[front cover] J.P. Morgan Institutional European Equity Fund Annual Report November 30, 2000 LETTER TO THE SHAREHOLDERS - -------------------------------------------------------------------------------- January 8, 2001 Dear Shareholder, It was a difficult year for U.S. investors allocating money overseas. Volatile European equity markets and global economic uncertainty pulled down investment returns. For the twelve months ended November 30, 2000, the J.P. Morgan Institutional European Equity Fund had a total return of -12.20%. The Fund's benchmark index, the MSCI Europe Index, and peer group, as measured by the Lipper European Region Funds Average, also finished in negative territory. The Fund's benchmark had a total return of -5.52% for the twelve months ended November 30, 2000, while the Fund's peer group had a total return of -1.71% for the same time period. The Fund's net asset value on November 30, 2000 was $13.72 per share, decreasing from $15.92 per share, after paying dividends of approximately $0.28 per share, including approximately $0.22 in current income and approximately $0.06 in long-term capital gains over the twelve month period. The Fund's net assets were approximately $7.9 million on November 30, while the total net assets of The European Equity Portfolio, in which the Fund invests, totaled $18 million. This report includes an interview with Nigel Emmett, a member of the portfolio management team for The European Equity Portfolio. Nigel discusses the European equity markets in detail, and explains the factors that influenced Fund performance during the fiscal year. Nigel also provides insight in regard to positioning the Portfolio. As chairman and president of Asset Management Services, we thank you for investing with J.P. Morgan. Should you have any comments or questions, please contact your Morgan representative, or call J.P. Morgan Funds Services at (800) 766-7722. Sincerely yours, /signature/ /signature/ Ramon de Oliveira Keith M. Schappert Chairman of Asset Management Services President of Asset Management Services J.P. Morgan & Co. Incorporated J.P. Morgan & Co. Incorporated TABLE OF CONTENTS - -------------------------------------------------------------------------------- Letter to the Shareholders 1 Fund Performance 2 Portfolio Manager Q&A 3 Fund Facts & Highlights 5 Financial Statements 6 1 FUND PERFORMANCE - -------------------------------------------------------------------------------- EXAMINING PERFORMANCE There are several ways to evaluate a mutual fund's historical performance. One way is to look at the growth of a hypothetical investment. The chart at right shows that $1,000,000 invested on February 29, 1996,* would have increased to $1,670,217 on November 30, 2000. Another way is to review a fund's average annual total return. This calculation takes the Fund's actual return and shows what would have happened if the fund had achieved that return by performing at a constant rate each year. Average annual total returns represent the average yearly change of a fund's value over various time periods, typically one, five, and ten years (or since inception). Total returns for periods of less than one year are not annualized and provide a picture of how a fund has performed over the short-term. GROWTH OF $1,000,000 SINCE FUND INCEPTION* February 29, 1996-November 30, 2000 [data from line chart MSCI Europe Index** $1,867,246 Lipper European Region Funds Average** $1,823,172 J.P. Morgan Institutional European Equity Fund $1,670,217 PERFORMANCE TOTAL AVERAGE ANNUAL RETURNS TOTAL RETURNS ---------- ------------------------------------ ONE THREE SINCE YEAR YEARS INCEPTION* AS OF NOVEMBER 30, 2000 J.P. Morgan Institutional European Equity Fund (12.20)% 6.52% 11.40% MSCI Europe Index** (5.52)% 9.79% 14.05% Lipper European Region Funds Average** (1.71)% 10.52% 13.30% AS OF SEPTEMBER 30, 2000 J.P. Morgan Institutional European Equity Fund 2.14% 8.17% 13.85% MSCI Europe Index** 5.46% 10.22% 15.78% Lipper European Region Funds Average** 19.46% 11.22% 15.75% * The J.P. Morgan Institutional European Equity Fund began operations on February 29, 1996. ** The MSCI Europe Index is an unmanaged index which measures European stock market performance. It does not include fees or operating expenses and is not available for actual investment. Lipper Analytical Services, Inc. is a leading source for mutual fund data. Past performance is no guarantee of future results. Fund returns are net of fees, assume the reinvestment of dividends and reflect the reimbursement of expenses as described in the prospectus. Had expenses not been subsidized, returns would have been lower. 2 PORTFOLIO MANAGER Q&A - -------------------------------------------------------------------------------- [photo of Nigel F. Emmett] The following is an interview with NIGEL F. EMMETT, vice president and portfolio manager with J.P. Morgan Investment Management's International Equity Group since joining Morgan in 1997. Nigel earned a B.A. degree in economics from Manchester University, and is the holder of a CFA designation. This interview was conducted on December 15, 2000, and reflects Nigel's views on that date. HOW WOULD YOU CHARACTERIZE THE EUROPEAN EQUITY MARKETS DURING THE 12-MONTHS ENDED NOVEMBER 30, 2000? The first half was distinguished by economic growth, optimism, and the outperformance of new economy stocks. During much of the second half, however, the opposite was true. New economy stocks dropped deeply out of favor, and there was a much greater focus on some of the previously neglected value names. Toward the end of the period, we also saw signs of a U.S. slowdown, which, in turn, spread to much of the rest of the world, including Europe. The market was impacted negatively as well by a consistently weak euro over much of this period. Although there was a small rally as this reporting period came to a close, the euro was still well down over the 12-months. While a cheaper currency helped large volume exporters, by making their goods cheaper to produce relative to the U.S., it hampered much of the rest of the market, particularly those companies that had to translate euro-denominated revenues into dollars. HOW DID THE PORTFOLIO PERFORM OVER THIS PERIOD? Over the 12-months, the portfolio underperformed both its benchmark and the competition. We added some value from currency management by underweighting the euro earlier in the year, when it was declining, and then overweighing it at the middle of the period, when the euro strengthened relative to the dollar. Performance attributable to country allocation was roughly neutral, although we benefited from being overweight the U.K., relative to continental Europe, near the end of the period. What contributed most to underperformance was stock selection. WHICH COMPANIES HELPED PERFORMANCE THE MOST? A stock that continued to outperform its sector over most of this period was Philips, the Dutch electronics giant. It benefited from a very well managed business, robust sales growth, favorable currency exposure, and a broad catalogue of profitable products. Elsewhere, in the banking sector, our overweight in Woolwich helped performance. This stock was helped by investor enthusiasm when Barclays acquired Woolwich last summer. Our decision to underweight British Telecom also helped over the full 12 months. The company's stock underperformed due to investor concerns about its relatively high valuation and pricing pressure within traditional fixed-line operations, both at the residential and business levels. Investors were also wary about British Telecom's need to raise substantial additional capital in order to continue its overseas expansion plans. Schering, the German pharmaceutical company, helped performance over this period, as well. The stock gained from the company's higher-than-expected sales, which were derived partly from acquisitions, and partly from new products going to market sooner than most investors anticipated. WHICH STOCKS LAGGED OVER THE PAST 12 MONTHS? Our exposure to new economy stocks was particularly detrimental to the portfolio, especially during the second half. In this regard, a stock that underperformed was KTN, the Dutch telecom