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 811-03391
---------
Centennial Government Trust
---------------------------
(Exact name of registrant as specified in charter)
6803 South Tucson Way, Centennial, Colorado 80112-3924
------------------------------------------------------
(Address of principal executive offices) (Zip code)
Robert G. Zack, Esq.
OppenheimerFunds, Inc.
Two World Financial Center, New York, New York 10281-1008
---------------------------------------------------------
(Name and address of agent for service)
Registrant's telephone number, including area code: (303) 768-3200
--------------
Date of fiscal year end: June 30
-------
Date of reporting period: 06/30/2008
----------
ITEM 1. REPORTS TO STOCKHOLDERS.
JUNE 30, 2008
- --------------------------------------------------------------------------------
Annual Report
Centennial and
Government Trust Management
Commentaries
- --------------------------------------------------------------------------------
TRUST EXPENSES
- --------------------------------------------------------------------------------
TRUST EXPENSES. As a shareholder of the Trust, you incur ongoing costs,
including management fees; distribution and service fees; and other Trust
expenses. These examples are intended to help you understand your ongoing
costs (in dollars) of investing in the Trust and to compare these costs
with the ongoing costs of investing in other mutual funds.
The examples are based on an investment of $1,000.00 invested at the
beginning of the period and held for the entire 6-month period ended June
30, 2008.
ACTUAL EXPENSES. The first section of the table provides information about
actual account values and actual expenses. You may use the information in
this section, together with the amount you invested, to estimate the
expense that you paid over the period. Simply divide your account value by
$1,000.00 (for example, an $8,600.00 account value divided by $1,000.00 =
8.60), then multiply the result by the number in the first section under
the heading entitled "Expenses Paid During Period" to estimate the expenses
you paid on your account during this period.
HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES. The second section of the
table provides information about hypothetical account values and
hypothetical expenses based on the Trust's actual expense ratio, and an
assumed rate of return of 5% per year before expenses, which is not the
actual return. The hypothetical account values and expenses may not be used
to estimate the actual ending account balance or expenses you paid for the
period. You may use this information to compare the ongoing costs of
investing in the Trust and other funds. To do so, compare this 5%
hypothetical example with the 5% hypothetical examples that appear in the
shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight
your ongoing costs only and do not reflect any transactional costs, such as
front-end or contingent deferred sales charges (loads), or a $12.00 fee
imposed annually on accounts valued at less than $500.00 (subject to
exceptions described in the Statement of Additional Information).
Therefore, the "hypothetical" section of the table is useful in comparing
ongoing costs only, and will not help you determine the relative total
costs of owning different funds. In addition, if these transactional costs
were included, your costs would have been higher.
5 | CENTENNIAL GOVERNMENT TRUST
TRUST EXPENSES Continued
- --------------------------------------------------------------------------------
BEGINNING ENDING EXPENSES
ACCOUNT ACCOUNT PAID DURING
VALUE VALUE 6 MONTHS ENDED
ACTUAL JANUARY 1, 2008 JUNE 30, 2008 JUNE 30, 2008
- --------------------------------------------------------------------------------------------
$ 1,000.00 $ 1,010.00 $ 3.76
HYPOTHETICAL
(5% return before expenses)
- --------------------------------------------------------------------------------------------
1,000.00 1,021.13 3.78
Expenses are equal to the Trust's annualized expense ratio, multiplied by the
average account value over the period, multiplied by 182/366 (to reflect the
one-half year period). The annualized expense ratio based on the 6-month period
ended June 30, 2008 is as follows:
EXPENSE RATIO
- -------------
0.75%
The expense ratio reflects reduction to custodian expenses. The "Financial
Highlights" table in the Trust's financial statements, included in this report,
also show the gross expense ratio, without such waivers or reimbursements and
reduction to custodian expenses, if applicable.
6 | CENTENNIAL GOVERNMENT TRUST
STATEMENT OF INVESTMENTS June 30, 2008
- -------------------------------------------------------------------------------
PRINCIPAL
AMOUNT VALUE
- -------------------------------------------------------------------------------------
- -------------------------------------------------------------------------------------
U.S. GOVERNMENT AGENCIES-99.7%
- -------------------------------------------------------------------------------------
Federal Home Loan Bank:
2%,7/1/08 $ 25,900,000 $ 25,900,000
2.055%,10/2/08 1 250,000,000 250,000,000
2.09%,7/7/08 6,700,000 6,697,666
2.14%,11/26/08 1 100,000,000 99,979,781
2.15%,7/2/08 26,000,000 25,998,456
- -------------------------------------------------------------------------------------
Overseas Private
Investment Corp.,
3.953%,7/17/08 1,2 2,810,117 2,821,971
- -------------------------------------------------------------------------------------
TOTAL INVESTMENTS, AT VALUE
(COST $ 411,397,874) 99.7% 411,397,874
- -------------------------------------------------------------------------------------
OTHER ASSETS
NET OF LIABILITIES 0.3 1,259,378
--------------------------------------------
NET ASSETS 100.0% $ 412,657,252
============================================
INDUSTRY CLASSIFICATIONS ARE UNAUDITED.
FOOTNOTES TO STATEMENT OF INVESTMENTS
1. Represents the current interest rate for a variable or increasing rate
security.
2. Illiquid security. The aggregate value of illiquid securities as of June 30,
2008 was $2,821,971, which represents 0.68% of the Trust's net assets. See Note
4 of accompanying Notes.
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.
F1 | CENTENNIAL GOVERNMENT TRUST
STATEMENT OF ASSETS AND LIABILITIES June 30, 2008
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------------------------------------
ASSETS
- -------------------------------------------------------------------------------------------------------------
Investments, at value (cost $411,397,874)--see accompanying statement of investments $ 411,397,874
- -------------------------------------------------------------------------------------------------------------
Cash 178,770
- -------------------------------------------------------------------------------------------------------------
Receivables and other assets:
Interest 1,638,743
Other 90,552
----------------
Total assets 413,305,939
- -------------------------------------------------------------------------------------------------------------
LIABILITIES
- -------------------------------------------------------------------------------------------------------------
Payables and other liabilities:
Transfer and shareholder servicing agent fees 186,122
Shares of beneficial interest redeemed 143,120
Shareholder communications 131,827
Dividends 115,584
Distribution and service plan fees 34,282
Trustees' compensation 8,842
Other 28,910
----------------
Total liabilities 648,687
- -------------------------------------------------------------------------------------------------------------
NET ASSETS $ 412,657,252
================
- -------------------------------------------------------------------------------------------------------------
COMPOSITION OF NET ASSETS
- -------------------------------------------------------------------------------------------------------------
Paid-in capital $ 412,655,668
- -------------------------------------------------------------------------------------------------------------
Accumulated net realized gain on investments 1,584
----------------
NET ASSETS-applicable to 412,643,312 shares of beneficial interest outstanding $ 412,657,252
================
- -------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, REDEMPTION PRICE PER SHARE AND OFFERING PRICE PER SHARE $ 1.00
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.
