, 0.18%, 3/5/2010 | 90,000,000 | 89,971,650 |
| 144A, 0.18%, 3/9/2010 | 50,000,000 | 49,983,250 |
| 144A, 0.18%, 3/12/2010 | 85,000,000 | 84,970,250 |
| 144A, 0.19%, 1/21/2010 | 25,000,000 | 24,997,361 |
| 144A, 0.2%, 1/19/2010 | 47,656,000 | 47,651,234 |
| 144A, 0.2%, 1/25/2010 | 30,031,000 | 30,026,996 |
| 144A, 0.2%, 2/1/2010 | 154,423,000 | 154,396,405 |
| 144A, 0.2%, 2/2/2010 | 60,034,000 | 60,023,327 |
| 144A, 0.2%, 2/3/2010 | 50,143,000 | 50,133,807 |
| 144A, 0.2%, 2/8/2010 | 135,500,000 | 135,471,394 |
| 144A, 0.21%, 1/6/2010 | 100,000,000 | 99,997,083 |
| 144A, 0.21%, 1/12/2010 | 67,799,000 | 67,794,650 |
Swedbank AB: |
| 144A, 0.33%, 3/19/2010 | 94,000,000 | 93,933,652 |
| 144A, 0.81%, 3/30/2010 | 117,500,000 | 117,267,350 |
| 144A, 0.82%, 2/19/2010 | 160,700,000 | 160,520,641 |
| 144A, 0.86%, 6/3/2010 | 120,000,000 | 119,561,400 |
| 144A, 0.89%, 5/28/2010 | 117,700,000 | 117,272,259 |
| 144A, 0.99%, 5/11/2010 | 100,000,000 | 99,642,500 |
| 144A, 1.02%, 6/24/2010 | 22,000,000 | 21,891,540 |
| 144A, 1.07%, 6/10/2010 | 25,000,000 | 24,881,111 |
| 144A, 1.09%, 6/14/2010 | 104,000,000 | 103,483,582 |
Swiss Re Treasury US Corp.: |
| 0.25%, 2/16/2010 | 100,000,000 | 99,968,056 |
| 0.25%, 2/25/2010 | 150,000,000 | 149,942,708 |
| 0.25%, 3/4/2010 | 250,000,000 | 249,892,361 |
Tasman Funding, Inc.: |
| 144A, 0.22%, 1/7/2010 | 89,100,000 | 89,096,733 |
| 144A, 0.22%, 1/22/2010 | 28,063,000 | 28,059,399 |
| 144A, 0.23%, 1/5/2010 | 95,000,000 | 94,997,572 |
Tempo Finance Corp.: |
| 144A, 0.19%, 1/14/2010 | 50,000,000 | 49,996,569 |
| 144A, 0.23%, 1/5/2010 | 31,500,000 | 31,499,195 |
Total Capital Canada Ltd.: |
| 144A, 0.19%, 2/25/2010 | 188,750,000 | 188,695,210 |
| 144A, 0.2%, 1/20/2010 | 276,000,000 | 275,970,867 |
Toyota Credit Canada, Inc.: |
| 0.23%, 3/15/2010 | 50,000,000 | 49,976,681 |
| 0.24%, 1/12/2010 | 50,000,000 | 49,996,333 |
| 0.25%, 2/16/2010 | 12,000,000 | 11,996,167 |
| 0.3%, 4/22/2010 | 50,000,000 | 49,953,750 |
Toyota Credit de Puerto Rico: |
| 0.22%, 3/15/2010 | 50,000,000 | 49,977,694 |
| 0.36%, 3/9/2010 | 50,000,000 | 49,966,500 |
Toyota Motor Credit Corp.: |
| 0.15%, 1/5/2010 | 165,000,000 | 164,997,250 |
| 0.21%, 3/9/2010 | 175,000,000 | 174,931,604 |
| 0.25%, 4/8/2010 | 71,000,000 | 70,952,174 |
| 0.25%, 4/9/2010 | 150,000,000 | 149,897,917 |
Tulip Funding Corp., 144A, 0.18%, 1/19/2010 | 69,094,000 | 69,087,782 |
Victory Receivables Corp.: |
| 144A, 0.19%, 2/2/2010 | 100,000,000 | 99,983,111 |
| 144A, 0.2%, 1/11/2010 | 131,824,000 | 131,816,676 |
| 144A, 0.2%, 1/12/2010 | 90,000,000 | 89,994,500 |
| 144A, 0.2%, 1/19/2010 | 100,044,000 | 100,033,996 |
| 144A, 0.2%, 1/21/2010 | 141,604,000 | 141,588,266 |
Yorktown Capital LLC, 144A, 0.18%, 2/22/2010 | 25,000,000 | 24,993,500 |
Total Commercial Paper (Cost $19,898,089,072) | 19,898,089,072 |
|
Government & Agency Obligations 6.0% |
Foreign Government Obligations 0.4% |
Kingdom of Sweden, 1.0%, 4/26/2010 | 162,000,000 | 162,242,524 |
Republic of Ireland, 0.22%**, 1/14/2010 | 20,000,000 | 19,998,411 |
| 182,240,935 |
Other Government Related 0.2% |
Bank of America NA, FDIC Guaranteed, 1.7%, 12/23/2010 | 50,000,000 | 50,640,168 |
JPMorgan Chase & Co., FDIC Guaranteed, 2.625%, 12/1/2010 | 40,000,000 | 40,825,303 |
| 91,465,471 |
US Government Sponsored Agencies 4.4% |
Federal Home Loan Bank: |
| 0.019%**, 1/13/2010 | 1,036,000 | 1,035,993 |
| 0.21%*, 7/13/2010 | 500,000,000 | 500,013,516 |
| 0.25%*, 5/28/2010 | 150,000,000 | 150,000,000 |
| 0.27%*, 5/21/2010 | 300,000,000 | 300,000,000 |
| 0.5%, 7/13/2010 | 60,750,000 | 60,718,842 |
| 0.55%, 7/29/2010 | 98,450,000 | 98,434,779 |
Federal Home Loan Mortgage Corp.: |
| 0.039%**, 1/25/2010 | 5,000,000 | 4,999,867 |
| 0.159%**, 6/14/2010 | 83,196,000 | 83,135,359 |
| 0.239%**, 7/12/2010 | 56,020,000 | 55,948,295 |
| 0.331%**, 2/2/2010 | 53,000,000 | 52,983,982 |
| 0.366%**, 3/31/2010 | 46,490,000 | 46,447,475 |
| 0.427%**, 5/17/2010 | 19,050,000 | 19,019,054 |
| 1.43%, 9/3/2010 | 97,500,000 | 98,020,957 |
Federal National Mortgage Association: |
| 0.138%**, 3/15/2010 | 150,000,000 | 149,957,417 |
| 0.209%**, 7/1/2010 | 55,000,000 | 54,941,929 |
| 0.225%**, 1/4/2010 | 50,000,000 | 49,998,750 |
| 0.447%**, 6/1/2010 | 20,000,000 | 19,962,250 |
| 0.547%**, 8/5/2010 | 18,400,000 | 18,339,280 |
| 3.25%, 2/10/2010 | 33,353,000 | 33,455,971 |
| 7.125%, 6/15/2010 | 50,000,000 | 51,485,000 |
| 1,848,898,716 |
US Treasury Obligations 1.0% |
US Treasury Bills: |
| 0.045%**, 1/21/2010 | 10,000,000 | 9,999,750 |
| 0.045%**, 2/25/2010 | 18,000,000 | 17,998,762 |
| 0.05%**, 4/8/2010 | 907,000 | 906,878 |
| 0.06%**, 3/11/2010 | 1,661,000 | 1,660,793 |
| 0.205%**, 6/10/2010 | 2,534,000 | 2,531,691 |
| 0.25%**, 1/28/2010 | 50,000,000 | 49,990,625 |
| 0.275%**, 2/4/2010 | 5,590,000 | 5,588,548 |
| 0.43%**, 7/29/2010 | 10,000,000 | 9,975,036 |
| 0.49%**, 7/29/2010 | 1,100,000 | 1,096,871 |
| 0.675%**, 3/11/2010 | 32,257,000 | 32,215,268 |
| 0.69%**, 2/11/2010 | 150,000,000 | 149,882,125 |
| 0.7%**, 3/11/2010 | 130,000,000 | 129,825,583 |
US Treasury Note, 1.75%, 3/31/2010 | 30,000,000 | 30,111,051 |
| 441,782,981 |
Total Government & Agency Obligations (Cost $2,564,388,103) | 2,564,388,103 |
|
Short-Term Notes* 10.6% |
ASB Finance Ltd., 144A, 0.364%, 12/3/2010 | 100,000,000 | 100,007,529 |
Bank of America NA, 0.872%, 5/12/2010 | 18,025,000 | 18,045,414 |
Bank of New York Mellon Corp., 0.678%, 2/5/2010 | 51,350,000 | 51,375,554 |
Bank of Nova Scotia, 0.241%, 11/23/2010 | 35,700,000 | 35,700,000 |
Barclays Bank PLC, 0.43%, 4/21/2010 | 343,000,000 | 343,000,000 |
Bayerische Landesbank, 0.291%, 12/23/2010 | 40,000,000 | 39,964,748 |
Canadian Imperial Bank of Commerce: |
| 0.2%, 7/26/2010 | 35,000,000 | 35,000,000 |
| 0.23%, 2/23/2010 | 130,000,000 | 130,000,000 |
| 0.23%, 3/4/2010 | 50,000,000 | 50,000,000 |
Commonwealth Bank of Australia, 144A, 0.348%, 6/24/2010 | 122,500,000 | 122,500,000 |
Dexia Credit Local, 0.534%, 4/18/2011 | 115,000,000 | 115,015,756 |
General Electric Capital Corp.: |
| 0.284%, 3/12/2010 | 11,792,000 | 11,792,354 |
| 0.314%, 1/4/2010 | 34,700,000 | 34,700,246 |
| 0.354%, 1/20/2010 | 26,321,000 | 26,322,193 |
| 0.655%, 2/26/2010 | 5,208,000 | 5,211,526 |
Governor & Co. of the Bank of Ireland: |
| 0.611%, 1/25/2010 | 130,000,000 | 130,000,000 |
| 0.631%, 1/26/2010 | 63,700,000 | 63,700,000 |
Inter-American Development Bank, 0.24%, 2/19/2010 | 302,300,000 | 302,300,000 |
International Bank for Reconstruction & Development: |
| 0.227%, 2/8/2010 | 25,000,000 | 25,003,136 |
| 0.23%, 2/1/2010 | 221,000,000 | 221,000,000 |
JPMorgan Chase & Co., 0.783%, 1/22/2010 | 10,234,000 | 10,237,194 |
Kreditanstalt fuer Wiederaufbau, 0.333%, 1/21/2010 | 260,000,000 | 260,000,000 |
Merrill Lynch & Co., Inc., 0.498%, 2/5/2010 | 4,417,000 | 4,417,632 |
National Australia Bank Ltd.: |
| 0.384%, 7/12/2010 | 133,000,000 | 133,000,000 |
| 144A, 0.725%, 2/8/2010 | 7,500,000 | 7,503,476 |
Natixis: |
| 0.25%, 2/5/2010 | 50,000,000 | 50,000,000 |
| 0.26%, 3/10/2010 | 275,000,000 | 275,000,000 |
Procter & Gamble International Funding SCA, 0.285%, 5/7/2010 | 100,000,000 | 100,000,000 |
Queensland Treasury Corp., 0.275%, 6/18/2010 | 180,000,000 | 180,000,000 |
Rabobank Nederland NV: |
| 144A, 0.233%, 2/1/2010 | 226,000,000 | 226,006,025 |
| 144A, 0.272%, 12/16/2010 | 75,000,000 | 75,000,000 |
| 144A, 0.284%, 4/7/2011 | 278,000,000 | 278,000,000 |
| 144A, 0.67%, 5/19/2010 | 173,894,000 | 174,203,966 |
Royal Bank of Scotland PLC, 0.316%, 5/21/2010 | 180,000,000 | 180,000,000 |
Societe Generale, 0.184%, 4/19/2010 | 275,000,000 | 275,000,000 |
Wachovia Bank NA, 0.321%, 5/25/2010 | 2,000,000 | 2,000,636 |
Westpac Banking Corp.: |