company. KTN was hurt by a concentration in mobile telecom, and by a need to raise additional capital to continue its roll-out of that business. These issues aside, we think KTN is one of the most attractive telecom companies in continental Europe. We continue to like its business model and feel the company's shares are more reasonably priced than other European telecoms. Also in the U.K., and within the telecom sector, a stock that detracted from performance over this period was Cable & Wireless. Being more of a data 3 PORTFOLIO MANAGER Q&A - -------------------------------------------------------------------------------- (Continued) carrier/Internet play, its stock declined when this sector suffered a major global correction during the second half. For our part, we favor the company's longer-term prospects, and believe it's very attractively priced. Another new economy stock that detracted from performance was UPC, a Dutch owner/operator of European broadband networks. The company's stock declined significantly over the period, due to concerns about financing requirements. UPC's business plan calls for a continuous build-out and upgrade of its networks, which requires new capital. While the overall market was very nervous about UPC's ability to raise this new capital, we were less so, because we were, and are, confident that its minority shareholders, such as Microsoft and Motorola, will satisfy the company's present and future financing requirements. Beyond these, a stock that hurt was the Bank of Scotland. It posted slightly better than expected first half performance, but the bank's stock didn't perform well during the latter half of the fiscal period. This was largely because investors felt the bank was losing its strategic direction and might commit to an overly expensive acquisition. HAS THE EUROPEAN MARKET BEEN AS VOLATILE AS THE U.S. MARKET OVER THIS PERIOD? Yes. In fact, it's been more volatile than the United States. The Morgan Stanley Capital International (MSCI) Europe Index, our benchmark, was down almost 6% for the fiscal period. Most of this underperformance occurred during the period's second half shift from growth to value. In line with this, there were dimming expectations for growth next year, with investors taking a jaundiced view of companies that have costly capital needs. A good deal of the region's anemic dollar-denominated return was also attributable to the weakness of the euro relative to the dollar throughout the period. HOW DO YOU EXPECT EUROPEAN MARKETS TO PERFORM NEXT YEAR? Performance will be driven by a number of future developments. Among those that would help would be continued strength in domestic demand. Among those that would not help would be unsatisfactory results from exporters as they adjust to a strengthening euro. Of course, a good deal of future performance depends on developments within the U.S. economy. If the U.S. economy has a soft landing, almost everyone, everywhere, is going to benefit. If not, and a hard landing ensues, then all markets will decline, at least temporarily. With this qualification, we continue to think that the euro is attractive, with good upside potential going forward. We also expect to see better economic growth next year from the European markets, than from the U.S. markets, in spite of the likelihood that the European Central Bank will raise interest rates slightly next year. LASTLY, IF NEW INVESTORS WERE TO ASK YOU WHY THEY SHOULD PUT THEIR MONEY IN THIS PORTFOLIO, AT THIS POINT IN TIME, HOW WOULD YOU REPLY? First of all, from the perspective of a potential investor in the region, our analysis indicates that European equities are more attractively priced than their U.S. counterparts, and thus have more upside potential. Keep in mind that many continental European companies are still in the early stages of restructuring and have yet to reap the consequent benefits. In this regard, we would expect to see further liberalization in the European market and further margin growth going forward. Why this portfolio? Because, increasingly, the way to make money is to be in the companies with fundamentally strong business franchises, good management, good financials, and the ability to produce growth over the medium- to longer-term. To decide which are the best companies, however, you have to be able to judge them side-by-side, on a global playing field, something that most investors lack the resources to do. We, on the other hand, employ nearly 70 analysts worldwide. Their sole responsibility is to identify the best companies in each industry, at the best share prices relative to their return potential over time. I am confident that we can do so in the months and years ahead. 4 FUND FACTS - -------------------------------------------------------------------------------- INVESTMENT OBJECTIVE J.P. Morgan Institutional European Equity Fund seeks to provide a high total return from a portfolio of european equity securities. It is designed for investors who want an actively managed portfolio of European equity securities that seeks to outperform the MSCI Europe Index, which is comprised of more than 500 companies in 14 European countries. As an international investment, the Fund is subject to foreign market, political and currency risks. - -------------------------------------------------------------------------------- Commencement of Investment Operations: 2/29/1996 - -------------------------------------------------------------------------------- Fund Net Assets as of 11/30/2000: $7,856,483 - -------------------------------------------------------------------------------- Portfolio Net Assets as of 11/30/2000: $18,064,200 - -------------------------------------------------------------------------------- Dividend Payable Date: (if applicable): 12/20/2000 - -------------------------------------------------------------------------------- Capital Gain Payable Date (if applicable): 12/20/2000 EXPENSE RATIOS The Fund's current annual expense ratio of 1.00% covers shareholders' expenses for custody, tax reporting, investment advisory, and shareholder services, after reimbursement. The Fund is no-load and does not charge any sales, redemption, or exchange fees. There are no additional charges for buying, selling or safekeeping fund shares, or for wiring redemption proceeds from the Fund. FUND HIGHLIGHTS - -------------------------------------------------------------------------------- All data as of November 30, 2000 PORTFOLIO ALLOCATION (As a percentage of total investment securities) [data from pie chart] United Kingdom 31.7% Switzerland 14.0% France 13.8% Germany 11.0% Netherlands 8.9% Spain 5.7% Italy 5.3% Finland 3.7% Sweden 2.9% Ireland 1.4% Denmark 0.8% United States 0.5% Belgium 0.3% LARGEST EQUITY % OF TOTAL HOLDINGS COUNTRY INVESTMENTS - -------------------------------------------------------------------------------- Vodafone Group Plc United Kingdom 5.0% Glaxo Wellcome Plc United Kingdom 3.7% BP Amoco Plc United Kingdom 2.9% Nokia Oyj Finland 2.7% Allianz AG Germany 2.6% Nestle S.A. Switzerland 2.6% Total Fina Elf S.A. France 2.5% HSBC Holdings Plc United Kingdom 2.4% Zurich Financial Services AG Switzerland 2.3% Novartis AG Switzerland 2.3% DISTRIBUTED BY FUNDS DISTRIBUTOR, INC. J.P. MORGAN INVESTMENT MANAGEMENT, INC. SERVES AS INVESTMENT ADVISOR. SHARES OF THE FUND ARE NOT INSURED BY THE FDIC, ARE NOT BANK DEPOSITS OR OTHER OBLIGATIONS OF THE FINANCIAL INSTITUTION AND ARE NOT GUARANTEED BY THE FINANCIAL INSTITUTION. SHARES OF THE FUND ARE SUBJECT TO INVESTMENT RISK, INCLUDING POSSIBLE LOSS OF THE PRINCIPAL INVESTED. WHILE THE FUND SEEKS TO MAINTAIN A STABLE ASSET VALUE OF $1.00 PER SHARE, IT IS POSSIBLE TO LOSE MONEY BY INVESTING IN THIS FUND. References to specific securities and their issuers are for illustrative purposes only and are not intended to be, and should not be interpreted as, recommendations to purchase or sell securities. Opinions expressed herein and other Fund data presented are based on current market conditions and are subject to change without notice. The Fund invests in foreign securities which involve special risks including economic and political instability and currency fluctuations; prospective investors should refer to Fund's prospectus for discussion of these risks. The Fund invests through a master portfolio (another Fund with the same objective). CALL J.P. MORGAN FUNDS SERVICES AT (800) 521-5411 FOR A PROSPECTUS CONTAINING MORE COMPLETE INFORMATION ABOUT THE FUND, INCLUDING MANAGEMENT FEES AND OTHER EXPENSES. PLEASE READ THE PROSPECTUS CAREFULLY BEFORE INVESTING. 