F2 | CENTENNIAL GOVERNMENT TRUST
STATEMENT OF OPERATIONS For the Year Ended June 30, 2008
- --------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------------------------
INVESTMENT INCOME
- ----------------------------------------------------------------------------------------------------------
Interest $ 42,433,032
- ----------------------------------------------------------------------------------------------------------
EXPENSES
- ----------------------------------------------------------------------------------------------------------
Management fees 4,962,261
- ----------------------------------------------------------------------------------------------------------
Service plan fees 2,167,796
- ----------------------------------------------------------------------------------------------------------
Transfer and shareholder servicing agent fees 783,930
- ----------------------------------------------------------------------------------------------------------
Shareholder communications 161,595
- ----------------------------------------------------------------------------------------------------------
Trustees' compensation 11,496
- ----------------------------------------------------------------------------------------------------------
Custodian fees and expenses 6,024
- ----------------------------------------------------------------------------------------------------------
Administration service fees 1,500
- ----------------------------------------------------------------------------------------------------------
Other 159,146
-----------------
Total expenses 8,253,748
Less reduction to custodian expenses (2,620)
-----------------
Net expenses 8,251,128
- ----------------------------------------------------------------------------------------------------------
NET INVESTMENT INCOME 34,181,904
- ----------------------------------------------------------------------------------------------------------
NET REALIZED GAIN ON INVESTMENTS 6,182
- ----------------------------------------------------------------------------------------------------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS $ 34,188,086
=================
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.
F3 | CENTENNIAL GOVERNMENT TRUST
STATEMENTS OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------
YEAR ENDED JUNE 30, 2008 2007
- ------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------
OPERATIONS
- ------------------------------------------------------------------------------------------------------------------
Net investment income $ 34,181,904 $ 53,106,794
- ------------------------------------------------------------------------------------------------------------------
Net realized gain (loss) 6,182 (76)
--------------------------------------------
Net increase in net assets resulting from operations 34,188,086 53,106,718
- ------------------------------------------------------------------------------------------------------------------
DIVIDENDS AND/OR DISTRIBUTIONS TO SHAREHOLDERS
- ------------------------------------------------------------------------------------------------------------------
Dividends from net investment income (34,181,904) (53,106,794)
- ------------------------------------------------------------------------------------------------------------------
BENEFICIAL INTEREST TRANSACTIONS
- ------------------------------------------------------------------------------------------------------------------
Net decrease in net assets resulting from beneficial
interest transactions (550,297,031) (185,724,763)
- ------------------------------------------------------------------------------------------------------------------
NET ASSETS
- ------------------------------------------------------------------------------------------------------------------
Total decrease (550,290,849) (185,724,839)
- ------------------------------------------------------------------------------------------------------------------
Beginning of period 962,948,101 1,148,672,940
--------------------------------------------
End of period $ 412,657,252 $ 962,948,101
============================================
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.
F4 | CENTENNIAL GOVERNMENT TRUST
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
YEAR ENDED JUNE 30, 2008 2007 2006 2005 2004
- ----------------------------------------------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------------------------------------
PER SHARE OPERATING DATA
- ----------------------------------------------------------------------------------------------------------------------
Net asset value, beginning of period $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
- ----------------------------------------------------------------------------------------------------------------------
Income from investment operations-net
investment income and net realized gain .03 1 .05 1 .03 1 .01 1 -- 2
- ----------------------------------------------------------------------------------------------------------------------
Dividends and/or distributions to shareholders:
Dividends from net investment income (.03) (.05) (.03) (.01) -- 2
- ----------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
====================================================================
- ----------------------------------------------------------------------------------------------------------------------
TOTAL RETURN 3 3.18% 4.64% 3.54% 1.45% 0.48%
- ----------------------------------------------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
- ----------------------------------------------------------------------------------------------------------------------
Net assets, end of period (in millions) $ 413 $ 963 $ 1,149 $ 1,226 $ 1,428
- ----------------------------------------------------------------------------------------------------------------------
Average net assets (in millions) $ 1,085 $ 1,166 $ 1,192 $ 1,360 $ 1,628
- ----------------------------------------------------------------------------------------------------------------------
Ratios to average net assets: 4
Net investment income 3.15% 4.55% 3.44% 1.41% 0.49%
Total expenses 0.76% 0.74% 0.74% 0.73% 0.71%
Expenses after payments, waivers
and/or reimbursements and reduction
to custodian expenses 0.76% 0.74% 0.74% 0.73% 0.60%
1. Per share amounts calculated based on the average shares outstanding during
the period.
2. Less than $0.005 per share.
3. Assumes an investment on the business day before the first day of the fiscal
period, with all dividends and distributions reinvested in additional shares on
the reinvestment date, and redemption at the net asset value calculated on the
last business day of the fiscal period. Total returns are not annualized for
periods less than one full year. Returns do not reflect the deduction of taxes
that a shareholder would pay on trust distributions or the redemption of trust
shares.
4. Annualized for periods less than one full year.
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.
F5 | CENTENNIAL GOVERNMENT TRUST
NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
1. SIGNIFICANT ACCOUNTING POLICIES
Centennial Government Trust (the "Trust") is registered under the Investment
Company Act of 1940, as amended, as an open-end management investment company.
The Trust's investment objective is to seek a high level of current income that
is consistent with the preservation of capital and the maintenance of liquidity.
The Trust's investment adviser is Centennial Asset Management Corporation (the
"Manager"), a subsidiary of OppenheimerFunds, Inc. ("OFI").
The following is a summary of significant accounting policies consistently
followed by the Trust.
- --------------------------------------------------------------------------------
SECURITIES VALUATION. The net asset value of shares of the Trust is normally
determined twice each day, at Noon Eastern time and at 4:00 P.M. Eastern time on
each day the New York Stock Exchange (the "Exchange") is open for trading.
Securities are valued at cost adjusted by the amortization of discount or
premium to maturity (amortized cost), which approximates market value. If
amortized cost is determined not to approximate market value, the fair value of
the portfolio securities will be determined under procedures approved by the
Trust's Board of Trustees.
- --------------------------------------------------------------------------------
FEDERAL TAXES. The Trust intends to comply with provisions of the Internal
Revenue Code applicable to regulated investment companies and to distribute
substantially all of its investment company taxable income to shareholders.
