EXHIBIT 17(e) QUALITY BOND PORTFOLIO The Asset Program, Inc. FUND LOGO Semi-Annual Report July 31, 2000 This report is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Program unless accompanied or preceded by the Program's current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment return and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change. Quality Bond Portfolio The Asset Program, Inc. Box 9011 Princeton, NJ 08543-9011 QUALITY BOND PORTFOLIO Officers and Directors Terry K. Glenn, President and Director Joe Grills, Director Walter Mintz, Director Robert S. Salomon Jr., Director Melvin R. Seiden, Director Stephen B. Swensrud, Director Arthur Zeikel, Director Christopher G. Ayoub, Senior Vice President R. Elise Baum, Senior Vice President Robert C. Doll, Jr., Senior Vice President Lawrence R. Fuller, Senior Vice President Gregory Mark Maunz, Senior Vice President Joseph T. Monagle Jr., Senior Vice President Thomas R. Robinson, Senior Vice President Donald C. Burke, Vice President and Treasurer Allan J. Oster, Secretary Barbara G. Fraser, Secretary of The Asset Program, Inc. has recently retired. The Fund's Board of Directors wishes Ms. Fraser well in her retirement. Custodian The Bank of New York 90 Washington Street, 12th Floor New York, NY 10286 Transfer Agent Financial Data Services, Inc. 4800 Deer Lake Drive East Jacksonville, FL 32246-6484 (800) 637-3863 The Asset Program, Inc., Quality Bond Portfolio, July 31, 2000 DEAR SHAREHOLDER During the six-month period ended July 31, 2000, fixed-income markets remained volatile as the yield curve maintained an inverted shape. The front end of the Treasury yield curve suffered as price movement remained under pressure when investors demanded greater premiums to account for expected increases in the Federal Reserve Board's overnight rates. Throughout the first half of the period, the forward Federal Funds market continually reflected 50 basis points-75 basis points (0.50% - 0.75%) of expected tightening in the six-month rolling contract. (The forward Federal Funds market provides an indication to buyers and sellers of Federal Funds as to what the Federal Funds rate is expected to be at some point in the future, while a six-month rolling contract is an indication of what investors expect the Federal Funds level to be in six months.) On the other hand, long-term interest rates were favorably influenced by two separate sets of events. Inflationary fears, which greatly influence yields on the long end of the curve have, for the most part, been contained as a result of the Federal Reserve Board's restrictive monetary policy. Second, a supply imbalance, brought on by the combination of reduced new issuance and a Treasury buyback program, produced a strong bid for securities in the 20-year-- 30-year sector. Federal Reserve Board monetary policy remained focused on the need to provide for a slowing in the US economy, which grew at an alarming 7.3% in the fourth quarter of 1999. Although first quarter of 2000 growth slowed to 4.8% (adjusted to include benchmark revisions), second quarter preliminary gross domestic product came in at 5.2%, which was above both investor expectations and the Federal Reserve Board's comfort range of 3.5%--4%. Consumer spending continues to fuel the economic fires, although recent reports such as new housing sales and auto purchases have led many to conclude that the Federal Reserve Board should achieve a soft landing of the economy. Consumers have clearly benefited from low unemployment rates and the wealth effect generated from a strong stock market, although if stock market trends mirror the uninspired results reported during the first half of 2000, consumers may slow spending. Additionally, consumer confidence was affected by the dotcom sector and "new economy" sell-off, given the implications that high levels of leverage (for example, margin on brokerage accounts and credit card debt) have on consumer balance sheets. If the Federal Reserve Board's monetary policy were to produce something greater than a soft landing, or should financial assets experience a sustained correction in value, this could translate into a weakening of the economic landscape. Although inflation has been well contained for the most part, the scope of the global recovery has led to fears of rekindling inflation. Commodity pressures, as measured by the Commodities Research Bureau Index, have been building since the beginning of the year. Of prime concern has been a surge in the price of oil, spurred on not only by the Organization of Petroleum Exporting Countries' production limitations, but also on expectations of increased demand by recovering economies. With respect to wage inflation, whether one evaluates wage pressures via hourly earnings, real earnings or employment cost measures, the results currently point to controlled inflation. The ability to export manufacturing capacity, combined with the high levels of productivity, has served to limit the impact of low unemployment. Furthermore, inflation, as measured by both the producer price index and consumer price index, remains well within acceptable levels and clearly points to a lack of pricing pressures. Notwithstanding the inflation outlook, we expect the Federal Reserve Board to remain focused on the need to slow economic momentum. The Federal Reserve Board raised the Federal Funds rate by a more aggressive 0.50% at its May Federal Open Market Committee (FOMC) meeting. This move put the overnight rate at 6.50%, up 175 basis points in the past year. Given this, and combined with a slowing of economic momentum, the Federal Reserve Board kept interest rates the same at its June FOMC meeting, although future increases are still a possibility. On the corporate bond front, new issuance, which