UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-CSR CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES Investment Company Act file number 811-6196 811-21298 Name of Fund: CMA Treasury Fund Master Treasury Trust Fund Address: P.O. Box 9011 Princeton, NJ 08543-9011 Name and address of agent for service: Terry K. Glenn, President, CMA Treasury Fund and Master Treasury Trust, 800 Scudders Mill Road, Plainsboro, NJ, 08536. Mailing address: P.O. Box 9011, Princeton, NJ, 08543-9011 Registrant's telephone number, including area code: (609) 282-2800 Date of fiscal year end: 03/31/04 Date of reporting period: 04/01/03 - 03/31/04 Item 1 - Report to Stockholders (BULL LOGO) Merrill Lynch Investment Managers www.mlim.ml.com CMA Treasury Fund Annual Report March 31, 2004 This report is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Fund unless accompanied or preceded by the Fund's current prospectus. An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the Fund. Past performance results shown in this report should not be considered a representation of future performance, which will fluctuate. Statements and other information herein are as dated and are subject to change. A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available (1) without charge, upon request, by calling toll-free 1-800-MER-FUND (1-800-637-3863); (2) on www.mutualfunds.ml.com; and (3) on the Securities and Exchange Commission's website at http://www.sec.gov. CMA Treasury Fund Box 9011 Princeton, NJ 08543-9011 (GO PAPERLESS LOGO) It's Fast, Convenient, & Timely! To sign up today, go to www.icsdelivery.com/live. CMA Treasury Fund Important Tax Information (unaudited) Of the ordinary income distributions paid by CMA Treasury Fund during the year ended March 31, 2004, 98.79% was attributable to Federal obligations. In calculating the foregoing percentage, Fund expenses have been allocated on a pro rata basis. Additionally, at least 50% of the assets of the Fund was invested in Federal obligations at the end of each fiscal quarter. The law varies in each state as to whether and what percentage of dividend income attributable to Federal obligations is exempt from state income tax. We recommend that you consult your tax adviser to determine if any portion of the dividends you received is exempt from state income taxes. Please retain this information for your records. Electronic Delivery The Fund offers electronic delivery of communications to its shareholders. In order to receive this service, you must register your account and provide us with e-mail information. To sign up for this service, simply access this website http://www.icsdelivery.com/live and follow the instructions. When you visit this site, you will obtain a personal identification number (PIN). You will need this PIN should you wish to update your e-mail address, choose to discontinue this service and/or make any other changes to the service. This service is not available for certain retirement accounts at this time. CMA TREASURY FUND, MARCH 31, 2004 A Letter From the President Dear Shareholder Index returns during the most recent six-month and 12-month reporting periods indicate that fixed income markets - both taxable and tax-exempt - continued to reward those investors who were willing to accept greater risk. The high yield market, as measured by the Credit Suisse First Boston High Yield Index, provided a six-month return of +8.65% and a 12-month return of +22.86% as of March 31, 2004. By comparison, the Lehman Brothers Aggregate Bond Index returned +2.98% and +5.40% and the Lehman Brothers Municipal Bond Index returned +3.12% and +5.86% for the six-month and 12-month periods ended March 31, 2004, respectively. As of March month-end, the Federal Reserve Board maintained its accommodative policy stance, pledging "patience" in raising rates. As a result, short-term interest rates remained at historic lows and kept the short end of the yield curve relatively flat, making it increasingly difficult to find attractive income opportunities. Market watchers continue to monitor the economic data and Federal Reserve Board language for indications of interest rate direction. Having said that, if the economy continues to grow at its recent pace, many believe it is just a matter of time before rates move upward. Equity markets, in the meantime, continued to provide attractive returns. For the six-month and 12-month periods ended March 31, 2004, the Standard & Poor's 500 Index returned +14.08% and +35.12%, respectively. Much of the boost came from improving economic conditions throughout the past year. Significant fiscal and monetary stimulus, including the low interest rates and tax cuts, has opened the door to consumer spending, capital spending, increases in exports and long-awaited job growth. As expected, these positive developments have led the way to improvements in corporate earnings - a positive for stock markets. The events and efforts of the past year leave us with a much stronger economy today. With all of this in mind, we believe it is time for investors to consider what can go right in 2004. We encourage you to revisit your portfolio and your asset allocation strategy to ensure you are well positioned to take advantage of the opportunities that lie ahead. Your financial advisor can help you develop a strategy designed to perform through all types of market and economic cycles. We thank you for trusting Merrill Lynch Investment Managers with your investment assets, and we look forward to serving you in the months and years ahead. Sincerely, (Terry K. Glenn) Terry K. Glenn President and Trustee CMA TREASURY FUND, MARCH 31, 2004 A Discussion With Your Fund's Portfolio Manager With interest rates at historical lows, our strategy was to remain liquid in the front end of the money market yield curve while seeking higher interest rates on the longer end. How did the Fund perform during the fiscal year in light of the existing market conditions? For the year ended March 31, 2004, CMA Treasury Fund paid shareholders a net annualized dividend of .41%.