| 0.19%, 4/15/2010 | 125,000,000 | 125,000,000 |
| 144A, 0.282%, 12/13/2010 | 100,000,000 | 100,000,000 |
| 0.334%, 7/6/2010 | 119,350,000 | 119,350,000 |
| 144A, 0.335%, 7/2/2010 | 50,000,000 | 50,000,000 |
Total Short-Term Notes (Cost $4,485,357,385) | 4,485,357,385 |
|
Supranational 0.4% |
Inter-American Development Bank, 0.339%**, 8/16/2010 (Cost $147,682,705) | 148,000,000 | 147,682,705 |
|
Time Deposits 10.2% |
ABN AMRO Bank NV, 0.0%, 1/4/2010 | 100,000,000 | 100,000,000 |
Banco Bilbao Vizcaya Argentaria SA, 0.0%, 1/4/2010 | 100,000,000 | 100,000,000 |
Barclays Bank PLC, 0.0%, 1/4/2010 | 100,000,000 | 100,000,000 |
Branch Banking & Trust Co., 0.01%, 1/4/2010 | 140,000,000 | 140,000,000 |
Calyon, 0.01%, 1/4/2010 | 380,000,000 | 380,000,000 |
Citibank NA, 0.07%, 1/4/2010 | 15,000,000 | 15,000,000 |
JPMorgan Chase Bank NA, 0.0%, 1/4/2010 | 653,000,000 | 653,000,000 |
KBC Bank NV, 0.01%, 1/4/2010 | 400,000,000 | 400,000,000 |
Lloyds TSB Bank PLC, 0.02%, 1/4/2010 | 360,000,000 | 360,000,000 |
Nordea Bank Finland PLC, 0.0%, 1/4/2010 | 200,000,000 | 200,000,000 |
Royal Bank of Canada, 0.0%, 1/4/2010 | 500,000,000 | 500,000,000 |
Skandinaviska Enskilda Banken AB, 0.01%, 1/4/2010 | 600,000,000 | 600,000,000 |
Societe Generale, 0.01%, 1/4/2010 | 45,000,000 | 45,000,000 |
UBS AG: |
| 0.0%, 1/4/2010 | 100,000,000 | 100,000,000 |
| 0.5%, 1/4/2010 | 100,000,000 | 100,000,000 |
US Bank NA, 0.0%, 1/4/2010 | 354,000,000 | 354,000,000 |
Wells Fargo Bank NA, 0.0%, 1/4/2010 | 200,000,000 | 200,000,000 |
Total Time Deposits (Cost $4,347,000,000) | 4,347,000,000 |
|
Municipal Bonds and Notes 4.7% |
Alaska, State Housing Finance Corp., Capital Project, Series C, 0.2%***, 7/1/2022 | 39,295,000 | 39,295,000 |
Alaska, State Housing Finance Corp., Governmental Purpose, Series B, 0.2%***, 12/1/2030 | 46,875,000 | 46,875,000 |
Arizona, Board of Regents, State University Systems Revenue, Series A, 0.18%***, 7/1/2034, Lloyds TSB Bank PLC (a) | 7,440,000 | 7,440,000 |
Bucks County, PA, Industrial Development Authority Revenue, Grand View Hospital, Series A, 0.23%***, 7/1/2034, TD Bank NA (a) | 6,900,000 | 6,900,000 |
California, Bay Area Toll Authority, Toll Bridge Revenue: |
| Series A2, 0.17%***, 4/1/2047 | 30,200,000 | 30,200,000 |
| Series 2985, 144A, 0.24%***, 4/1/2039 | 47,350,000 | 47,350,000 |
California, Housing Finance Agency Revenue, Home Mortgage, Series M, AMT, 0.35%***, 8/1/2034 | 3,450,000 | 3,450,000 |
California, Housing Finance Agency Revenue, Multi-Family Housing, Series C, AMT, 0.36%***, 2/1/2033 | 20,000,000 | 20,000,000 |
California, State Kindergarten, Series A6, 0.19%***, 5/1/2034, Citibank NA & California State Teacher's Retirement System (a) | 7,000,000 | 7,000,000 |
California, Statewide Communities Development Authority, Multi-Family Housing Revenue, Series 29G, 144A, AMT, 0.25%***, 5/1/2039 | 43,660,000 | 43,660,000 |
California, University Revenues, 0.2%, 1/7/2010 | 23,800,000 | 23,799,207 |
Chicago, IL, Wastewater Transmission Revenue, Series C-2, 0.2%***, 1/1/2039, Bank of America NA (a) | 7,000,000 | 7,000,000 |
Clark County, NV, Industrial Development Revenue, Southwest Gas Corp., Series A, 0.21%***, 12/1/2039, JPMorgan Chase Bank (a) | 12,000,000 | 12,000,000 |
Colorado, Housing & Finance Authority, Single Family Program, Series I-A1, 0.38%***, 11/1/2034 | 16,700,000 | 16,700,000 |
Connecticut, State Health & Educational Revenue, Yale University: | |
| 0.32%, 3/9/2010 | 20,150,000 | 20,137,999 |
| 0.36%, 1/4/2010 | 27,300,000 | 27,299,181 |
District of Columbia, Anacostia Waterfront Corp., Pilot Revenue, Series F02, 144A, 0.24%***, 9/30/2022 | 100,015,000 | 100,015,000 |
District of Columbia, General Obligation, Series C, 0.2%***, 6/1/2026, JPMorgan Chase Bank (a) | 23,120,000 | 23,120,000 |
Essex County, NJ, Improvement Authority Revenue, Pooled Governmental Loan Program, 0.19%***, 7/1/2026, First Union National Bank (a) | 38,050,000 | 38,050,000 |
Florida, Jacksonville Electric Authority, 0.2%, 1/11/2010 | 31,600,000 | 31,600,000 |
Georgia, Private Colleges & Universities Authority Revenue, Emory University, Series B-2, 0.17%***, 9/1/2035 | 25,200,000 | 25,200,000 |
Glen Cove, NY, Housing Authority Revenue, Series 57G, 144A, AMT, 0.26%***, 10/1/2026 | 12,850,000 | 12,850,000 |
Hawaii, State Department of Budget & Finance, Special Purpose Revenue, Hawaii Pacific Health, Series A, 0.28%***, 7/1/2035, Union Bank NA (a) | 8,250,000 | 8,250,000 |
Hempstead, NY, Industrial Development Agency Revenue, Series 92G, 144A, AMT, 0.26%***, 10/1/2045 | 6,000,000 | 6,000,000 |
Highlands County, FL, Health Facilities Authority Revenue, Adventist Health System, Series F, 0.22%***, 11/15/2035, Wachovia Bank NA (a) | 30,350,000 | 30,350,000 |
Hillsborough County, FL, School Board, Certificates of Participation, Master Lease Program, Series A, 0.21%***, 7/1/2023, Wachovia Bank NA (a) (b) | 23,000,000 | 23,000,000 |
Illinois, Development Finance Authority Revenue, Chicago Symphony Project, 0.2%***, 12/1/2033, Bank One NA (a) | 11,000,000 | 11,000,000 |
Illinois, Development Finance Authority, Industrial Development Revenue, Katlaw Tretam & Co. Project, AMT, 0.35%***, 8/1/2027, LaSalle Bank NA (a) | 2,990,000 | 2,990,000 |
Illinois, Development Finance Authority, Industrial Project Revenue, Grecian Delight Foods Project, AMT, 0.35%***, 8/1/2019, LaSalle Bank NA (a) | 1,765,000 | 1,765,000 |
Illinois, Educational Facilities Authority Revenues, 0.25%, 2/4/2010 | 20,000,000 | 20,000,000 |
Illinois, Finance Authority Revenue, Carle Foundation, Series D, 0.21%***, 2/15/2033, JPMorgan Chase Bank (a) | 19,375,000 | 19,375,000 |
Illinois, Finance Authority Revenue, Rehabilitation Institute of Chicago: | |
| Series A, 0.22%***, 4/1/2039, JPMorgan Chase Bank (a) | 7,565,000 | 7,565,000 |
| Series B, 0.22%***, 4/1/2039, JPMorgan Chase Bank (a) | 17,600,000 | 17,600,000 |
Illinois, Finance Authority Revenue, University of Chicago Medical Center, Series A-2, 0.18%***, 8/15/2026, Wells Fargo Bank NA (a) | 14,000,000 | 14,000,000 |
Illionois, Northwestern University, 0.23%, 3/2/2010 | 34,000,000 | 33,986,967 |
Indiana, State Development Finance Authority, Industrial Development Revenue, Enterprise Center VI Project, AMT, 0.4%***, 6/1/2022, LaSalle Bank NA (a) | 4,900,000 | 4,900,000 |
Iowa, Finance Authority, Multi-Family Revenue, Windsor on the River LLC, Series A, AMT, 0.34%***, 5/1/2042, Wells Fargo Bank NA (a) | 17,000,000 | 17,000,000 |
Kansas, State Department of Transportation Highway Revenue, Series A-2, 0.18%***, 9/1/2014 | 27,100,000 | 27,100,000 |
Los Angeles, CA, Department of Water and Power Revenue: | |
| Series A-4, 0.19%***, 7/1/2035 | 12,400,000 | 12,400,000 |
| Series B-2, 144A, 0.2%***, 7/1/2034 | 8,800,000 | 8,800,000 |
Louisiana, Public Facilities Authority Revenue, Dynamic Fuels LLC Project, 0.2%***, 10/1/2033, JPMorgan Chase Bank (a) | 20,000,000 | 20,000,000 |
Louisiana, State Gas & Fuels Tax Revenue, Series A-1, 0.2%***, 5/1/2043, JPMorgan Chase Bank (a) | 11,000,000 | 11,000,000 |
Massachusetts, Bay Transportation Authority, Sales Tax Revenue, Series A-1, 0.18%***, 7/1/2021 | 15,400,000 | 15,400,000 |
Massachusetts, State Development Finance Agency Revenue, Wentworth Institute of Technology, 0.23%***, 10/1/2030, RBS Citizens NA (a) | 28,285,000 | 28,285,000 |
Massachusetts, State Development Finance Agency Revenue, YMCA of Greater Worcester, 0.24%***, 9/1/2041, TD Bank NA (a) | 7,740,000 | 7,740,000 |
Massachusetts, State General Obligation, Series B, 0.24%***, 3/1/2026 | 25,000,000 | 25,000,000 |
Massachusetts, State Health & Educational Facilities Authority Revenue, Amherst College: | |