was minimal as the new year started, began to pick up during the second quarter, although aggregate levels are still below forecast expectations. Investor appetite for investment-grade corporate bonds was somewhat uninspired, given the intent of Federal Reserve Board policy and the lack of liquidity being provided by the market makers. As a result, yield spreads trended toward historical highs during this period, despite a strong business environment and record levels of corporate profitability. Toward the end of the six-month period, and led by the compression in swap spreads (that is, the difference in basis points at which an AA-rated bank could issue debt relative to a similar maturity Treasury security), corporate bond spreads narrowed as investors perceived the Federal Reserve Board may be nearing the end of the push to raise short-term interest rates. This, combined with very attractive absolute yields, has encouraged some new money to flow into this sector, a trend we believe may continue as we move through the second half of the year. As a result, yield spreads on corporate securities have narrowed. Portfolio Matters Consistent with our earlier strategy, we continued to seek out higher coupon securities with a spread to US Treasury issues given our cautious outlook. We also remained committed to the bigger, more liquid issues, particularly within the corporate bond arena. Given the lack of reasonable liquidity within the investment-grade market, the larger global bonds provided a better investment balance with respect to yield and spread volatility. In line with our expectation relative to the direction of interest rates, we maintained the Portfolio's duration slightly short of the duration of the Merrill Lynch Corporate Master Index. The Portfolio took on a much more barbelled structure as we sold securities in the two-year - five- year maturity range, with proceeds used to build cash balances. In early June, we shifted to a more bulleted structure, given our belief that interest rates may have peaked. Additionally, we sold the Portfolio's longer-dated Treasury securities, with proceeds redirected into the corporate spread market, given our expectations for this sector to outperform in the coming months. With respect to security-specific issues, the Portfolio held an overweighted position in energy-related issuers (primarily integrated oil and gas producers), securities firms, defense contractors, electric utilities, independent finance companies and railroads. During the later part of the period, we began to reduce the Portfolio's holdings in retailers and airlines. We looked to add to positions in defense contractors, industrials, telecommunications companies and life insurers. We continue to underweight the Portfolio in paper and pulp producers, property and casualty insurers and healthcare companies. Going forward, we intend to look to reverse an overweighting we had in the finance sector, with reallocation back to the industrial companies, a sector that we have underweighted for the past year. Spreads for industrials have become very attractive to us, and we want to be in a position to benefit from any cyclical upswing in that sector. Accordingly, we expect to take these two sectors to a market neutral-weighted position. In Conclusion We appreciate your investment in Quality Bond Portfolio of The Asset Program, Inc., and we look forward to sharing our investment outlook and strategies with you in our next report to shareholders. Sincerely, (Terry K. Glenn) Terry K. Glenn President and Director (Christopher G. Ayoub) Christopher G. Ayoub Senior Vice President and Portfolio Manager September 11, 2000 The Asset Program, Inc., Quality Bond Portfolio, July 31, 2000 PERFORMANCE DATA About Fund Performance Investors are able to purchase shares of the Fund through the Merrill Lynch Select Pricing SM System, which offers four pricing alternatives: * Class A Shares incur a maximum initial sales charge (front-end load) of 4% and bear no ongoing distribution or account maintenance fees. Class A Shares are available only to eligible investors. * Class B Shares are subject to a maximum contingent deferred sales charge of 4% if redeemed during the first year, decreasing 1% each year thereafter to 0% after the fourth year. In addition, Class B Shares are subject to a distribution fee of 0.50% and an account maintenance fee of 0.25%. These classes of shares automatically convert to Class D Shares after approximately 10 years. (There is no initial sales charge for automatic share conversions.) * Class C Shares are subject to a distribution fee of 0.55% and an account maintenance fee of 0.25%. In addition, Class C Shares are subject to a 1% contingent deferred sales charge if redeemed within one year of purchase. * Class D Shares incur a maximum initial sales charge of 4% and an account maintenance fee of 0.25% (but no distribution fee). None of the past results shown should be considered a representation of future performance. Figures shown in the "Recent Performance Results" and "Average Annual Total Return" tables assume reinvestment of all dividends and capital gains distributions at net asset value on the payable date. Investment return and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Dividends paid to each class of shares will vary because of the different levels of account maintenance, distribution and transfer agency fees applicable to each class, which are deducted from the income available to be paid to shareholders. The Fund's Investment Adviser voluntarily waived a portion of its management fee. Without such waiver, the Fund's performance would have been lower. Recent Performance Results* 6 Month 12 Month Since Total Total Inception Standardized As of July 31, 2000 Return Return Total