* The Fund's seven-day yield as of March 31, 2004 was .30%. The average portfolio maturity for CMA Treasury Fund at March 31, 2004 was 63 days, compared to 66 days at September 30, 2003. As the Fund's fiscal year began, the U.S. economy was relatively weak, registering 1.4% gross domestic product growth in the first quarter of 2003. The Federal Reserve Board, in order to prevent any further deterioration in economic conditions, was bound to maintain its accommodative monetary policy - and investors began to price in further interest rate cuts. The result was a flattening of the front end of the yield curve. As the period progressed, economic conditions improved, consumer confidence strengthened and equity markets rallied. May 2003 brought the passage of a Federal tax-cut plan. In June, the Federal Reserve Board, focused on preventing deflation, dropped the Federal Funds rate to 1%, its lowest level in 45 years. On the heels of the fiscal and monetary stimulus, the economy grew at an astounding annualized rate of 8.2% in the third quarter of 2003 and 4.1% in the fourth quarter. A similar rate of growth is expected in the first quarter of 2004. Despite the generally positive economic news, it was clear that an improvement in employment would be essential to sustain above-trend economic growth. We expect short-term interest rates to remain at current low levels for some time, as the Federal Reserve Board has promised to be "patient" in raising interest rates in order to ensure the economy's strength. With that said, a marked improvement in the employment picture could prompt the Federal Reserve Board to tighten sooner than anticipated. We are cognizant of this and continue to monitor the employment data. *Based on a constant investment throughout the period, with dividends compounded daily, and reflecting a net return to the investor after all expenses. Adding to the general market and economic dynamics during the period were supply factors. Treasury supply continued to favor the longer end, thus creating a steeper yield curve past the one-year sector. In the front end, the U.S. Treasury has been more prudent in its issuance of U.S. Treasury bills, which has held the front end of the yield curve relatively flat. Against this backdrop, we adopted a relatively conservative strategy in managing the portfolio. On one hand, we could not expect interest rates to remain at historic lows for a prolonged period of time. Nevertheless, the lack of job growth gave us comfort that the Federal Reserve Board would not shift monetary policy and increase interest rates for some time. How did you manage the portfolio during the period? For most of the fiscal year, the average portfolio maturity was in the 55-day - 65-day range. Our strategy involved the purchase of one- month U.S. Treasury bills for liquidity and six-month bills for incremental yield and price appreciation. We maintained this barbelled strategy throughout the period, shifting our focus on the longer side of the barbell as the yield curve steepened. Although we participated actively in the short end, we found it prudent in the low interest-rate environment to use the long end of the curve to add yield. In the fall, the U.S. Treasury decreased issuance of one-month bills, so we shifted our focus to the three-month - six-month sector. The timing was actually convenient, since we were looking to avoid issues maturing in December. Traditionally, the Fund has experienced heavy cash inflows in December, as many investors shift their assets into Treasury funds for year-end tax advantages. Much of this money is generally redeemed in January. Consequently, approaching the end of the calendar year, we were careful to avoid issues maturing in December. Instead, we placed maturities in January or later to generate yield and meet the seasonal redemptions that follow the year-end influx. CMA TREASURY FUND, MARCH 31, 2004 Early in 2004, as the spread between three-month and six-month bills compressed, we concentrated more on the three-month sector. Essentially, we were not achieving any greater yield by extending further out, so we emphasized three-month issues while monitoring the monthly economic and employment data for signals of an interest rate increase. As the period closed, spreads began to widen and, therefore, we purchased more six-month bills. Of course, throughout the period, when occasional interest rate back- ups occurred, we took the opportunity to purchase two-year notes for trading positions. This was our favored sector for incremental yield and price appreciation. Such an opportunity presented itself, for example, in the spring/summer of 2003. How would you characterize the portfolio's position at the close of the period? We believe the portfolio is well positioned going forward. We plan to maintain an average life in the area of 65 days, as the Federal Reserve Board has stated it will be slow to increase interest rates to ensure the economy's recovery. At the same time, our liquidity base offers us opportunities to become more involved if interest rates move higher. We will continue to look for trading opportunities in two-year notes when interest rates back up. Such a scenario occurred shortly after the conclusion of the period, when the U.S. Department of Labor released better-than-expected employment data. The