Therefore, no federal income or excise tax provision is required. The Trust
files income tax returns in U.S. federal and applicable state jurisdictions. The
statute of limitations on the Trust's tax return filings generally remain open
for the three preceding fiscal reporting period ends.
The tax components of capital shown in the following table represent
distribution requirements the Trust must satisfy under the income tax
regulations, losses the Trust may be able to offset against income and gains
realized in future years for federal income tax purposes.
UNDISTRIBUTED NET UNDISTRIBUTED ACCUMULATED LOSS
INVESTMENT INCOME LONG-TERM GAINS CARRYFORWARD 1,2
---------------------------------------------------------------------
$139,975 $-- $--
1. During the fiscal year ended June 30, 2008, the Trust utilized $4,597 of
capital loss carryforward to offset capital gains realized in that fiscal year.
2. During the fiscal year ended June 30, 2007, the Trust did not utilize any
capital loss carryforwards.
Net investment income (loss) and net realized gain (loss) may differ for
financial statement and tax purposes. The character of dividends and
distributions made during the fiscal year from net investment income or net
realized gains may differ from their ultimate characterization for federal
income tax purposes. Also, due to timing of dividends and distributions, the
fiscal year in which amounts are distributed may differ from the fiscal year in
which the income or net realized gain was recorded by the Trust.
F6 | CENTENNIAL GOVERNMENT TRUST
The tax character of distributions paid during the years ended June 30, 2008 and
June 30, 2007 was as follows:
YEAR ENDED YEAR ENDED
JUNE 30, 2008 JUNE 30, 2007
-------------------------------------------------------------------
Distributions paid from:
Ordinary income $34,181,904 $53,106,794
- --------------------------------------------------------------------------------
TRUSTEES' COMPENSATION. The Board of Trustees has adopted a compensation
deferral plan for independent trustees that enables trustees to elect to defer
receipt of all or a portion of the annual compensation they are entitled to
receive from the Trust. For purposes of determining the amount owed to the
Trustee under the plan, deferred amounts are treated as though equal dollar
amounts had been invested in shares of the Trust or in other Oppenheimer funds
selected by the Trustee. The Trust purchases shares of the funds selected for
deferral by the Trustee in amounts equal to his or her deemed investment,
resulting in a Trust asset equal to the deferred compensation liability. Such
assets are included as a component of "Other" within the asset section of the
Statement of Assets and Liabilities. Deferral of trustees' fees under the plan
will not affect the net assets of the Trust, and will not materially affect the
Trust's assets, liabilities or net investment income per share. Amounts will be
deferred until distributed in accordance to the compensation deferral plan.
- --------------------------------------------------------------------------------
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS. Dividends and distributions to
shareholders, which are determined in accordance with income tax regulations and
may differ from U.S. generally accepted accounting principles, are recorded on
the ex-dividend date. Income distributions, if any, are declared daily and paid
monthly. Capital gain distributions, if any, are declared and paid annually but
may be paid at other times to maintain the net asset value per share at $1.00.
- --------------------------------------------------------------------------------
INVESTMENT INCOME. Interest income is recognized on an accrual basis. Discount
and premium, which are included in interest income on the Statement of
Operations, are amortized or accreted daily.
- --------------------------------------------------------------------------------
CUSTODIAN FEES. "Custodian fees and expenses" in the Statement of Operations may
include interest expense incurred by the Trust on any cash overdrafts of its
custodian account during the period. Such cash overdrafts may result from the
effects of failed trades in portfolio securities and from cash outflows
resulting from unanticipated shareholder redemption activity. The Trust pays
interest to its custodian on such cash overdrafts, to the extent they are not
offset by positive cash balances maintained by the Trust, at a rate equal to the
Federal Funds Rate plus 0.50%. The "Reduction to custodian expenses" line item,
if applicable, represents earnings on cash balances maintained by the Trust
during the period. Such interest expense and other custodian fees may be paid
with these earnings.
- --------------------------------------------------------------------------------
SECURITY TRANSACTIONS. Security transactions are recorded on the trade date.
Realized gains and losses on securities sold are determined on the basis of
identified cost.
F7 | CENTENNIAL GOVERNMENT TRUST
NOTES TO FINANCIAL STATEMENTS Continued
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
1. SIGNIFICANT ACCOUNTING POLICIES Continued
INDEMNIFICATIONS. The Trust's organizational documents provide current and
former trustees and officers with a limited indemnification against liabilities
arising in connection with the performance of their duties to the Trust. In the
normal course of business, the Trust may also enter into contracts that provide
general indemnifications. The Trust's maximum exposure under these arrangements
is unknown as this would be dependent on future claims that may be made against
the Trust. The risk of material loss from such claims is considered remote.
- --------------------------------------------------------------------------------
OTHER. The preparation of financial statements in conformity with accounting
principles generally accepted in the United States of America requires
management to make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and liabilities at
the date of the financial statements and the reported amounts of increases and
decreases in net assets from operations during the reporting period. Actual
results could differ from those estimates.
- --------------------------------------------------------------------------------
2. SHARES OF BENEFICIAL INTEREST
The Trust has authorized an unlimited number of no par value shares of
beneficial interest. Transactions in shares of beneficial interest were as
follows:
YEAR ENDED JUNE 30, 2008 YEAR ENDED JUNE 30, 2007
SHARES AMOUNT SHARES AMOUNT
- -----------------------------------------------------------------------------------------------------------------
Sold 3,038,183,999 $ 3,038,183,999 3,034,292,571 $ 3,034,292,571
Dividends and/or
distributions reinvested 33,713,745 33,713,745 52,871,375 52,871,375
Redeemed (3,622,194,775) (3,622,194,775) (3,272,888,709) (3,272,888,709)
-----------------------------------------------------------------------------
Net decrease (550,297,031) $ (550,297,031) (185,724,763) $ (185,724,763)
=============================================================================
- --------------------------------------------------------------------------------
3. FEES AND OTHER TRANSACTIONS WITH AFFILIATES
MANAGEMENT FEES. Under the investment advisory agreement, the Trust pays the
Manager a management fee based on the daily net assets of the Trust at an annual
rate as shown in the following table:
FEE SCHEDULE
---------------------------------------------
Up to $250 million 0.500%
Next $250 million 0.475
Next $250 million 0.450
Next $250 million 0.425
Next $250 million 0.400
Next $250 million 0.375
Over $1.5 billion 0.350
- --------------------------------------------------------------------------------
ADMINISTRATION SERVICE FEES. The Trust pays the Manager a fee of $1,500 per year
for preparing and filing the Trust's tax returns.