Return 30-day Yield Class A Shares +3.86% +4.20% +34.94% 7.20% Class B Shares +3.37 +3.42 +29.12 6.75 Class C Shares +3.34 +3.37 +28.66 6.70 Class D Shares +3.62 +3.94 +33.12 6.96 *Investment results shown do not reflect sales charges; results shown would be lower if a sales charge was included. Total investment returns are based on changes in net asset values for the periods shown, and assume reinvestment of all dividends and capital gains distributions at net asset value on the payable date. The Quality Bond Portfolio's since inception date is 2/01/95. Average Annual Total Return % Return Without % Return With Sales Charge Sales Charge** Class A Shares* One Year Ended 6/30/00 +2.59% -1.52% Five Years Ended 6/30/00 +5.49 +4.63 Inception (2/01/95) to 6/30/00 +5.50 +4.70 *Maximum sales charge is 4%. **Assuming maximum sales charge. % Return % Return Without CDSC With CDSC** Class B Shares* One Year Ended 6/30/00 +1.93% -1.88% Five Years Ended 6/30/00 +4.68 +4.68 Inception (2/01/95) to 6/30/00 +4.67 +4.67 *Maximum contingent deferred sales charge is 4% and is reduced to 0% after 4 years. **Assuming payment of applicable contingent deferred sales charge. % Return % Return Without CDSC With CDSC** Class C Shares* One Year Ended 6/30/00 +1.88% +0.92% Five Years Ended 6/30/00 +4.62 +4.62 Inception (2/01/95) to 6/30/00 +4.60 +4.60 *Maximum contingent deferred sales charge is 1% and is reduced to 0% after 1 year. **Assuming payment of applicable contingent deferred sales charge. % Return Without % Return With Sales Charge Sales Charge** Class D Shares* One Year Ended 6/30/00 +2.44% -1.66% Five Years Ended 6/30/00 +5.25 +4.39 Inception (2/01/95) to 6/30/00 +5.26 +4.46 *Maximum sales charge is 4%. **Assuming maximum sales charge. The Asset Program, Inc., Quality Bond Portfolio, July 31, 2000 SCHEDULE OF INVESTMENTS (in US dollars) S&P Moody's Face INDUSTRIES Ratings Ratings Amount Bonds & Notes Value Aluminum--2.5% A+ A1 $325,000 Alcoa, Inc., 7.375% due 8/01/2010 $ 325,266 Asset-Backed AAA Aaa 150,000 The Money Store Home Equity Trust, 6.225% due 9/15/2023 146,042 Securities*--1.1% Banking--20.1% A A1 250,000 Bank of New York Company, Inc., 7.875% due 11/15/2002 253,430 A- A1 150,000 Bank One Corp., 7.875% due 8/01/2010 148,852 A+ Aa2 500,000 BankAmerica Corp., 5.875% due 2/15/2009 445,045 A- A1 300,000 First Chicago Bank, 8.25% due 6/15/2002 304,059 A A2 250,000 First National Bank of Boston, 7.375% due 9/15/2006 245,885 A A1 200,000 Firstar Bank NA, 7.125% due 12/01/2009 192,006 BBB+ A3 300,000 Great Western Bank, 9.875% due 6/15/2001 305,622 BBB a1 300,000 KeyCorp Capital I, 7.519% due 7/01/2028 (a) 287,430 BBB+ Baa1 250,000 MBNA America Bank NA, 7.10% due 6/10/2004 (a) 250,628 A Aa3 200,000 Wells Fargo Company, 8.375% due 5/15/2002 203,714 ------------ 2,636,671 Finance--2.6% BBB+ Baa1 150,000 Comdisco Inc., 6% due 1/30/2002 143,596 A- A3 210,000 Heller Financial Inc., 7.375% due 11/01/2009 199,117 ------------ 342,713 Finance-- A A2 225,000 Bear Stearns Companies, Inc., 7.625% due 2/01/2005 223,841 Other--14.9% A aa2 100,000 Citigroup Capital II, 7.75% due 12/01/2036 89,856 A- A3 38,000 Donaldson, Lufkin & Jenrette Inc., 6.875% due 11/01/2005 36,481 BBB+ A3 150,000 ERP Operating LP, 7.125% due 10/15/2017 130,050 A+ A1 400,000 Goldman Sachs Group, Inc., 7.625% due 8/17/2005 399,808 A A3 250,000 Lehman Brothers Holdings, Inc., 6.625% due 2/05/2006 235,870 AA- Aa3 250,000 Morgan Stanley, Dean Witter Corp., 7.75% due 6/15/2005 252,618 AA- Aa3 200,000 Morgan Stanley, Dean Witter, Discover & Co., 7.125% due 1/15/2003 199,676 BBB+ Baa1 275,000 Paine Webber Group Inc., 9.25% due 12/15/2001 281,333 A Aa3 100,000 Salomon Smith Barney Holdings, Inc., 7.125% due 10/01/2006 97,611 ------------ 1,947,144 Financial A+ Aa3 100,000 Associates Corporation of North America, Services-- 7.40% due 5/15/2006 98,837 Consumer--11.0% Ford Motor Credit Company: A A2 500,000 7.50% due 3/15/2005 497,160 A A2 100,000 7.875% due 6/15/2010 100,211 AAA Aaa 245,000 General Electric Capital Corp., 8.50% due 7/24/2008 264,509 General Motors Acceptance Corp.: A A2 200,000 8.75% due 7/15/2005 209,194 A A2 300,000 6.15% due 4/05/2007 274,704 ------------ 1,444,615 Industrial-- BBB- Ba1 250,000 Flowers Industries Inc., 7.15% due 4/15/2028 178,800 Consumer Goods-- BBB- Baa3 100,000 Fred Meyer Inc., 7.45% due 3/01/2008 96,133 3.7% AA Aa2 200,000 Wal-Mart Stores, Inc., 8.50% due 9/15/2024 211,418 ------------ 486,351 Industrial-- AA+ Aa1 175,000 BP America Inc., 9.375% due 11/01/2000 175,912 Energy--4.7% A- A3 460,000 Burlington Resources, 7.375% due 3/01/2029 438,716 ------------ 614,628 Industrial-- AA- Aa2 150,000 Hewlett-Packard Company, 7.15% due 6/15/2005 150,392 Manufacturing-- A A2 200,000 Honeywell International, 7.50% due 3/01/2010 200,496 10.8% BBB- Baa3 500,000 Lockheed Martin Corporation, 8.50% due 12/01/2029 515,600 A+ A1 100,000 Motorola Inc., 7.50% due 5/15/2025 100,106 BBB- Baa2 200,000 Raytheon Company, 7.90% due 3/01/2003 (b) 201,500 A+ A2 250,000 United Technologies Corporation, 6.625% due 11/15/2004 246,205 ------------ 1,414,299 Industrial-- A A2 200,000 Computer Sciences Corp., 6.25% due 3/15/2009 179,148 Services--4.3% A A2 182,600 Disney Custom Repackaged Asset Vehicle-403, 6.85% due 1/10/2007 (b) 179,423 BBB Baa2 100,000 Time Warner Entertainment Co., 8.375% due 3/15/2023 103,664 BBB Baa3 100,000 Time Warner Inc., 7.75% due 6/15/2005 100,842 ------------ 563,077 Transportation-- BBB+ Baa2 50,000 Burlington Northern Santa Fe, 6.75% due 3/15/2029 42,910 4.3% BBB Baa2 250,000 CSX Corp., 7.90% due 5/01/2017 240,922 AA+ Aa3 300,000 Continental Airlines, 7.056% due 3/15/2011 282,948 ------------ 566,780 US Government AAA Aaa 320,000 US Treasury Bonds, 5.25% due 2/15/2029 288,851 Obligations--3.2% AAA Aaa 125,000 US Treasury Notes, 