news prompted two- year Treasury yields to rise from 1.63% to 1.92% in one day. In general, we will continue to evaluate the 15-month - 18-month sector for opportunities to pick up additional yield, but intend to remain selective as we monitor economic conditions and Federal Reserve Board comments. Cindy V. Macaulay Vice President and Portfolio Manager April 6, 2004 CMA TREASURY FUND, MARCH 31, 2004 Statement of Assets and Liabilities CMA Treasury Fund As of March 31, 2004 Assets Investment in Master Treasury Trust, at value (identified cost--$673,247,958) $ 673,529,996 Prepaid expenses 46,513 --------------- Total assets 673,576,509 --------------- Liabilities Payables: Distributor $ 147,983 Administrator 22,631 Other affiliates 14,740 --------------- 185,354 Accrued expenses and other liabilities 16,025 --------------- Total liabilities 201,379 --------------- Net Assets Net assets $ 673,375,130 =============== Net Assets Consist of Shares of beneficial interest, $.10 par value, unlimited number of shares authorized $ 67,309,310 Paid-in capital in excess of par 605,783,782 Unrealized appreciation on investments allocated from the Trust--net 282,038 --------------- Net Assets--Equivalent to $1.00 per share based on 673,093,094 shares of beneficial interest outstanding $ 673,375,130 =============== See Notes to Financial Statements. CMA TREASURY FUND, MARCH 31, 2004 Statement of Operations CMA Treasury Fund For the Year Ended March 31, 2004 Investment Income--Net Interest $ 17,172 Net investment income allocated from the Trust: Interest and amortization of premium and discount earned 10,175,167 Expenses (2,200,014) --------------- Total income and net investment income allocated from the Trust 7,992,325 --------------- Expenses Administration fees $ 2,408,231 Distribution fees 1,199,386 Registration fees 117,086 Transfer agent fees 108,281 Professional fees 45,330 Printing and shareholder reports 26,213 Accounting services 705 Pricing fees 44 Other 13,437 --------------- Total expenses 3,918,713 --------------- Investment income--net 4,073,612 --------------- Realized & Unrealized Gain (Loss) on Investments Allocated from the Trust--Net Realized gain on investments allocated from the Trust--net 94,117 Change in unrealized appreciation on investments allocated from the Trust--net (250,151) --------------- Total realized and unrealized loss allocated from the Trust--net (156,034) --------------- Net Increase in Net Assets Resulting from Operations $ 3,917,578 =============== See Notes to Financial Statements. CMA TREASURY FUND, MARCH 31, 2004 Statements of Changes in Net Assets CMA Treasury Fund For the Year Ended March 31, Increase (Decrease) in Net Assets: 2004 2003++ Operations Investment income--net $ 4,073,612 $ 15,893,821 Realized gain on investmentsand allocated from the Trust--net 94,117 168,340 Change in unrealized appreciation on investments and allocated from the Trust--net (250,151) (675,537) --------------- --------------- Net increase in net assets resulting from operations 3,917,578 15,386,624 --------------- --------------- Dividends & Distributions to Shareholders Investment income--net (4,073,614) (15,893,821) Realized gain on investments and allocated from the Trust--net (94,117) (168,339) --------------- --------------- Net decrease in net assets resulting from dividends and distributions to shareholders (4,167,731) (16,062,160) --------------- --------------- Beneficial Interest Transactions Net proceeds from sale of shares 3,559,949,883 5,730,013,423 Value of shares issued to shareholders in reinvestment of dividends and distributions 4,167,336 16,062,015 --------------- --------------- Total shares issued 3,564,117,219 5,746,075,438 --------------- --------------- Cost of shares redeemed (3,769,283,841) (5,921,853,991) Shares redeemed in connection with the bulk transfer of WCMA shareholder assets (418,757,596) -- --------------- --------------- Total shares redeemed (4,188,041,437) (5,921,853,991) --------------- --------------- Net decrease in net assets derived from beneficial interest transactions (623,924,218) (175,778,553) --------------- --------------- Net Assets Total decrease in net assets (624,174,371) (176,454,089) Beginning of year 1,297,549,501 1,474,003,590 --------------- --------------- End of year $ 673,375,130 $ 1,297,549,501 =============== =============== ++On February 13, 2003, the Fund converted from a stand-alone investment company to a "feeder" fund that seeks to achieve its investment objective by investing all of its assets in the Trust, which has the same investment objective as the Fund. All investments will be made at the Trust level. This structure is sometimes called a "master/feeder" structure. See Notes to Financial Statements. CMA TREASURY FUND, MARCH 31, 2004 Financial Highlights CMA Treasury Fund The following per share data and ratios have been derived from information provided in the financial statements. For the Year Ended March 31, Increase (Decrease) in Net Asset Value: 2004 2003++ 2002 2001 2000 Per Share Operating Performance Net asset value, beginning of year $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 ---------- ---------- ---------- ---------- ---------- Investment income--net .0040 .0111 .0248 .0530 .0434 Realized and unrealized gain (loss) on investments and allocated from the Trust--net (.0001) (.0004) .0004 .0007 .0004 ---------- ---------- ---------- ---------- ---------- Total from investment operations .0039 .0107 .0252 .0537 .0438 ---------- ---------- ---------- ---------- ---------- Less dividends and distributions: Investment Income--net (.0040) (.0111) (.0248) (.0530) (.0434) Realized gain on investments and allocated from the