F8 | CENTENNIAL GOVERNMENT TRUST
- --------------------------------------------------------------------------------
TRANSFER AGENT FEES. Shareholder Services, Inc. ("SSI") acts as the transfer and
shareholder servicing agent for the Trust. The Trust pays SSI a per account fee.
For the year ended June 30, 2008, the Trust paid $660,974 to SSI for services to
the Trust.
- --------------------------------------------------------------------------------
SERVICE PLAN (12b-1) FEES. The Trust has adopted a Service Plan (the "Plan"). It
reimburses Centennial Asset Management Corporation (the "Distributor"), for a
portion of its costs incurred for services provided to accounts that hold shares
of the Trust. Reimbursement is made periodically depending on asset size, at an
annual rate of up to 0.20% of the average annual net assets of the Trust. The
Distributor currently uses all of those fees (together with significant amounts
from the Manager's own resources) to pay dealers, brokers, banks and other
financial institutions periodically for providing personal service and
maintenance of accounts of their customers that hold shares of the Trust. Fees
incurred by the Trust under the Plan are detailed in the Statement of
Operations.
- --------------------------------------------------------------------------------
WAIVERS AND REIMBURSEMENTS OF EXPENSES. SSI has voluntarily agreed to limit
transfer and shareholder servicing agent fees to 0.35% of average annual net
assets of the Trust. This undertaking may be amended or withdrawn at any time.
- --------------------------------------------------------------------------------
4. ILLIQUID SECURITIES
As of June 30, 2008, investments in securities included issues that are
illiquid. Investments may be illiquid because they do not have an active trading
market, making it difficult to value them or dispose of them promptly at an
acceptable price. The Trust will not invest more than 10% of its net assets
(determined at the time of purchase and reviewed periodically) in illiquid
securities. Securities that are illiquid are marked with an applicable footnote
on the Statement of Investments.
- --------------------------------------------------------------------------------
5. RECENT ACCOUNTING PRONOUNCEMENTS
In September 2006, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standards ("SFAS") No. 157, FAIR VALUE
MEASUREMENTS. This standard establishes a single authoritative definition of
fair value, sets out a framework for measuring fair value and expands
disclosures about fair value measurements. SFAS No. 157 applies to fair value
measurements already required or permitted by existing standards. SFAS No. 157
is effective for financial statements issued for fiscal years beginning after
November 15, 2007, and interim periods within those fiscal years. As of June 30,
2008, the Manager does not believe the adoption of SFAS No. 157 will materially
impact the financial statement amounts; however, additional disclosures may be
required about the inputs used to develop the measurements and the effect of
certain of the measurements on changes in net assets for the period.
In March 2008, FASB issued SFAS No. 161, DISCLOSURES ABOUT DERIVATIVE
INSTRUMENTS AND HEDGING ACTIVITIES. This standard requires enhanced disclosures
about derivative and hedging activities, including qualitative disclosures about
how and why the Trust uses
F9 | CENTENNIAL GOVERNMENT TRUST
NOTES TO FINANCIAL STATEMENTS Continued
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
5. RECENT ACCOUNTING PRONOUNCEMENTS Continued
derivative instruments, how these activities are accounted for, and their effect
on the Trust's financial position, financial performance and cash flows. SFAS
No. 161 is effective for financial statements issued for fiscal years beginning
after November 15, 2008 and interim periods within those fiscal years. At this
time, management is evaluating the implications of SFAS No. 161 and its impact
on the Trust's financial statements and related disclosures.
- --------------------------------------------------------------------------------
6. SUBSEQUENT EVENT
As of June 30, 2008, A.G. Edwards, a division of Wachovia Securities, LLC, a
broker-dealer, held approximately 83.30% of the issued and outstanding shares of
the Trust on that date, for the benefit of its clients' accounts. A.G. Edwards
has informed the Manager that on August 15, 2008, it intends to redeem shares of
the Trust representing approximately one-half of the issued and outstanding
shares of the Trust.
F10 | CENTENNIAL GOVERNMENT TRUST
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
TO THE BOARD OF TRUSTEES AND SHAREHOLDERS OF CENTENNIAL GOVERNMENT TRUST:
We have audited the accompanying statement of assets and liabilities of
Centennial Government Trust (the "Trust"), including the statement of
investments, as of June 30, 2008, 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 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 the standards of the Public
Company Accounting Oversight Board (United States). 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.
The Trust is not required to have, nor were we engaged to perform, an audit of
its internal control over financial reporting. Our audits included consideration
of internal control over financial reporting as a basis for designing audit
procedures that are appropriate in the circumstances, but not for the purpose of
expressing an opinion on the effectiveness of the Trust's internal control over
financial reporting. Accordingly, we express no such opinion. An audit also
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements, assessing the accounting principles
used and significant estimates made by management, as well as evaluating the
overall financial statement presentation. Our procedures included confirmation
of securities owned as of June 30, 2008, by correspondence with the custodian
and brokers. 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 the
Trust as of June 30, 2008, 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 five years in the
period then ended, in conformity with accounting principles generally accepted
in the United States of America.
DELOITTE & TOUCHE LLP
Denver, Colorado
August 8, 2008
F11 | CENTENNIAL GOVERNMENT TRUST
THIS PAGE INTENTIONALLY LEFT BLANK.
F12 | CENTENNIAL GOVERNMENT TRUST
FEDERAL INCOME TAX INFORMATION Unaudited
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
In early 2008, if applicable, shareholders of record received information
regarding all dividends and distributions paid to them by the Trust during
calendar year 2007. Regulations of the U.S. Treasury Department require the
Trust to report this information to the Internal Revenue Service.
None of the dividends paid by the Trust during the fiscal year ended June
30, 2008 are qualified dividend income or eligible for the corporate
dividend-received deduction.
Recent tax legislation allows a regulated investment company to designate
distributions not designated as capital gain distributions, as either interest
related dividends or short-term capital gain dividends, both of which are exempt
from the U.S. withholding tax applicable to non U.S. taxpayers. For the fiscal
year ended June 30, 2008, $34,184,473 or 100% of the ordinary distributions paid
by the Trust qualifies as an interest related dividend and $1,585 or 100% of the
short-term capital gain distribution paid and to be paid by the Trust qualifies
as a short-term capital gain dividend.
The foregoing information is presented to assist shareholders in reporting
distributions received from the Trust to the Internal Revenue Service. Because
of the complexity of the federal regulations which may affect your individual
tax return and the many variations in state and local tax regulations, we
recommend that you consult your tax advisor for specific guidance.