5 J.P. MORGAN INSTITUTIONAL EUROPEAN EQUITY FUND STATEMENT OF ASSETS AND LIABILITIES - -------------------------------------------------------------------------------- NOVEMBER 30, 2000 ASSETS Investment in The European Equity Portfolio ("Portfolio"), at value $7,807,532 Receivable for Expense Reimbursements 9,139 Deferred Organization Expenses 436 Prepaid Expenses and Other Assets 81,137 ------------- TOTAL ASSETS 7,898,244 ------------- LIABILITIES Shareholder Servicing Fee Payable 670 Administrative Services Fee Payable 159 Accrued Expenses and Other Liabilities 40,932 ------------- TOTAL LIABILITIES 41,761 ------------- NET ASSETS Applicable to 572,788 Shares of Beneficial Interest Outstanding (par value $0.001, unlimited shares authorized) $7,856,483 ============= Net Asset Value, Offering and Redemption Price Per Share $13.72 ============= ANALYSIS OF NET ASSETS Paid-in Capital $7,732,864 Distributions in Excess of Net Investment Income (15,577) Accumulated Net Realized Loss on Investment (112,787) Net Unrealized Appreciation on Investment 251,983 ------------- NET ASSETS $7,856,483 ============= 6 The Accompanying Notes are an Integral Part of the Financial Statements. J.P. MORGAN INSTITUTIONAL EUROPEAN EQUITY FUND STATEMENT OF OPERATIONS - -------------------------------------------------------------------------------- FOR THE YEAR ENDED NOVEMBER 30, 2000 INVESTMENT INCOME INCOME Allocated Investment Income from Portfolio $ 185,158 Allocated Portfolio Expenses (108,439) ---------------- Investment Income 76,719 ----------------- FUND EXPENSES Financial and Fund Accounting Services Fee 42,742 Transfer Agent Fees 16,489 Registration Fees 13,938 Professional Fees 12,320 Shareholder Servicing Fee 10,868 Printing Expenses 5,246 Administrative Services Fee 2,631 Amortization of Organization Expenses 1,771 Fund Services Fee 172 Administration Fee 120 Trustees' Fees and Expenses 103 Miscellaneous 6,642 ----------------- Total Fund Expenses 113,042 Less: Reimbursement of Expenses (112,279) ----------------- Net Fund Expenses 763 ----------------- NET INVESTMENT INCOME 75,956 ----------------- REALIZED AND UNREALIZED GAIN (LOSS) NET REALIZED LOSS ON INVESTMENT ALLOCATED FROM PORTFOLIO (146,463) ----------------- NET CHANGE IN UNREALIZED APPRECIATION (DEPRECIATION) ON INVESTMENT ALLOCATED FROM PORTFOLIO (966,545) ----------------- NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS $(1,037,052) ================= The Accompanying Notes are an Integral Part of the Financial Statements. 7 J.P. MORGAN INSTITUTIONAL EUROPEAN EQUITY FUND STATEMENT OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- FOR THE YEARS ENDED NOVEMBER 30 DECREASE IN NET ASSETS 2000 1999 FROM OPERATIONS Net Investment Income $75,956 $127,222 Net Realized Gain (Loss) on Investment Allocated from Portfolio (146,463) 173,109 Net Change in Unrealized Appreciation (Depreciation) on Investment Allocated from Portfolio (966,545) 1,131,118 ------------------ ---------------- Net Increase in Net Assets Resulting from Operations (1,037,052) 1,431,449 ------------------ ---------------- DISTRIBUTIONS TO SHAREHOLDERS FROM Net Investment Income (201,456) (186,384) Net Realized Gain - (112,665) In Excess of Net Realized Gain (8,736) (195,908) ----------------- ----------------- Total Distributions to Shareholders (210,192) (494,957) ----------------- ----------------- TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST Proceeds from Shares of Beneficial Interest Sold 2,075,002 3,706,415 Reinvestment of Distributions 41,382 148,087 Cost of Shares of Beneficial Interest Redeemed (4,707,752) (5,534,838) ----------------- ----------------- Net Decrease from Transactions in Shares of Beneficial Interest (2,591,368) (1,680,336) ----------------- ----------------- Total Decrease in Net Assets (3,838,612) (743,844) ----------------- ----------------- NET ASSETS Beginning of Year 11,695,095 12,438,939 ----------------- ----------------- End of Year $7,856,483 $11,695,095 ================= ================= Undistributed Net Investment Income - $154,892 ================= ================= TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST Shares of Beneficial Interest Sold 134,469 249,207 Shares of Beneficial Interest Reinvested 2,508 10,547 Shares of Beneficial Interest Redeemed (299,005) (369,687) ----------------- ----------------- Net Increase (Decrease) in Shares of Beneficial Interest (162,028) (109,933) ================= ================= 8 The Accompanying Notes are an Integral Part of the Financial Statements. J.P. MORGAN INSTITUTIONAL EUROPEAN EQUITY FUND FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- SELECTED DATA FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD ARE AS FOLLOWS: FOR THE PERIOD FOR THE FEBRUARY 29, 1996 YEARS ENDED FOR THE ELEVEN FOR THE FISCAL (COMMENCEMENT OF NOVEMBER 30 MONTHS ENDED YEAR ENDED OPERATIONS) THROUGH 2000 1999 NOVEMBER 30, 1998 DECEMBER 31, 1997 DECEMBER 31, 1996 ---------------------------------------------------------------------------- NET ASSET VALUE PER SHARE, BEGINNING OF PERIOD $15.92 $14.73 $12.56 $11.56 $10.00 ---------------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS Net Investment Income 0.04 0.25 0.20 0.21 0.12 Net Realized and Unrealized Gain (Loss) on Investment (1.96) 1.55 1.97 2.34 1.59 ----------------------------------------------------------------------------- Total From Investment Operations (1.92) 1.80 2.17 2.55 1.71 ----------------------------------------------------------------------------- LESS DISTRIBUTIONS TO SHAREHOLDERS FROM Net Investment Income (0.22) (0.23) - (0.17) (0.10) Net Realized Gain - (0.14) - (1.38) (0.05) In Excess of Net Realized Gain (0.06) (0.24) - - - ----------------------------------------------------------------------------- Total Distributions to Shareholders (0.28) (0.61) - (1.55) (0.15) ----------------------------------------------------------------------------- NET ASSET VALUE PER SHARE, END OF PERIOD $13.72 $15.92 $14.73 $12.56 $11.56 ============================================================================= RATIOS AND SUPPLEMENTAL DATA Total Return (12.20)% 12.72% 17.28%(a) 22.27% 17.10%(a) Net Assets, End of Year (in thousands) $7,856 $11,695 $12,439 $10,174 $6,532 Ratios to Average Net Assets Net Expenses 1.00% 0.99% 1.00%(b) 1.00% 1.00%(b) Net Investment Income 0.70% 1.10% 1.32%(b) 1.57% 1.68%(b) Expenses without Reimbursement 2.04% 2.17% 1.77%(b) 2.08% 2.50%(c) Interest Expense - 0.02% 0.05%(b) - - (a) Not annualized (b) Annualized (c) After consideration of certain state limitations. The Accompanying Notes are an Integral Part of the Financial Statements. 