Trust--net (.0001) (.0001) (.0003) (.0004) (.0001) ---------- ---------- ---------- ---------- ---------- Total dividends and distributions (.0041) (.0112) (.0251) (.0534) (.0435) ---------- ---------- ---------- ---------- ---------- Net asset value, end of year $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 ========== ========== ========== ========== ========== Total Investment Return .41% 1.11% 2.48% 5.48% 4.44% ========== ========== ========== ========== ========== Ratios to Average Net Assets Expenses .63%++++ .61%++++ .61% .61% .57% ========== ========== ========== ========== ========== Investment income and realized gain on investments and allocated from the Trust--net .43% 1.10% 2.43% 5.38% 4.38% ========== ========== ========== ========== ========== Supplemental Data Net assets, end of year (in thousands) $ 673,375 $1,297,550 $1,474,004 $1,532,543 $2,594,450 ========== ========== ========== ========== ========== ++On February 13, 2003, the Fund converted from a stand-alone investment company to a "feeder" fund that seeks to achieve its investment objective by investing all of its assets in the Trust, which has the same investment objective as the Fund. All investments will be made at the Trust level. This structure is sometimes called a "master/feeder" structure. ++++Includes the Fund's share of the Trust's allocated expenses. See Notes to Financial Statements. CMA TREASURY FUND, MARCH 31, 2004 Notes to Financial Statements CMA Treasury Fund 1. Significant Accounting Policies: CMA Treasury Fund (the "Fund") is registered under the Investment Company Act of 1940, as amended, as a no load, diversified, open-end management investment company. The Fund seeks to achieve its investment objective by investing all of its assets in the Master Treasury Trust (the "Trust"), which has the same investment objective as the Fund. The value of the Fund's investment in the Trust reflects the Fund's proportionate interest in the net assets of the Trust. The performance of the Fund is directly affected by the performance of the Trust. The financial statements of the Trust, including the Schedule of Investments, are included elsewhere in this report and should be read in conjunction with the Fund's financial statements. The Fund's financial statements are prepared in conformity with accounting principles generally accepted in the United States of America, which may require the use of management accruals and estimates. The percentage of the Trust owned by the Fund at March 31, 2004 was 60.4%. The following is a summary of significant accounting policies followed by the Fund. (a) Valuation of investments--The Fund records its investment in the Trust at fair value. Valuation of securities held by the Trust is discussed in Note 1a of the Trust's Notes to Financial Statements, which are included elsewhere in this report. (b) Investment income and expenses--The Fund records daily its proportionate share of the Trust's income, expenses and realized and unrealized gains and losses. In addition, the Fund accrues its own expenses. (c) Income taxes--It is the Fund'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) Prepaid registration fees--Prepaid registration fees are charged to expense as the related shares are issued. (e) Dividends and distributions to shareholders--The Fund declares dividends daily and reinvests daily such dividends (net of non- resident alien tax and backup withholding tax withheld) in additional fund shares at net asset value. Dividends and distributions are declared from the total of net investment income and net realized gain or loss on investments. (f) Investment transactions--Investment transactions in the Trust are accounted for on a trade date basis. (g) Reclassification--Accounting principles generally accepted in the United States of America require that certain components of net assets be adjusted to reflect permanent differences between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share. There were no significant reclassifications in the current year. 2. Investment Advisory Agreement and Transactions with Affiliates: The Fund has entered into an Administration Agreement with Fund Asset Management, L.P. ("FAM"). The general partner of FAM is Princeton Services, Inc. ("PSI"), a wholly-owned subsidiary of Merrill Lynch & Co., Inc. ("ML & Co."), which is the limited partner. The Fund pays a monthly fee at an annual rate of .25% of the Fund's average daily net assets for the performance of administrative services (other than investment advice and related portfolio activities) necessary for the operation of the Fund. The Fund has adopted a Distribution and Shareholder Servicing Plan in compliance with Rule 12b-1 under the Investment Company Act of 1940, pursuant to which Merrill Lynch, Pierce, Fenner & Smith Incorporated ("MLPF&S"), a subsidiary of ML & Co., receives a distribution fee from the Fund. The fee is accrued daily and paid monthly at the annual rate of .125% of average daily net assets of the Fund for shareholders who maintain their accounts through MLPF&S. The distribution fee is to compensate MLPF&S financial advisors and other directly involved branch office personnel for selling shares of the Fund and for providing direct personal services to shareholders. The distribution fee is not compensation for the administrative and operational services rendered to the Fund by MLPF&S in processing share orders and administering shareholder accounts. Financial Data Services, Inc. ("FDS"), a wholly-owned subsidiary of ML & Co., is the Fund's transfer agent. CMA TREASURY FUND, MARCH 31, 2004 Notes to Financial Statements (concluded) CMA Treasury Fund For the year ended March 31, 2004, the