| Series F, 0.17%***, 11/1/2026 | 30,000,000 | 30,000,000 |
| Series I, 0.17%***, 11/1/2028 | 7,160,000 | 7,160,000 |
| Series J-1, 0.17%***, 11/1/2035 | 23,895,000 | 23,895,000 |
Massachusetts, State Health & Educational Facilities Authority Revenue, Boston University, Series N, 0.22%***, 10/1/2034, Bank of America NA (a) | 13,600,000 | 13,600,000 |
Michigan, State University Revenues, Series A, 0.17%***, 8/15/2030 | 18,155,000 | 18,155,000 |
Minneapolis & St. Paul, MN, Housing & Redevelopment Authority, Allina Health Care Systems: | |
| Series B-1, 0.2%***, 11/15/2035, JPMorgan Chase Bank (a) | 18,005,000 | 18,005,000 |
| Series B-2, 0.2%***, 11/15/2035, JPMorgan Chase Bank (a) | 43,765,000 | 43,765,000 |
Minnesota, State Housing Finance Agency, Residential Housing: | |
| Series J, AMT, 0.27%***, 7/1/2033 | 7,500,000 | 7,500,000 |
| Series C, AMT, 0.27%***, 1/1/2037 | 18,950,000 | 18,950,000 |
Monroe County, GA, Development Authority Pollution Control Revenue, Oglethorpe Power Corp., Series B, 0.22%***, 1/1/2036, JPMorgan Chase Bank (a) | 17,500,000 | 17,500,000 |
Nashville & Davidson County, TN, Metropolitan Government, Health & Educational Facilities Board Revenue, Vanderbilt University, Series A, 0.2%***, 10/1/2030 | 24,850,000 | 24,850,000 |
Nassau County, NY, Industrial Development Agency Revenue, Series 75G, 144A, AMT, 0.26%***, 12/1/2033 | 48,095,000 | 48,095,000 |
New Hampshire, Health & Education Facilities Authority Revenue, Phillips Exeter Academy, 0.24%***, 9/1/2042 | 20,000,000 | 20,000,000 |
New Jersey, Economic Development Authority, Gas Facilities Revenue, Pivotal Utility Holdings, AMT, 0.21%***, 6/1/2032, Wells Fargo Bank NA (a) | 23,800,000 | 23,800,000 |
New Jersey, State Transportation Trust Fund Authority, Transportation Systems, Series D, 0.23%***, 6/15/2032, Sumitomo Mitsui Banking (a) | 23,000,000 | 23,000,000 |
New York, Metropolitan Transportation Authority Revenue, Series E-2, 0.23%***, 11/1/2035, Fortis Bank SA (a) | 41,455,000 | 41,455,000 |
New York, State Dormitory Authority Revenues, State Supported Debt, City University of New York, Series C, 0.19%***, 7/1/2031, Bank of America NA (a) | 29,900,000 | 29,900,000 |
New York, State Energy Research & Development Authority, Pollution Control Revenue, NY State Electric & Gas, Series C, 0.17%***, 6/1/2029, Wells Fargo Bank NA (a) | 11,800,000 | 11,800,000 |
New York, State Housing Finance Agency Revenue, 100 Maiden Lane Properties, Series A, 0.18%***, 5/15/2037 | 38,000,000 | 38,000,000 |
New York, State Housing Finance Agency Revenue, 316 Eleventh Avenue Housing, Series A, AMT, 0.2%***, 5/15/2041 | 28,800,000 | 28,800,000 |
New York, State Local Government Assistance Corp., Series B-3V, 0.17%***, 4/1/2024 | 34,700,000 | 34,700,000 |
New York, State Mortgage Agency, Homeowner Mortgage Revenue, Series 142, AMT, 0.31%***, 10/1/2037 | 10,200,000 | 10,200,000 |
New York, Wells Fargo Stage Trust: |
| Series 72C, 144A, 0.22%***, 8/15/2039 | 19,840,000 | 19,840,000 |
| Series 2009-75C, 144A, 0.24%***, 5/1/2031 | 20,505,000 | 20,505,000 |
New York City, NY, Housing Development Corp., Multi-Family Rent Housing Revenue, 155 West 21st Street Development, Series A, AMT, 0.2%***, 11/15/2037 | 7,300,000 | 7,300,000 |
New York City, NY, Housing Development Corp., Residential Revenue, Queens College, Series A, 0.22%***, 6/1/2043, RBS Citizens NA (a) | 13,000,000 | 13,000,000 |
New York, NY, General Obligation: |
| Series C-4, 0.21%***, 8/1/2020, BNP Paribas (a) | 44,150,000 | 44,150,000 |
| Series I-8, 0.25%***, 4/1/2036, Bank of America NA (a) | 5,500,000 | 5,500,000 |
| Series H-1, 0.3%***, 1/1/2036, Dexia Credit Local (a) | 2,600,000 | 2,600,000 |
| Series J14, 0.32%***, 8/1/2019 | 41,855,000 | 41,855,000 |
North Carolina, Capital Facilities Finance Agency, Exempt Facilities Revenue, Republic Services, Inc., 0.21%***, 9/1/2025, Bank of America NA (a) | 5,000,000 | 5,000,000 |
North Carolina, Charlotte-Mecklenburg Hospital Authority, Health Care Systems Revenue, Series H, 0.18%***, 1/15/2045, Wachovia Bank NA (a) | 25,000,000 | 25,000,000 |
North Texas, Higher Education Authority, Inc., Student Loan Revenue, Series A, AMT, 0.32%***, 12/1/2038, Lloyds TSB Bank PLC (a) | 8,600,000 | 8,600,000 |
North Texas, Tollway Authority Revenue, Series D, 0.22%***, 1/1/2049, JPMorgan Chase Bank (a) | 27,000,000 | 27,000,000 |
Ohio, State Hospital Facility: |
| Series 3591, 144A, 0.24%***, 1/1/2017 | 15,000,000 | 15,000,000 |
| Series 3551, 144A, 0.26%***, 1/1/2033 | 14,960,000 | 14,960,000 |
Orange County, FL, Educational Facilities Authority Revenue, Rollins College Project, 0.2%***, 5/1/2031, Bank of America NA (a) | 1,900,000 | 1,900,000 |
Orange County, FL, Health Facilities Authority Revenue, Adventist Health Sunbelt: | |
| 0.22%***, 11/15/2026, Wachovia Bank NA (a) | 8,550,000 | 8,550,000 |
| 0.32%***, 11/15/2014, Wachovia Bank NA (a) | 6,050,000 | 6,050,000 |
Oregon, State Veterans Welfare, Series B, 0.2%***, 12/1/2045 | 9,500,000 | 9,500,000 |
Philadelphia, PA, Airport Revenue, Series C, AMT, 0.24%***, 6/15/2025, TD Bank NA (a) | 19,485,000 | 19,485,000 |
Pinellas County, FL, Health Facilities Authority Revenue, Baycare Health Systems, Series A2, 0.22%***, 11/1/2038, Northern Trust Co. (a) | 9,750,000 | 9,750,000 |
Riverside County, CA, Certificates of Participation, Public Safety, Communication & Woodcrest Library, 0.23%***, 11/1/2039, Bank of America NA (a) | 5,000,000 | 5,000,000 |
San Francisco, CA, City & County Multi-Family Housing Revenue, Series 34G, 144A, 0.22%***, 12/1/2018 | 11,235,000 | 11,235,000 |
Sarasota County, FL, Public Hospital District Revenue, Sarasota Memorial Hospital, Series B, 0.21%***, 7/1/2037, Bank of America NA (a) | 20,000,000 | 20,000,000 |
Southern California, Metropolitan Water District, Waterworks Revenue, Series B, 0.2%***, 7/1/2028 | 7,000,000 | 7,000,000 |
Texas, Alliance Airport Authority, Inc., Special Facilities Revenue, Series 2088, 144A, AMT, 0.25%***, 4/1/2021 | 24,570,000 | 24,570,000 |
Texas, Gulf Coast Waste Disposal Authority, Environmental Facilities Revenue, ExxonMobil Project, Series A, AMT, 0.2%***, 6/1/2030 | 21,000,000 | 21,000,000 |
Texas, State Taxable Veterans Housing Assistance Fund II, Series C, 0.28%***, 6/1/2031, JPMorgan Chase & Co. (a) | 11,700,000 | 11,700,000 |
Travis County, TX, Health Facilities Development Corp., Retirement Facilities Revenue, Longhorn Village Project, Series B, 0.2%***, 7/1/2037, Bank of Scotland (a) | 23,500,000 | 23,500,000 |
University of Chicago, 0.28%, 1/15/2010 | 21,500,000 | 21,497,659 |
University of Houston, 0.25%, 2/17/2010 | 16,200,000 | 16,200,000 |
Virginia, Commonwealth University, Health Systems Authority Revenue, Series A, 0.19%***, 7/1/2037, Branch Banking & Trust (a) | 11,640,000 | 11,640,000 |
Washington, State Housing Finance Commission, Multi-Family Revenue, Merrill Gardens at Tacoma, Series A, AMT, 0.32%***, 9/15/2040, Bank of America NA (a) | 3,000,000 | 3,000,000 |
Wisconsin, Housing & Economic Development Authority Revenue, Series A, 0.32%***, 5/1/2042 | 14,045,000 | 14,045,000 |
Wisconsin, Housing & Economic Development Authority, Home Ownership Revenue, Series B, 0.28%***, 3/1/2033 | 16,640,000 | 16,640,000 |
Wisconsin, State Health & Educational Facilities Authority Revenue, Aspirus Wausau Hospital, 0.23%***, 8/15/2036, JPMorgan Chase Bank (a) | 2,335,000 | 2,335,000 |
Wisconsin, State Health & Educational Facilities Authority Revenue, Beloit Memorial Hospital, Inc., 0.26%***, 4/1/2036, JPMorgan Chase Bank (a) (b) | 1,300,000 | 1,300,000 |
Total Municipal Bonds and Notes (Cost $2,012,786,013) | 2,012,786,013 |
| % of Net Assets | Value ($) |