6.25% due 7/31/2002 124,902 ------------ 413,753 Utilities-- AA- A1 200,000 AT&T Corporation, 6.50% due 3/15/2029 168,002 Communications-- AA- Aa3 100,000 Ameritech Capital Funding, 6.45% due 1/15/2018 86,939 8.4% BB Ba2 250,000 Frontier Corp., 6% due 10/15/2013 (a) 224,333 A+ Aa3 120,000 GTE California Inc., 5.50% due 1/15/2009 103,886 A+ A2 150,000 GTE Corp., 6.84% due 4/15/2018 137,352 A- A3 200,000 MCI WorldCom Inc., 6.125% due 4/15/2012 195,856 BBB+ Baa1 200,000 Sprint Capital Corporation, 6.125% due 11/15/2008 178,440 ------------ 1,094,808 The Asset Program, Inc., Quality Bond Portfolio, July 31, 2000 SCHEDULE OF INVESTMENTS (concluded) (in US dollars) S&P Moody's Face INDUSTRIES Ratings Ratings Amount Bonds & Notes Value Utilities-- BBB+ Baa1 $100,000 Commonwealth Edison, Inc., 7% due 7/01/2005 $ 97,961 Electric--5.7% A+ A1 100,000 Consolidated Edison, Inc., 6.25% due 2/01/2008 91,981 A A3 175,000 Duke Capital Corp., 7.50% due 10/01/2009 173,357 A A1 250,000 Mississippi Power, 6.05% due 5/01/2003 241,965 A A2 150,000 Virginia Electric & Power Co., 8.625% due 10/01/2024 147,998 ------------ 753,262 Total Investments in Corporate Bonds & Notes (Cost--$13,272,323)--97.3% 12,749,409 SHORT-TERM SECURITIES Issue Commercial 345,000 General Electric Capital Corp., 6.64% due 8/01/2000 345,000 Paper**--2.6% Total Investments in Short-Term Securities (Cost--$345,000)--2.6% 345,000 Total Investments (Cost--$13,617,323)--99.9% 13,094,409 Other Assets Less Liabilities--0.1% 17,175 ------------ Net Assets--100.0% $ 13,111,584 ============ (a)Floating rate note. (b)The security may be offered and sold to "qualified institutional buyers" under Rule 144A of the Securities Act of 1933. *Subject to principal paydowns. **Commercial Paper is traded on a discount basis; the interest rate shown reflects the discount rate paid at the time of purchase by the Portfolio. See Notes to Financial Statements. STATEMENT OF ASSETS ANDLIABILITIES As of July 31, 2000 Assets: Investments, at value (identified cost--$13,617,323) $ 13,094,409 Cash 707 Receivables: Interest $ 230,016 Securities sold 134,319 Investment adviser 52,643 416,978 ------------ Prepaid registration fees and other assets 29,747 -------------- Total assets 13,541,841 -------------- Liabilities: Payables: Securities purchased 274,144 Capital shares redeemed 53,145 Dividends to shareholders 26,552 Distributor 7,755 361,596 ------------ Accrued expenses and other liabilities 68,661 -------------- Total liabilities 430,257 -------------- Net Assets: Net assets $ 13,111,584 ============== Net Assets Class A Shares of capital stock, $.10 par value, Consist of: 6,250,000 shares authorized $ 665 Class B Shares of capital stock, $.10 par value, 6,250,000 shares authorized 98,072 Class C Shares of capital stock, $.10 par value, 6,250,000 shares authorized 38,395 Class D Shares of capital stock, $.10 par value, 6,250,000 shares authorized 5,338 Paid-in capital in excess of par 14,506,410 Accumulated realized capital losses on investments--net (1,014,382) Unrealized depreciation on investments--net (522,914) -------------- Net assets $ 13,111,584 ============== Net Asset Class A--Based on net assets of $61,124 and 6,645 Value: shares outstanding $ 9.20 ============== Class B--Based on net assets of $9,025,646 and 980,719 shares outstanding $ 9.20 ============== Class C--Based on net assets of $3,533,541 and 383,955 shares outstanding $ 9.20 ============== Class D--Based on net assets of $491,273 and 53,382 shares outstanding $ 9.20 ============== See Notes to Financial Statements. The Asset Program, Inc., Quality Bond Portfolio, July 31, 2000 STATEMENT OF OPERATIONS For the Six Months Ended July 31, 2000 Investment Income: Interest and discount earned $ 519,019 Loaned securities 1,730 ------------- Total income 520,749 ------------- Expenses: Account maintenance and distribution fees--Class B $ 35,939 Investment advisory fees 35,039 Registration fees 31,650 Transfer agent fees--Class B 26,957 Account maintenance and distribution fees--Class C 15,286 Transfer agent fees--Class C 12,176 Printing and shareholder reports 8,717 Accounting services 8,481 Professional fees 7,824 Custodian fees 7,314 Pricing fees 2,762 Transfer agent fees--Class D 1,275 Account maintenance fees--Class D 669 Directors' fees and expenses 575 Transfer agent fees--Class A 180 Other 1,251 ------------- Total expenses before reimbursement 196,095 Reimbursement of expenses (144,217) ------------- Total expenses after reimbursement 51,878 ------------- Investment income--net 468,871 ------------- Realized & Realized loss on investments--net (368,148) Unrealized Change in unrealized depreciation on investments--net 376,540 Gain (Loss) on ------------- Investments--Net: Net Increase in Net Assets Resulting from Operations $ 477,263 ============= See Notes to Financial Statements. STATEMENTS OF CHANGES IN NET ASSETS For the Six For the Months Ended Year Ended July 31, January 31, Increase (Decrease) in Net Assets: 2000 2000 Operations: Investment income--net $ 468,871 $ 1,124,368 Realized loss on investments--net (368,148) (649,434) Change in unrealized appreciation/depreciation on investments--net 376,540 (1,211,968) ------------- ------------- Net increase (decrease) in net assets resulting from operations 477,263 (737,034) ------------- ------------- Dividends to Investment income--net: Shareholders: Class A (2,800) (6,456) Class B (320,159) (742,992) Class C (126,701) (288,913) Class D (19,211) (86,007) ------------- ------------- Net decrease in net assets resulting from dividends to shareholders (468,871) (1,124,368) ------------- ------------- Capital Share Net decrease in net assets derived from capital Transactions: share transactions (2,309,007) (854,873) ------------- ------------- Net Assets: Total