Fund reimbursed FAM $705 for certain accounting services. Certain officers and/or trustees of the Fund are officers and/or directors of FAM, PSI, FDS, and/or ML & Co. 3. Transactions in Shares of Beneficial Interest: The number of shares sold, reinvested and redeemed during the periods corresponds to the amounts included in the Statements of Changes in Net Assets for net proceeds from sale of shares, value of shares reinvested and cost of shares redeemed, respectively, since shares are recorded at $1.00 per share. In addition, on August 18, 2003, $418,757,596 was transferred to WCMA Treasury Fund as planned, following the formation of that Fund. 4. Distributions to Shareholders: The tax character of distributions paid during the fiscal years ended March 31, 2004 and March 31, 2003 was as follows: 3/31/2004 3/31/2003 Distributions paid from: Ordinary income $ 4,167,731 $ 16,062,160 ------------ ------------ Total taxable distributions $ 4,167,731 $ 16,062,160 ============ ============ As of March 31, 2004, there were no significant differences between the book and tax components of net assets. CMA TREASURY FUND, MARCH 31, 2004 Independent Auditors' Report CMA Treasury Fund To the Shareholders and Board of Trustees of CMA Treasury Fund: We have audited the accompanying statement of assets and liabilities of CMA Treasury Fund as of March 31, 2004, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of CMA Treasury Fund as of March 31, 2004, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and its financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. Deloitte & Touche LLP Princeton, New Jersey May 14, 2004 CMA TREASURY FUND, MARCH 31, 2004 Schedule of Investments Master Treasury Trust (In Thousands) Face Interest Maturity Issue Amount Rate Date Value U.S. Government Obligations*--99.2% U.S. Treasury Bills $ 5,685 .94 % 4/08/2004 $ 5,684 4,729 .851-.935 4/15/2004 4,727 130,392 .862-.94 4/22/2004 130,322 59,685 .895-1.02 4/29/2004 59,641 150,675 .896-.98 5/06/2004 150,539 110,760 .905-.925 5/13/2004 110,641 186,640 .91-.92 5/20/2004 186,413 76,400 .93 5/27/2004 76,292 125,516 .931-.94 6/10/2004 125,289 71,586 .92-.94 6/17/2004 71,444 9,147 .982 7/08/2004 9,124 15,301 1.00 7/29/2004 15,253 24,000 1.00 9/16/2004 23,889 20,000 .99 9/23/2004 19,903 U.S. Treasury Notes 66,750 3.375 4/30/2004 66,877 7,000 2.875 6/30/2004 7,033 5,000 2.25 7/31/2004 5,021 16,000 2.125 8/31/2004 16,074 5,500 2.125 10/31/2004 5,535 5,000 1.625 3/31/2005 5,024 7,400 1.625 10/31/2005 7,429 5,000 1.50 3/31/2006 4,992 Total U.S. Government Obligations (Cost--$1,106,891) 1,107,146 Total Investments (Cost--$1,106,891)--99.2% 1,107,146 Other Assets Less Liabilities--0.8% 8,586 ---------- Net Assets--100.0% $1,115,732 ========== *U.S. Treasury Bills are traded on a discount basis; the interest rates shown are the range of the discount rates paid at the time of purchase by the Trust. U.S. Treasury Notes bear interest at the rates shown, payable at fixed dates until maturity. See Notes to Financial Statements. CMA TREASURY FUND, MARCH 31, 2004 Statement of Assets and Liabilities Master Treasury Trust As of March 31, 2004 Assets Investments, at value (identified cost--$1,106,890,982++) $ 1,107,145,503 Cash 25,098 Receivables: Contributions $ 7,513,122 Interest 1,137,825 8,650,947 --------------- Prepaid expenses 8,299 --------------- Total assets 1,115,829,847 --------------- Liabilities Payables: Investment adviser 31,023 Other affiliates 6,369 37,392 --------------- Accrued expenses 60,897 --------------- Total liabilities 98,289 --------------- Net Assets Net assets $ 1,115,731,558 =============== Net Assets Consist of Investors' capital $ 1,115,477,037 Unrealized appreciation on investments--net 254,521 --------------- Net Assets $ 1,115,731,558 =============== ++Cost for Federal income tax purposes. As of March 31, 2004, net unrealized appreciation for Federal income tax purposes amounted to $254,521, all of which related to appreciated securities. See Notes to Financial Statements. CMA TREASURY FUND, MARCH 31, 2004 Statement of Operations Master Treasury Trust For the Year Ended March 31, 2004 Investment Income Interest and amortization of premium and discount earned $ 12,952,256 Expenses Investment advisory fees $ 2,433,099 Accounting services 253,187 Professional fees 50,431 Trustees' fees and expenses 42,539 Custodian fees 41,950 Pricing fees 4,499 Printing and shareholder reports 1,722 Other 21,733 --------------- Total expenses 2,849,160 --------------- Investment income--net 10,103,096 --------------- Realized & Unrealized Gain (Loss) on Investments--Net Realized gain on investments--net 125,886 Change in unrealized appreciation on investments--net (277,669) --------------- Total realized and unrealized loss on investments--net (151,783) --------------- Net Increase in Net Assets Resulting from Operations $ 9,951,313 =============== See Notes to Financial Statements. CMA TREASURY FUND, MARCH 31, 2004 Statements of Changes in Net Assets Master Treasury Trust For the For the Period Year Ended February 13, 2003++ March 31, to March 31, Increase (Decrease) in Net Asset Value: 2004 2003 Operations Investment income--net $ 10,103,096 $ 1,744,050 Realized gain on investments--net 125,886 8,642 Change in unrealized appreciation on investments--net (277,669) 13,495 --------------- --------------- Net increase in net assets resulting from operations 9,951,313 1,766,187 --------------- --------------- Capital Transactions Proceeds from contributions 5,868,128,046 631,848,007 Fair value of net assets contributions -- 1,408,085,004 Fair value of withdrawals (6,060,463,520) (743,683,479) --------------- --------------- Net increase (decrease) in net assets derived from capital transactions (192,335,474) 1,296,249,532 --------------- --------------- Net Assets Total increase(decrease) in net assets (182,384,161) 1,298,015,719 Beginning of period 1,298,115,719 100,000 --------------- --------------- End of period $ 1,115,731,558 $ 1,298,115,719 =============== =============== ++Commencement of operations. See Notes to Financial Statements. Financial Highlights Master Treasury Trust For the For the Period Year Ended February 13, 2003++ The following ratios have been derived from March 31, to March 31, information provided in the financial statements. 