| |
Total Investment Portfolio (Cost $42,447,682,867)+ | 100.0 | 42,447,682,867 |
Other Assets and Liabilities, Net | 0.0 | 18,249,517 |
Net Assets | 100.0 | 42,465,932,384 |
* Floating rate notes are securities whose yields vary with a designated market index or market rate, such as the coupon-equivalent of the US Treasury bill rate. These securities are shown at their current rate as of December 31, 2009.
** Annualized yield at time of purchase; not a coupon rate.
*** Variable rate demand notes are securities whose interest rates are reset periodically at market levels. These securities are often payable on demand and are shown at their current rates as of December 31, 2009.
+ The cost for federal income tax purposes was $42,447,682,867.
(a) Security incorporates a letter of credit from the bank listed.
(b) Bond is insured by one of these companies:
Insurance Coverage | As a % of Total Investment Portfolio |
National Public Finance Guarantee Corp. | 0.1 |
Radian | 0.0 |
Many insurers who have traditionally guaranteed payment of municipal issues have been downgraded by the major rating agencies.
144A: Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers.
AMT: Subject to alternative minimum tax.
FDIC: Federal Deposit Insurance Corp.
Fair Value Measurements
Various inputs are used in determining the value of the Fund's investments. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds and credit risk). Level 3 includes significant unobservable inputs (including the Fund's own assumptions in determining the fair value of investments). The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Securities held by a money market fund are reflected as Level 2 because the securities are valued at amortized cost (which approximates fair value) and, accordingly, the inputs used to determine value are not quoted prices in an active market.
The following is a summary of the inputs used as of December 31, 2009 in valuing the Fund's investments. For information on the Fund's policy regarding the valuation of investments, please refer to the Security Valuation section of Note A in the accompanying Notes to Financial Statements.
Assets | Level 1 | Level 2 | Level 3 | Total |
Short-Term Investments (c) | $ — | $ 42,447,682,867 | $ — | $ 42,447,682,867 |
Total | $ — | $ 42,447,682,867 | $ — | $ 42,447,682,867 |
(c) See Investment Portfolio for additional detailed categorizations.
The accompanying notes are an integral part of the financial statements.
Financial Statements
Statement of Assets and Liabilities as of December 31, 2009 |
Assets |
Investments in securities, valued at amortized cost | $ 42,447,682,867 |
Cash | 475,755 |
Receivable for investments sold | 625,000 |
Interest receivable | 21,912,958 |
Other assets | 762,668 |
Total assets | 42,471,459,248 |
Liabilities |
Accrued advisory fee | 4,234,813 |
Other accrued expenses and payables | 1,292,051 |
Total liabilities | 5,526,864 |
Net assets, at value | $ 42,465,932,384 |
The accompanying notes are an integral part of the financial statements.
Statement of Operations for the year ended December 31, 2009 |
Investment Income |
Income: Interest | $ 186,320,002 |
Expenses: Advisory fee | 40,589,354 |
Administration fee | 9,781,812 |
Custodian fee | 985,905 |
Professional fees | 320,767 |
Trustees' fees and expenses | 596,732 |
Other | 703,715 |
Total expenses before expense reductions | 52,978,285 |
Expense reductions | (8,501,343) |
Total expenses after expense reductions | 44,476,942 |
Net investment income | 141,843,060 |
Net realized gain (loss) | 2,999,242 |
Net increase (decrease) in net assets resulting from operations | $ 144,842,302 |
The accompanying notes are an integral part of the financial statements.
Statement of Changes in Net Assets |
Increase (Decrease) in Net Assets | Years Ended December 31, |
2009 | 2008 |
Operations: Net investment income | $ 141,843,060 | $ 927,165,099 |
Net realized gain (loss) | 2,999,242 | (6,875,939) |
Net increase (decrease) in net assets resulting from operations | 144,842,302 | 920,289,160 |
Capital transactions in shares of beneficial interest: Proceeds from capital invested | 296,774,683,917 | 373,665,603,010 |
Value of capital withdrawn | (284,106,783,365) | (378,671,753,786) |
Net increase (decrease) in net assets from capital transactions in shares of beneficial interest | 12,667,900,552 | (5,006,150,776) |
Increase (decrease) in net assets | 12,812,742,854 | (4,085,861,616) |
Net assets at beginning of period | 29,653,189,530 | 33,739,051,146 |
Net assets at end of period | $ 42,465,932,384 | $ 29,653,189,530 |
The accompanying notes are an integral part of the financial statements.
Financial Highlights
Years Ended December 31, | 2009 | 2008 | 2007 | 2006 | 2005 |
Ratios to Average Net Assets and Supplemental Data |
Net assets, end of period ($ millions) | 42,466 | 29,653 | 33,739 | 8,877 | 9,931 |
Ratio of expenses before expense reductions (%) | .16 | .17 | .17 | .20 | .21 |
Ratio of expenses after expense reductions (%) | .14 | .13 | .14 | .18 | .18 |
Ratio of net investment income (%) | .43 | 2.85 | 5.14 | 4.83 | 3.08 |
Total Return (%)a,b | .48 | 2.81 | 5.31 | 4.97 | 3.15 |
a Total return would have been lower had certain expenses not been reduced. b Total return for the Portfolio was derived from the performance of Cash Reserves Fund Institutional. |
Notes to Financial Statements
A. Organization and Significant Accounting Policies
Cash Management Portfolio (the ``Portfolio'') is registered under the Investment Company Act of 1940, as amended (the ``1940 Act''), as an open-end management investment company organized as a New York business trust.
A master/feeder fund structure is one in which a fund (a "feeder fund"), instead of investing directly in a portfolio of securities, invests most or all of its investment assets in a separate registered investment company (the "master fund") with substantially the same investment objective and policies as the feeder fund. Such a structure permits the pooling of assets of two or more feeder funds, preserving separate identities or distribution channels at the feeder fund level. The Portfolio may have several feeder funds, including affiliated DWS feeder funds, with a significant ownership percentage of the Portfolio's net assets. Investment activities of these feeder funds could have a material impact on the Portfolio. As of December 31, 2009, Cash Management Fund, Cash Reserves Fund Institutional Shares, Cash Reserves Fund — Prime Series and DWS Money Market Series owned approximately 5%, 15%, 3% and 75%, respectively, of the Portfolio.
The Portfolio's financial statements are prepared in accordance with accounting principles generally accepted in the United States of America which require the use of management estimates. Actual results could differ from those estimates. The policies described below are followed consistently by the Portfolio in the preparation of its financial statements.
Security Valuation. The Portfolio's securities are valued utilizing the amortized cost method permitted in accordance with Rule 2a-7 under the 1940 Act and certain conditions therein. Under this method, which does not take into account unrealized capital gains or losses on securities, an instrument is initially valued at its cost and thereafter assumes a constant accretion/amortization rate to maturity of any discount or premium.
Investments in open-end investment companies are valued at their net asset value each business day.
Disclosure about the classification of fair value measurements is included in a table following the Portfolio's Investment Portfolio.