7 | CENTENNIAL GOVERNMENT TRUST
PORTFOLIO PROXY VOTING POLICIES AND PROCEDURES; UPDATES TO STATEMENTS OF
INVESTMENTS Unaudited
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
The Trust has adopted Portfolio Proxy Voting Policies and Procedures under which
the Trust votes proxies relating to securities ("portfolio proxies") held by the
Trust. A description of the Trust's Portfolio Proxy Voting Policies and
Procedures is available (i) without charge, upon request, by calling the Trust
toll-free at 1.800.525.7048, (ii) on the Trust's website at
www.oppenheimerfunds.com, and (iii) on the SEC's website at www.sec.gov. In
addition, the Trust is required to file Form N-PX, with its complete proxy
voting record for the 12 months ended June 30th, no later than August 31st of
each year. The Trust's voting record is available (i) without charge, upon
request, by calling the Trust toll-free at 1.800.525.7048, and (ii) in the Form
N-PX filing on the SEC's website at www.sec.gov.
The Trust files its complete schedule of portfolio holdings with the SEC
for the first quarter and the third quarter of each fiscal year on Form N-Q. The
Trusts Form N-Q filings are available on the SEC's website at
http://www.sec.gov. Those forms may be reviewed and copied at the SEC's Public
Reference Room in Washington, D.C. Information on the operation of the Public
Reference Room may be obtained by calling 1-800-SEC-0330.
8 | CENTENNIAL GOVERNMENT TRUST
TRUSTEES AND OFFICERS Unaudited
- --------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------
NAME, POSITION(s) HELD WITH THE PRINCIPAL OCCUPATION(s) DURING THE PAST 5 YEARS; OTHER TRUSTEESHIPS/DIRECTORSHIPS
TRUST, LENGTH OF SERVICE, AGE HELD; NUMBER OF PORTFOLIOS IN THE TRUST COMPLEX CURRENTLY OVERSEEN
INDEPENDENT TRUSTEES THE ADDRESS OF EACH TRUSTEE IN THE CHART BELOW IS 6803 S. TUCSON WAY, CENTENNIAL,
COLORADO 80112-3924. EACH TRUSTEE SERVES FOR AN INDEFINITE TERM, OR UNTIL HIS OR HER
RESIGNATION, RETIREMENT, DEATH OR REMOVAL.
WILLIAM L. ARMSTRONG, President, Colorado Christian University (since 2006); Chairman, Cherry Creek
Chairman of the Board of Mortgage Company (since 1991), Chairman, Centennial State Mortgage
Trustees (since 2003), Trustee Company (since 1994), Chairman, The El Paso Mortgage Company (since 1993);
(since 2000) Chairman, Ambassador Media Corporation (since 1984); Chairman, Broadway
Age: 71 Ventures (since 1984); Director of Helmerich & Payne, Inc. (oil and gas drilling/
production company) (since 1992), Campus Crusade for Christ (non-profit)
(since 1991); Former Director, The Lynde and Harry Bradley Foundation, Inc.
(non-profit organization) (2002-2006); former Chairman of: Transland Financial
Services, Inc. (private mortgage banking company) (1997-2003), Great Frontier
Insurance (1995-2000), Frontier Real Estate, Inc. (residential real estate brokerage)
(1994-2000) and Frontier Title (title insurance agency) (1995-2000); former
Director of the following: UNUMProvident (insurance company) (1991-2004),
Storage Technology Corporation (computer equipment company) (1991-2003)
and International Family Entertainment (television channel) (1992-1997);
U.S. Senator (January 1979-January 1991). Oversees 39 portfolios in the
OppenheimerFunds complex.
GEORGE C. BOWEN, Assistant Secretary and Director of the Manager (December 1991-April 1999);
Trustee (since 1998) President, Treasurer and Director of Centennial Capital Corporation (June
Age: 71 1989-April 1999); Chief Executive Officer and Director of MultiSource Services,
Inc. (March 1996-April 1999); Mr. Bowen held several positions with
OppenheimerFunds, Inc. and with subsidiary or affiliated companies of
OppenheimerFunds, Inc. (September 1987-April 1999). Oversees 39 portfolios
in the OppenheimerFunds complex.
EDWARD L. CAMERON, Member of The Life Guard of Mount Vernon (George Washington historical site)
Trustee (since 2000) (June 2000-June 2006); Partner of PricewaterhouseCoopers LLP (accounting firm)
Age: 69 (July 1974-June 1999); Chairman of Price Waterhouse LLP Global Investment
Management Industry Services Group (financial services firm) (July 1994-June
1998). Oversees 39 portfolios in the OppenheimerFunds complex.
JON S. FOSSEL, Director of UNUMProvident (insurance company) (since June 2002); Director of
Trustee (since 1990) Northwestern Energy Corp. (public utility corporation) (since November 2004);
Age: 66 Director of P.R. Pharmaceuticals (October 1999-October 2003); Director of
Rocky Mountain Elk Foundation (non-profit organization) (February 1998-
February 2003 and February 2005-February 2007); Chairman and Director (until
October 1996) and President and Chief Executive Officer (until October 1995)
of OppenheimerFunds, Inc.; President, Chief Executive Officer and Director of
the following: Oppenheimer Acquisition Corp. ("OAC") (parent holding company
of OppenheimerFunds, Inc.), Shareholders Services, Inc. and Shareholder
Financial Services, Inc. (until October 1995). Oversees 39 portfolios in the
OppenheimerFunds complex.
SAM FREEDMAN, Director of Colorado UpLIFT (charitable organization) (since September 1984).
Trustee (since 1996) Mr. Freedman held several positions with OppenheimerFunds, Inc. and with sub-
Age: 67 sidiary or affiliated companies of OppenheimerFunds, Inc. (until October 1994).
Oversees 39 portfolios in the OppenheimerFunds complex.
9 | CENTENNIAL GOVERNMENT TRUST
TRUSTEES AND OFFICERS Unaudited / Continued
- --------------------------------------------------------------------------------
RICHARD F. GRABISH, Formerly Senior Vice President and Assistant Director of Sales and Marketing
Trustee (since 2001) (March 1997-December 2007), Director (March 1987-December 2007) and
Age: 59 Manager of Private Client Services (June 1985-June 2005) of A.G. Edwards &
Sons, Inc. (broker/dealer and investment firm); Chairman and Chief Executive
Officer of A.G. Edwards Trust Company, FSB (March 2001-December 2007);
President and Vice Chairman of A.G. Edwards Trust Company, FSB (investment
adviser) (April 1987-March 2001); President of A.G. Edwards Trust Company, FSB
(investment adviser) (June 2005-December 2007). Oversees 17 portfolios in the
OppenheimerFunds complex.