2004 2003 Total Investment Return Total investment return .81% .60%* =============== =============== Ratios to Average Net Assets Expenses .23% .25%* =============== =============== Investment income and realized gain on investments--net .82% .98%* =============== =============== Supplemental Data Net assets, end of period (in thousands) $ 1,115,732 $ 1,298,116 =============== =============== *Annualized. ++Commencement of operations. See Notes to Financial Statements. CMA TREASURY FUND, MARCH 31, 2004 Notes to Financial Statements Master Treasury Trust 1. Significant Accounting Policies: Master Treasury Trust (the "Trust") is registered under the Investment Company Act of 1940, as amended, and is organized as a Delaware statutory trust. The Declaration of Trust permits the Trustees to issue nontransferable interest in the Trust, subject to certain limitations. The Trust's financial statements are prepared in conformity with accounting principles generally accepted in the United States of America, which may require the use of management accruals and estimates.The following is a summary of significant accounting policies followed by the Trust. (a) Valuation of investments--Portfolio securities with remaining maturities of greater than sixty days, for which market quotations are readily available, are valued at market value. As securities transition from sixty-one to sixty days to maturity, the difference between the valuation existing on the sixty-first day before maturity and maturity value is amortized on a straight-line basis to maturity. Securities maturing sixty days or less from their date of acquisition are valued at amortized cost, which approximates market value. For the purpose of valuation, the maturity of a variable rate security is deemed to be the next coupon date on which the interest rate is to be adjusted. Other investments 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 Trust's Board of Trustees. (b) Income taxes--The Trust is classified as a partnership for Federal income tax purposes. As such, each investor in the Trust is treated as owner of its proportionate share of the net assets, income, expenses and realized and unrealized gains and losses of the Trust. Therefore, no Federal income tax provision is required. It is intended that the Trust's assets will be managed so an investor in the Trust can satisfy the requirements of Subchapter M of the Internal Revenue Code. (c) Security transactions and investment income--Security transactions are recorded on the dates the transactions are entered into (the trade dates). Realized gains and losses on security transactions are determined on the identified cost basis. Interest income (including amortization of premium and discount) is recognized on the accrual basis. 2. Investment Advisory Agreement and Transactions with Affiliates: The Trust has entered into an Investment Advisory Agreement with Fund Asset Management, L.P. ("FAM"). The general partner of FAM is Princeton Services, Inc. ("PSI"), an indirect, wholly-owned subsidiary of Merrill Lynch & Co., Inc. ("ML & Co."), which is the limited partner. FAM is responsible for the management of the Trust's portfolio and provides the necessary personnel, facilities, equipment and certain other services necessary to the operations of the Trust. For such services, the Trust pays a monthly fee based upon the average daily value of the Trust's net assets at the following annual rates: .25% of the Trust's average daily net assets not exceeding $500 million; ..175% of the average daily net assets in excess of $500 million, but not exceeding $1 billion; and .125% of the average daily net assets in excess of $1 billion. For the year ended March 31, 2004, the Trust reimbursed FAM $25,467 for certain accounting services. Certain officers and/or trustees of the Trust are officers and/or directors of FAM, PSI, and/or ML & Co. CMA TREASURY FUND, MARCH 31, 2004 Independent Auditors' Report Master Treasury Trust To the Investors and Board of Trustees of Master Treasury Trust: We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Master Treasury Trust as of March 31, 2004, and the related statement of operations for the year then ended and the statements of changes in net assets and the financial highlights for the year then ended and for the period February 13, 2003 (commencement of operations) through March 31, 2003. These financial statements and financial highlights are the responsibility of the Trust's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of March 31, 2004, by correspondence with the custodian. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Master Treasury Trust as of March 31, 2004, the results of its operations for the year then ended, and the changes in its net assets and its financial highlights for the year then ended and for the period February 13, 2003 through March 31, 2003, in conformity with accounting principles generally accepted in the United States of America. Deloitte & Touche LLP Princeton, New Jersey May 14, 2004 CMA TREASURY FUND, MARCH 31, 2004 Officers and Trustees (unaudited) Number of Portfolios in Other Public Position(s) Length of Fund Complex Directorships Held with Time Overseen by Held by Name, Address & Age Fund Served Principal Occupation(s) During Past 5 Years Trustee Trustee Interested Trustee Terry K. Glenn* President 1999 to President of Merrill Lynch Investment 124 Funds None P.O. Box 9011 and present Managers, L.P. ("MLIM")/Fund Asset 160 Portfolios Princeton, Trustee and Management, L.P. ("FAM")--Advised Funds NJ 08543-9011 1991 to since 1999; Chairman (Americas Region) Age: 63 present of MLIM from 2000 to 2002; Executive Vice President of MLIM and FAM (which terms as used herein include their corporate predecessors) from 1983 to 2002; President of FAM Distributors, Inc. ("FAMD") from 1986 to 2002 and Director thereof from 1991 to 2002; Executive Vice President and Director of Princeton Services, Inc. ("Princeton Services") from 1993 to 2002; President of Princeton Administrators, L.P. from 1989 to 2002; Director of Financial Data Services, Inc. since 1985. * Mr. Glenn is a director, trustee or member of an advisory board of certain other investment companies for which MLIM or FAM acts as investment adviser. Mr. Glenn is an "interested person," as described in the Investment Company Act, of the Fund based on his former positions with MLIM, FAM, FAMD, Princeton Services and Princeton Administrators, L.P. The Trustee's term is unlimited. Trustees serve until their resignation, removal or death, or until December 31 of the year in which they turn 72. As Fund President, Mr. Glenn serves at the pleasure of the Board of Trustees. Independent Trustees* Ronald W. Forbes Trustee 1991 to Professor Emeritus of Finance, School of 51 Funds None P.O. Box 9095 present Business, State University of New York at 50 Portfolios Princeton, Albany since 2000 and Professor thereof NJ 08543-9095 from 1989 to 2000; International Consultant Age: 63 at the Urban Institute from 1995 to 1999. Cynthia A. Montgomery Trustee 1994 to Professor, Harvard Business School since 51 Funds Newell P.O. Box 9095 present 1989. 50 Portfolios Rubbermaid, Inc. Princeton, NJ 08543-9095 Age: 51 Kevin A. Ryan Trustee 1992 to Director Emeritus of The Boston University 51 Funds None P.O. Box 9095 present Center for the Advancement of Ethics and 50 Portfolios Princeton, Character from 1989 to 1999; Professor of NJ 08543-9095 Education at Boston University from 1982 Age: 71 to 1999 and Professor Emeritus thereof since 1999. Roscoe S. Suddarth Trustee 2000 to President of Middle East Institute from 51 Funds None P.O. Box 9095 present 1995 to 2001; Foreign Service Officer of 50 Portfolios Princeton, United States Foreign Service from 1961 NJ 08543-9095 to 1995 and Career Minister thereof from Age: 68 1989 to 1995; Deputy Inspector General of U.S. Department of State from 1991 to 1994; U.S. Ambassador to the Hashemite Kingdom of Jordan from 1987 to 1990. CMA TREASURY FUND, MARCH 31, 2004 Officers and Trustees (unaudited)(concluded) Number of Portfolios in Other Public Position(s) Length of Fund Complex Directorships Held with Time Overseen by Held by Name, Address & Age Fund Served Principal Occupation(s) During Past 5 Years Trustee Trustee Independent Trustees* (concluded) Richard R. West Trustee 1991 to Professor of Finance, New York University, 51 Funds Bowne & Co., P.O. Box 9095 present Leonard N. Stern School of Business 50 Portfolios Inc.; Vornado Princeton, Administration from 1982 to 1994 and Operating NJ 08543-9095 Dean Emeritus thereof since 1994. Company; Age: 66 Vornado Realty Trust and Alexander's, Inc. Edward D. Zinbarg Trustee 2000 to Self-employed financial consultant since 51 Funds None P.O. Box 9095 present 1994; Executive Vice President of The 50 Portfolios Princeton, Prudential Insurance Company of America NJ 08543-9095 from 1988 to 1994; Former Director of Age: 69 Prudential Reinsurance Company and former Trustee of The Prudential Foundation. * The Trustee's term is unlimited. Trustees serve until their resignation, removal or death, or until December 31 of the year in which they turn 72. Position(s) Length of Held with Time Name, Address & Age Fund Served* Principal Occupation(s) During Past 5 Years Fund Officers Donald C. Burke Vice 1993 to First Vice President of MLIM and FAM since 1997 and Treasurer thereof since P.O. Box 9011 President present 1999; Senior Vice President and Treasurer of Princeton Services since 1999; Princeton, and and Vice President of FAMD since 1999; Director of MLIM Taxation since 1990. NJ 08543-9011 Treasurer 1999 to Age: 43 present Cindy V. Macaulay Vice 2002 to Vice President of MLIM since 1996. P.O. Box 9011 President present Princeton, NJ 08543-9011 Age: 37 Phillip S. Gillespie Secretary 2000 to First Vice President of MLIM since 2001; Director (Legal Advisory) from 2000 P.O. Box 9011 present to 2001; Vice President from 1999 to 2000; Attorney associated with MLIM Princeton, since 1998. NJ 08543-9011 Age: 40 * Officers of the Fund serve at the pleasure of the Board of Trustees. Further information about the Fund's Officers and Trustees is available in the Fund's Statement of Additional Information, which can be obtained without charge by calling 1-800-MER-FUND. Custodian State Street Bank and Trust Company P.O. Box 351 Boston, MA 02101 Transfer Agent Financial Data Services, Inc. 4800 Deer Lake Drive East Jacksonville, FL 32246-6484 800-221-7210** **For inquiries regarding your CMA account, call 800-CMA-INFO or 800-262-4363. Charles C. Reilly, Trustee of CMA Treasury Fund, has recently retired. The Fund's Board of Trustees wishes Mr. Reilly well in his retirement. CMA TREASURY FUND, MARCH 31, 2004 Item 2 - Code of Ethics - The registrant has adopted a code of ethics, as of the end of