Repurchase Agreements. The Portfolio may enter into repurchase agreements with certain banks and broker/dealers whereby the Portfolio, through its custodian or sub-custodian bank, receives delivery of the underlying securities, the amount of which at the time of purchase and each subsequent business day is required to be maintained at such a level that the value is equal to at least the principal amount of the repurchase price plus accrued interest. The custodian bank holds the collateral in a separate account until the agreement matures. If the value of the securities falls below the principal amount of the repurchase agreement plus accrued interest, the financial institution deposits additional collateral by the following business day. If the financial institution either fails to deposit the required additional collateral or fails to repurchase the securities as agreed, the Portfolio has the right to sell the securities and recover any resulting loss from the financial institution. If the financial institution enters into bankruptcy, the Portfolio's claims on the collateral may be subject to legal proceedings.
Federal Income Taxes. The Portfolio is considered a Partnership under the Internal Revenue Code, as amended. Therefore, no federal income tax provision is necessary.
It is intended that the Portfolio's assets, income and distributions will be managed in such a way that an investor in the Portfolio will be able to satisfy the requirements of Subchapter M of the Code, assuming that the investor invested all of its assets in the Portfolio.
The Portfolio has reviewed the tax positions for the open tax years as of December 31, 2009 and has determined that no provision for income tax is required in the Portfolio's financial statements. The Portfolio's federal tax returns for the prior three fiscal years remain open subject to examination by the Internal Revenue Service.
Contingencies. In the normal course of business, the Portfolio may enter into contracts with service providers that contain general indemnification clauses. The Portfolio's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Portfolio that have not yet been made. However, based on experience, the Portfolio expects the risk of loss to be remote.
Other. Investment transactions are accounted for on trade date. Interest income is recorded on the accrual basis. Distributions of income and capital gains from investment companies are recorded on the ex-dividend date. Realized gains and losses from investment transactions are recorded on an identified cost basis. All discounts and premiums are accreted/amortized for both tax and financial reporting purposes.
The Portfolio makes a daily allocation of its net investment income and realized gains and losses from securities transactions to its investors in proportion to their investment in the Portfolio.
B. Fees and Transactions with Affiliates
Deutsche Investment Management Americas Inc. ("DIMA" or the "Advisor") is an indirect, wholly owned subsidiary of Deutsche Bank AG, and the Advisor for the master portfolio.
Under the Advisor Agreement, the Portfolio pays the Advisor a monthly Management fee based on its average daily net assets, computed and accrued daily and payable monthly, at the following annual rates:
First $3.0 billion of the Portfolio's average daily net assets | .1500% |
Next $4.5 billion of such net assets | .1325% |
Over $7.5 billion of such net assets | .1200% |
For the period from January 1, 2009 through September 30, 2009, the Advisor had voluntarily agreed to maintain total operating expenses (excluding certain expenses such as extraordinary expenses, taxes, brokerage and interest) at 0.13% of its average daily net assets. The amount of the waiver and whether the Advisor waives a portion of its fee may vary at any time without notice to shareholders.
For the period from January 1, 2009 through July 29, 2010, the Advisor has contractually agreed to reimburse certain operating expenses to the extent necessary to maintain operating expenses (excluding certain expenses such as extraordinary expenses, taxes, brokerage and interest) at 0.15%.
For the year ended December 31, 2009, the Advisor waived a portion of its management fee aggregating $8,500,336 and the amount charged aggregated $32,089,018, which was equivalent to an annual effective rate of 0.10% of the Portfolio's average daily net assets.
Administration Fee. Pursuant to an Administrative Services Agreement, DIMA provides most administrative services to the Portfolio. For all services provided under the Administrative Services Agreement, the Portfolio pays the Advisor an annual fee ("Administration Fee") of 0.03% of the Portfolio's average daily net assets, computed and accrued daily and payable monthly. For the year ended December 31, 2009, the Administration Fee was $9,781,812, of which $1,117,724 is unpaid.
Trustees' Fees and Expenses. The Portfolio paid each Trustee not affiliated with the Advisor retainer fees plus specified amounts for various committee services and for the Board Chairperson.
C. Fee Reductions
The Portfolio has entered into an arrangement with its custodian whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Portfolio's custodian expenses. During the year ended December 31, 2009, the Portfolio's custodian fee was reduced by $1,007 for custody credits earned.
D. Line of Credit
The Portfolio and other affiliated funds (the "Participants") share in a $450 million revolving credit facility provided by a syndication of banks. The Portfolio may borrow for temporary or emergency purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. The Participants are charged an annual commitment fee which is allocated based on net assets, among each of the Participants. Interest is calculated at a rate per annum equal to the sum of the Federal Funds Rate plus 1.25 percent plus if LIBOR exceeds the Federal Funds Rate the amount of such excess. The Portfolio may borrow up to a maximum of 5 percent of its net assets under the agreement.
E. Review for Subsequent Events
Management has reviewed the events and transactions for subsequent events from January 1, 2010 through February 24, 2010, the date the financial statements were available to be issued, and has determined that there were no material events that would require disclosure in the Portfolio's financial statements through this date.
Report of Independent Registered Public Accounting Firm
To the Trustees and Holders of Beneficial Interest of Cash Management Portfolio:
In our opinion, the accompanying statement of assets and liabilities, including the portfolio of investments, and the related statements of operations and of changes in net assets and the financial highlights presents fairly, in all material respects, the financial position of Cash Management Portfolio (hereafter referred to as the ``Portfolio'') at December 31, 2009, and the results of its operations, the changes in its net assets and the financial highlights for each of the periods indicated therein, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as ``financial statements'') are the responsibility of the Portfolio's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2009 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.
Boston, Massachusetts
February 24, 2010 | PricewaterhouseCoopers LLP |
Investment Management Agreement Approval
The Fund, a series of DWS Institutional Funds, invests all of its assets in Cash Management Portfolio (the "Portfolio") in order to achieve its investment objectives. The Portfolio's Board of Trustees (which is also the Board of Trustees for the Fund), including the Independent Trustees, approved the renewal of the Portfolio's investment management agreement (the "Portfolio Agreement") with Deutsche Investment Management Americas Inc. ("DWS") and the Fund's investment management agreement with DWS (the "Fund Agreement," and together with the Portfolio Agreement, the "Agreements") in September 2009.
In terms of the process that the Board followed prior to approving the Agreements, shareholders should know that:
• In September 2009, all but one of the Portfolio's and Fund's Trustees were independent of DWS and its affiliates.
• The Trustees meet frequently to discuss fund matters. Each year, the Trustees dedicate substantial time to contract review matters. Over the course of several months, the Board's Contract Committee, in coordination with the Board's Fixed Income and Quant Oversight Committee, reviewed comprehensive materials received from DWS, independent third parties and independent counsel. These materials included an analysis of the Fund's performance, fees and expenses, and profitability compiled by the Fund's independent fee consultant. The Board also received extensive information throughout the year regarding performance of the Fund.
• The Independent Trustees regularly meet privately with their independent counsel to discuss contract review and other matters. In addition, the Independent Trustees were also advised by the Fund's independent fee consultant in the course of their review of the Portfolio's and the Fund's contractual arrangements and considered a comprehensive report prepared by the independent fee consultant in connection with their deliberations (the "IFC Report").
• In connection with reviewing the Agreements, the Board also reviewed the terms of the Fund's distribution agreement, administrative services agreement, transfer agency agreement and other material service agreements.
• Based on its evaluation of the information provided, the Contract Committee presented its findings and recommendations to the Independent Trustees as a group. The Independent Trustees reviewed the Contract Committee's findings and recommendations and presented their recommendations to the full Board.
In connection with the contract review process, the Contract Committee and the Board considered the factors discussed below, among others. The Board also considered that DWS and its predecessors have managed the Fund since its inception, and the Board believes that a long-term relationship with a capable, conscientious advisor is in the best interests of the Fund. The Board considered, generally, that shareholders chose to invest or remain invested in the Fund knowing that DWS managed the Fund. DWS is part of Deutsche Bank, a major global banking institution that is engaged in a wide range of financial services. The Board believes that there are significant advantages to being part of a global asset management business that offers a wide range of investing expertise and resources, including hundreds of portfolio managers and analysts with research capabilities in many countries throughout the world.
While shareholders may focus primarily on fund performance and fees, the Board considers these and many other factors, including the quality and integrity of DWS's personnel and such other issues as back-office operations, fund valuations, and compliance policies and procedures.
Nature, Quality and Extent of Services. The Board considered the terms of the Agreements, including the scope of advisory services provided under the Agreements. The Board noted that, under the Agreements, DWS provides portfolio management services to the Fund and that, pursuant to separate administrative services agreements, DWS provides administrative services to the Fund and the Portfolio. The Board considered the experience and skills of senior management and investment personnel, the resources made available to such personnel, the ability of DWS to attract and retain high-quality personnel, and the organizational depth and stability of DWS. The Board reviewed the Fund's performance over short-term and long-term periods and compared those returns to various agreed-upon performance measures, including market indices and a peer universe compiled by the independent fee consultant using information supplied by iMoneyNet. The Board also noted that it has put into place a process of identifying "Focus Funds" (e.g., funds performing poorly relative to their benchmark or a peer universe compiled by iMoneyNet), and receives more frequent reporting and information from DWS regarding such funds, along with DWS's remedial plans to address underperformance. The Board believes this process is an effective manner of identifying and addressing underperforming funds. Based on the information provided, the Board noted that for the one- and three-year periods ended December 31, 2008, the Fund's gross performance (Institutional Class shares) was in the 3rd quartile of the applicable iMoneyNet universe (the 1st quartile being the best performers and the 4th quartile being the worst performers).
On the basis of this evaluation and the ongoing review of investment results by the Board, the Board concluded that the nature, quality and extent of services provided by DWS historically have been and continue to be satisfactory.
Fees and Expenses. The Board considered the Portfolio's investment management fee schedule, operating expenses and total expense ratios, and comparative information provided by Lipper and the independent fee consultant regarding investment management fee rates paid to other investment advisors by similar funds (1st quartile being the most favorable and 4th quartile being the least favorable). With respect to management fees paid to other investment advisors by similar funds, the Board noted that the contractual fee rates paid by the Portfolio, which include a 0.10% fee paid to DWS under the Fund's administrative services agreement, were higher than the median (4th quartile) of the applicable Lipper peer group (based on Lipper data provided as of December 31, 2008). The Board noted that, although shareholders of the Fund indirectly bear the Portfolio's management fee, the Fund does not charge an additional investment management fee. The Board also reviewed data comparing the Fund's total (net) operating expenses to the applicable Lipper expense universe. The Board also noted that the expense limitation agreed to by DWS helped to ensure that the Fund's and the Portfolio's combined total (net) operating expenses would remain competitive.