9 J.P. MORGAN INSTITUTIONAL EUROPEAN EQUITY FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- NOVEMBER 30, 2000 - -------------------------------------------------------------------------------- 1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES ORGANIZATION--J.P. Morgan Institutional European Equity Fund (the "Fund'') is a separate series of the J.P. Morgan Institutional Funds, a Massachusetts business trust (the "Trust'') which was organized on November 4, 1992. The Trust is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company. The Fund commenced operations on February 29, 1996. The Fund invests all of its investable assets in The European Equity Portfolio (the "Portfolio''), a diversified open-end management investment company having the same investment objective as the Fund. The value of such investment included in the Statement of Assets and Liabilities reflects the Fund's proportionate interest in the net assets of the Portfolio(approximately 43.3% at November 30, 2000). The performance of the Fund is directly affected by the performance of the Portfolio. The financial statements of the Portfolio, including the Schedule of Investments, are included elsewhere in this report and should be read in conjunction with the Fund's financial statements. The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts and disclosures. Actual amounts could differ from those estimates. The following is a summary of the significant accounting policies of the Fund: SECURITY VALUATION--Valuation of securities by the Portfolio is discussed in Note 1 of the Portfolio's Notes to Financial Statements that are included elsewhere in this report. INVESTMENT INCOME--The Fund earns income, net of expenses, daily on its investment in the Portfolio. All net investment income, realized and unrealized gains and losses of the Portfolio is allocated pro-rata among the Fund and other investors in the Portfolio at the time of such determination. EXPENSES--Expenses incurred by the Trust with respect to any two or more Funds in the Trust are allocated in proportion to the net assets of each Fund in the Trust, except where allocations of direct expenses to each Fund can otherwise be made fairly. ORGANIZATION EXPENSES--The Fund incurred organization expenses in the amount of $11,800 which have been deferred and are being amortized on a straight-line basis over a period not to exceed five years beginning with the commencement of operations of the Fund. INCOME TAX STATUS--It is the Fund's policy to distribute all net investment income and net realized gains to shareholders and to otherwise qualify as a regulated investment company under the provisions of the Internal Revenue Code. Accordingly, no provision has been made for federal or state income taxes. DISTRIBUTIONS TO SHAREHOLDERS--Distributions to a shareholder are recorded on the ex-dividend date. Distributions from net investment income and distributions from net realized gains, if any, are paid annually. - -------------------------------------------------------------------------------- 2. TRANSACTIONS WITH AFFILIATES ADMINISTRATIVE SERVICES--The Trust has an Administrative Services Agreement (the "Services Agreement") with Morgan Guaranty Trust Company of New York ("Morgan") under which Morgan is responsible for certain aspects of the administration and operation of the Fund. Under the Services Agreement, the Trust has agreed to pay Morgan a fee equal to its allocable share of an annual complex-wide charge. This charge is calculated based on the aggregate average daily net assets of the Trust and certain other registered investment companies for which J.P. Morgan Investment Management, Inc. ("JPMIM") acts as investment advisor in accordance with the following annual schedule: 0.09% on the first $7 billion of their aggregate average daily net assets and 0.04% of their aggregate average daily net assets in excess of $7 billion less the complex-wide fees payable to Funds Distributor, Inc. The portion of this charge payable by the Fund is determined by the proportionate share that its net assets bear to the net assets of the Trust and certain other investment companies for which Morgan provides similar services. Morgan has agreed to reimburse the Fund to the extent the total operating expenses (excluding interest, taxes and extraordinary expenses) of the Fund, including the expenses allocated to the Fund from the Portfolio, exceed 1.00% of the Fund's average daily net assets through February 28, 2001. ADMINISTRATION--The Trust has retained Funds Distributor, Inc. ("FDI"), a registered broker-dealer, to serve as the co-administrator and distributor for the Fund. Under a Co-Administration Agreement between FDI and the Trust, FDI provides administrative services necessary for the 10 J.P. MORGAN INSTITUTIONAL EUROPEAN EQUITY FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (Continued) NOVEMBER 30, 2000 - -------------------------------------------------------------------------------- 2. TRANSACTIONS WITH AFFILIATES (CONTINUED) operations of the Fund, furnishes office space and facilities required for conducting the business of the Fund and pays the compensation of the Fund's officers affiliated with FDI. The Fund has agreed to pay FDI fees equal to its allocable share of an annual complex-wide charge of $425,000 plus FDI's out-of-pocket expenses. The portion of this charge payable by the Fund is determined by the proportionate share that its net assets bear to the net assets of the Trust and certain other investment companies for which FDI provides similar services. SHAREHOLDER SERVICING--The Trust has a Shareholder Servicing Agreement with Morgan under which Morgan provides account administration and personal account maintenance service to Fund shareholders. The agreement provides for the Fund to pay Morgan a fee for these services that is computed daily and paid monthly at an annual rate of 0.10% of the average daily net assets of the Fund. FUND SERVICES--The Trust has a Fund Services Agreement with Pierpont Group, Inc. ("PGI") to assist the Trustees in exercising their overall supervisory responsibilities for the Trust's affairs. The Trustees of the Trust represent all the existing shareholders of PGI. TRUSTEES--Each Trustee receives an aggregate annual fee of $75,000 for serving on the boards of the Trust, the J.P. Morgan Funds, the J.P. Morgan Institutional Funds, and other registered investment companies in which they invest. The Trustees' fees and expenses shown in the financial statements represent the Fund's allocated portion of the total Trustees' fees and expenses. The Trust's Chairman and Chief Executive Officer also serves as Chairman of PGI and receives compensation and employee benefits from PGI. The allocated portion of such compensation and benefits included in the Fund Services Fee shown on the Statement of Operations was $30. - -------------------------------------------------------------------------------- 3. FEDERAL INCOME TAXES For Federal income tax purposes, the Fund utilized its capital loss carryforward of $11,434. The Fund elected to treat net capital losses of approximately $151,961 and Passive Foreign Investment Company losses of $14,076 incurred in the one month period ended November 30, 2000 as having been incurred in the next taxable year Income distributions and capital gain distributions, if any, are determined in accordance with income tax regulations which may differ from generally accepted accounting principles. These differences are primarily due to the differing treatment of net operating losses, foreign currency and tax allocation. Accordingly, these permanent differences in the character of income and distributions between financials statements and tax basis have been reclassified to paid-in-capital. During the year ended November 30, 2000, the following reclassifications were made: Accumulated Net Realized Loss was decreased by $77,260 while Undistributed Net Investment Income and Paid-in-Capital were decreased by $44,969 and $32,291 respectively. - -------------------------------------------------------------------------------- 4. BANK LOANS The Fund may borrow money for temporary or emergency purposes, such as funding shareholder redemptions. Effective May 23, 2000, the Fund, along with certain other Funds managed by JPMIM, entered into a $150,000,000 bank line of credit agreement with DeutscheBank. Borrowings under the agreement will bear interest at approximate market rates. A commitment fee is charged at an annual rate of 0.085% on the unused portion of the committed amount. - -------------------------------------------------------------------------------- 5. CONCENTRATIONS OF RISK From time to time, the Fund may have a concentration of several shareholders holding a significant percentage of shares outstanding. Investment activities of these shareholders could have a material impact on the Fund. 11 J.P. MORGAN INSTITUTIONAL EUROPEAN EQUITY FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (Continued) NOVEMBER 30, 2000 - -------------------------------------------------------------------------------- 6. SUBSEQUENT EVENT The merger of J.P. Morgan & Co. Incorporated, the former parent company of the Fund's adviser, J.P. Morgan Investment Management, Inc. ("JPMIM"), with and into The Chase Manhattan Corporation was consummated on December 31, 2000. J.P. Morgan Chase & Co. will be the new parent company of JPMIM, which will continue to serve as the Fund's adviser. 