the period covered by this report, that applies to the registrant's principal executive officer, principal financial officer and principal accounting officer, or persons performing similar functions. A copy of the code of ethics is available without charge upon request by calling toll-free 1-800-MER-FUND (1-800-637-3863). Item 3 - Audit Committee Financial Expert - The registrant's board of directors has determined that (i) the registrant has the following audit committee financial experts serving on its audit committee and (ii) each audit committee financial expert is independent: (1) Ronald W. Forbes, (2) Richard R. West, and (3) Edward D. Zinbarg. Item 4 - Principal Accountant Fees and Services Item 4 - Principal Accountant Fees and Services (a) Audit Fees CMA Treasury Fund Fiscal Year Ending March 31, 2004 - $11,400 Fiscal Year Ending March 31, 2003 - $16,067 Master Treasury Trust Fiscal Year Ending March 31, 2004 - $35,000 Fiscal Year Ending March 31, 2003 - $40,513 (b) Audit-Related Fees CMA Treasury Fund Fiscal Year Ending March 31, 2004 - $0 Fiscal Year Ending March 31, 2003 - $0 Master Treasury Trust Fiscal Year Ending March 31, 2004 - $0 Fiscal Year Ending March 31, 2003 - $0 (c) Tax Fees CMA Treasury Fund Fiscal Year Ending March 31, 2004 - $5,800 Fiscal Year Ending March 31, 2003 - $5,400 The nature of the services include tax compliance, tax advice and tax planning. Master Treasury Trust Fiscal Year Ending March 31, 2004 - $8,000 Fiscal Year Ending March 31, 2003 - $5,000 The nature of the services include tax compliance, tax advice and tax planning. (d) All Other Fees CMA Treasury Fund Fiscal Year Ending March 31, 2004 - $0 Fiscal Year Ending March 31, 2003 - $0 Master Treasury Trust Fiscal Year Ending March 31, 2004 - $0 Fiscal Year Ending March 31, 2003 - $0 (e)(1) The registrant's audit committee (the "Committee") has adopted policies and procedures with regard to the pre-approval of services. Audit, audit-related and tax compliance services provided to the registrant on an annual basis require specific pre-approval by the Committee. The Committee also must approve other non-audit services provided to the registrant and those non-audit services provided to the registrant's affiliated service providers that relate directly to the operations and the financial reporting of the registrant. Certain of these non-audit services that the Committee believes are a) consistent with the SEC's auditor independence rules and b) routine and recurring services that will not impair the independence of the independent accountants may be approved by the Committee without consideration on a specific case-by-case basis ("general pre-approval"). However, such services will only be deemed pre-approved provided that any individual project does not exceed $5,000 attributable to the registrant or $50,000 for the project as a whole. Any proposed services exceeding the pre- approved cost levels will require specific pre-approval by the Committee, as will any other services not subject to general pre- approval (e.g., unanticipated but permissible services). The Committee is informed of each service approved subject to general pre-approval at the next regularly scheduled in-person board meeting. (e)(2) 0% (f) Not Applicable (g) CMA Treasury Fund Fiscal Year Ending March 31, 2004 - $16,708,160 Fiscal Year Ending March 31, 2003 - $17,378,427 Master Treasury Trust Fiscal Year Ending March 31, 2004 - $16,708,160 Fiscal Year Ending March 31, 2003 - $17,378,427 (h) The registrant's audit committee has considered and determined that the provision of non-audit services that were rendered to the registrant's investment adviser and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre- approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant's independence. Regulation S-X Rule 2-01(c)(7)(ii) - $541,640, 0% Item 5 - Audit Committee of Listed Registrants - Not Applicable Item 6 - Schedule of Investments - Not Applicable Item 7 - Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies - Not Applicable Item 8 - Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers - Not Applicable Item 9 - Submission of Matters to a Vote of Security Holders - Not Applicable Item 10 - Controls and Procedures 10(a) - The registrant's certifying officers have reasonably designed such disclosure controls and procedures to ensure material information relating to the registrant is made known to us by others particularly during the period in which this report is being prepared. The registrant's certifying officers have determined that the registrant's disclosure controls and procedures are effective based on our evaluation of these controls and procedures as of a date within 90 days prior to the filing date of this report. 10(b) - There were no changes in the registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act (17 CFR 270.30a-3(d)) that occurred during the second fiscal half- year of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting. Item 11 - Exhibits attached hereto 11(a)(1) - Code of Ethics - See Item 2 11(a)(2) - Certifications - Attached hereto 11(a)(3) - Not Applicable 11(b) - Certifications - Attached hereto Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. CMA Treasury Fund and Master Treasury Trust By: _/s/ Terry K. Glenn_______ Terry K. Glenn, President of CMA Treasury Fund and Master Treasury Trust Date: May 21, 2004 Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. By: _/s/ Terry K. Glenn_______ Terry K. Glenn, President of CMA Treasury Fund and Master Treasury Trust Date: May 21, 2004 By: _/s/ Donald C. Burke________ Donald C. Burke, Chief Financial Officer of CMA Treasury Fund and Master Treasury Trust Date: May 21, 2004