decrease in net assets (2,300,615) (2,716,275) Beginning of period 15,412,199 18,128,474 ------------- ------------- End of period $ 13,111,584 $ 15,412,199 ============= ============= See Notes to Financial Statements. The Asset Program, Inc., Quality Bond Portfolio, July 31, 2000 FINANCIAL HIGHLIGHTS Class A The following per share data and ratios have been derived For the Six from information provided in the financial statements. Months Ended July 31, For the Year Ended January 31, Increase (Decrease) in Net Asset Value: 2000 2000 1999 1998 1997 Per Share Net asset value, beginning of period $ 9.19 $ 10.21 $ 10.10 $ 9.79 $ 10.27 Operating -------- -------- -------- -------- -------- Performance: Investment income--net .33 .68 .66 .69 .68 Realized and unrealized gain (loss) on investments--net .01 (1.02) .18 .31 (.44) -------- -------- -------- -------- -------- Total from investment operations .34 (.34) .84 1.00 .24 -------- -------- -------- -------- -------- Less dividends and distributions: Investment income--net (.33) (.68) (.66) (.69) (.68) Realized gain on investments--net -- -- (.07) -- (.04) -------- -------- -------- -------- -------- Total dividends and distributions (.33) (.68) (.73) (.69) (.72) -------- -------- -------- -------- -------- Net asset value, end of period $ 9.20 $ 9.19 $ 10.21 $ 10.10 $ 9.79 ======== ======== ======== ======== ======== Total Investment Based on net asset value per share 3.86%++ (3.39%) 8.57% 10.59% 2.51% Return:** ======== ======== ======== ======== ======== Ratios to Average Expenses, net of reimbursement .00%* .00% .00% .00% .00% Net Assets: ======== ======== ======== ======== ======== Expenses 1.95%* 1.77% 2.00% 2.62% 3.23% ======== ======== ======== ======== ======== Investment income--net 7.41%* 7.12% 6.56% 7.01% 6.85% ======== ======== ======== ======== ======== Supplemental Net assets, end of period (in thousands) $ 61 $ 83 $ 84 $ 1,214 $ 2,254 Data: ======== ======== ======== ======== ======== Portfolio turnover 48.25% 137.15% 123.80% 114.61% 91.10% ======== ======== ======== ======== ======== *Annualized. **Total investment returns exclude the effects of sales charges. ++Aggregate total investment return. See Notes to Financial Statements. FINANCIAL HIGHLIGHTS (continued) Class B The following per share data and ratios have been derived For the Six from information provided in the financial statements. Months Ended July 31, For the Year Ended January 31, Increase (Decrease) in Net Asset Value: 2000 2000 1999 1998 1997 Per Share Net asset value, beginning of period $ 9.20 $ 10.21 $ 10.09 $ 9.79 $ 10.27 Operating -------- -------- -------- -------- -------- Performance: Investment income--net .30 .60 .58 .60 .59 Realized and unrealized gain (loss) on investments--net --++ (1.01) .19 .30 (.44) -------- -------- -------- -------- -------- Total from investment operations .30 (.41) .77 .90 .15 -------- -------- -------- -------- -------- Less dividends and distributions: Investment income--net (.30) (.60) (.58) (.60) (.59) Realized gain on investments--net -- -- (.07) -- (.04) -------- -------- -------- -------- -------- Total dividends and distributions (.30) (.60) (.65) (.60) (.63) -------- -------- -------- -------- -------- Net asset value, end of period $ 9.20 $ 9.20 $ 10.21 $ 10.09 $ 9.79 ======== ======== ======== ======== ======== Total Investment Based on net asset value per share 3.37%+++ (4.01%) 7.88% 9.55% 1.62% Return:** ======== ======== ======== ======== ======== Ratios to Average Expenses, net of reimbursement .75%* .75% .75% .75% .78% Net Assets: ======== ======== ======== ======== ======== Expenses 2.78%* 2.58% 2.71% 3.51% 4.08% ======== ======== ======== ======== ======== Investment income--net 6.66%* 6.31% 5.74% 6.14% 6.00% ======== ======== ======== ======== ======== Supplemental Net assets, end of period (in thousands) $ 9,026 $ 10,579 $ 11,874 $ 6,095 $ 4,824 Data: ======== ======== ======== ======== ======== Portfolio turnover 48.25% 137.15% 123.80% 114.61% 91.10% ======== ======== ======== ======== ======== *Annualized. **Total investment returns exclude the effects of sales charges. ++Amount is less than $.01 per share. +++Aggregate total investment return. See Notes to Financial Statements. The Asset Program, Inc., Quality Bond Portfolio, July 31, 2000 FINANCIAL HIGHLIGHTS (continued) Class C The following per share data and ratios have been derived For the Six from information provided in the financial statements. Months Ended July 31, For the Year Ended January 31, Increase (Decrease) in Net Asset Value: 2000 2000 1999 1998 1997 Per Share Net asset value, beginning of period $ 9.20 $ 10.21 $ 10.09 $ 9.79 $ 10.27 Operating -------- -------- -------- -------- -------- Performance: Investment income--net .29 .60 .58 .60 .58 Realized and unrealized gain (loss) on investments--net --++ (1.01) .19 .30 (.44) -------- -------- -------- -------- -------- Total from investment operations .29 (.41) .77 .90 .14 -------- -------- -------- -------- -------- Less dividends and distributions: Investment income--net (.29) (.60) (.58) (.60) (.58) Realized gain on investments--net -- -- (.07) -- (.04) -------- -------- -------- -------- -------- Total dividends and distributions (.29) (.60) (.65) (.60) (.62) -------- -------- -------- -------- -------- Net asset value, end of period $ 9.20 $ 9.20 $ 10.21 $ 10.09 $ 9.79 ======== ======== ======== ======== ======== Total Investment Based on net asset value per share 3.34%+++ (4.06%) 7.83% 9.46% 1.55% Return:** ======== ======== ======== ======== ======== Ratios to Average Expenses, net of reimbursement .80%* .80% .80% .80% .85% Net Assets: ======== ======== ======== ======== ======== Expenses 2.91%* 2.70% 2.82% 3.60% 4.15% ======== ======== ======== ======== ======== Investment income--net 6.61%* 