BEVERLY L. HAMILTON, Trustee of Monterey Institute for International Studies (educational organization)
Trustee (since 2002) (since February 2000); Board Member of Middlebury College (educational orga-
Age: 61 nization) (since December 2005); Director of The California Endowment
(philanthropic organization) (since April 2002); Director (February 2002-2005)
and Chairman of Trustees (2006-2007) of the Community Hospital of Monterey
Peninsula; Director (October 1991-2005) and Vice Chairman (since 2006) of
American Funds' Emerging Markets Growth Fund, Inc. (mutual fund); President
of ARCO Investment Management Company (February 1991-April 2000);
Member of the investment committees of The Rockefeller Foundation (2001-
2006) and The University of Michigan (since 2000); Advisor at Credit Suisse First
Boston's Sprout venture capital unit (venture capital fund) (1994-January 2005);
Trustee of MassMutual Institutional Funds (investment company) (1996-June
2004); Trustee of MML Series Investment Fund (investment company) (April
1989-June 2004); Member of the investment committee of Hartford Hospital
(2000-2003); and Advisor to Unilever (Holland) pension fund (2000-2003).
Oversees 39 portfolios in the OppenheimerFunds complex.
ROBERT J. MALONE, Board of Directors of Opera Colorado Foundation (non-profit organization)
Trustee (since 2002) (since March 2008); Director of Jones Knowledge, Inc. (since 2006); Director of
Age: 63 Jones International University (educational organization) (since August 2005);
Chairman, Chief Executive Officer and Director of Steele Street Bank & Trust
(commercial banking) (since August 2003); Director of Colorado UpLIFT (chari-
table organization) (since 1986); Trustee of the Gallagher Family Foundation
(non-profit organization) (since 2000); Former Chairman of U.S. Bank-Colorado
(subsidiary of U.S. Bancorp and formerly Colorado National Bank) (July 1996-
April 1999); Director of Commercial Assets, Inc. (real estate investment trust)
(1993-2000); Director of Jones Knowledge, Inc. (2001-July 2004); and Director of
U.S. Exploration, Inc. (oil and gas exploration) (1997-February 2004). Oversees 39
portfolios in the OppenheimerFunds complex.
F. WILLIAM MARSHALL, JR., Trustee of MassMutual Select Funds (formerly MassMutual Institutional Funds)
Trustee (since 2000) (investment company) (since 1996) and MML Series Investment Fund (investment
Age: 66 company) (since 1996); Trustee of Worcester Polytech Institute (since
1985); Chairman (since 1994) of the Investment Committee of the Worcester
Polytech Institute (private university); President and Treasurer of the SIS Funds
(private charitable fund) (since January 1999); Chairman of SIS & Family Bank,
F.S.B. (formerly SIS Bank) (commercial bank) (January 1999-July 1999); and
Executive Vice President of Peoples Heritage Financial Group, Inc. (commercial
bank) (January 1999-July 1999). Oversees 41 portfolios in the
OppenheimerFunds complex.
10 | CENTENNIAL GOVERNMENT TRUST
- --------------------------------------------------------------------------------------------------------------------------------
INTERESTED TRUSTEE AND OFFICER THE ADDRESS OF MR. MURPHY IS TWO WORLD FINANCIAL CENTER, 225 LIBERTY STREET, 11TH
FLOOR, NEW YORK, NEW YORK 10281-1008. MR. MURPHY SERVES AS A TRUSTEE FOR AN INDEFINITE
TERM, OR UNTIL HIS RESIGNATION, RETIREMENT, DEATH OR REMOVAL AND AS AN OFFICER
FOR AN INDEFINITE TERM, OR UNTIL HIS RESIGNATION, RETIREMENT, DEATH OR REMOVAL. MR.
MURPHY IS AN INTERESTED TRUSTEE DUE TO HIS POSITIONS WITH
OPPENHEIMERFUNDS, INC.
AND ITS AFFILIATES.
JOHN V. MURPHY, Chairman, Chief Executive Officer and Director of OppenheimerFunds, Inc.
Trustee, President and (since June 2001); President of OppenheimerFunds, Inc. (September 2000-
Principal Executive Officer February 2007); President and director or trustee of other Oppenheimer funds;
(since 2001) President and Director of Oppenheimer Acquisition Corp. ("OAC") (the Manager's
Age: 59 parent holding company) and of Oppenheimer Partnership Holdings, Inc. (holding
company subsidiary of OppenheimerFunds, Inc.) (since July 2001); Director
of OppenheimerFunds Distributor, Inc. (subsidiary of OppenheimerFunds, Inc.)
November 2001-December 2006); Chairman and Director of Shareholder
Services, Inc. and of Shareholder Financial Services, Inc. (transfer agent
subsidiaries of OppenheimerFunds, Inc.) (since July 2001); President and Director
of OppenheimerFunds Legacy Program (charitable trust program established by
OppenheimerFunds, Inc.) (since July 2001); Director of the following investment
advisory subsidiaries of OppenheimerFunds, Inc.: the Manager, OFI Institutional
Asset Management, Inc., Trinity Investment Management Corporation and
Tremont Capital Management, Inc. (since November 2001), HarbourView Asset
Management Corporation and OFI Private Investments, Inc. (since July 2001);
President (since November 2001) and Director (since July 2001) of Oppenheimer
Real Asset Management, Inc.; Executive Vice President of Massachusetts Mutual
Life Insurance Company (OAC's parent company) (since February 1997); Director
of DLB Acquisition Corporation (holding company parent of Babson Capital
Management LLC) (since June 1995); Chairman (since October 2007) and
Member of the Investment Company Institute's Board of Governors (since
October 2003). Oversees 103 portfolios in the OppenheimerFunds complex.
- --------------------------------------------------------------------------------------------------------------------------------
OTHER OFFICERS OF THE TRUST THE ADDRESSES OF THE OFFICERS IN THE CHART BELOW ARE AS FOLLOWS: FOR MR. ZACK AND
MS. BLOOMBERG, TWO WORLD FINANCIAL CENTER, 225 LIBERTY STREET, NEW YORK, NEW YORK
10281-1008, FOR MESSRS. VANDEHEY, WIXTED, PETERSEN, SZILAGYI AND MSS. WOLF AND IVES,
6803 S. TUCSON WAY, CENTENNIAL, COLORADO 80112-3924. EACH OFFICER SERVES FOR AN
INDEFINITE TERM OR UNTIL HIS OR HER RESIGNATION, RETIREMENT, DEATH OR REMOVAL.
CAROL E. WOLF, Senior Vice President of OppenheimerFunds, Inc. (since June 2000) and of
Vice President and Portfolio HarbourView Asset Management Corporation (since June 2003). A portfolio
Manager (since 1987) manager and officer of 9 portfolios in the OppenheimerFunds complex.