12 REPORT OF INDEPENDENT ACCOUNTANTS - -------------------------------------------------------------------------------- To the Trustees and Shareholders of J.P. Morgan Institutional European Equity Fund In our opinion, the accompanying statement of assets and liabilities and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of J.P. Morgan Institutional European Equity Fund (one of the series constituting part of J.P. Institutional Morgan Funds, hereafter referred to as the "Fund") at November 30, 2000, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the two years in the period then ended, for the eleven months ended November 30, 1998, for the year ended December 31, 1997 and for the period February 29, 1996 (commencement of operations) through December 31, 1996, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with auditing standards generally accepted in the United States of America, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. PricewaterhouseCoopers LLP New York, New York January 16, 2001 13 THE EUROPEAN EQUITY PORTFOLIO Annual Report November 30, 2000 (The following pages should be read in conjunction with J.P. Morgan Institutional European Equity Fund Annual Financial Statements) 14 THE EUROPEAN EQUITY PORTFOLIO SCHEDULE OF INVESTMENTS - -------------------------------------------------------------------------------- NOVEMBER 30, 2000 SHARES VALUE - -------------------------------------------------------------------------------------------- COMMON STOCKS - 99.0% BELGIUM - 0.3% 2,493 Agfa Gevaert NV(s) $ 59,678 ----------------------------- DENMARK - 0.8% 730 Novo Nordisk A/S Cl B(s) 141,456 ----------------------------- FINLAND - 3.7% 11,546 Nokia Oyj(s) 483,932 4,849 Sonera Oyj(s) 92,818 8,724 Stora Enso Oyj R Shares(s) 86,118 ----------------------------- 662,868 ----------------------------- FRANCE - 13.8% 885 Alcatel Optronics(s)(+) 44,604 6,822 Alcatel S.A.(s) 338,487 3,039 Aventis S.A.(s) 238,480 967 Axa(s) 135,521 1,643 BNP Paribas S.A.(s) 127,001 2,082 Carrefour S.A.(s) 125,504 2,321 Christian Dior S.A.(s) 103,746 2,391 Fimatex(s)(+) 19,731 1,149 Genset S.A.(s) 54,509 696 Groupe Danone(s) 92,513 1,141 Lafarge S.A.(s) 85,664 1,262 Lagardere S.C.A.(s) 66,242 1,121 Renault S.A.(s) 53,571 616 Technip S.A.(s) 71,423 3,107 Total Fina Elf S.A. B Shares(s) 444,359 5,500 Vivendi Environnement(s) 227,411 3,828 Vivendi S.A.(s) 236,584 ----------------------------- 2,465,350 ----------------------------- GERMANY - 10.5% 1,368 Allianz AG(s) 472,275 5,177 BASF AG(s) 195,354 4,092 Bayer AG(s) 178,989 614 Consors Discount-Broker AG(s)(+) 27,258 1,299 Deutsche Bank AG(s) 93,739 5,453 Deutsche Telekom AG(s) 171,403 3,568 Dresdner Bank AG(s) 131,874 3,080 E.ON AG(s) 174,269 680 Intershop Communications AG(s)(+) 19,350 1,756 Schering AG(s) 95,810 2,269 Siemens AG(s) 258,146 1,170 Volkswagen AG(s) 57,940 ----------------------------- 1,876,407 ----------------------------- IRELAND - 1.4% 3,665 CRH Plc(s) 53,437 1,000 Fyffes Plc(s) 592 10,808 Irish Life & Permanent Plc(s) 118,071 SHARES VALUE - -------------------------------------------------------------------------------------------- 40,992 Smurfit (Jefferson) Group Plc(s) $ 65,299 2,202 Trintech Group Plc ADR(s)(+) 15,449 ----------------------------- 252,848 ----------------------------- ITALY - 5.3% 18,321 Credito Emiliano Spa(s) 78,783 35,009 ENI Spa(s) 210,883 6,215 Mediolanum Spa(s) 74,658 10,888 Saipem Spa(s) 54,971 22,190 Telecom Italia Spa(s) 256,900 52,690 Unicredito Italiano Spa(s) 263,725 ----------------------------- 939,920 ----------------------------- NETHERLANDS - 8.9% 1,572 ASM Lithography Holding NV(s)(+) 32,992 3,000 Heineken Holding NV(s) 109,027 4,206 ING Groep NV(s) 303,075 10,682 Koninklijke (Royal) Philips Electronics NV(s) 353,433 3,111 Numico NV(s) 160,858 5,079 Royal Dutch Petroleum Co.(s) 304,616 16,875 Royal KPN NV(s) 227,389 3,631 United Pan-Europe Communication NV(s)(+) 41,089 1,290 VNU NV(s) 56,370 ----------------------------- 1,588,849 ----------------------------- SPAIN - 5.7% 2,605 ACS, Actividades Construccion y Servicios S.A.(s) 60,568 7,116 Amadeus Global Travel Distribution S.A.(s)(+) 53,890 22,226 Banco Bilbao Vizcaya Argentaria S.A.(s) 297,172 18,943 Iberdrola S.A.(s) 226,728 24,296 Telefonica S.A.(s)(+) 381,740 ----------------------------- 1,020,098 ----------------------------- SWEDEN - 2.9% 10,428 Ericsson LM Cl B(s) 119,055 18,987 Skandia Forsakrings AB(s) 289,661 9,656 Skandinaviska Enskilda Banken Cl A(s) 103,502 ----------------------------- 512,218 ----------------------------- SWITZERLAND - 14.0% 669 ABB Ltd.(s) 60,895 67 Compagnie Financiere Richemont AG A Units(s) 184,927 631 Credit Suisse Group(s) 109,965 216 Nestle S.A.(s) 469,132 256 Novartis AG(s) 415,311 34 Roche Holding AG(s) 336,905 48 SGS Societe Generale de Surveillance Holding S.A.(s) 58,735 52 The Swatch Group AG B Shares(s) 59,915 2,844 UBS AG(s) 393,225 771 Zurich Financial Services AG(s) 415,748 ----------------------------- 2,504,758 ----------------------------- The Accompanying Notes are an Integral Part of the Financial Statements. 15 THE EUROPEAN EQUITY PORTFOLIO SCHEDULE OF INVESTMENTS - --------------------------------------------------------------- NOVEMBER 30, 2000 SHARES VALUE - -------------------------------------------------------------------------------------------- UNITED KINGDOM - 31.7% 3,425 3I Group Plc(s) $ 60,781 9,000 ARM Holdings Plc(s)(+) 56,130 1,690 Barclays Plc(s) 47,358 25,931 BG Group Plc(s) 105,213 14,652 Billiton Plc(s) 47,767 2,065 Bookham Technology Plc(s) 25,728 66,315 BP Amoco Plc(s) 515,575 4,000 British Airways Plc(s) 22,679 10,621 British SKY Broadcasting Plc(s)(+) 148,137 5,101 British Telecommunications Plc(s) 44,033 4,293 Cable & Wireless Plc(s) 53,062 2,171 Celltech Group Plc(s)(+) 35,542 34,297 Chubb Plc(s) 107,923 11,985 Gallagher Group Plc(s) 76,446 22,901 Glaxo Wellcome Plc(s) 667,716 11,939 Glynwed International Plc(s) 32,999 15,354 Granada Compass Plc(s)(+) 146,358 13,400 Hanson Plc(s) 72,651 12,400 Hays Plc(s) 61,517 13,000 Hilton Group Plc(s) 34,550 32,402 HSBC Holdings Plc(s) 426,668 4,776 Johnson Matthey Plc(s) 72,435 15,683 Lloyds TSB Group Plc(s) 149,605 1,579 Logica Plc(s) 31,356 7,055 Marconi Plc(s) 67,000 27,470 MFI Furniture Group Plc(s) 26,282 9,237 Nycomed Amersham Plc(s) 72,927 6,696 Pearson Plc(s) 149,771 17,267 QXL.com Ricardo Plc(s) 4,283 10,577 Reckitt Benckiser Plc(s) 134,330 4,450 Reuters Group Plc(s) 65,473 26,942 Royal & Sun Alliance Insurance Group Plc(s) 205,836 7,617 Royal Bank of Scotland Plc(s)(+) 156,551 17,925 ScottishPower Plc(s) 133,898 13,523 Severn Trent Plc(s) 144,335 16,172 SmithKline Beecham Plc(s) 210,775 4,124 Standard Chartered Plc(s) 53,457 58,392 Tesco Plc(s) 234,231 8,900 TI Group Plc(s) 49,451 259,008 Vodafone Group Plc(s) 885,694 ----------------------------- 5,636,523 ----------------------------- TOTAL COMMON STOCKS 17,660,973 ----------------------------- (Cost $15,241,666) PREFERRED STOCKS - 0.5% GERMANY - 0.5% 355 MLP AG(s) 35,222 402 SAP AG(s) 52,579 ----------------------------- TOTAL PREFERRED STOCKS 87,801 ----------------------------- (Cost $79,385) PRINCIPAL AMOUNT VALUE - -------------------------------------------------------------------------------------------- SHORT-TERM INVESTMENTS - 0.5% U.S. TREASURY SECURITIES - 0.5% $100,000 U.S. Treasury Bill, 5.96%, 3/22/01(s)(y) $ 98,147 ----------------------------- (Cost $98,137) TOTAL INVESTMENT SECURITIES - 100.0% $17,846,921 ============================= (Cost $15,419,188) FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS UNREALIZED CONTRACTS SETTLEMENT CONTRACTUAL VALUE AT APPRECIATION TO BUY DATE VALUE 11/30/00 (DEPRECIATION) - --------------------------------------------------------------------------------------------------------- 263,295 CHF 02/23/01 $ 150,000 $ 152,851 $ 2,851 2,270,134 EUR 02/23/01 1,951,539 1,983,798 32,259 190,000 GBP 02/23/01 272,147 269,833 (2,314) 765,027 NOK 02/23/01 81,149 82,381 1,232 3,217,816 SEK 02/23/01 317,652 322,790 5,138 ------------------------------------------------------------------ $2,772,487 $2,811,653 $39,166 ================================================================== UNREALIZED CONTRACTS SETTLEMENT SETTLEMENT VALUE AT APPRECIATION TO SELL DATE VALUE 11/30/00 (DEPRECIATION) 1,386,794 CHF 02/23/01 $ 779,409 $ 805,079 $(25,670) 1,190,000 EUR 02/23/01 1,027,888 1,039,904 (12,016) 575,506 EUR 12/04/00 500,000 500,963 (963) 460,000 GBP 02/23/01 653,960 653,279 681 605,520 SEK 02/23/01 60,000 60,742 (742) ------------------------------------------------------------------ $3,021,257 $3,059,967 $(38,710) ================================================================== FUTURES CONTRACTS UNDERLYING FACE UNREALIZED PURCHASED EXPIRATION DATE AMOUNT AT VALUE APPRECIATION - ------------------------------------------------------------------------------------------ 2 FTSE 100 Index December 2000 $174,217 $940 ========================================= 16 The Accompanying Notes are an Integral Part of the Financial Statements. THE EUROPEAN EQUITY PORTFOLIO SCHEDULE OF INVESTMENTS - -------------------------------------------------------------------------------- (Continued) NOVEMBER 30, 2000 MARKET SECTOR % OF TOTAL INVESTMENTS FINANCE 16.7% INDUSTRIAL CYCLICAL 15.0% PHARMACEUTICALS 12.4% TELECOMMUNICATIONS 12.1% INSURANCE 8.9% ENERGY 8.3% CONSUMER STABLE 5.8% SOFTWARE & SERVICES 5.1% CONSUMER CYCLICAL 4.0% UTILITIES 3.6% CONSUMER SERVICES 3.3% RETAIL 3.2% SEMICONDUCTORS 1.0% SHORT-TERM INVESTMENTS 0.5% CAPITAL MARKETS 0.1% ADR - American Depositary Receipt CHF - Swiss Franc EUR - Euro GBP - British Pound NOK - Norwegian Krone SEK - Swedish Krona (s) Security is fully or partially segregated with custodian as collateral for futures or with brokers as initial margin for futures contracts. (y) Yield to maturity (+) Non-income producing security The Accompanying Notes are an Integral Part of the Financial Statements. 17 THE EUROPEAN EQUITY PORTFOLIO STATEMENT OF ASSETS AND LIABILITIES - -------------------------------------------------------------------------------- NOVEMBER 30, 2000 ASSETS Investments at Value (Cost $15,419,188) $17,846,921 Receivable for Investments Sold 4,838,652 Foreign Currency at Value (Cost $42,623) 42,997 Unrealized Appreciation of Forward Foreign Currency Contracts 42,161 Foreign Tax Reclaim Receivable 29,208 Dividend and Interest Receivable 22,272 Receivable for Expense Reimbursement 7,423 Variation Margin Receivable 1,833 Prepaid Expenses and Other Assets 90 ------------- TOTAL ASSETS 22,831,557 ------------- LIABILITIES Payable for Investments Purchased 4,293,035 Due to Custodian 351,555 Unrealized Depreciation of Forward Foreign Currency Contracts 41,705 Advisory Fee Payable 10,671 Administrative Services Fee Payable 391 Accrued Expenses and Other Liabilities 70,000 ------------- TOTAL LIABILITIES 4,767,357 ------------- NET ASSETS Applicable to Investors' Beneficial Interests $18,064,200 ============= 18 The Accompanying Notes are an Integral Part of the Financial Statements. THE EUROPEAN EQUITY PORTFOLIO STATEMENT OF OPERATIONS - -------------------------------------------------------------------------------- FOR THE YEAR ENDED NOVEMBER 30, 2000 INVESTMENT INCOME INCOME Dividend Income (Net of Foreign Withholding Tax of $60,554) $ 366,220 Interest Income 53,812 ------------------ Investment Income 420,032 ------------------ EXPENSES Advisory Fee 158,680 Custodian Fees and Expenses 142,609 Professional Fee 50,090 Printing Expenses 10,084 Administrative Services Fee 5,929 Organization Expenses 1,392 Fund Services Fee 384 Trustees' Fees and Expenses 274 Administration Fee 172 Miscellaneous 230 ------------------ Total Expenses 369,844 Less: Reimbursement of Expenses (124,861) ------------------ Net Expenses 244,983 ------------------ NET INVESTMENT INCOME 175,049 ------------------ REALIZED AND UNREALIZED GAIN (LOSS) NET REALIZED LOSS ON Investment Transactions (171,175) Futures Contracts (4,789) Foreign Currency Transactions (277,213) ------------------- Net Realized Loss (453,177) ------------------- NET CHANGE IN UNREALIZED APPRECIATION (DEPRECIATION) ON Investment Transactions (1,915,100) Futures Contracts (6,026) Foreign Currency Contracts and Translations 20,211 ------------------ Net Change in Unrealized Appreciation (Depreciation) (1,900,915) ------------------ NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS $(2,179,043) ================== The Accompanying Notes are an Integral Part of the Financial Statements. 19 THE EUROPEAN EQUITY PORTFOLIO STATEMENT OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- FOR THE YEARS ENDED NOVEMBER 30 INCREASE (DECREASE) IN NET ASSETS 2000 1999 FROM OPERATIONS Net Investment Income $ 175,049 $ 222,515 Net Realized Gain (Loss) on Investments, Futures, and Foreign Currency Transactions (453,177) 440,485 Net Change in Unrealized Appreciation on Investments, Futures and Foreign Currency Contracts and Translations (1,900,915) 2,408,676 ------------------ ------------------ Net Increase (Decrease) in Net Assets Resulting from Operations (2,179,043) 3,071,676 ------------------ ------------------ TRANSACTIONS IN INVESTORS' BENEFICIAL INTERESTS Contributions 59,216,973 14,558,410 Withdrawals (64,403,587) (19,480,002) ------------------ ------------------ Net Decrease from Transactions in Investors' Beneficial Interests (5,186,614) (4,921,592) ------------------ ------------------ Total Decrease in Net Assets (7,365,657) (1,849,916) ------------------ ------------------ NET ASSETS Beginning of Year 25,429,857 27,279,773 ------------------ ------------------ End of Year $18,064,200 $25,429,857 ================== ================== SUPPLEMENTARY DATA FOR THE FOR THE PERIOD ELEVEN MONTHS MARCH 28, 1995 FOR THE YEARS ENDED FOR THE YEARS (COMMENCEMENT OF ENDED NOVEMBER 30 ENDED DECEMBER 31 DECEMBER 31, OPERATIONS) THROUGH ------------------- NOVEMBER 30, --------------------- December 31, 2000 1999 1998 1997 1996 1995 ------------------------------------------------------------------------------------ RATIOS TO AVERAGE NET ASSETS Net Expenses 1.00% 1.00% 0.87%(a) 0.88% 0.84% 0.90%(a) Net Investment Income 0.72% 0.89% 1.17%(a) 1.47% 1.65% 1.67%(a) Expenses without Reimbursement 1.51% 1.59% 1.11%(a) 0.89% 0.84% 0.90%(a) Portfolio Turnover 86% 68% 99%(b) 65% 57% 36%(b) (a) Annualized (b) Not annualized 20 The Accompanying Notes are an Integral Part of the Financial Statements. THE EUROPEAN EQUITY PORTFOLIO NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- NOVEMBER 30, 2000 - -------------------------------------------------------------------------------- 1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES ORGANIZATION--The European Equity Portfolio (the "Portfolio") is one of five subtrusts (portfolios) comprising The Series Portfolio (the "Series Portfolio"). The Series Portfolio is registered under the Investment Company Act of 1940, as amended, as a no-load open-end, diversified management investment company, which was organized as a trust under the laws of the State of New York on June 24, 1994. The Portfolio's investment objective is to provide a high total return from a portfolio of equity securities of European companies. The Portfolio commenced operations on March 28, 1995. The Declaration of the Trust permits the Trustees to issue an unlimited number of beneficial interests in the Portfolio. The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts and disclosures. Actual amounts could differ from those estimates. The following is a summary of the significant accounting policies of the Portfolio: SECURITY VALUATIONS--Securities traded on principal securities exchanges are valued at the last reported sales price, or mean of the latest bid and asked prices when no last sales price is available. Securities traded over-the-counter and certain foreign securities are valued at the quoted bid price from a market maker or dealer. When valuations are not readily available, securities are valued at fair value as determined in accordance with procedures adopted by the Trustees. All short-term securities with a remaining maturity of sixty days or less are valued using the amortized cost method. Trading in securities on most foreign exchanges and over-the-counter markets is normally completed