6.26% 5.69% 6.05% 5.93% ======== ======== ======== ======== ======== Supplemental Net assets, end of period (in thousands) $ 3,534 $ 4,160 $ 4,587 $ 2,814 $ 1,885 Data: ======== ======== ======== ======== ======== Portfolio turnover 48.25% 137.15% 123.80% 114.61% 91.10% ======== ======== ======== ======== ======== *Annualized. **Total investment returns exclude the effects of sales charges. ++Amount is less than $.01 per share. +++Aggregate total investment return. See Notes to Financial Statements. FINANCIAL HIGHLIGHTS (concluded) Class D The following per share data and ratios have been derived For the Six from information provided in the financial statements. Months Ended July 31, For the Year Ended January 31, Per Share Net asset value, beginning of period $ 9.20 $ 10.21 $ 10.09 $ 9.79 $ 10.27 Operating -------- -------- -------- -------- -------- Performance: Investment income--net .32 .65 .63 .66 .65 Realized and unrealized gain (loss) on investments--net --++ (1.01) .19 .30 (.44) -------- -------- -------- -------- -------- Total from investment operations .32 (.36) .82 .96 .21 -------- -------- -------- -------- -------- Less dividends and distributions: Investment income--net (.32) (.65) (.63) (.66) (.65) Realized gain on investments--net -- -- (.07) -- (.04) -------- -------- -------- -------- -------- Total dividends and distributions (.32) (.65) (.70) (.66) (.69) -------- -------- -------- -------- -------- Net asset value, end of period $ 9.20 $ 9.20 $ 10.21 $ 10.09 $ 9.79 ======== ======== ======== ======== ======== Total Investment Based on net asset value per share 3.62%+++ (3.53%) 8.41% 10.21% 2.25% Return:** ======== ======== ======== ======== ======== Ratios to Average Expenses, net of reimbursement .25%* .25% .25% .25% .16% Net Assets: ======== ======== ======== ======== ======== Expenses 2.20%* 1.97% 2.08% 2.90% 3.47% ======== ======== ======== ======== ======== Investment income--net 7.16%* 6.77% 6.21% 6.75% 6.62% ======== ======== ======== ======== ======== Supplemental Net assets, end of period (in thousands) $ 491 $ 590 $ 1,583 $ 609 $ 452 Data: ======== ======== ======== ======== ======== Portfolio turnover 48.25% 137.15% 123.80% 114.61% 91.10% ======== ======== ======== ======== ======== *Annualized. **Total investment returns exclude the effects of sales charges. ++Amount is less than $.01 per share. +++Aggregate total investment return. See Notes to Financial Statements. The Asset Program, Inc., Quality Bond Portfolio, July 31, 2000 NOTES TO FINANCIAL STATEMENTS 1. Significant Accounting Policies: Quality Bond Portfolio (the "Portfolio") is part of The Asset Program, Inc. (the "Program") (formerly Merrill Lynch Asset Builder Program, Inc.), which is registered under the Investment Company Act of 1940 as an open-end management investment company. The Portfolio is classified as diversified. The Portfolio's financial statements are prepared in accordance with accounting principles generally accepted in the United States of America, which may require the use of management accruals and estimates. These unaudited financial statements reflect all adjustments, which are, in the opinion of management, necessary to a fair statement of the results for the interim period presented. All such adjustments are of a normal, recurring nature. The Portfolio offers four classes of shares under the Merrill Lynch Select Pricing SM System. Shares of Class A and Class D are sold with a front-end sales charge. Shares of Class B and Class C may be subject to a contingent deferred sales charge. All classes of shares have identical voting, dividend, liquidation and other rights and the same terms and conditions, except that Class B, Class C and Class D Shares bear certain expenses related to the account maintenance of such shares, and Class B and Class C Shares also bear certain expenses related to the distribution of such shares. Each class has exclusive voting rights with respect to matters relating to its account maintenance and distribution expenditures. The following is a summary of significant accounting policies followed by the Portfolio. (a) Valuation of investments--Portfolio securities that are traded on stock exchanges are valued at the last sale price on the exchange on which such securities are traded, as of the close of business on the day the securities are being valued or, lacking any sales, at the last available bid price. Securities traded in the over-the- counter market are valued at the last available bid price prior to the time of valuation. In cases where securities are traded on more than one exchange, the securities are valued on the exchange designated by or under the authority of the Board of Directors as the primary market. Securities that are traded both in the over-the- counter market and on a stock exchange are valued according to the broadest and most representative market. The Portfolio values debt securities on the basis of valuations provided by dealers or by a pricing service which uses information with respect to transactions in such securities, quotations from dealers, market transactions in comparable securities, various relationships between securities and yield to maturity. Portfolio securities may be valued on the basis of prices furnished by one or more pricing services which determine prices for normal, institutional-size trading units of such securities using market information, transactions for comparable securities and various relationships between securities which are generally recognized by institutional traders. Options written or purchased are valued at the last sale price in the case of exchange- traded options. In the case of options traded in the over-the- counter market, valuation is the last asked price (options written) or the last bid price (options purchased). Short-term securities are valued at amortized cost, which approximates market value. Other investments, including futures contracts and related options, are stated at market value. Securities and assets for which market value quotations are not available are valued at their fair value as determined in good faith by or under the direction of the Program's Board of Directors, including valuations furnished by a pricing service retained by the Fund which may use a matrix system for valuations. (b) Derivative financial instruments--The Portfolio may engage in various portfolio investment strategies to increase or decrease the level of risk to which the Portfolio is exposed more quickly and efficiently than transactions in other types of instruments. Losses may arise due to changes in the value of the contract or if the counterparty does not perform under the contract. * Financial futures contracts--The Portfolio may purchase or sell financial futures contracts and options on such futures contracts for the purpose of hedging the market risk on existing securities or the intended purchase of securities. Futures contracts are contracts for delayed delivery of securities at a specific future date and at a specific price or yield. Upon entering into a contract, the Portfolio deposits and maintains as collateral such initial margin as required by the exchange on which the transaction is effected. Pursuant to the contract, the Portfolio agrees to receive from or pay to the broker an amount of cash equal to the daily fluctuation in value of the contract. Such receipts or payments are known as variation margin and are recorded by the Portfolio as unrealized gains or losses. When the contract is closed, the Portfolio records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. * Options--The Portfolio is authorized to purchase and write call and put options. When the Portfolio writes an option, an amount equal to the premium received by the Portfolio is reflected as an asset and an equivalent liability. The amount of the liability is subsequently marked to market to reflect the current market value of the option written. When a security is purchased or sold through an exercise of an option, the related premium paid (or received) is added to (or deducted from) the basis of the security acquired or deducted from (or added to) the proceeds of the security sold. When an option expires (or the Portfolio enters into a closing transaction), the Portfolio realizes a gain or loss on the option to the extent of the premiums received or paid (or loss or gain to the extent the cost of the closing transaction exceeds the premium paid or received). Written and purchased options are non-income producing investments. (c) Income taxes--It is the Portfolio's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its taxable income to its shareholders. Therefore, no Federal income tax provision is required. (d) Security transactions and investment income--Security transactions are recorded on the dates the transactions are entered into (the trade dates). Dividend income is recorded on the ex- dividend dates. Interest income (including amortization of discount) is recognized on the accrual basis. Realized gains and losses on security transactions are determined on the identified cost basis. (e) Prepaid registration fees--Prepaid registration fees are charged to expense as the related shares are issued. (f) Dividends and distributions--Dividends from net investment income are declared daily and paid monthly. Distributions of capital gains are recorded on the ex-dividend dates. 2. Investment Advisory Agreement and Transactions with Affiliates: The Program has entered into an Investment Advisory Agreement with Merrill Lynch Investment Managers, L.P. ("MLIM"). The general partner of MLIM is Princeton Services, Inc. ("PSI"), an indirect wholly-owned subsidiary of ML & Co., which is the limited partner. The Program has also entered into a Distribution Agreement and Distribution Plans with FAM Distributors, Inc. ("FAMD" or the "Distributor"), which is a wholly-owned subsidiary of Merrill Lynch Group, Inc. MLIM is responsible for the management of the Portfolio and provides the necessary personnel, facilities, equipment and certain other services necessary to the operations of the Program. For such services, the Portfolio pays a monthly fee at the rate of .50% of the average daily value of the Portfolio's net assets. For the six months ended July 31, 2000, MLIM had voluntarily waived $35,039 of management fees and reimbursed the Portfolio for $109,178 of additional expenses. Pursuant to the Distribution Plans adopted by the Program in accordance with Rule 12b-1 under the Investment Company Act of 1940, the Portfolio pays the Distributor ongoing account maintenance and distribution fees. The fees are accrued daily and paid monthly at annual rates based upon the average daily net assets of the shares of the Portfolio as follows: Account Maintenance Distribution Fee Fee Class B .25% .50% Class C .25% .55% Class D .25% -- Pursuant to a sub-agreement with the Distributor, Merrill Lynch, Pierce, Fenner & Smith Incorporated, ("MLPF&S"), a subsidiary of ML & Co., also provides account maintenance and distribution services to the Program. The ongoing account maintenance fee compensates the Distributor and MLPF&S for providing account maintenance services to Class B, Class C and Class D shareholders. The ongoing distribution fee compensates the Distributor and MLPF&S for providing shareholder and distribution-related services to Class B and Class C shareholders. For the six months ended July 31, 2000, FAMD earned underwriting discounts and direct commissions and MLPF&S earned dealer concessions on sales of the Portfolio's Class D Shares as