The information considered by the Board as part of its review of management fees included information regarding fees charged by DWS and its affiliates to similar institutional accounts and to similar funds managed by the same portfolio management teams but offered primarily to European investors ("DWS Europe funds"), in each case as applicable. The Board observed that advisory fee rates for institutional accounts generally were lower than the management fees charged by similarly managed DWS US mutual funds ("DWS Funds"), but also took note of the differences in services provided to DWS Funds as compared to institutional accounts. In the case of DWS Europe funds, the Board observed that fee rates for DWS Europe funds generally were higher than for similarly managed DWS Funds, but noted that differences in the types of services provided to DWS Funds relative to DWS Europe funds made it difficult to compare such fees.
On the basis of the information provided, the Board concluded that management fees were reasonable and appropriate in light of the nature, quality and extent of services provided by DWS.
Profitability. The Board reviewed detailed information regarding revenues received by DWS under the Portfolio Agreement. The Board considered the estimated costs and pre-tax profits realized by DWS from advising the DWS Funds, as well as estimates of the pre-tax profits attributable to managing the Fund in particular. The Board also received information regarding the estimated enterprise-wide profitability of DWS and its affiliates with respect to all fund services in totality and by fund. The Board reviewed DWS's methodology in allocating its costs to the management of the Fund. Based on the information provided, the Board concluded that the pre-tax profits realized by DWS in connection with the management of the Fund were not unreasonable. The Board also reviewed information regarding the profitability of certain similar investment management firms. The Board noted that while information regarding the profitability of such firms is limited (and in some cases is not necessarily prepared on a comparable basis), DWS and its affiliates' overall profitability with respect to the DWS fund complex (after taking into account distribution and other services provided to the funds by DWS and its affiliates) was lower than the overall profitability levels of many comparable firms for which such data was available.
Economies of Scale. The Board considered whether there are economies of scale with respect to the management of the Fund and whether the Fund benefits from any economies of scale. The Board concluded that the Fund's and the Portfolio's fee schedules represent an appropriate sharing between the Fund and the Portfolio, as the case may be, and DWS of such economies of scale as may exist in the management of the Fund and the Portfolio at current asset levels.
Other Benefits to DWS and Its Affiliates. The Board also considered the character and amount of other incidental benefits received by DWS and its affiliates, including any fees received by DWS for administrative services provided to the Fund and any fees received by an affiliate of DWS for distribution services. The Board also considered benefits to DWS related to brokerage and soft-dollar allocations, including allocating brokerage to pay for research generated by parties other than the executing broker dealers, which pertain primarily to funds investing in equity securities, along with the incidental public relations benefits to DWS related to DWS Funds advertising and cross-selling opportunities among DWS products and services. The Board concluded that management fees were reasonable in light of these fallout benefits.
Compliance. The Board considered the significant attention and resources dedicated by DWS to documenting and enhancing its compliance processes in recent years. The Board noted in particular (i) the experience and seniority of both DWS's chief compliance officer and the Fund's chief compliance officer; (ii) the large number of DWS compliance personnel; and (iii) the substantial commitment of resources by DWS and its affiliates to compliance matters.
Based on all of the information considered and the conclusions reached, the Board unanimously (including the Independent Trustees) determined that the continuation of the Agreements is in the best interests of the Fund and the Portfolio. In making this determination, the Board did not give particular weight to any single factor identified above. The Board considered these factors over the course of numerous meetings, certain of which were in executive session with only the Independent Trustees and their counsel present. It is possible that individual Trustees may have weighed these factors differently in reaching their individual decisions to approve the continuation of the Agreements.
Summary of Management Fee Evaluation by Independent Fee Consultant
October 9, 2009, As Revised November 20, 2009
Pursuant to an Order entered into by Deutsche Investment Management Americas and affiliates (collectively, "DeAM") with the Attorney General of New York, I, Thomas H. Mack, have been appointed the Independent Fee Consultant for the DWS Funds (formerly the DWS Scudder Funds). My duties include preparing an annual written evaluation of the management fees DeAM charges the Funds, considering among other factors the management fees charged by other mutual fund companies for like services, management fees DeAM charges other clients for like services, DeAM's costs of supplying services under the management agreements and related profit margins, possible economies of scale if a Fund grows larger, and the nature and quality of DeAM's services, including fund performance. This report summarizes my evaluation for 2009, including my qualifications, the evaluation process for each of the DWS Funds, consideration of certain complex-level factors, and my conclusions. I served in substantially the same capacity in 2007 and 2008.
Qualifications
For more than 35 years I have served in various professional capacities within the investment management business. I have held investment analysis and advisory positions, including securities analyst, portfolio strategist and director of investment policy with a large investment firm. I have also performed business management functions, including business development, financial management and marketing research and analysis.
Since 1991, I have been an independent consultant within the asset management industry. I have provided services to over 125 client organizations, including investment managers, mutual fund boards, product distributors and related organizations. Over the past ten years I have completed a number of assignments for mutual fund boards, specifically including assisting boards with management contract renewal.
I hold a Master of Business Administration degree, with highest honors, from Harvard University and Master of Science and Bachelor of Science (highest honors) degrees from the University of California at Berkeley. I am an independent director and audit committee financial expert for two closed-end mutual funds and serve in various leadership and financial oversight capacities with non-profit organizations.
Evaluation of Fees for each DWS Fund
My work focused primarily on evaluating, fund-by-fund, the fees charged to each of the 124 publicly offered Fund portfolios in the DWS Fund family. For each Fund, I considered each of the key factors mentioned above, as well as any other relevant information. In doing so I worked closely with the Funds' Independent Directors in their annual contract renewal process, as well as in their approval of contracts for several new funds (documented separately).
In evaluating each Fund's fees, I reviewed comprehensive materials provided by or on behalf of DeAM, including expense information prepared by Lipper Analytical, comparative performance information, profitability data, manager histories, and other materials. I also accessed certain additional information from the Lipper, Strategic Insight, and Morningstar databases and drew on my industry knowledge and experience.
To facilitate evaluating this considerable body of information, I prepared for each Fund a document summarizing the key data elements in each area as well as additional analytics discussed below. This made it possible to consider each key data element in the context of the others.
In the course of contract renewal, DeAM agreed to implement a number of fee and expense adjustments requested by the Independent Directors which will favorably impact future fees and expenses, and my evaluation includes the effects of these changes.
Fees and Expenses Compared with Other Funds
The competitive fee and expense evaluation for each fund focused on two primary comparisons:
The Fund's contractual management fee (the advisory fee plus the administration fee where applicable) compared with those of a group of typically 12-15 funds in the same Lipper investment category (e.g. Large Capitalization Growth) having similar distribution arrangements and being of similar size.
The Fund's total expenses compared with a broader universe of funds from the same Lipper investment category and having similar distribution arrangements.
These two comparisons provide a view of not only the level of the fee compared with funds of similar scale but also the total expense the Fund bears for all the services it receives, in comparison with the investment choices available in the Fund's investment category and distribution channel. The principal figure-of-merit used in these comparisons was the subject Fund's percentile ranking against peers.
DeAM's Fees for Similar Services to Others
DeAM provided management fee schedules for all of its US domiciled fund and non-fund investment management accounts in any of the investment categories where there is a DWS Fund. These similar products included the other DWS Funds, non-fund pooled accounts, institutional accounts and sub-advisory accounts. Using this information, I calculated for each Fund the fee that would be charged to each similar product, at the subject Fund's asset level.
Evaluating information regarding non-fund products is difficult because there are varying levels of services required for different types of accounts, with mutual funds generally requiring considerably more regulatory and administrative types of service as well as having more frequent cash flows than other types of accounts. Also, while mutual fund fees for similar fund products can be expected to be similar, there will be some differences due to different pricing conditions in different distribution channels (e.g. retail funds versus those used in variable insurance products), differences in underlying investment processes and other factors.
Costs and Profit Margins
DeAM provided a detailed profitability analysis for each Fund. After making some adjustments so that the presentation would be more comparable to the available industry figures, I reviewed profit margins from investment management alone, from investment management plus other fund services (excluding distribution) provided to the Funds by DeAM (principally shareholder services), and DeAM profits from all sources, including distribution. A later section comments on overall profitability.
Economies of Scale
Economies of scale — an expected decline in management cost per dollar of fund assets as fund assets grow — are very rarely quantified and documented because of inherent difficulties in collecting and analyzing relevant data. However, in virtually every investment category that I reviewed, larger funds tend to have lower fees and lower total expenses than smaller funds. To see how each DWS Fund compares with this industry observation, I reviewed:
The trend in Fund assets over the last five years and the accompanying trend in total expenses. This shows if the Fund has grown and, if so, whether total expense (management fees as well as other expenses) have declined as a percent of assets.
Whether the Fund has break-points in its management fee schedule, the extent of the fee reduction built into the schedule and the asset levels where the breaks take effect, and in the case of a sub-advised Fund how the Fund's break-points compare with those of the sub-advisory fee schedule.
How the Fund's contractual fee schedule compares with trends in the industry data. To accomplish this, I constructed a chart showing how actual latest-fiscal-year contractual fees of the Fund and of other similar funds relate to average fund assets, with the subject Fund's contractual fee schedule superimposed.
Quality of Service — Performance
The quality-of-service evaluation focused on investment performance, which is the principal result of the investment management service. Each Fund's performance was reviewed over the past 1, 3, 5 and 10 years, as applicable, and compared with that of other funds in the same investment category and with a suitable market index.
In addition, I calculated and reviewed risk-adjusted returns relative to an index of similar mutual funds' returns and a suitable market index. The risk-adjusted returns analysis provides a way of determining the extent to which the Fund's return comparisons are mainly the product of investment value-added (or lack thereof) or alternatively taking considerably more or less risk than is typical in its investment category.