before the close of the domestic market and may also take place on days when the domestic market is closed. If events materially affecting the value of foreign securities occur between the time when the exchange on which they are traded closes and the time when the Portfolio's net assets are calculated, such securities will be valued at fair value in accordance with procedures adopted by the Trustees. REPURCHASE AGREEMENTS--The Portfolio may enter into repurchase agreements with brokers, dealers or banks that meet the credit guidelines approved by the Trustees. The Portfolio's custodian (or designated subcustodians, as the case may be under tri-party repurchase agreements) takes possession of the collateral pledged for investments in repurchase agreements on behalf of the Portfolio. It is the policy of the Portfolio to mark-to-market the collateral on a daily basis to determine that the value, including accrued interest, is at least equal to the repurchase price plus accrued interest. In the event of default of the obligation to repurchase, the Portfolio has the right to liquidate the collateral and apply the proceeds in satisfaction of the obligation. In the event of default or bankruptcy by the seller of the agreement, realization and/or retention of the collateral or proceeds may be subject to legal proceedings. SECURITY TRANSACTIONS--Security transactions are accounted for as of the trade date. Realized gains and losses are determined on the identified cost basis, which is also used for federal income tax purposes. INVESTMENT INCOME--Dividend income less foreign taxes withheld (if any) is recorded as of the ex-dividend date or as of the time that the relevant ex-dividend and amount becomes known. Interest income is recorded on the accrual basis and includes accretion of discounts and amortization of premiums. ORGANIZATION EXPENSES--The Portfolio incurred organization expenses in the amount of $27,700 which have been deferred and have been amortized on a straight-line basis over a period not to exceed five years beginning with the commencement of operations of the Portfolio. FUTURES CONTRACTS--The Portfolio may enter into futures contracts in order to hedge existing portfolio securities, or securities the Portfolio intends to purchase, against fluctuations in value caused by changes in prevailing market interest rates or securities movements and to manage exposure to changing interest rates and securities prices. The risks of entering into futures contracts include the possibility that the change in value of the contract may not correlate with the changes in value of the underlying securities. Upon entering into a futures contract, the Portfolio is required to deposit either cash or securities in an amount equal to a certain percentage of the contract value (initial margin). Subsequent payments (variation margin) are made or received daily, in cash, by the Portfolio. The variation margin is equal to the daily change in the contract value and is recorded as unrealized gain or loss. The Portfolio will recognize a gain or loss when the contract is closed or expires. FOREIGN CURRENCY TRANSACTIONS--All assets and liabilities initially expressed in foreign currencies are translated into U.S. dollars at prevailing exchange rates at period end. Purchases and sales of investment securities, dividend and interest income, and certain expenses are translated at the rates of exchange prevailing on the respective dates of such transactions. Realized and unrealized gains and losses from foreign currency translations arise from changes in currency exchange rates and are reported in the Statement of Operations. 21 THE EUROPEAN EQUITY PORTFOLIO NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (Continued) NOVEMBER 30, 2000 - -------------------------------------------------------------------------------- 1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Although the net assets of the Portfolio are presented at the exchange rates and market values prevailing at the end of the period, the Portfolio does not isolate the portion of the results of operations arising from changes in foreign exchange rates from the fluctuations arising from changes in the market prices of securities during the period. FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS--The Portfolio may enter into forward foreign currency exchange contracts to facilitate transactions of securities denominated in a foreign currency or to manage the Portfolio's exposure to foreign currency exchange fluctuations or to adjust the Portfolio's exposure relative to the benchmark. The net U.S. dollar value of foreign currency underlying all contractual commitments held by the Portfolio and the resulting unrealized appreciation or depreciation are determined daily using prevailing exchange rates. The Portfolio bears the risk of an unfavorable change in the foreign currency exchange rate underlying the forward contract. Additionally, losses may arise if the counterparties do not perform under the contract terms. INCOME TAX STATUS--The Portfolio intends to be treated as a partnership for federal income tax purposes. As such, each investor in the Portfolio will be taxed on its share of the Portfolio's ordinary income and capital gains. It is intended that the Portfolio's assets will be managed in such a way that an investor in the Portfolio will be able to satisfy the requirements of Subchapter M of the Internal Revenue Code. FOREIGN TAXES--The Portfolio may be subject to foreign taxes on income, gains on investments or currency repatriation, a portion of which may be recoverable. The Portfolio will accrue such taxes and recoveries as applicable, based upon their current interpretation of tax rules and regulations that exist in the markets in which they invest. - -------------------------------------------------------------------------------- 2. TRANSACTIONS WITH AFFILIATES ADVISORY--The Portfolio has an Investment Advisory Agreement with J.P. Morgan Investment Management, Inc. ("JPMIM"), an affiliate of Morgan Guaranty Trust Company of New York ("Morgan") and a wholly owned subsidiary of J.P. Morgan & Co. Incorporated ("J.P. Morgan"). Under the terms of the agreement, the Portfolio pays JPMIM at an annual rate of 0.65% of the Portfolio's average daily net assets. The Portfolio may invest in one or more affiliated money market funds: J.P. Morgan Institutional Prime Money Market Fund, J.P. Morgan Institutional Tax Exempt Money Market Fund, J.P. Morgan Institutional Federal Money Market Fund and J.P. Morgan Institutional Treasury Money Market Fund. The Advisor has agreed to reimburse its advisory fee from the Portfolio in an amount to offset any investment advisory, administrative fee and shareholder servicing fees related to a Portfolio investment in an affiliated money market fund. ADMINISTRATIVE SERVICES--The Portfolio has an Administrative Services Agreement (the "Services Agreement") with Morgan under which Morgan is responsible for certain aspects of the administration and operation of the Portfolio. Under the Services Agreement, the Portfolio has agreed to pay Morgan a fee equal to its allocable share of an annual complex-wide charge. This charge is calculated based on the aggregate average daily net assets of the Portfolio and certain other registered investment companies for which JPMIM acts as investment advisor in accordance with the following annual schedule: 0.09% on the first $7 billion of their aggregate average daily net assets and 0.04% of their aggregate average daily net assets in excess of $7 billion less the complex-wide fees payable to Funds Distributor, Inc. The portion of this charge payable by the Portfolio is determined by the proportionate share that its net assets bear to the net assets of the Trust and certain other investment companies for which Morgan provides similar services. Morgan has agreed to reimburse the Portfolio to the extent the total operating expenses (excluding interest, taxes and extraordinary expenses) of the Portfolio exceed 1.00% of the Portfolio's average daily net assets through February 28, 2001. ADMINISTRATION--The Portfolio has retained Funds Distributor, Inc. ("FDI"), a registered