follows: FAMD MLPF&S Class D $10 $162 For the six months ended July 31, 2000, MLPF&S received contingent deferred sales charges of $14,902 and $771 relating to transactions in Class B and Class C Shares of the Portfolio, respectively. Financial Data Services, Inc. ("FDS"), a wholly-owned subsidiary of ML & Co., is the Program's transfer agent. During the six months ended July 31, 2000, the Portfolio paid Merrill Lynch Security Pricing Service, an affiliate of MLPF&S, $3,889 for security price quotations to compute the net asset value of the Portfolio. Accounting services are provided to the Portfolio by MLIM at cost. Certain officers and/or directors of the Program are officers and/or directors of MLIM, PSI, FDS, FAMD, and/or ML & Co. The Asset Program, Inc., Quality Bond Portfolio, July 31, 2000 NOTES TO FINANCIAL STATEMENTS (concluded) 3. Investments: Purchases and sales of investments, excluding short-term securities, for the six months ended July 31, 2000 were $6,520,912 and $8,555,222, respectively. Net realized losses for the six months ended July 31, 2000 and net unrealized losses as of July 31, 2000 were as follows: Realized Unrealized Losses Losses Long-term investments $(368,148) $(522,914) --------- --------- Total $(368,148) $(522,914) ========= ========= As of July 31, 2000, net unrealized depreciation for Federal income tax purposes aggregated $522,914, of which $48,443 related to appreciated securities and $571,357 related to depreciated securities. The aggregate cost of investments at July 31, 2000 for Federal income tax purposes was $13,617,323. 4. Capital Share Transactions: Net decrease in net assets derived from capital share transactions was $2,309,007 and $854,873 for the six months ended July 31, 2000 and for the year ended January 31, 2000, respectively. Transactions in capital shares for each class were as follows: Class A Shares for the Six Months Dollar Ended July 31, 2000 Shares Amount Shares sold 347 $ 3,195 Shares issued to shareholders in reinvestment of dividends 70 642 ---------- ----------- Total issued 417 3,837 Shares redeemed (2,805) (25,846) ---------- ----------- Net decrease (2,388) $ (22,009) ========== =========== Class A Shares for the Year Dollar Ended January 31, 2000 Shares Amount Shares sold 10,008 $ 98,429 Shares issued to shareholders in reinvestment of dividends 586 5,576 ---------- ----------- Total issued 10,594 104,005 Shares redeemed (9,837) (95,116) ---------- ----------- Net increase 757 $ 8,889 ========== =========== Class B Shares for the Six Months Dollar Ended July 31, 2000 Shares Amount Shares sold 18,153 $ 167,172 Shares issued to shareholders in reinvestment of dividends 26,542 243,748 ---------- ----------- Total issued 44,695 410,920 Automatic conversion of shares (539) (4,899) Shares redeemed (213,806) (1,964,640) ---------- ----------- Net decrease (169,650) $ (1,558,619) ========== =========== Class B Shares for the Year Dollar Ended January 31, 2000 Shares Amount Shares sold 332,118 $ 3,228,519 Shares issued to shareholders in reinvestment of dividends 60,842 583,546 ---------- ----------- Total issued 392,960 3,812,065 Automatic conversion of shares (381) (3,723) Shares redeemed (405,478) (3,864,990) ---------- ----------- Net decrease (12,899) $ (56,648) ========== =========== Class C Shares for the Six Months Dollar Ended July 31, 2000 Shares Amount Shares sold 19,806 $ 182,829 Shares issued to shareholders in reinvestment of dividends 10,572 97,094 ---------- ----------- Total issued 30,378 279,923 Shares redeemed (98,819) (908,443) ---------- ----------- Net decrease (68,441) $ (628,520) ========== =========== Class C Shares for the Year Dollar Ended January 31, 2000 Shares Amount Shares sold 150,059 $ 1,459,675 Shares issued to shareholders in reinvestment of dividends 23,797 228,238 ---------- ----------- Total issued 173,856 1,687,913 Shares redeemed (170,886) (1,633,535) ---------- ----------- Net increase 2,970 $ 54,378 ========== =========== Class D Shares for the Six Months Dollar Ended July 31, 2000 Shares Amount Shares sold 1,178 $ 10,897 Automatic conversion of shares 539 4,899 Shares issued to shareholders in reinvestment of dividends 1,489 13,673 ---------- ----------- Total issued 3,206 29,469 Shares redeemed (14,024) (129,328) ---------- ----------- Net decrease (10,818) $ (99,859) ========== =========== Class D Shares for the Year Dollar Ended January 31, 2000 Shares Amount Shares sold 29,752 $ 293,364 Automatic conversion of shares 381 3,723 Shares issued to shareholders in reinvestment of dividends 6,207 60,210 ---------- ----------- Total issued 36,340 357,297 Shares redeemed (127,227) (1,218,789) ---------- ----------- Net decrease (90,887) $ (861,492) ========== =========== 5. Short-Term Borrowings: On December 3, 1999, the Portfolio, along with certain other funds managed by MLIM and its affiliates, entered into a one-year, unsecured $1,000,000,000 credit agreement with The Bank of New York and other lenders. The funds may borrow money for temporary or emergency purposes to meet shareholder redemptions. Each fund may borrow up to the maximum amount allowable under the fund's current prospectus and statement of additional information, subject to various other legal, regulatory or contractual limits. The funds collectively pay a commitment fee of .09% per annum on the available portion of the facility. Amounts borrowed under the facility bear interest at the Federal Funds rate plus .50%. The Portfolio did not borrow from the facility during the six months ended July 31, 2000. 6. Capital Loss Carryforward: At January 31, 2000, the Portfolio had a net capital loss carryforward of approximately $305,000, all of which expires in 2008. This amount will be available to offset like amounts of any future taxable gains.