I also received and considered the history of portfolio manager changes for each Fund, as this provided an important context for evaluating the performance results.
Complex-Level Considerations
While this evaluation was conducted mainly at the individual fund level, there are some issues relating to the reasonableness of fees that can alternatively be considered across the whole fund complex:
I reviewed DeAM's profitability analysis for all DWS Funds, with a view toward determining if the allocation procedures used were reasonable and how profit levels compared with public data for other investment managers.
I considered whether DeAM and affiliates receive any significant ancillary or "fall-out" benefits that should be considered in interpreting the direct profitability results. These would be situations where serving as the investment manager of the Funds is beneficial to another part of the Deutsche Bank organization.
I considered how aggregated DWS Fund expenses had varied over the years, by asset class and in the context of trends in asset levels.
I reviewed the structure of the DeAM organization, trends in staffing levels, and information on compensation of investment management and other professionals compared with industry data.
Findings
Based on the process and analysis discussed above, which included reviewing a wide range of information from management and external data sources and considering among other factors the fees DeAM charges other clients, the fees charged by other fund managers, DeAM's costs and profits associated with managing the Funds, economies of scale, possible fall-out benefits, and the nature and quality of services provided, in my opinion the management fees charged the DWS Funds are reasonable.
Thomas H. Mack
Board Members and Officers
The following table presents certain information regarding the Board Members and Officers of the Trust as of December 31, 2009. Each Board Member's year of birth is set forth in parentheses after his or her name. Unless otherwise noted, (i) each Board Member has engaged in the principal occupation(s) noted in the table for at least the most recent five years, although not necessarily in the same capacity; and (ii) the address of each Independent Board Member is c/o Paul K. Freeman, Independent Chairman, DWS Funds, PO Box 101833, Denver, CO 80250-1833. Except as otherwise noted below, the term of office for each Board Member is until the election and qualification of a successor, or until such Board Member sooner dies, resigns, is removed or as otherwise provided in the governing documents of the fund. Because the fund does not hold an annual meeting of shareholders, each Board Member will hold office for an indeterminate period. The Board Members may also serve in similar capacities with other funds in the fund complex. The Length of Time Served represents the year in which the Board Member joined the board of one or more DWS funds now overseen by the Board.
Independent Board Members |
Name, Year of Birth, Position with the Fund and Length of Time Served1 | Business Experience and Directorships During the Past Five Years | Number of Funds in DWS Fund Complex Overseen |
Paul K. Freeman (1950) Chairperson since 2009 Board Member since 1993 | Consultant, World Bank/Inter-American Development Bank; Governing Council of the Independent Directors Council (governance, education committees); formerly, Project Leader, International Institute for Applied Systems Analysis (1998-2001); Chief Executive Officer, The Eric Group, Inc. (environmental insurance) (1986-1998) | 126 |
John W. Ballantine (1946) Board Member since 1999 | Retired; formerly, Executive Vice President and Chief Risk Management Officer, First Chicago NBD Corporation/The First National Bank of Chicago (1996-1998); Executive Vice President and Head of International Banking (1995-1996). Directorships: Healthways, Inc. (provider of disease and care management services); Portland General Electric (utility company); Stockwell Capital Investments PLC (private equity). Former Directorships: First Oak Brook Bancshares, Inc. and Oak Brook Bank; Prisma Energy International | 126 |
Henry P. Becton, Jr. (1943) Board Member since 1990 | Vice Chair and former President, WGBH Educational Foundation. Directorships: Association of Public Television Stations; Lead Director, Becton Dickinson and Company3 (medical technology company); Lead Director, Belo Corporation3 (media company); Public Radio International; Public Radio Exchange (PRX); The PBS Foundation. Former Directorships: Boston Museum of Science; American Public Television; Concord Academy; New England Aquarium; Mass. Corporation for Educational Telecommunications; Committee for Economic Development; Public Broadcasting Service | 126 |
Dawn-Marie Driscoll (1946) Board Member since 1987 | President, Driscoll Associates (consulting firm); Executive Fellow, Center for Business Ethics, Bentley University; formerly, Partner, Palmer & Dodge (1988-1990); Vice President of Corporate Affairs and General Counsel, Filene's (1978-1988). Directorships: Trustee of 20 open-end mutual funds managed by Sun Capital Advisers, Inc. (since 2007); Director of ICI Mutual Insurance Company (since 2007); Advisory Board, Center for Business Ethics, Bentley University; Trustee, Southwest Florida Community Foundation (charitable organization). Former Directorships: Investment Company Institute (audit, executive, nominating committees) and Independent Directors Council (governance, executive committees) | 126 |
Keith R. Fox (1954) Board Member since 1996 | Managing General Partner, Exeter Capital Partners (a series of private investment funds). Directorships: Progressive Holding Corporation (kitchen goods importer and distributor); Box Top Media Inc. (advertising); The Kennel Shop (retailer); former Chairman, National Association of Small Business Investment Companies | 126 |
Kenneth C. Froewiss (1945) Board Member since 2001 | Adjunct Professor of Finance, NYU Stern School of Business (September 2009-present; Clinical Professor from 1997-September 2009); Member, Finance Committee, Association for Asian Studies (2002-present); Director, Mitsui Sumitomo Insurance Group (US) (2004-present); prior thereto, Managing Director, J.P. Morgan (investment banking firm) (until 1996) | 126 |
Richard J. Herring (1946) Board Member since 1990 | Jacob Safra Professor of International Banking and Professor, Finance Department, The Wharton School, University of Pennsylvania (since July 1972); Co-Director, Wharton Financial Institutions Center (since July 2000); Director, Japan Equity Fund, Inc. (since September 2007), Thai Capital Fund, Inc. (since September 2007), Singapore Fund, Inc. (since September 2007). Formerly, Vice Dean and Director, Wharton Undergraduate Division (July 1995-June 2000); Director, Lauder Institute of International Management Studies (July 2000-June 2006) | 126 |
William McClayton (1944) Board Member since 2004 | Private equity investor (since October 2009); previously, Managing Director, Diamond Management & Technology Consultants, Inc. (global consulting firm) (2001-2009); Directorship: Board of Managers, YMCA of Metropolitan Chicago; formerly: Senior Partner, Arthur Andersen LLP (accounting) (1966-2001); Trustee, Ravinia Festival | 126 |
Rebecca W. Rimel (1951) Board Member since 1995 | President and Chief Executive Officer, The Pew Charitable Trusts (charitable organization) (1994 to present); Trustee, Thomas Jefferson Foundation (charitable organization) (1994 to present); Trustee, Executive Committee, Philadelphia Chamber of Commerce (2001-2007); Trustee, Pro Publica (2007-present) (charitable organization); Director, CardioNet, Inc.2 (2009-present) (health care). Formerly, Executive Vice President, The Glenmede Trust Company (investment trust and wealth management) (1983-2004); Board Member, Investor Education (charitable organization) (2004-2005); Director, Viasys Health Care2 (January 2007-June 2007) | 126 |
William N. Searcy, Jr. (1946) Board Member since 1993 | Private investor since October 2003; Trustee of 20 open-end mutual funds managed by Sun Capital Advisers, Inc. (since October 1998). Formerly, Pension & Savings Trust Officer, Sprint Corporation2 (telecommunications) (November 1989-September 2003) | 126 |
Jean Gleason Stromberg (1943) Board Member since 1997 | Retired. Formerly, Consultant (1997-2001); Director, Financial Markets US Government Accountability Office (1996-1997); Partner, Fulbright & Jaworski, L.L.P. (law firm) (1978-1996). Directorships: The William and Flora Hewlett Foundation; Business Leadership Council, Wellesley College. Former Directorships: Service Source, Inc., Mutual Fund Directors Forum (2002-2004), American Bar Retirement Association (funding vehicle for retirement plans) (1987-1990 and 1994-1996) | 126 |
Robert H. Wadsworth (1940) Board Member since 1999 | President, Robert H. Wadsworth & Associates, Inc. (consulting firm) (1983 to present); Director, The Phoenix Boys Choir Association | 129 |
Officers4 |
Name, Year of Birth, Position with the Fund and Length of Time Served5 | Principal Occupation(s) During Past 5 Years and Other Directorships Held |
Michael G. Clark6 (1965) President, 2006-present | Managing Director3, Deutsche Asset Management (2006-present); President of DWS family of funds; Director, ICI Mutual Insurance Company (since October 2007); formerly, Director of Fund Board Relations (2004-2006) and Director of Product Development (2000-2004), Merrill Lynch Investment Managers; Senior Vice President Operations, Merrill Lynch Asset Management (1999-2000) |
John Millette7 (1962) Vice President and Secretary, 1999-present | Director3, Deutsche Asset Management |
Paul H. Schubert6 (1963) Chief Financial Officer, 2004-present Treasurer, 2005-present | Managing Director3, Deutsche Asset Management (since July 2004); formerly, Executive Director, Head of Mutual Fund Services and Treasurer for UBS Family of Funds (1998-2004); Vice President and Director of Mutual Fund Finance at UBS Global Asset Management (1994-1998) |
Caroline Pearson7 (1962) Assistant Secretary, 1997-present | Managing Director3, Deutsche Asset Management |
Rita Rubin8 (1970) Assistant Secretary, 2009-present | Vice President and Counsel, Deutsche Asset Management (since October 2007); formerly, Vice President, Morgan Stanley Investment Management (2004-2007); Attorney, Shearman & Sterling LLP (2004); Director and Associate General Counsel, UBS Global Asset Management (US) Inc. (2001-2004) |
Paul Antosca7 (1957) Assistant Treasurer, 2007-present | Director3, Deutsche Asset Management (since 2006); Vice President, The Manufacturers Life Insurance Company (U.S.A.) (1990-2006) |
Jack Clark7 (1967) Assistant Treasurer, 2007-present | Director3, Deutsche Asset Management (since 2007); formerly, Vice President, State Street Corporation (2002-2007) |
Diane Kenneally7 (1966) Assistant Treasurer, 2007-present | Director3, Deutsche Asset Management |
Jason Vazquez8 (1972) Anti-Money Laundering Compliance Officer, 2007-present | Vice President, Deutsche Asset Management (since 2006); formerly, AML Operations Manager for Bear Stearns (2004-2006), Supervising Compliance Principal and Operations Manager for AXA Financial (1999-2004) |
Robert Kloby8 (1962) Chief Compliance Officer, 2006-present | Managing Director3, Deutsche Asset Management |
J. Christopher Jackson8 (1951) Chief Legal Officer, 2006-present | Director3, Deutsche Asset Management (2006-present); formerly, Director, Senior Vice President, General Counsel and Assistant Secretary, Hansberger Global Investors, Inc. (1996-2006); Director, National Society of Compliance Professionals (2002-2005) (2006-2009) |
1 The length of time served represents the year in which the Board Member joined the board of one or more DWS funds currently overseen by the Board.