Age: 56
MARK S. VANDEHEY, Senior Vice President and Chief Compliance Officer of OppenheimerFunds, Inc.
Vice President and Chief (since March 2004); Chief Compliance Officer of OppenheimerFunds
Compliance Officer Distributor, Inc., and Shareholder Services, Inc. (since March 2004); Vice President
(since 2004) of the Manager, OppenheimerFunds Distributor, Inc., and Shareholder Services,
Age: 57 Inc. (since June 1983); Former Vice President and Director of Internal Audit of
OppenheimerFunds, Inc. (1997-February 2004). An officer of 103 portfolios in
the Oppenheimer funds complex.
BRIAN W. WIXTED, Senior Vice President and Treasurer of OppenheimerFunds, Inc. (since March
Treasurer and Principal 1999); Treasurer of the following: Shareholder Services, Inc., HarbourView Asset
Financial & Accounting Management Corporation, Shareholder Financial Services, Inc., Oppenheimer
Officer (since 1999) Real Asset Management, Inc. and Oppenheimer Partnership Holdings, Inc. (since
Age: 48 March 1999), OFI Private Investments, Inc. (since March 2000),
OppenheimerFunds
11 | CENTENNIAL GOVERNMENT TRUST
TRUSTEES AND OFFICERS Unaudited / Continued
- --------------------------------------------------------------------------------
BRIAN W. WIXTED, International Ltd. and OppenheimerFunds plc (since May 2000), OFI Institutional
Continued Asset Management, Inc. (since November 2000), and OppenheimerFunds Legacy
Program (charitable trust program established by the Manager) (since June 2003);
Treasurer and Chief Financial Officer of OFI Trust Company (trust company sub-
sidiary of OppenheimerFunds, Inc.) (since May 2000); Assistant Treasurer of OAC
(since March 1999); and Assistant Treasurer of the Manager and Distributor
(March 1999-October 2003) and OppenheimerFunds Legacy Program (April 2000-
June 2003). An officer of 103 portfolios in the OppenheimerFunds complex.
BRIAN S. PETERSEN, Vice President of OppenheimerFunds, Inc. (since February 2007); Assistant Vice
Assistant Treasurer President (August 2002-February 2007); Manager/Financial Product Accounting
(since 2004) of OppenheimerFunds, Inc. (November 1998-July 2002). An officer of 103 port-
Age: 37 folios in the OppenheimerFunds complex.
BRIAN C. SZILAGYI, Assistant Vice President of OppenheimerFunds, Inc. (since July 2004); Director of
Assistant Treasurer Financial Reporting and Compliance of First Data Corporation (April 2003-July
(since 2005) 2004); Manager of Compliance of Berger Financial Group LLC (May 2001-March
Age: 38 2003). An officer of 103 portfolios in the OppenheimerFunds complex.
ROBERT G. ZACK, Executive Vice President (since January 2004) and General Counsel (since
Vice President and Secretary March 2002) of OppenheimerFunds, Inc.; General Counsel of the Manager
(since 2001) and Distributor (since December 2001); General Counsel and Director of
Age: 60 OppenheimerFunds Distributor, Inc. (since December 2001); Senior Vice
President, General Counsel and Director of the Transfer Agent, Shareholder
Financial Services, Inc., OFI Private Investments, Inc. and OFI Trust Company
(since November 2001); Senior Vice President and General Counsel of
HarbourView Asset Management Corporation (since December 2001); Secretary
and General Counsel of OAC (since November 2001); Assistant Secretary (since
September 1997) and Director (since November 2001) of OppenheimerFunds
International Ltd. and OppenheimerFunds plc; Vice President and Director of
Oppenheimer Partnership Holdings, Inc. (since December 2002); Director of
Oppenheimer Real Asset Management, Inc. (since November 2001); Vice
President of OppenheimerFunds Legacy Program (since June 2003); Senior Vice
President and General Counsel of OFI Institutional Asset Management, Inc.
(since November 2001); Director of OppenheimerFunds (Asia) Limited (since
December 2003); Senior Vice President (May 1985-December 2003). An officer
of 103 portfolios in the OppenheimerFunds complex.
LISA I. BLOOMBERG, Vice President (since May 2004) and Deputy General Counsel (since May 2008)
Assistant Secretary of OppenheimerFunds, Inc.; Associate Counsel (May 2004-May 2008) of
(since 2004) OppenheimerFunds Inc.; First Vice President (April 2001-April 2004), Associate
Age: 40 General Counsel (December 2000-April 2004) of UBS Financial Services, Inc. An
officer of 103 portfolios in the OppenheimerFunds complex.
KATHLEEN T. IVES, Vice President (since June 1998), Deputy General Counsel (since May 2008) and
Assistant Secretary Assistant Secretary (since October 2003); Senior Counsel (October 2003-May
(since 2001) 2008) of OppenheimerFunds, Inc.; Vice President (since 1999) and Assistant
Age: 42 Secretary (since October 2003) of the Distributor; Assistant Secretary of the
Manager (since October 2003); Vice President and Assistant Secretary of
Shareholder Services, Inc. (since 1999); Assistant Secretary of OppenheimerFunds
Legacy Program and Shareholder Financial Services, Inc. (since December 2001);
Senior General Counsel of OppenheimerFunds, Inc. (October 2003-May 2008).
An officer of 103 portfolios in the OppenheimerFunds complex.
THE TRUST'S STATEMENT OF ADDITIONAL INFORMATION CONTAINS ADDITIONAL INFORMATION
ABOUT THE TRUST'S TRUSTEES AND OFFICERS AND IS AVAILABLE WITHOUT CHARGE UPON
REQUEST.
12 | CENTENNIAL GOVERNMENT TRUST
ITEM 2. CODE OF ETHICS.
The registrant has adopted a code of ethics that applies to the registrant's
principal executive officer, principal financial officer, principal accounting
officer or controller or persons performing similar functions.
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
The Board of Trustees of the registrant has determined that George C. Bowen,
the Chairman of the Board's Audit Committee, and Edward L. Cameron, a member of
the Board's Audit Committee, are audit committee financial experts and that
Messrs. Cameron and Bowen are "independent" for purposes of this Item 3.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
(a) Audit Fees
The principal accountant for the audit of the registrant's annual financial
statements billed $19,900 in fiscal 2008 and $20,700 in fiscal 2007.
(b) Audit-Related Fees
The principal accountant for the audit of the registrant's annual financial
statements billed no such fees during the last two fiscal years.
The principal accountant for the audit of the registrant's annual financial
statements billed no such fees during the last two fiscal years to the
registrant's investment adviser or any entity controlling, controlled by, or
under common control with the adviser that provides ongoing services to the
registrant.