broker-dealer, to serve as the co-administrator and distributor for the Fund. Under a Co-Administration Agreement between FDI and the Portfolio, FDI provides administrative services necessary for the operations of the Portfolio, furnishes office space and facilities required for conducting the business of the Portfolio and pays the compensation of the Portfolio's officers affiliated with FDI. The Portfolio has agreed to pay FDI fees equal to its allocable share of an annual complex-wide charge of $425,000 plus FDI's out-of-pocket expenses. The portion of this charge payable by the 22 THE EUROPEAN EQUITY PORTFOLIO NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (Continued) NOVEMBER 30, 2000 - -------------------------------------------------------------------------------- 2. TRANSACTIONS WITH AFFILIATES (CONTINUED) Portfolio is determined by the proportionate share that its net assets bear to the net assets of the Trust and certain other investment companies for which FDI provides similar services. FUND SERVICES--The Portfolio has a Fund Services Agreement with Pierpont Group, Inc. ("PGI") to assist the Trustees in exercising their overall supervisory responsibilities for the Portfolio's affairs. The Trustees of the Portfolio represent all the existing shareholders of PGI. TRUSTEES--Each Trustee receives an aggregate annual fee of $75,000 for serving on the boards of the Trust, the J.P. Morgan Funds, the J.P. Morgan Institutional Funds, and other registered investment companies in which they invest. The Trustees' fees and expenses shown in the financial statements represent the Fund's allocated portion of the total Trustees' fees and expenses. The Trust's Chairman and Chief Executive Officer also serves as Chairman of PGI and receives compensation and employee benefits from PGI. The allocated portion of such compensation and benefits included in the Fund Services Fee shown on the Statement of Operations was $73. - -------------------------------------------------------------------------------- 3. FEDERAL INCOME TAXES As of November 30, 2000, accumulated net unrealized appreciation was $2,399,730, based on the aggregate cost of investments for federal income tax purposes of $15,447,191, which consisted of unrealized appreciation of $3,019,219 and unrealized depreciation of $619,489. - -------------------------------------------------------------------------------- 4. INVESTMENT TRANSACTIONS During the year ended November 30, 2000, the Portfolio purchased $19,818,019 of investment securities and sold $23,856,360 of investment securities other than short- term investments. - -------------------------------------------------------------------------------- 5. CONCENTRATIONS OF RISK The Portfolio may have elements of risk not typically associated with investments in the United States due to concentrated investments in a limited number of countries or regions which may vary throughout the year. Such concentrations may subject the Portfolio to additional risks resulting from political or economic conditions in such countries or regions and the possible imposition of adverse governmental laws or currency exchange restrictions could cause the securities and their markets to be less liquid and their prices more volatile than those of comparable U.S. securities. - -------------------------------------------------------------------------------- 6. CREDIT AGREEMENT The Portfolio is party to a revolving line of credit agreement (the "Agreement") as discussed more fully in Note 4 of the Fund's Notes to the Financial Statements, which are included elsewhere in this report. - -------------------------------------------------------------------------------- 7. SUBSEQUENT EVENT The merger of J.P. Morgan & Co. Incorporated, the former parent company of the Portfolio's adviser, J.P. Morgan Investment Management, Inc. ("JPMIM"), with and into The Chase Manhattan Corporation was consummated on December 31, 2000. J.P. Morgan Chase & Co. will be the new parent company of JPMIM, which will continue to serve as the Portfolio's adviser. 23 REPORT OF INDEPENDENT ACCOUNTANTS - -------------------------------------------------------------------------------- To the Trustees and Shareholders of The European Equity Portfolio In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the supplementary data present fairly, in all material respects, the financial position of The European Equity Portfolio (one of the portfolios comprising part of The Series Portfolio, hereafter referred to as the "Portfolio") at November 30, 2000, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the supplementary data for each of the two years in the period then ended, for the eleven months ended November 30, 1998, for each of the two years in the period ended December 31, 1997 and for the period March 28, 1995 (commencement of operations) through December 31, 1995, in conformity with accounting principles generally accepted in the United States of America. These financial statements and supplementary data (hereafter referred to as "financial statements") are the responsibility of the Portfolio's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with auditing standards generally accepted in the United States of America, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at November 30, 2000 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion. PricewaterhouseCoopers LLP New York, New York January 16, 2001 24 [back cover] J.P. MORGAN INSTITUTIONAL FUNDS Federal Money Market Fund --------------------------------------------------------------------- Prime Money Market Fund --------------------------------------------------------------------- Treasury Money Market Fund --------------------------------------------------------------------- Tax Aware Enhanced Income Fund: Institutional Shares --------------------------------------------------------------------- Tax Exempt Money Market Fund --------------------------------------------------------------------- Short Term Bond Fund --------------------------------------------------------------------- Bond Fund --------------------------------------------------------------------- Global Strategic Income Fund --------------------------------------------------------------------- Tax Exempt Bond Fund --------------------------------------------------------------------- California Bond Fund: Institutional Shares --------------------------------------------------------------------- New York Tax Exempt Bond Fund --------------------------------------------------------------------- Diversified Fund --------------------------------------------------------------------- Disciplined Equity Fund --------------------------------------------------------------------- Large Cap Growth Fund: Institutional Shares --------------------------------------------------------------------- Market Neutral Fund: Institutional Shares --------------------------------------------------------------------- Tax Aware U.S. Equity Fund: Institutional Shares --------------------------------------------------------------------- Tax Aware Disciplined Equity Fund: Institutional Shares --------------------------------------------------------------------- U.S. Equity Fund --------------------------------------------------------------------- U.S. Small Company Fund --------------------------------------------------------------------- Emerging Markets Equity Fund --------------------------------------------------------------------- European Equity Fund --------------------------------------------------------------------- International Equity Fund --------------------------------------------------------------------- International Opportunities Fund --------------------------------------------------------------------- SmartIndex(tm) Fund: Institutional Shares --------------------------------------------------------------------- For more information on the J.P. Morgan Institutional Funds, call J.P. Morgan Funds Services at (800) 766-7722. --------------------------------------------------------------------- Morgan Guaranty Trust Company MAILING 500 Stanton Christiana Road INFORMATION Newark, Delaware 19713-2107 IN-ANN-24240 0101