2 A publicly held company with securities registered pursuant to Section 12 of the Securities Exchange Act of 1934.
3 Executive title, not a board directorship.
4 As a result of their respective positions held with the Advisor, these individuals are considered "interested persons" of the Advisor within the meaning of the 1940 Act. Interested persons receive no compensation from the fund.
5 The length of time served represents the year in which the officer was first elected in such capacity for one or more DWS funds.
6 Address: 345 Park Avenue, New York, New York 10154.
7 Address: One Beacon Street, Boston, MA 02108.
8 Address: 280 Park Avenue, New York, New York 10017.
The fund's Statement of Additional Information ("SAI") includes additional information about the Board Members. The SAI is available, without charge, upon request. If you would like to request a copy of the SAI, you may do so by calling the following toll-free number: (800) 621-1048.
ITEM 2. | CODE OF ETHICS |
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| As of the end of the period, December 31, 2009, Cash Management Portfolio has a code of ethics, as defined in Item 2 of Form N-CSR, that applies to its Principal Executive Officer and Principal Financial Officer. There have been no amendments to, or waivers from, a provision of the code of ethics during the period covered by this report that would require disclosure under Item 2. A copy of the code of ethics is filed as an exhibit to this Form N-CSR. |
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ITEM 3. | AUDIT COMMITTEE FINANCIAL EXPERT |
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| The fund’s audit committee is comprised solely of trustees who are "independent" (as such term has been defined by the Securities and Exchange Commission ("SEC") in regulations implementing Section 407 of the Sarbanes-Oxley Act (the "Regulations")). The fund’s Board of Trustees has determined that there are several "audit committee financial experts" (as such term has been defined by the Regulations) serving on the fund’s audit committee including Mr. William McClayton, the chair of the fund’s audit committee. An “audit committee financial expert” is not an “expert” for any purpose, including for purposes of Section 11 of the Securities Act of 1933 and the designation or identification of a person as an “audit committee financial expert” does not impose on such person any duties, obligations or liability that are greater than the duties, obligations and liability imposed on such person as a member of the audit committee and board of directors in the absence of such designation or identification. |
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ITEM 4. | PRINCIPAL ACCOUNTANT FEES AND SERVICES |
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CASH MANAGEMENT PORTFOLIO
FORM N-CSR DISCLOSURE RE: AUDIT FEES
The following table shows the amount of fees that PricewaterhouseCoopers, LLP (“PWC”), the Fund’s independent registered public accounting firm, billed to the Fund during the Fund’s last two fiscal years. The Audit Committee approved in advance all audit services and non-audit services that PWC provided to the Fund.
Services that the Fund’s Independent Registered Public Accounting Firm Billed to the Fund
Fiscal Year
Ended
December 31, | Audit Fees Billed to Fund | Audit-Related
Fees Billed to Fund | Tax Fees Billed to Fund | All
Other Fees Billed to Fund |
2009 | $54,126 | $0 | $0 | $0 |
2008 | $54,525 | $0 | $0 | $0 |
Services that the Fund’s Independent Registered Public Accounting Firm Billed to the Adviser and Affiliated Fund Service Providers
The following table shows the amount of fees billed by PWC to Deutsche Investment Management Americas Inc. (“DeIM” or the “Adviser”), and any entity controlling, controlled by or under common control with DeIM (“Control Affiliate”) that provides ongoing services to the Fund (“Affiliated Fund Service Provider”), for engagements directly related to the Fund’s operations and financial reporting, during the Fund’s last two fiscal years.
Fiscal Year
December 31, | Audit-Related
Fees Billed to Adviser and Affiliated Fund Service Providers | Tax Fees Billed to Adviser and Affiliated Fund Service Providers | All
Other Fees Billed to Adviser and Affiliated Fund Service Providers |
2009 | $2,000 | $0 | $0 |
2008 | $0 | $19,000 | $0 |
The “Audit-Related Fees” were billed for services in connection with the agreed-upon procedures and the above “Tax Fees” were billed in connection with tax compliance and tax planning.
Non-Audit Services
The following table shows the amount of fees that PWC billed during the Fund’s last two fiscal years for non-audit services. The Audit Committee pre-approved all non-audit services that PWC provided to the Adviser and any Affiliated Fund Service Provider that related directly to the Fund’s operations and financial reporting. The Audit Committee requested and received information from PWC about any non-audit services that PWC rendered during the Fund’s last fiscal year to the Adviser and any Affiliated Fund Service Provider. The Committee considered this information in evaluating PWC’s independence.
Fiscal Year
Ended
December 31, | Total
Non-Audit Fees Billed to Fund (A) | Total Non-Audit Fees billed to Adviser and Affiliated Fund Service Providers (engagements related directly to the operations and financial reporting of the Fund) (B) | Total Non-Audit Fees billed to Adviser and Affiliated Fund Service Providers (all other engagements) (C) | Total of (A), (B)
and (C) |
2009 | $0 | $0 | $100,000 | $100,000 |
2008 | $0 | $19,000 | $0 | $19,000 |
All other engagement fees were billed for services in connection with an internal control review of a subadvisor.
Audit Committee Pre-Approval Policies and Procedures. Generally, each Fund’s Audit Committee must pre approve (i) all services to be performed for a Fund by a Fund’s Independent Registered Public Accounting Firm and (ii) all non-audit services to be performed by a Fund’s Independent Registered Public Accounting Firm for the DIMA Entities with respect to operations and financial reporting of the Fund, except that the Chairperson or Vice Chairperson of each Fund’s Audit Committee may grant the pre-approval for non-audit services described in items (i) and (ii) above for non-prohibited services for engagements of less than $100,000. All such delegated pre approvals shall be presented to each Fund’s Audit Committee no later than the next Audit Committee meeting.
There were no amounts that were approved by the Audit Committee pursuant to the de minimis exception under Rule 2-01 of Regulation S-X.
According to the registrant’s principal Independent Registered Public Accounting Firm, all of the principal Independent Registered Public Accounting Firm's hours spent on auditing the registrant's financial statements were attributed to work performed by full-time permanent employees of the principal Independent Registered Public Accounting Firm.
***
PwC advised the Fund's Audit Committee that PwC has identified two matters that it determined to be inconsistent with the SEC's auditor independence rules. In the first instance, an employee of PwC had power of attorney over an account which included DWS funds. The employee did not perform any audit services for the DWS Funds, but did work on a non audit project for Deutsche Bank AG. In the second instance, an employee of PwC served as a nominee shareholder (effectively equivalent to a Trustee) of various companies/trusts since 2001. Some of these companies held shares of Aberdeen, a sub advisor to certain DWS Funds, and of certain funds sponsored by subsidiaries of Deutsche Bank AG. The trustee relationship has ceased. PwC informed the Audit Committee that these matters could have constituted an investment in an affiliate of an audit client in violation of the Rule 2-01(c)(1) of Regulation S-X. PwC advised the Audit Committee that PwC believes its independence had not been impacted as it related to the audits of the Fund. In reaching this conclusion, PwC noted that during the time of its audit, the engagement team was not aware of the investment and that PwC does not believe these situations affected PwC's ability to act objectively and impartially and to issue a report on financial statements as the funds' independent auditor.
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ITEM 5. | AUDIT COMMITTEE OF LISTED REGISTRANTS |
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| Not Applicable |
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ITEM 6. | SCHEDULE OF INVESTMENTS |
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| Not Applicable |
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ITEM 7. | DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES |
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| Not applicable. |
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ITEM 8. | PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES |
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| Not applicable. |
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ITEM 9. | PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS |
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| Not Applicable. |
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ITEM 10. | SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS |
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| There were no material changes to the procedures by which shareholders may recommend nominees to the Fund’s Board. The primary function of the Nominating and Governance Committee is to identify and recommend individuals for membership on the Board and oversee the administration of the Board Governance Guidelines. Shareholders may recommend candidates for Board positions by forwarding their correspondence by U.S. mail or courier service to Paul K. Freeman, Independent Chairman, DWS Funds, P.O. Box 101833, Denver, CO 80250-1833. |
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ITEM 11. | CONTROLS AND PROCEDURES |
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| (a) The Chief Executive and Financial Officers concluded that the Registrant’s Disclosure Controls and Procedures are effective based on the evaluation of the Disclosure Controls and Procedures as of a date within 90 days of the filing date of this report. |
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| (b) There have been no changes in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal controls over financial reporting. |
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ITEM 12. | EXHIBITS |
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| (a)(1) Code of Ethics pursuant to Item 2 of Form N-CSR is filed and attached hereto as EX-99.CODE ETH. |
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| (a)(2) Certification pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) is filed and attached hereto as Exhibit 99.CERT. |
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| (b) Certification pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)) is furnished and attached hereto as Exhibit 99.906CERT. |
Form N-CSR Item F
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Registrant: | Cash Management Portfolio |
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By: | /s/Michael G. Clark Michael G. Clark President |
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Date: | March 2, 2010 |
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.
Registrant: | Cash Management Portfolio |
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By: | /s/Michael G. Clark Michael G. Clark President |
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Date: | March 2, 2010 |
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By: | /s/Paul Schubert Paul Schubert Chief Financial Officer and Treasurer |
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Date: | March 2, 2010 |