(c) Tax Fees
The principal accountant for the audit of the registrant's annual financial
statements billed no such fees to the registrant during the last two fiscal
years.
The principal accountant for the audit of the registrant's annual financial
statements billed no such fees to the registrant during the last two fiscal
years to the registrant's investment adviser or any entity controlling,
controlled by, or under common control with the adviser that provides ongoing
services to the registrant.
(d) All Other Fees
The principal accountant for the audit of the registrant's annual financial
statements billed no such fees during the last two fiscal years.
The principal accountant for the audit of the registrant's annual financial
statements billed no such fees in fiscal 2008 and $12,000 in fiscal 2007 to the
registrant's investment adviser or any entity controlling, controlled by, or
under common control with the adviser that provides ongoing services to the
registrant.
Such fees would include professional services for the 22c-2 program.
(e) (1) During its regularly scheduled periodic meetings, the registrant's
audit committee will pre-approve all audit, audit-related, tax and other
services to be provided by the principal accountants of the registrant.
The audit committee has delegated pre-approval authority to its Chairman
for any subsequent new engagements that arise between regularly scheduled
meeting dates provided that any fees such pre-approved are presented to the
audit committee at its next regularly scheduled meeting.
Under applicable laws, pre-approval of non-audit services maybe waived
provided that: 1) the aggregate amount of all such services provided
constitutes no more than five percent of the total amount of fees paid by
the registrant to it principal accountant during the fiscal year in which
services are provided 2) such services were not recognized by the
registrant at the time of engagement as non-audit services and 3) such
services are promptly brought to the attention of the audit committee of
the registrant and approved prior to the completion of the audit.
(2) 100%
(f) Not applicable as less than 50%.
(g) The principal accountant for the audit of the registrant's annual financial
statements billed no such fees in fiscal 2008 and $12,000 in fiscal 2007 to
the registrant and the registrant's investment adviser or any entity
controlling, controlled by, or under common control with the adviser that
provides ongoing services to the registrant related to non-audit fees.
Those billings did not include any prohibited non-audit services as defined
by the Securities Exchange Act of 1934.
(h) The registrant's audit committee of the board of trustees has considered
whether 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. No such services were rendered.
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. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
Not applicable.
ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT
COMPANY AND AFFILIATED PURCHASERS.
Not applicable.
ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
THE FUND'S GOVERNANCE COMMITTEE PROVISIONS WITH RESPECT TO NOMINATIONS OF
DIRECTORS/TRUSTEES TO THE RESPECTIVE BOARDS
1. The Fund's Governance Committee (the "Committee") will evaluate potential
Board candidates to assess their qualifications. The Committee shall have
the authority, upon approval of the Board, to retain an executive search
firm to assist in this effort. The Committee may consider recommendations
by business and personal contacts of current Board members and by executive
search firms which the Committee may engage from time to time and may also
consider shareholder recommendations. The Committee may consider the advice
and recommendation of the Funds' investment manager and its affiliates in
making the selection.
2. The Committee shall screen candidates for Board membership. The Committee
has not established specific qualifications that it believes must be met by
a trustee nominee. In evaluating trustee nominees, the Committee considers,
among other things, an individual's background, skills, and experience;
whether the individual is an "interested person" as defined in the
Investment Company Act of 1940; and whether the individual would be deemed
an "audit committee financial expert" within the meaning of applicable SEC
rules. The Committee also considers whether the individual's background,
skills, and experience will complement the background, skills, and
experience of other nominees and will contribute to the Board. There are no
differences in the manner in which the Committee evaluates nominees for
trustees based on whether the nominee is recommended by a shareholder.
3. The Committee may consider nominations from shareholders for the Board at
such times as the Committee meets to consider new nominees for the Board.
The Committee shall have the sole discretion to determine the candidates to
present to the
Board and, in such cases where required, to shareholders. Recommendations
for trustee nominees should, at a minimum, be accompanied by the following:
- the name, address, and business, educational, and/or other pertinent
background of the person being recommended;
- a statement concerning whether the person is an "interested person" as
defined in the Investment Company Act of 1940;
- any other information that the Funds would be required to include in a
proxy statement concerning the person if he or she was nominated; and
- the name and address of the person submitting the recommendation and,
if that person is a shareholder, the period for which that person held
Fund shares.
The recommendation also can include any additional information which the
person submitting it believes would assist the Committee in evaluating the
recommendation.
4. Shareholders should note that a person who owns securities issued by
Massachusetts Mutual Life Insurance Company (the parent company of the
Funds' investment adviser) would be deemed an "interested person" under the
Investment Company Act of 1940. In addition, certain other relationships
with Massachusetts Mutual Life Insurance Company or its subsidiaries, with
registered broker-dealers, or with the Funds' outside legal counsel may
cause a person to be deemed an "interested person."
5. Before the Committee decides to nominate an individual as a trustee,
Committee members and other directors customarily interview the individual
in person. In addition, the individual customarily is asked to complete a
detailed questionnaire which is designed to elicit information which must
be disclosed under SEC and stock exchange rules and to determine whether
the individual is subject to any statutory disqualification from serving as
a trustee of a registered investment company.
ITEM 11. CONTROLS AND PROCEDURES.
Based on their evaluation of the registrant's disclosure controls and procedures
(as defined in rule 30a-3(c) under the Investment Company Act of 1940 (17 CFR
270.30a-3(c)) as of 06/30/2008, the registrant's principal executive officer and
principal financial officer found the registrant's disclosure controls and
procedures to provide reasonable assurances that information required to be
disclosed by the registrant in the reports that it files under the Securities
Exchange Act of 1934 (a) is accumulated and communicated to registrant's
management, including its principal executive officer and principal financial
officer, to allow timely decisions regarding required disclosure, and (b) is
recorded, processed, summarized and reported, within the time periods specified
in the rules and forms adopted by the U.S. Securities and Exchange Commission.
There have been no changes in the registrant's internal controls over financial
reporting that occurred during the registrant's second fiscal quarter of the
period covered by this report that have materially affected, or are reasonably
likely to materially affect, the registrant's internal control over financial
reporting.
ITEM 12. EXHIBITS.
(a) (1) Exhibit attached hereto.
(2) Exhibits attached hereto.
(3) Not applicable.
(b) Exhibit attached hereto.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
Centennial Government Trust
By: /s/ John V. Murphy
---------------------------
John V. Murphy
Principal Executive Officer
Date: 08/07/2008
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.
By: /s/ John V. Murphy
---------------------------
John V. Murphy
Principal Executive Officer
Date: 08/07/2008
By: /s/ Brian W. Wixted
---------------------------
Brian W. Wixted
Principal Financial Officer
Date: 08/07/2008